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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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) 374 W. SANTA CLARA STREET 3. Date of Earliest Transaction (Month/Day/Year) 02/02/2007 (Street) SAN JOSE, CA 95113 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 02/02/2007   M   800 A $ 14 134,661 (1) D   Common Stock 02/02/2007   S   400 D $ 39.09 134,261 (2) D   Common Stock 02/02/2007   S   400 D $ 39 133,861 (3) D   Common Stock 02/06/2007   M   10,100 A $ 14 143,961 (4) D   Common Stock 02/06/2007   S   3,400 D $ 39.05 140,561 (5) D   Common Stock 02/06/2007   S   6,700 D $ 39 133,861 (6) D   Common Stock               18,300 I By Separate Property Trust

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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

Common Stock

$ 14

02/02/2007

M

800

04/29/2004(7)

04/29/2013

Common Stock

800

(8)

44,824

D

Common Stock

$ 14

02/06/2007

M

10,100

04/29/2004(7)

04/29/2013

Common Stock

10,100

(8)

34,724

D

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
ROTH W RICHARD 374 W. SANTA CLARA STREET SAN JOSE, CA 95113	X		President & CEO

Signatures

/s/ Suzy Papazian Attorney-in-Fact for W. Richard Roth		02/06/2007
**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)	Includes 2,249 shares of Common Stock of SJW Corp. (the "Company") and 800 shares of Common Stock of the Company issued to Mr. Roth following the exercise of his stock options. Also includes 31,500 shares underlying restricted stock units and 100,112 shares of deferred restricted stock. These shares may be subject in whole or in part to vesting schedules tied to Mr. Roth?s continued service with the Company or his performance and will be distributed as actual shares of Common Stock of the Company either at the time of vesting or at a specified time thereafter (including termination of service with the issuer).
(2)	Includes 2,249 shares of Common Stock of the Company and 400 shares of Common Stock of the Company issued to Mr. Roth following the exercise of his stock options. Also includes 31,500 shares underlying restricted stock units and 100,112 shares of deferred restricted stock. These shares may be subject in whole or in part to vesting schedules tied to Mr. Roth?s continued service with the Company or his performance and will be distributed as actual shares of Common Stock of the Company either at the time of vesting or at a specified time thereafter (including termination of service with the issuer.)
(3)	Includes 2,249 shares of Common Stock of the Company. Also includes 31,500 shares underlying restricted stock units and 100,112 shares of deferred restricted stock. These shares may be subject in whole or in part to vesting schedules tied to Mr. Roth?s continued service with the Company or his performance and will be distributed as actual shares of Common Stock of the Company either at the time of vesting or at a specified time thereafter (including termination of service with the issuer.)
(4)	Includes 2,249 shares of Common Stock of the Company and 10,100 shares of Common Stock of the Company issued to Mr. Roth following the exercise of his stock options. Also includes 31,500 shares underlying restricted stock units and 100,112 shares of deferred restricted stock. These shares may be subject in whole or in part to vesting schedules tied to Mr. Roth?s continued service with the Company or his performance and will be distributed as actual shares of Common Stock of the Company either at the time of vesting or at a specified time thereafter (including termination of service with the issuer).
(5)	Includes 2,249 shares of Common Stock of the Company and 6,700 shares of Common Stock of the Company issued to Mr. Roth following the exercise of his stock options. Also includes 31,500 shares underlying restricted stock units and 100,112 shares of deferred restricted stock. These shares may be subject in whole or in part to vesting schedules tied to Mr. Roth?s continued service with the Company or his performance and will be distributed as actual shares of Common Stock of the Company either at the time of vesting or at a specified time thereafter (including termination of service with the issuer.)
(6)	Includes 2,249 shares of Common Stock of the Company. Also includes 31,500 shares underlying restricted stock units and 100,112 shares of deferred restricted stock. These shares may be subject in whole or in part to vesting schedules tied to Mr. Roth?s continued service with the Company or his performance and will be distributed as actual shares of Common Stock of the Company either at the time of vesting or at a specified time thereafter (including termination of service with the issuer.)
(7)	The stock options are exercisable according to the vesting schedule. The shares vest in four successive equal annual installments upon Mr. Roth?s completion of each year of service with the Company over a four-year period measured from the April 29, 2003 issue date of the stock options. Therefore 11,406 shares of Common Stock of the Company became exercisable on April 29, 2004, April 29, 2005 and April 29, 2006 and the remaining 11,406 shares will become exercisable on April 29, 2007.
(8)	The exercise price is $14.00 per share.

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