RECORD OF PROCEEDINGS ______________________________________________________________ MINUTES OF THE BOARD OF WATER COMMISSIONERS

Open Session

January 9, 2008

A duly called Regular Meeting of the Board of Water Commissioners was held Wednesday, January 9, 2008 beginning at 9:27 a.m. in the Board Room, Room 309, 1600 West 12th Avenue, Denver, Colorado. Members of the Board present during the Regular Meeting were: Thomas A. Gougeon, President George B. Beardsley, Vice President John R. Lucero, Vice President Susan D. Daggett, Vice President Board employees and others present during portions of the Meeting were: H. J. Barry, Manager P. L. Wells, General Counsel D. B. LaFrance, Director of Finance D. L. Little, Director of Planning M. L. Bassett, Director of Public Affairs B. D. Good, Director of Operations & Maintenance R. J. Mahoney, Director of Engineering C. R. Dermody, Director of Information Technology J. H. Bambei, Jr., Chief of Engineering S. Miller, Acting Manager of Human Resources G. T. Malmberg, Sales Administrator K. Kempke, Manager of Treasury Operations M. L. Walker, Attorney T. L. McGuire-Collier, Manager of Community and Media Relations J. H. Weldon, Engineer J. M. Barbier, Engineer H. C. Teigen, Chief of Distribution and Property Management L. Billeter, Staff Analyst J. J. Buerkle, Purchasing Agent G. Barela, Staff Analyst L. S. Likes, Appraiser-Negotiator S. Dominick, Engineer D. H. Kennedy, Planner January 9, 2008 Page 1

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D. O. McCollum, Manager of Records and Document Administration G. Heazlett, IT Manager of Enterprise D. Bennett, Planner M. Van Nostrand, Engineer C. N. Piper, Water Resource Engineer LeRoy Moore, Rocky Mountain Peace and Justice Center Robert McFarland, Rocky Mountain Peace and Justice Center Adrienne Anderson, Rocky Mountain Peace and Justice Center Becky Long, Colorado Environmental Coalition Sandy Skudneski, Citizen Fredrick Garney Pat Fitzgerald, Platte Canyon Water and Sanitation Ron Forthofer, Citizen Bob Carlsten, Citizen Commissioner Gougeon, called the meeting to order. Upon motion regularly made, seconded and unanimously carried, Commissioner Tate was found to be absent for substantial cause and was excused. Upon motion regularly made, seconded and unanimously carried, the reading of the Minutes of the Annual Meeting of December 12, 2007 was dispensed with and such Minutes were approved. Upon motion regularly made, seconded and unanimously carried, the reading of the Minutes of the Regular Meeting of December 12, 2007 was dispensed with and such Minutes were approved. Upon motion regularly made, seconded and unanimously carried, the Minutes of the Executive Session of December 12, 2007 were approved. PUBLIC COMMENT Commissioner Gougeon issued an invitation to members of the public to comment to the Board on any matters not included in the Agenda for the meeting. In response Adrienne Anderson of the Rocky Mountain Peace and Justice Center addressed the Board, requesting that the Board take a position during the comment period of the Colorado Department of Public Health and Environment regarding laboratory testing for January 9, 2008 Page 2

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NDMA. Ms. Anderson requested that the Board direct Staff to comment to the State Health Department that the detection limit for NDMA in Colorado be the standard currently used by the State of California. Ms. Anderson also suggested that Denver Water require ultraviolet treatment of water diverted from Chatfield Reservoir, and the cost of such additional treatment be born by Lockheed-Martin. Ms. Anderson provided the Commissioners with a copy of a report dated 09/06/89 regarding an investigation by the office of the Attorney General, State of Colorado which she characterized as addressing the NDMA issue. A copy of the report is attached to and incorporated in these Minutes as Exhibit “A.” Ms. Anderson also opined that because treated recycled water was used for irrigation, Regulation 84 controlled, and Denver Water should post signs in Washington Park and City Park notifying the public that the source of the irrigation water is the recycled water plant. Robert McFarland, a retired medical doctor and a member of the Rocky Mountain Peace and Justice Center, addressed the Board regarding his concern that known carcinogens should not be allowed in the water source. Ron Forthofer, a retired Professor of Biostatistics from the University of Texas School of Public Health in Houston and a member of the Rocky Mountain Peace and Justice Center, provided the Commissioners with a copy of a letter he sent to Governor Ritter, a copy of which is attached and incorporated in these Minutes as Exhibit “B.” Mr. Forthofer suggested that officials should work to address public health issues when legitimate concerns of a public health nature are raised. Commissioner Gougeon thanked those who had spoken and commented that the Board and Staff would discuss the appropriate action to be taken. Commissioner Gougeon asked if there were any other comments from the public. There was no further response. Upon motion regularly made, seconded and unanimously carried by the Commissioners then present, unless otherwise noted, the Board acted upon the following agenda items:

