UNITIL CORP — Director's Dealing 2011

Feb 9, 2011

SEC Form 5 — Annual Statement of Changes in Beneficial Ownership

Issuer: UNITIL CORP (UTL)
CIK: 0000755001
Period of Report: 2010-12-31

Reporting Person: WHITNEY SANDRA L (Corporate Secretary)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-02-15	Common stock, no par value	J	3.766	$21.186	Acquired	0	Direct
2010-02-16	Common stock, no par value	J	50	$21.79	Acquired	0	Direct
2010-05-14	Common stock, no par value	J	3.966	$21.921	Acquired	0	Direct
2010-08-16	Common stock, no par value	J	4.143	$21.317	Acquired	0	Direct
2010-11-15	Common stock, no par value	J	4.017	$22.341	Acquired	0	Direct
2010-03-01	Common stock, no par value	J	17.000	$22.240	Acquired	264.141	Direct
2010-12-31	Common stock, no par value	J	2.722	$22.070	Acquired	23.230	Indirect

Footnotes

F1: Acquisition pursuant to reinvestment of dividends.

F2: Shares granted pursuant to the Unitil Corporation Restricted Stock Plan on February 16, 2009. Shares represent 25% of total grant and vested on February 16, 2010. The terms of the Unitil Corporation Restricted Stock Plan specify valuation at time of vesting. Vested shares are unrestricted and fully transferable by owner.

F3: Acquisition pursuant to reinvestment of dividends.

F4: Acquisition pursuant to reinvestment of dividends.

F5: Acquisition pursuant to reinvestment of dividends.

F6: Shares granted in connection with a length of service award for 20 years of service to the Company.

F7: Shares were purchased between January 1 - December 31, 2010 at an average price of $22.07 under the terms and conditions of the Unitil Corporation Tax Deferred Savings and Investment Plan.

F8: Shares are held in trust under the terms of the Unitil Corporation Tax Deferred Savings and Investment Plan.