September 18, 2018


David C. Benoit
President and Chief Executive Officer
Connecticut Water Service, Inc.
93 West Main Street
Clinton, Connecticut 06413

       Re:    Connecticut Water Service, Inc.
              Preliminary Proxy Statement on Schedule 14A
              Filed August 20, 2018
              File No. 000-08084

Dear Mr. Benoit:

       We have reviewed your filing and have the following comments. In some of
our
comments, we may ask you to provide us with information so we may better
understand your
disclosure.

       Please respond to these comments within ten business days by providing
the requested
information or advise us as soon as possible when you will respond. If you do
not believe our
comments apply to your facts and circumstances, please tell us why in your
response.

       After reviewing your response to these comments, we may have additional
comments.

Background of the Merger, page 25

   1. We note your disclosure on page 37 that, on April 19 2018, the board of
directors of the
      Company had a telephonic meeting with management and representatives of
Wells Fargo
      Securities, and that Wells Fargo reviewed with the board of directors of
the Company
      various information and analyses regarding the Eversource proposal as
compared to the
      merger with SJW. Please disclose the results of the informal Wells Fargo
financial
      analyses comparing the Eversource proposal to the SJW proposal, or
disclose the specific
      comparisons considered by the CTWS board in determining that the
Eversource proposal
      did not constitute and was not reasonably likely to lead to a superior
proposal.
      Alternatively, please tell us why you do not believe this disclosure is
required.

   2. We note you disclosure on page 47 that your board discussed with its
advisors and your
      management "the challenges associated with the path toward closing the
merger of equals
      transaction with SJW; the potential benefits and risks associated with a
potential change
      in transaction structure from stock consideration to cash consideration;
and the price per
      share that any proposal for an acquisition of the Company for cash would
need to exceed
 David C. Benoit
Connecticut Water Service, Inc.
September 18, 2018
Page 2

        in light of the value expected from the merger of equals transaction
with SJW or,
        alternatively, that the board of directors of the Company is confident
can be delivered to
        shareholders of the Company on a standalone basis." Please amend your
filing to include
        a more detailed description of the "challenges" and "benefits"
considered. In this regard,
        we note that, in your disclosures related to the initial
stock-for-stock transaction, one of
        the primary benefits to shareholders described was a stake in the
growth of the combined
        company's stock value.

        We remind you that the company and its management are responsible for
the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action
or absence of
action by the staff.

       Please contact Katherine Bagley, Staff Attorney, at (202) 551-2545,
Christina Chalk,
Senior Special Counsel, Office of Mergers and Acquisitions, at (202) 551-3263,
or me at (202)
551-3720 with any questions.



                                                             Sincerely,

                                                             /s/ Mara L. Ransom

                                                             Mara L. Ransom
                                                             Assistant Director
                                                             Office of Consumer
Products