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                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549
                                    FORM 10-K

                ANNUAL REPORT PURSUANT TO SECTION 13 or 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934

     For the fiscal year ended December 31, 2000 Commission file No. 0-6028

                           BIRMINGHAM UTILITIES, INC.
             (Exact Name of registrant as specified in its charter)

             CONNECTICUT                                     06-0878647
   (State or other jurisdiction of                        (I.R.S. Employer
    incorporation or organization)                       Identification No.)

     230 Beaver Street, Ansonia, CT                          06401-0426
(Address of principal executive offices)                     (Zip Code)

       Registrant's telephone number, including area code: (203) 735-1888

           Securities registered pursuant to Section 12(b) of the Act:

     Title of each class                           Name of each exchange
  Common Stock (no par value)                    The American Stock Exchange

        Securities registered pursuant to Section 12(g) of the Act: None

                                 Title of Class

Indicate by check mark whether the registrant: (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.    Yes  X        No

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405
of Regulation S-K is not contained herein, and will not be contained, to the
best of registrant's knowledge, in definitive proxy or information statements
incorporated by reference in Part III of this Form 10-K or any amendment to this
Form 10-K.   [X]

Aggregate market value of the voting stock held by non-affiliates of the
registrant based on the average bid and asked prices of such stock as of March
9, 2001:  $17,906,193

Indicate the number of shares outstanding of each of the registrant's classes of
common stock, as of the latest practicable date.

            Class                             Outstanding at March 9, 2001
  Common Stock, no par value                            1,623,072

                       Documents Incorporated by Reference

Portions of the Annual Report to stockholders for the fiscal year ended December
31, 2000 are incorporated by reference into Part II hereof. Portions of the
Proxy Statement for the 2001 Annual Meeting of Stockholders are incorporated by
reference into Part III of this report.
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                                     PART I

Item 1.  Business

         Birmingham Utilities, Inc. (the "Company") is a specially chartered
Connecticut public service corporation in the business of collecting and
distributing water for domestic, commercial and industrial uses and fire
protection in Ansonia and Derby, Connecticut, and in small parts of the
contiguous Town of Seymour. Under its charter, the Company enjoys a monopoly
franchise in the distribution of water in the area, which it serves. In
conjunction with its right to sell water, the Company has the power of eminent
domain and the right to erect and maintain certain facilities on and in public
highways and grounds, all subject to such consents and approvals of public
bodies and others as may be required by law.

         The current sources of the Company's water are wells located in Derby
and Seymour and interconnections with the South Central Connecticut Regional
Water Authority's (the "Regional Water Authority") system (a) at the border of
Orange and Derby (the "Grassy Hill Interconnection") and (b) near the border of
Seymour and Ansonia (the "Woodbridge Interconnection"). The Company maintains
its interconnected Beaver Lake Reservoir System, a 2.2 million gallon per day
(MGD) surface supply in case of emergency needs.

         The Company's entire system has a safe daily yield (including only
those supplies that comply with the SDWA on a consistent basis) of approximately
8.0 MGD, while the average daily demand and the maximum daily demand on the
system during 2000 were approximately 3.4 MGD and 4.5 MGD, respectively. The
distribution system with the exception of the well supplies, is mainly through
gravity, but there are seven distinct areas at higher elevations where pumping,
pressure tanks and standpipes are utilized. These higher areas include
approximately 25% of the Company's customers.

         During 2000, approximately 1.25 billion gallons of water from all
sources were delivered to the Company's customers. The Company has approximately
9,062 customers of whom approximately 94% are residential and commercial. No
single customer accounted for as much as 10% of total billings in 2000. The
business of the Company is to some extent seasonal, since greater quantities of
water are delivered to customers in the hot summer months.

         The Company had, as of February 28, 2001, 20 full-time employees. The
Company's employees are not affiliated with any union organization.

