SECURITIES AND EXCHANGE COMMISSION

                             Washington D.C. 20549
   
                                  FORM 10-Q/A
                               (Amendment No. 1)
    
                 QUARTERLY REPORT UNDER SECTION 13 or 15 (d) OF
                      THE SECURITIES EXCHANGE ACT OF 1934

For Quarter Ended June 30, 1995

Commission File Number 1-6659

                       PHILADELPHIA SUBURBAN CORPORATION
             -----------------------------------------------------
             (Exact name of registrant as specified in its charter)

        Pennsylvania                                       23-1702594
- -------------------------------                       -------------------
(State or other jurisdiction of                         (I.R.S. Employer
 incorporation or organization)                       Identification No.)

762 Lancaster Avenue, Bryn Mawr, Pennsylvania                19010
- ---------------------------------------------         --------------------
  (Address of principal executive offices)                 (Zip Code)

Registrant's telephone number, including area code:      (610)-527-8000
                                                      --------------------

Indicate by check mark whether the registrant (1) 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 the number of shares outstanding of each of the issuer's classes of
common stock, as of June 30, 1995.


11,950,854
- ----------



               PHILADELPHIA SUBURBAN CORPORATION AND SUBSIDIARIES

   
                           Part II. Other Information
    
Item 6.         Exhibits and Reports on Form 8-K

                (a) Exhibits

                    Exhibit No.                    Description
                    -----------                    -----------
   
                        27                         Financial Data Schedule
    

                 (b) Report on Form 8-K

                     None



                                   SIGNATURE

         Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be executed on its behalf by the
undersigned thereunto duly authorized.


   
September 29, 1995

                                          PHILADELPHIA SUBURBAN CORPORATION
                                          ---------------------------------
                                                    Registrant

                                          
                                                Nicholas DeBenedictis
                                           --------------------------------
                                                Nicholas DeBenedictis
                                                Chairman and President


    

 


UT This schedule contains summary financial information extracted from the consolidated balance sheet at June 30, 1995, and the consolidated statements of income and cash flow for the six months ended June 30, 1995 and is qualified in its entirety by reference to such financial statements. 6-MOS DEC-31-1995 JAN-01-1995 JUN-30-1995 PRO-FORMA 416,574 85 22,691 4,090 48,451 491,891 2,992 106,379 39,888 149,259 5,714 0 174,735 0 5,675 0 8,887 1,429 0 0 146,192 491,891 54,539 5,689 33,543 39,232 15,307 0 15,307 7,011 7,974 322 7,974 6,577 13,488 10,969 .67 .67