FORM 4 Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN 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 * ROTH W RICHARD   2. Issuer Name and Ticker or Trading Symbol SJW CORP [SJW] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) __X__ Director _____ 10% Owner __X__ Officer (give title below) _____ Other (specify below) President & CEO (Last) (First) (Middle) 110 W TAYLOR STREET 3. Date of Earliest Transaction (Month/Day/Year) 04/23/2013 (Street) SAN JOSE, CA 95110 4. If Amendment, Date Original Filed(Month/Day/Year) 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 Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4) Code V Amount (A) or (D) Price Common Stock 04/23/2013   A   5,748 (1) A $ 0 219,900 (2) D   Common Stock 04/23/2013   F   2,114 (3) D $ 26.1 217,786 (4) D   Common Stock               18,300 I By Separate Property Trust

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security (Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code (Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date (Month/Day/Year)

7. Title and Amount of Underlying Securities (Instr. 3 and 4)

8. Price of Derivative Security (Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4)

11. Nature of Indirect Beneficial Ownership (Instr. 4)

Code

V

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
ROTH W RICHARD 110 W TAYLOR STREET SAN JOSE, CA 95110	X		President & CEO

Signatures

/s/ Suzy Papazian Attorney-in-Fact for W. Richard Roth		04/25/2013
**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(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 5,748 fully-vested shares of the Issuer's common stock awarded to the reporting person in recognition of his services in obtaining certain governmental permits for Texas Water Alliance Limited, the Issuer's wholly-owned subsidiary.
(2)	Includes 56,603 shares of the Issuer's common stock. Also includes 56,901 shares of the Issuer's common stock underlying restricted stock units and 106,396 shares of the Issuer's common stock underlying deferred restricted stock, which may be subject in whole or in part to vesting schedules tied to Mr. Roth's continued service with the Issuer or the attainment of certain performance goals, and which will be issued as actual shares of common stock of the Issuer either at the time of vesting or at a specified time thereafter (including termination of service with the Issuer).
(3)	Represents 2,114 shares of common stock of the Issuer withheld by the Issuer in satisfaction of the applicable withholding taxes on certain shares of common stock. The issuable shares were granted on April 23, 2013 and are reported in Table I of this filing.
(4)	Includes 54,489 shares of the Issuer's common stock. Also includes 56,901 shares of the Issuer's common stock underlying restricted stock units and 106,396 shares of the Issuer's common stock underlying deferred restricted stock, which may be subject in whole or in part to vesting schedules tied to Mr. Roth's continued service with the Issuer or the attainment of certain performance goals, and which will be issued as actual shares of common stock of the Issuer either at the time of vesting or at a specified time thereafter (including termination of service with the Issuer).

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