         The Company is subject to the jurisdiction of the Connecticut
Department of Public Utility Control ("DPUC") as to accounting, financing,
ratemaking, disposal of property, the issuance of long term securities and other
matters affecting its operations. The Connecticut Department of Public Health
(the "Health Department" or "DPH") has regulatory powers over the Company under
state law with respect to water quality, sources of supply, and the use of
watershed land. The Connecticut Department of Environmental Protection ("DEP")
is authorized to regulate the Company's operations with regard to water
pollution abatement, diversion of water from streams and rivers, safety of dams
and the location, construction and alteration of certain water facilities. The
Company's activities are also subject to regulation with regard to environmental
and other operational matters by federal, state and local authorities,
including, without limitation, zoning authorities. The Company is subject to
regulation of its water quality under the Federal Safe Drinking Water Act
("SDWA"). The United States Environmental Protection Agency has granted to the
Health Department the primary enforcement responsibility in Connecticut under
the SDWA. The Health Department has established regulations containing maximum
limits on contaminants which have or may have an adverse effect on health.

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                      Executive Officers of the Registrant

Name, Age and Position        Business Experience Past 5 Years

Betsy Henley-Cohn, 48
Chairwoman of the Board       Chairwoman of the Board of Directors and
And Chief Executive Officer   Chief Executive Officer of the Company since
                              May of 1992; Chairman of the Board of Directors
                              And Treasurer,Joseph Cohn & Sons, Inc.; Director,
                              United Illuminating Company; Director,
                              Aristotle Corp.; Director, Citizens Bank
                              of Connecticut (1997-1999).

John S. Tomac, 47
President and Treasurer       President of the Company since October 1, 1998;
                              Vice President of the Company December 1, 1997-
                              September 30, 1998; Treasurer of the Company since
                              December 1997; Assistant Controller, BHC Company
                              1991-1997.


Item 2.  Properties

         The Company's properties consist chiefly of land, wells, reservoirs,
and pipelines. The Company has 5 production wells with an aggregate effective
capacity of approximately 3.0 MGD. The Company's existing interconnections with
the Regional Water Authority can provide 5.0 MGD. The Company's entire system
has a safe daily yield (including only those supplies that comply with the SDWA
on a consistent basis) of approximately 8.0 MGD, while the average daily demand
and the maximum daily demand on the system during 2000 were approximately 3.4
MGD and 4.5 MGD, respectively. The distribution system, with the exception of
the well supplies, is mainly through gravity, but there are seven distinct areas
at higher elevations where pumping, pressure tanks and standpipes are utilized.
These higher areas include approximately 25% of the Company's customers.

         The Company has three emergency stand-by reservoirs (Peat Swamp,
Quillinan and Middle) with a storage capacity of 484 million gallons and a safe
daily yield of approximately 2.2 MGD. Because the water produced by those
reservoirs does not consistently meet the quality standards of the SDWA, none of
those reservoirs is actively being used by the Company to supply water to the
system. During 1996 and in January of 1998, the Company sold to the City of
Ansonia and the City of Derby the Sentinel Hill Reservoir system and its
watershed located in Ansonia and Derby. In November of 1998, the Company sold to
the Town of Seymour the Great Hill reservoir system and its watershed located in
the Towns of Seymour and Oxford.

         The Company's dams are subject to inspection by and the approval of the
DEP. All of the Company's dams are in compliance with improvements previously
ordered by the U.S. Army Corps of Engineers.

         The Company owns an office building at 230 Beaver Street, in Ansonia.
That building was built in 1964, is of brick construction, and contains 4,200
square feet of office and storage space. In addition, the Company owns two
buildings devoted to equipment storage. The Company also owns office space in a
wood frame, residential building owned by the Company at 228 Beaver Street,
Ansonia.

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         The Company's approximately 3,400 acres of land were acquired over the
years principally in watershed areas to protect the quality and purity of the
Company's water at a time when land use was not regulated and standards for
water quality in streams were non-existent.

