SEC Form 5

FORM 5		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0362 Estimated average burden hours per response: 1.0
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
	Form 3 Holdings Reported.
	Form 4 Transactions Reported.

1. Name and Address of Reporting Person* BLACK TODD R (Last) (First) (Middle) 6 LIBERTY LANE WEST (Street) HAMPTON NH 03842 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol UNITIL CORP [ UTL ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner Officer (give title below) X Other (specify below) Vice President
	3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year) 12/31/2003
	4. If Amendment, Date of 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

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 at end of Issuer's Fiscal Year (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
				Amount	(A) or (D)	Price
Common Stock, no par value	06/09/2003		A(1)	4	A	$24.49	0	D
Common Stock, no par value	11/14/2003		J(2)	0.054	A	$25.34	0	D
Common Stock, no par value	11/14/2003		J(2)(3)	6.806	A	$25.34	1,010.86	D
Common Stock, no par value	01/01/2003		J(4)	7.715	D	$26.34	371.62	I	Held in trust(5)

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 Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
					(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Common Stock Options	$0						08/08/1988	08/08/1988	None	0		6,000(6)	D

Explanation of Responses:

1. Shares granted in connection with a length of service award for five years of service to the Company.

2. Acquisition pursuant to reinvestment of dividends.

3. Acquisition pursuant to reinvestment of dividends on shares of restricted stock granted pursuant to the Unitil Corporation Restricted Stock Plan.

4. Shares were purchased between January 1 - December 31, 2003 at a range of prices between $23.05 and $26.34 under the terms and conditions of the Unitil Corporation Tax Deferred Savings and Investment Plan.

5. Shares are held in trust under the terms of the Unitil Corporation Tax Deferred Savings and Investment Plan.

6. Options were granted under the terms and conditions of the Company's 1998 Stock Option Plan and previously reported on Form 3.

	/s/ Todd R. Black	02/04/2004
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
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