American Water Works Company, Inc. arranges $1.2 billion financing

VOORHEES, N.J., Nov. 6, 2001 — American Water Works Company, Inc. announced it has executed a Note Purchase Agreement for $1.2 billion in senior unsecured notes at an interest rate of 4.92%.

The notes will be purchased at par by RWE/AG and have a five-year maturity. Closing will occur by the issuance of two or more tranches over the next 90 days.

American Water Works and its affiliates will use proceeds from the sale of the notes to fund the acquisition of the water and wastewater assets of Citizens Communication Company, to acquire the common stock of Azurix - North America and to reduce outstanding short-term debt.

On September 17, 2001 both companies announced they had reached agreement for RWE/AG's purchase of all the outstanding common stock of American Water Works, upon receipt of shareholder and regulatory approvals.