January 9, 2008 Page 3

RECORD OF PROCEEDINGS ______________________________________________________________ MINUTES OF THE BOARD OF WATER COMMISSIONERS

1.

ITEM V–A–1:

HUMAN RESOURCE CHANGES

Approved the human resource changes set forth in Agenda Item V-A-1 dated January 9, 2008, a copy of which is attached to and incorporated in these Minutes as Exhibit “C,” effective the pay period ending December 14, 2007 unless otherwise noted. 2.

ITEM V–A–2:

EMPLOYEES ELIGIBLE FOR REGULAR STATUS

The following employees were classified as regular employees of the Board, with all rights and privileges thereof, effective January 1, 2008, unless otherwise noted:

Employee Name James Miller Nathan Myers

Employment Date 6/11/2007 12/26/2006

Retirement Plan Participation Date Unless otherwise noted^

6/11/2007 12/26/2006

Lisa Salazar Deborah Finnerty Luke Mantle Michael Duran

07/03/2007 07/02/2007 06/25/2007 06/18/2007

07/03/2007 07/02/2007 06/25/2007 06/18/2007

Melquiades Ramirez

06/04/2007

06/04/2007

Jesus Saldivar, Jr

06/11/2007

06/11/2007

Robert Aguirre Kris Atencio Wallace Chalmers Chris Koerner

06/14/2007 07/02/2007 06/11/2007 07/03/2007

06/14/2007 10/02/1994 06/11/2007 07/03/2007

William Wagner

06/11/2007

06/11/2007

Division/Section Civil Engineering #211 Mechanical Engineering #212 Central Services #445 Customer Care #460 South Platte Area #530 T&D Construction & Maintenance #711 T&D Construction & Maintenance #711 T&D Construction & Maintenance #711 Emergency Services #770 Emergency Services #770 Emergency Services #770 Process Control & Instrument #780 Process Control & Instrument #780

January 9, 2008 Page 4

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3.

ITEM V–A–3:

PROJECT EMPLOYEE CONTRACTS

The following project employee contracts were approved: Employee Name, ID#, Title, Salary, Std Hrs

Estimated Completion Date

Estimated Salary Cost

Division/Section Project

Frederick Scaife Engineering Systems Tech II, $20.24/Hour – EST 04, step 5

January 2, 2009

$42,108

Engineering #258

(One Year) Full-Time Status, 40 Standard Hours Donna Wintzen Engineering Systems Tech II, $20.24/Hour – EST 04, step 5

January 2, 2009

$42,108

Engineering #258

(One Year) Full-Time Status, 40 Standard Hours

4.

ITEM V–A–4: POLICIES

REVISIONS TO DENVER WATER’S PERSONNEL

Approved revisions to Chapter 8 of Denver Water’s Personnel Policies as set forth in legislative fashion on Agenda V-A-4 January 9, 2008, attached to and incorporated in these Minutes Exhibit “D,” effective January 9, 2008. 5.

ITEM V–A–5: MEETINGS

DESIGNATION OF PLACES FOR POSTING NOTICES OF

In accordance with the requirements of C.R.S.24-6-402(2)(c), the Colorado Opening Meetings Law, the following places were designated for posting notices of meetings: 1.

In the glass enclosed bulletin board near the main entrance to the Administration Building at 1600 West 12th Avenue; and

2.

