Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Ashworth Emily A.
 2. Date of Event Requiring Statement (Month/Day/Year)
05/06/2011		 3. Issuer Name and Ticker or Trading Symbol
American Water Works Company, Inc. [AWK]
(Last)
(First)
(Middle)
1025 LAUREL OAK ROAD		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
VP & Chief Information Officer
 5. If Amendment, Date Original Filed(Month/Day/Year)
05/16/2011
(Street)

VOORHEES, NJ 08043		 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 1,850 (1) (2) (3) (4)
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Options (right to buy) 01/01/2010 12/31/2013 Common Stock 4,064 $ 21.5 D  
Employee Stock Options (right to buy) 01/01/2011 12/31/2014 Common Stock 5,527 $ 21.5 D  
Employee Stock Options (right to buy)   (5) 12/31/2015 Common Stock 8,723 $ 20.7 D  
Employee Stock Options (right to buy)   (6) 12/31/2016 Common Stock 9,661 $ 22.31 D  
Employee Stock Options (right to buy)   (7) 12/31/2017 Common Stock 10,358 $ 27.08 D  
Performance Stock Unit   (8) 12/31/2011 Common Stock 2,344 $ (8) D  
Performance Stock Unit   (9) 12/31/2012 Common Stock 2,039 $ (9) D  
Performance Stock Unit   (10) 12/31/2013 Common Stock 1,187 $ (10) D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Ashworth Emily A.
1025 LAUREL OAK ROAD
VOORHEES, NJ 08043		       VP & Chief Information Officer  

Signatures

/s/ Karen K. Pettiford-Wilson by Power of Attorney previously filed 01/20/2012
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Represents 1030 shares, less 406 shares withheld for taxes, awarded in connection with the initial public offering of American Water Works Company, Inc. The restricted stock units vested on January 1, 2010.
(2) Represents award of 1453 restricted stock units, less 567 shares withheld for taxes, that vested on January 1, 2011.
(3) Represents 300 shares purchased pursuant to the Reserved Share Program upon the closing of the IPO.
(4) Represents 40 shares acquired through the Dividend Reinvestment Program (DRIP).
(5) The options vest in three equal installments on January 1, 2010, 2011 and 2012.
(6) The options vest in three equal installments on January 1, 2011, 2012 and 2013.
(7) The options vest in three equal installments on January 1, 2012, 2013 and 2014.
(8) Each performance stock unit represents a contingent right to receive one share of American Water's (the "Company") common stock. The actual number of performance stock units that may be earned will be based on the Company's annual total stockholder return ("TSR") relative to the performance of the other companies in the Dow Jones U.S. Utility Index over the three-year performance period beginning on January 1, 2009 and ending December 31, 2011. The number of performance stock units reported is equal to the target number of performance stock units that may be earned.
(9) Each performance stock unit represents a contingent right to receive one share of American Water's (the "Company") common stock. The actual number of performance stock units that may be earned will be based on the Company's annual total stockholder return ("TSR") relative to the performance of the other companies in the Dow Jones U.S. Utility Index over the three-year performance period beginning on January 1, 2010 and ending December 31, 2012. The number of performance stock units reported is equal to the target number of performance stock units that may be earned.
(10) Each performance stock unit represents a contingent right to receive one share of American Water's (the "Company") common stock. The actual number of performance stock units that may be earned will be based on the Company's annual total stockholder return ("TSR") relative to the performance of the other companies in the Dow Jones U.S. Utility Index over the three-year performance period beginning on January 1, 2011 and ending December 31, 2013. The number of performance stock units reported is equal to the target number of performance stock units that may be earned

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