         Under Connecticut law a water Company cannot abandon a source of supply
or dispose of any land holdings associated with a source of supply until it has
a "water supply plan" approved by the Health Department. The Health Department
approved the Company's first Water Supply Plan in 1988 and updated Water Supply
Plan in 1993. Pursuant to abandonment permits issued by the Health Department in
1988, the Company abandoned its Upper and Lower Sentinel Hill Reservoirs, Steep
Hill (Bungay) Reservoir, and Fountain Lake Reservoir, and the land associated
with them then became available for sale. In 1994, the abandonment of Great Hill
Reservoir was approved by the Health Department.

         Since 1988, the Company has sold approximately 1,406 acres of land in
Bethany, Ansonia, Derby, Seymour and Oxford, realizing net gains of $7,140,349.

         The Company believes that approximately 1,050 acres of its land
holdings will not be needed in the future for water supply purposes and can be
sold. The Company has proposed, and the DPUC has accepted with respect to prior
transactions, an accounting and ratemaking mechanism by which the gain on the
sale of the Company's land holdings is shared between ratepayers and
stockholders as contemplated by Connecticut law. (See Note 1 to the Company's
Financial Statements).

Item 3.  Legal Proceedings

         None.

Item 4.  Submission of Matters to a Vote of Security Holders

         None.

                                     PART II

Item 5.  Market for the Registrant's Common Equity and Related Stockholder
         Matters

         Page 6 of the Company's Annual Report to shareholders for the year
ended December 31, 2000, (Financial Highlights), is incorporated herein by
reference, pursuant to Rule 12-23 of the Securities and Exchange Act of 1934
(the "Act") and to Instruction G(2) to Form 10-K.

Item 6.  Selected Financial Data

         Page 7 of the Company's Annual Report to shareholders for the year
ended December 31, 2000 (Financial Highlights) is incorporated herein by
reference, pursuant to Rule 12-23 of the Act and to Instruction G(2) to Form
10-K.

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Item 7.  Management's Discussion and Analysis of Financial Condition and
         Results of Operations

         Pages 8 through 11 of the Company's Annual Report to Shareholders for
the year ended December 31, 2000 are incorporated herein by reference, pursuant
to Rule 12-23 of the Act and to Instruction G(2) to Form 10-K.

Item 7A. Quantitative and Qualitative Disclosures About Market Risk

         The Company has certain exposures to market risk related to changes in
interest rates. The Company has an outstanding revolving credit agreement, under
which approximately $2.2 million was outstanding at December 31, 2000. The
revolving credit agreement bears interest at variable rates based on current
LIBOR indices. The Company is not subject in any material respect to currency or
other commodity risk.

Item 8.  Financial Statements and Supplementary Data

         The consolidated financial statements, together with the report
therein, of Dworken, Hillman, LaMorte and Sterczala, P.C., dated January 31,
2001, appearing on pages 12 through 24 of the accompanying 2000 Annual Report to
Shareholders of Birmingham Utilities, Inc. are incorporated herein by reference,
pursuant to Rule 126-23 of the Act and Instruction G(2) to Form 10-K.

Item 9.  Changes in and Disagreements with Accountants on Accounting and
         Financial Disclosure

         Not applicable.
                                    PART III

Item 10. Directors and Executive Officers of the Registrant

         The information appearing under the captions "Election of Directors"
and "Section 16(a) Beneficial Ownership Reporting Compliance" in the Company's
definitive Proxy Statement for the Annual Meeting of the Shareholders to be held
on May 9, 2001, is incorporated by reference in partial answer to this item. See
also "Executive Officers of the Registrant", following Part I, Item 1 herein.

Item 11. Executive Compensation

         The information appearing under the caption "Compensation of Directors
and Executive Officers" in the Company's definitive Proxy Statement for the
Annual Meeting of the Shareholders to be held on May 9, 2001 is incorporated by
reference in answer to this item.

Item 12. Security Ownership of Certain Beneficial Owners and Management.

         The information appearing under the caption "Security Ownership of
Management and Certain Beneficial Owners" in the Company's definitive Proxy
Statement for the Annual Meeting of the Shareholders to be held on May 9, 2001
is incorporated by reference in answer to this item.