On a bulletin board near the elevators on the fourth floor of the City and County Building. January 9, 2008 Page 5

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6.

ITEM V–A–6: RATIFICATION OF CONSTRUCTION CONTRACT CHANGE ORDERS AND AMENDMENTS TO AGREEMENTS Ratified Change Orders and Amendments to Agreements authorized by the Manager in November, 2007 as follows: Change Orders Numbered 7, 8 and 9 to the contract with BT Construction, Inc. to furnish and install conduit numbers 154, 158 and 159; Change Order to the contract with Arapahoe Utilities and Infrastructure for the construction of recycled conduit number 307 from 11th Avenue and Clayton Street to the Montclair Pump station; Amendment to the June 5, 2006 consulting Agreement with Berland Real Estate, Inc. regarding the sale of the Fehringer Ranch Property; Third Amendment to the November 30, 2006 Consulting Agreement with W.W. Wheeler and Associates for the Platte Canyon Dam Hydraulic Capacity Assessment; First Amendment to the March 22, 2007 Agreement with Black and Veatch Corporation for electric design and inspection services for the fuel tanks at Cheesman Reservoir at Eleven Mile Canyon Reservoir; First Amendment to Consulting Agreement dated May 9, 2007 with ASCG Incorporated for electrical, mechanical and structural design services for the Cat Reservoir Pump Station; First Amendment to the June 27, 2007 Consulting Agreement with Lee C. Gerbig, LLC to provide engineering design services for the slide gate at Cheesman Dam; First Amendment to the June 18, 2007 Consulting Agreement with Brown and Caldwell to provide standards and templates for the Board’s online facilities manuals;

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First Amendment to the August 2, 2007 Consulting Agreement with RSI Company to provide software development and support for the Gross Hydroelectric project; First Amendment to the August 28, 2007 Agreement with Lintjer + Haywood Architects, PC for the Denver Water Credit Union Remodel; First Amendment to the August 8, 2007 Agreement with Muller Engineering Company for design services for Miller Reservoir; First Amendment to the September 13, 2007 Agreement with D-4 Excavating for miscellaneous road repairs in the Deckers area, All as more particularly described in Agenda Item V-A-6 dated January 9, 2008 a copy of which is attached to and incorporated in these Minutes as Exhibit “E.” 7.

ITEM V–A–7: AMENDMENT TO CONTRACT WITH URS FOR THE MOFFAT COLLECTION SYSTEM PROJECT EIS Authorized the Thirteenth Amendment to the August 22, 2003 Agreement with URS Corporation extending the completion date for phase IV (a) of the Agreement to June 30, 2008 all as more particularly described in the Thirteenth Amendment, a copy of which is attached to and incorporated in these Minutes as Exhibit”F.”

8.

ITEM V–A–8:

ANNUAL CONTRACT FOR ENVELOPES

Authorized award of a contract to Corporate Express to furnish Denver Water’s requirements of specified envelopes for the contract period January 1, 2008 through November 30, 2009 at the unit prices set forth in the tabulation of Bidders Proposal No. 11311A dated December 11, 2007, a copy of which is attached to and incorporated in these Minutes as Exhibit”G,” for a total amount not to exceed $120,000.

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9.

ITEM V–A–9: CONTRACT FOR HIGH EFFICIENCY AND FLUSHOMETER TOILETS Authorized award of a contract to Ferguson Company to furnish Denver Water’s requirements of High Efficiency and Flushometer toilets for the contract period January 1, 2008 through December 31, 2008 at the unit prices set forth in the tabulation of Bidders Proposal No. 11412A dated December 12, 2007, a copy of which is attached to and incorporated in these Minutes as Exhibit”H,” for a contract amount not to exceed $264,937.50.

10.

ITEM V–A–10:

ANNUAL CONTRACT FOR HAULING SERVICES

Authorized award of a contract to DRK Trucking to provide specified hauling services within the Denver Metropolitan area for the contract period January 1, 2008 through February 28, 2010 at the prices set forth on the tabulation of Bidders Proposal No. 11390A dated December 20, 2007, a copy of which is attached to and incorporated in these Minutes as Exhibit”I,” for an estimated total contract amount $1,700,000. 11.

