Sec Form 4 Filing - GIBSON DREW @ SJW CORP - 2007-01-02

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 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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1. Name and Address of Reporting Person GIBSON DREW 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 _____ Officer (give title below) _____ Other (specify below) (Last) (First) (Middle) 374 W. SANTA CLARA STREET 3. Date of Earliest Transaction (MM/DD/YY) 01/02/2007 (Street) SAN JOSE, CA95113 4. If Amendment, Date Original Filed (MM/DD/YY) 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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 Comon Stock 01/02/2007 A 500 ( 1 ) A $ 28.79 25,986 ( 2 ) D Common Stock 01/02/2007 A 2,735 ( 3 ) A $ 38.76 28,721 ( 4 ) D Common Stock 400 I By Gibson Separate Property Trust II Common Stock 800 I By Drew Gibson IRA Common Stock 100 I By Kay Gibson IRA Common Stock 100 I By Gibson Family Foundation Scholarship Common Stock 10,000 I By Gibson Separate Property Trust I

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 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 GIBSON DREW 374 W. SANTA CLARA STREET SAN JOSE, CA95113 X Signatures /s/ Suzy PapazianAttorney-in-Fact for Drew Gibson 01/03/2007 Signature of Reporting Person Date

Explanation of Responses:

( 1 )The securities represent deferred shares of the issuer's common stock credited to the reporting person's deferred compensation account pursuant to dividend equivalent rights. Those rights resulted initially in the addition of cash sums to the account equal to the dividends which would have been paid during the 2006 calendar year on the deferred stock credited to such account had that stock actually been issued and outstanding on each dividend payment date, and the accumulated sums were then converted into additional shares of deferred stock on the first business day of the following year based on the average of the closing selling prices of the issuer?s common stock on each of the dates during the 2006 calendar year on which actual dividends on the common stock were paid. The resulting shares of deferred stock will be distributed as actual shares of the issuer's common stock following the reporting person?s cessation of service as a member of the issuer's board of directors. ( 2 )Includes 25,986 shares of deferred stock which may be subject in whole or in part to a vesting schedule tied to the reporting person's continued service as a member of the issuer's board of directors which will be distributed as actual shares of the issuer's common stock following the reporting person's cessation of such board service. ( 3 )The securities are attributable to the reporting person's election to receive part of his non-employee director fees in the form of deferred shares of the issuer's common stock. The deferred stock will vest incrementally over the reporting person's period of board service during the 2007 calendar year, and the deferred stock which so vests will be distributed as actual shares of the issuer's common stock following the reporting person's cessation of board service. This award also includes certain dividend equivalent rights. ( 4 )Includes 28,721 shares of deferred stock which may be subject in whole or in part to a vesting schedule tied to the reporting person?s continued service as a member of the issuer's board of directors which will be distributed as actual shares of the issuer's common stock following the reporting person's cessation of such board service.

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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