Item 13. Certain Relationships and Related Transactions

         The information appearing under the caption "Certain Transactions" in
the Company's definitive Proxy Statement for the Annual Meeting of the
Shareholders to be held on May 9, 2001 is incorporated by reference in answer to
this item.
                                        5
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                                     PART IV

Item 14. Exhibits, Financial Statement Schedules, and Reports on Form 8-K

         (a)  The following documents are filed as part of this report:

                                                                     Page in
                                                                  Annual Report*
                                                                  --------------
         (1)  Statements of Income and Retained
              earnings for the three years ended
              December 31, 2000                                         14

              Balance Sheets at December 31, 2000                       13

         (3)  Statements of Cash Flows for the three
              years ended December 31, 2000                             15

              Notes to the Consolidated Financial Statements          16-24

              Report of Independent Accountants                         12

              Financial Highlights                                       7

              Selected Financial Data                                    7

              Management's Discussion and Analysis                     8-11

* Incorporated by reference from the indicated pages of the 2000 Annual Report.



         (b)  Reports on Form 8-K. No reports on Form 8-K were filed by the
Registrant during the last quarter of 2000.

         (c)  Exhibits.
              --------
              (3) Certificate of Incorporation and By-Laws of Birmingham
Utilities, Inc. Incorporated herein by reference to Exhibit 3 of Birmingham
Utilities, Inc.'s Annual report on Form 10K for the period ended December 31,
1994.
              (4) Instruments Defining Rights of Security Holders

              (4.1) Amended and Restated Mortgage Indenture by and between The
Ansonia Derby Water Company and The Connecticut National Bank as Trustee, dated
as of August 9, 1991. Incorporated herein by reference to Exhibit (4.1) of the
Annual Report on Form 10-K of Birmingham Utilities, Inc., for the period ended
December 31, 1999.

              (4.2) Commercial Loan Agreement by and between Birmingham
Utilities, Inc. and Citizens Bank, dated July 28, 2000.

              (4.3) Birmingham Utilities, Inc. Dividend Reinvestment Plan,
adopted by its Board of Directors on September 13, 1994. Incorporated herein by
reference to Exhibit 4 (iii) of Birmingham Utilities, Inc.'s Annual Report on
Form 10-K for the period ended December 31, 1994.

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              (10) Material Contracts

              (10.1) Agreement to Purchase Water by and between The Ansonia
Derby Water Company and South Central Connecticut Regional Water Authority dated
January 18, 1984 for the sale of water by the Authority to the Company and
subsequent amendment dated December 29, 1988. Incorporated herein by reference
to Exhibit (10.1) of the Annual Report on Form 10-K of Birmingham Utilities,
Inc. for the period ended December 31, 1999.

              (10.2) Agreement to Purchase Water by and between The Ansonia
Derby Water Company and South Central Connecticut Regional Water Authority dated
November 30, 1984 for the sale by the Authority to the company of water and for
the construction of the pipeline and pumping and storage facilities in
connection therewith by the Authority at the expense primarily of the Company
and Bridgeport Hydraulic Company. Incorporated herein by reference to Exhibit
(10.2) of the Annual Report on Form 10-K of Birmingham Utilities, Inc. for the
period ended December 31, 1996.

              (10.3) Employment Agreement between Birmingham Utilities, Inc. and
John S. Tomac dated October 1, 1998. Incorporated herein by reference to Exhibit
(10.3) of the Annual Report on Form 10-K of Birmingham Utilities, Inc. for the
period ended December 31, 1998.

              (10.4) Birmingham Utilities, Inc. 1994 Stock Incentive Plan
adopted by its Board of Directors on September 13, 1994. Incorporated herein by
reference to Exhibit (10.9) of Birmingham Utilities, Inc.'s Annual Report on
Form 10-K for the period ended December 31, 1994.

              (10.5) Birmingham Utilities, Inc. Stock Option plan for
Non-Employee Directors adopted by its Board of Directors on September 13, 1994.
Incorporated herein by reference to Exhibit (10.10) of Birmingham Utilities,
Inc.'s Annual Report on Form 10-K for the period ended December 31, 1994.