ITEM V–A–11:

CONTRACT FOR WASTE DISPOSAL SITE

Authorized award of a contract to Albert Frei and Sons, Inc. to provide a site for and disposal of spoils and solid waste generated by Denver Water during the contract period January 1, 2008 through February 28, 2010 at a cost of $94 per trailer load for all types of loads and a total contract amount not to exceed $670,000. 12.

ITEM V–A–12: DEMOLITION

CHANGE ORDER NO. 1 FOR YMCA BUILDING

Approved Change Order No. 1 to the contract with Big R Construction Company, Inc. to perform additional demolition at the former YMCA building acquired by Denver Water at 11050 West 20th Avenue, Lakewood, Colorado for an additional $41,130 and extending the completion date of the contract to June 1, 2008, all as more specifically described in the Change Order a copy of which is attached to and incorporated in these Minutes as Exhibit “J.”

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13.

ITEM V–A–13: CHANGE ORDER NO. 2 TO BID PACKAGE NO. 2 AND CHANGE ORDER NO. 2 TO BID PACKAGE NO. 6 FOR THE CAPITOL HILL RECYCLED WATER STORAGE TANK Authorized Change Order No.2 to the contract with Garney Construction for the Capitol Hill recycled water storage tank (BP-6) and Change Order No. 2 to the contract with Garney Construction for the Capitol Hill recycled storage tank (BP2), resulting in no net change to the cost of the construction project, all as more particularly described in the Change Orders copies of which are attached to and incorporated in these Minutes as Exhibits “K” and “L.”

14.

ITEM V–A–14: INTERGOVERNMENTAL AGREEMENT WITH THE CITY AND COUNTY OF DENVER FEDERAL AID PROJECT NO. STU M320-034 Authorized entering into an Intergovernmental Agreement with the City and County of Denver, acting by and through its Department of Public Works providing for the reimbursement of Denver Water’s costs associated with the relocation of Conduit No. 35 at the intersection of Leetsdale Drive and Mississippi Avenue, all as more particularly described in the Intergovernmental Agreement a copy of which is attached to and incorporated in these Minutes as Exhibit “M.”

15.

ITEM V–A–15: FIRST AMENDMENT TO AGREEMENT FOR ENGINEERING SERVICES FOR MILLER RESERVOIR AND DAM Approved the First Amendment to Agreement with RJH Consultants, Inc. amending the April 11, 2007 agreement to provide additional construction engineering services, field and laboratory soil testing necessary for the Miller Reservoir and Dam project at an additional cost of $280,380, and extending the completion date to June 1, 2008 all as more particularly described in the First Amendment a copy of which is attached to and incorporated in these Minutes as Exhibit “N.”

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16.

ITEM V–A–16:

DILLON DAM SEISMIC STABILITY EVALUATION

Authorized entering into an Agreement with GEI Consultants, Inc. to perform a site specific seismic and deformation analysis for Dillon Dam at a cost to the Board not to exceed $412,692 all as more particularly described in the Agreement a copy of which is attached to and incorporated in these Minutes as Exhibit “O.” 17.

ITEM V–B–1: CHARGES

RESOLUTION REGARDING SYSTEM DEVELOPMENT

Adopted a Resolution in the form attached hereto as Exhibit “P,” authorizing a comprehensive review of Denver Water’s System Development charges. 18.

ITEM V–B–2: CONTROL

RESOLUTION REGARDING SAFETY AND LOSS

Adopted a Resolution in the form attached hereto as Exhibit “Q,” regarding Denver Water’s Safety and Loss Control Programs. Ms. Kempke explained the resolution is a part of an overall evaluation of Denver Water’s Risk Management Program. Denver Water’s risk management consultant is working with Staff to better identify the cost of risk at Denver Water and is assisting in identification of appropriate levels of self-insurance. 19.

ITEM V–B–3: RENEWAL

WORKERS’ COMPENSATION INSURANCE POLICY

Authorized the Denver Water Risk Management Group to purchase Workers’ Compensation Insurance from Liberty Mutual Insurance Company either on a one year or three year plan, based upon further review of costs and claimant management. During consideration of this matter, the Commissioners discussed having a one year program and no stop-loss limit or having a three year program with a stoploss limit. Ms. Kempke explained that Denver Water’s insurance consultant is working with the risk management group to obtain the appropriate coverage.

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20.

ITEM V–D–1:

UPDATED BANKING RESOLUTION

Approved and adopted an updated banking Resolution in the form of Exhibit “R” attached to and incorporated in these Minutes made necessary by changes to Denver’s Charter which were effective January 1, 2008. Mr. LaFrance and Ms. Wells commented regarding the changes to the City Auditor’s responsibility with regard to Denver Water’s operations as a result of the Charter changes.

21.

ITEM V–E–1: ENGINEERING CONSULTING CONTRACT WITH BLACK AND VEATCH TO INVESTIGATE COOPERATIVE WATER MANAGEMENT ALTERNATIVES WITH THE CITY OF AURORA Authorized entering into a Consulting Agreement with Black and Veatch Corporation to investigate alternatives for cooperative operations of existing and planned water delivery systems of Denver Water and Aurora at a cost not to exceed $500,000, all as more particularly provided in the Agreement, a copy of which is attached to and incorporated in these Minutes as Exhibit “R1.” Mr. Little explained that 50% of the costs shall be reimbursed to Denver Water under the terms of an intergovernmental agreement which is presently under discussion between the parties. The IGA will be brought to the Board for action at the February meeting. The consultants will prepare a report within an eighteen month period which describes potential areas of cooperation. One issue to be addressed is the co-mingling of water from Denver Water’s and Aurora’s sources.

22.

ITEM V–E–2: CONSULTING SERVICES AGREEMENT WITH SUKLE ADVERTISING AND DESIGN Authorized entering into a consulting services agreement with Sukle Advertising and Design to continue the expansion of the Use Only What You Need campaign in 2008 at a cost to the Board of $1,380,000.

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23.

ITEM V–E–3: CONTRACT FOR MATERIALS MANAGEMENT AND CLEAN-UP OF THE HAZELTINE AND ROAD RUNNERS REST GRAVEL PIT SITES Authorized entering into an agreement with Cruise and Associates, LLC to remove approximately 240,000 cubic yard of rubble fill from the Board’s Hazeltine gravel pit and continuing to market general fill, sand, gravel, top soil and other materials from the Hazeltine and Road Runners Rest sites at a cost to the Board not to exceed $1,000,000, all as more particularly described in the agreement, a copy of which is attached to and incorporated in these Minutes as Exhibit “S.” Ms. Barbier presented information regarding materials removed from the site in 2007 and the expectations for removal in 2008. Ms. Barbier explained that the rubble fill material would need to be removed for future work to be completed to convert the site to a storage reservoir. Ms. Barbier also commented that the contractor has been able to market a product that includes fines from the previous mining programs, which should assist in moving material from the site. Future work to be brought to the Board in conjunction with completion of the site as a reservoir facility will include slope stabilization, removal of other materials and floor design.

24.

ITEM V–E–4: INSTALLATION OF AN OXYGENATION SYSTEM AT MARSTON RESERVOIR Authorized award of a contract to RN Civil Construction to install the oxygenation system at Marston Reservoir at a cost of $1,666,000. Ms. Dominick provided information regarding the purpose of the project and the need for installation of a system to improve the water quality for taste and odor problems. Ms. Dominick explained how the operation of the oxygenation system will result in a healthier reservoir. In discussion of the need for a variance for the project, the Agenda Item explained the reallocation of funds would be made in part by reducing or delaying other projects. Commissioner Beardsley requested that the Bear Creek wetlands pilot project not be deleted from the work plan for 2008.

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25.