              (10.6) Purchase and Sale Agreement by and between Birmingham
Utilities, Inc. and The Trust for Public Land, ("TPL"), dated September 16, 1999
for the sale by the Company to TPL of approximately 570 acres of unimproved land
in Ansonia and Seymour, Connecticut. Incorporated herein by reference to Exhibit
(10)(a) of the Quarterly Report on Form 10-Q of Birmingham Utilities, Inc. for
the period ended September 30, 1999.

              (10.7) Purchase and Sale Agreement by and between Birmingham
Utilities, Inc. and Toll Brothers, Inc. ("Toll Bros.") dated March 21, 2000 for
the sale by the Company to Toll Bros. of approximately 322 acres of unimproved
land in Seymour, Connecticut. Incorporated herein by reference to Exhibit (6)(c)
of the Quarterly Report on Form 10-Q of Birmingham Utilities, Inc. For the
period ended March 31, 2000.

              (10.8) First Amendment of the Purchase and Sale Agreement by and
between Birmingham Utilities, Inc. and TPL, dated December 31, 2000, to extend
the Closing date set forth in Paragraph 4 of the Agreement from December 31,
2000 to March 31, 2001.

              (10.9) Birmingham Utilities, Inc. 2000 Stock Option Plan.

              (23) Consent of Auditors.

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                                   SIGNATURES
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Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange
Act of 1934, the registrant has duly caused this report to be signed on its
behalf by the undersigned, thereunto duly authorized.




(Registrant) BIRMINGHAM UTILITIES, INC.



BY:  /s/ Betsy Henley-Cohn
     ---------------------
     Betsy Henley-Cohn
     Chairwoman of the Board
    (Chief Executive Officer)



BY:  /s/ John S. Tomac
     -----------------
     John S. Tomac
     President and Treasurer
    (Chief Financial Officer)





Date: March 16, 2001










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Pursuant to the requirements of the Securities Exchange Act of 1934, this report
has been signed below by the following persons on behalf of the registrant and
in the capacities and on the dates indicated.



/s/ Michael J. Adanti                     /s/ Themis Klarides
------------------------                  ------------------------
Michael J. Adanti, Director               Themis Klarides, Director
Date: March 14, 2001                      Date: March 15, 2001



/s/ Mary Jane Burt                        /s/ Aldore J. Rivers
------------------------                  ------------------------
Mary Jane Burt, Director                  Aldore J. Rivers, Director
Date: March 14, 2001                      Date: March 14, 2001



/s/ James E. Cohen                        /s/ B. Lance Sauerteig
------------------------                  ------------------------
James E. Cohen, Director                  B. Lance Sauerteig, Director
Date: March 19, 2001                      Date: March 14, 2001



/s/ Betsy Henley-Cohn                     /s/ Kenneth E. Schaible
------------------------                  ------------------------
Betsy Henley-Cohn, Chairwoman             Kenneth E. Schaible, Director
Board of Directors                        Date: March 15, 2001
Date: March 14,2001



/s/ Alvaro da Silva                       /s/ John S. Tomac
------------------------                  ------------------------
Alvaro da Silva, Director                 John S. Tomac, Director,
Date: March 14, 2001                      President & Treasurer
                                          Date: March 14, 2001



<PAGE>
                           BIRMINGHAM UTILITIES, INC.

                                INDEX TO EXHIBITS


Item No.                                                                Page No.
--------                                                                --------


 4.2     $5,000,000.00 Commercial Loan Agreement between Birmingham
         Utilities, Inc. and Citizens Bank of Connecticut.               11-33


 10.8    First Amendment of the Purchase and Sale Agreement by and
         between Birmingham Utilities, Inc. and TPL, dated December
         31, 2000, to extend the Closing date set forth in
         Paragraph 4 of the Agreement from December 31, 2000 to
         March 31, 2001.                                                   34


 10.9    Birmingham Utilities, Inc. 2000 Stock Option Plan               35-45


 23      Consent of Dworken, Hillman, LaMorte & Sterczala, P.C.            46









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