ITEM V–E–5: FIRST AMENDMENT TO AGREEMENT FOR ENGINEERING SERVICES FOR INSTALLATION OF WILLIAMS FORK SLIDE GATE AND TRASH RACK Approved the First Amendment to the September 21, 2007 Agreement with Krech Ojard and Associates regarding engineering and on site inspection services for the installation of the upstream slide gate and new trash rack at Williams Fork Dam for an additional amount not to exceed $111,178.44, increasing the total compensation under the Agreement to $180,118.44 and extending the completion time to March 31, 2008, all as more particularly described in the First Amendment a copy of which is attached to and incorporated in these Minutes as Exhibit “T.” Mr. Weldon presented a series of photographs to describe the extent of the project, which is the subject of Agenda Items V-E-5 and V-E-6. The work began in September 2007 but removal of debris in the area of the outlet works took longer than anticipated. The contractor worked overtime to complete the trash rack installation prior to winter weather onset. Mr. Weldon explained that staff is working with the contractor to address claims of additional costs and unexpected conditions. A Second Amendment for Engineering Services will be negotiated once the parties determine the time necessary to complete the work.

26.

ITEM V–E–6: CHANGE ORDER NO. 1 TO CONTRACT FOR INSTALLATION OF SLIDE GATE AND TRASH RACK AT WILLIAMS FORK DAM Approved Change Order No. 1 in the amount of $16,305.48 to the contract dated August 8, 2007 with Veolia Environmental Services for installation of the slide gate and trash rack at Williams Fork Dam and agreed to extension of time for completion of project to August 1, 2008 all as more particularly described in the Change Order a copy of which is attached to and incorporated in these Minutes as Exhibit “U.”

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27.

ITEM V–E–7: CONSULTANT CONTRACT AND AGREEMENT TO MANAGE LAND EXCHANGE Authorized entering into a consultant contract and agreement with Shepard and Associates, LLC to manage proposed land exchanges to acquire US Forest Service properties at Gross Reservoir and Strontia Springs Reservoir at an initial cost to the Board of $20,000, with an additional $20,000 management fee to be paid when an agreement to initiate an exchange is entered. At closing Denver Water will pay a success fee of 8% of the appraised value of the properties conveyed to the Forest Service and an additional fee of 3% of the appraised value the properties conveyed to Denver Water with a maximum compensation not to exceed $500,000, all as more particularly described in the Consultant Contract and Agreement a copy of which is attached to and incorporated in these Minutes as Exhibit “V.” The Commissioners discussed the appraisal process and the use of the Forest Service guidelines. Commissioner Beardsley asked that Staff work closely with the consultant regarding appraisal assumptions prior to finalization of the appraisals.

28.

ITEM VI–A–1: MEMBERS

DISCUSSION AND INFORMATION: ITEMS FROM BOARD

Commissioner Beardsley requested that Staff schedule a study session for March regarding summer use guidelines and rules. 29.

ITEM VI–B–1: REPORT

DISCUSSION AND INFORMATION: LEGISLATIVE

Mr. Piper commented on matters anticipated to be included in the legislative session of the 2008 Colorado General Assembly which might have an impact on Denver Water or its operations. In response to questions from the Commissioners Mr. Piper explained that Ms. Duncan prepares a weekly memorandum regarding the status of legislative issues and circulates it to appropriate Denver Water staff and the Commissioners. All comments regarding legislation are cleared through Mr. Barry’s office.

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30.

ITEM VI–B–2: DISCUSSION AND INFORMATION: FOUR-MILE CREEK FEN MITIGATION BANK, UPPER SOUTH PLATTE BASIN, COLORADO Mr. Kennedy explained the benefits to Denver Water of restoring the fen on Denver Water’s Four-Mile Creek Ranch. The work to restore the fen started in 2003. Construction is expected to commence in October 2008 and be completed in the spring of 2009. The expected cost of the project is $600,000. At the conclusion of the project Denver Water expects to have 68.1 acres of fen and associated mineral soil wetlands restored with a value of approximately eight million dollars. Mr. Little explained the credits will be used by Denver Water. One potential area of use will be if Denver Water determines to expand storage in Antero Reservoir.

31.

ITEM VI–B–3: DISCUSSION AND INFORMATION: WILSON PROPERTY SOUTH PLATTE RIVER Ms. Likes explained that Ms. Elizabeth Wilson and staff have continued to discuss possible resolution of the ongoing boundary dispute. The parties have determined the dispute would be most easily resolved by Denver Water purchasing the property, and leasing the improved property back to Ms. Wilson for a term of years. The appraised value of the property is $266,000. A proposed Purchase and Sale Agreement will be brought to the Board for authorization in February.

32.

ITEM VI–B-4: SUMMARY

DISCUSSION AND INFORMATION: NEW CONTRACT

The Commissioners received a summary report regarding contracts entered into by the Manager under his delegated spending authority for the fourth quarter 2007 with a value between $10,000 and $100,000 a copy of which report is attached to and incorporated in these Minutes as Exhibit :”W.” 33.

ITEM VI–B–5: DISCUSSION AND INFORMATION: GENERAL ENGINEERING (“ON-CALL”) SERVICES CONTRACTS The Commissioners received a summary report of contracts entered into by Denver Water’s Engineering Division utilizing the on-call engineering services January 9, 2008 Page 15

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model through December 31, 2007 a copy of which is attached to and incorporated in these Minutes as Exhibit “X.” 34.

ITEM VI–B–6: DISCUSSION AND INFORMATION: WATER WATCH AND SNOW PACK REPORTS Mr. Little provided the Commissioners with a copy of the Water Watch Report as of January 7, 2008, together with graphs of snow pack in the South Platte and Colorado River Watersheds, copies of which are attached to and incorporated in these Minutes as Exhibits “Y, Z, AA.” Mr. Little explained that snow pack readings in January are not as critical as those in March and April.

35.

ITEM VI–E–1: DISCUSSION AND INFORMATION: DISTRIBUTORS FORUM COMMUNICATIONS Mr. Fitzgerald commented that the Distributors would appreciate early participation and meaningful input into the proposed SDC review process. Mr. Fitzgerald opined that a change of SDCs would have an impact on suburban rate payers.

36.

ITEM VI–F–1: DISCUSSION AND INFORMATION: STATUS OF INVESTMENT PORTFOLIO AS OF DECEMBER 31, 2007 The Commissioners received the report, “Denver Water Investment Portfolio as of December 31, 2007” as set forth in Agenda Item VI-F-1 dated January 9, 2008, a copy of which is attached to and incorporated in these Minutes as Exhibit “BB.”

37.

ITEM VI–F–2: DISCUSSION AND INFORMATION: STATUS OF CONTRACT WORK The Board was furnished with the Status of Contract Work Report dated January 9, 2008, a copy of which is attached to and incorporated in these Minutes as Exhibit “CC.”

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38.

ITEM VI–F–3: DISCUSSION AND INFORMATION: BUDGET STATUS REPORT The Commissioners received the 2008 Budget Status Summary for the period ending December 31, 2007, a copy of which is attached to and incorporated in these Minutes as Exhibit “DD.”

39.

ITEM VI–G–1: SCHEDULING OF FUTURE BOARD MEETINGS The Board confirmed that it would meet in Study Session on Wednesday, January 23, 2008, at 9:15 a.m. in the Kassler Room of the Three Stone Buildings, 1600 West 12th Avenue, Denver, Colorado. The Agenda will be posted prior to the meeting. A portion of the meeting may take place in Executive Session. The Board confirmed that the regular meeting for February would take place on Wednesday, February 13, 2008, at 9:15 a.m. in the Board Room, Room 309, 1600 W. 12th Avenue, Denver, Colorado.

No further business appearing, the Board voted unanimously to adjourn into Executive Session at approximately 11:50 a.m.

EXECUTIVE SESSION On Wednesday, January 9, 2008, commencing approximately at 11:55 a.m. in the Manager’s Office, located in the Administration Building, 1600 West 12th Avenue, Denver, Colorado, the Board of Water Commissioners met in Executive Session. The following matters which are authorized by C.R.S. § 24-6-402 or D.R.M.C. § 2-34 were discussed during the Executive Session: 1.

Attorney-Client Matters § 24-6-402(4)(b)

2.

Negotiations § 24-6-402(4)(e)

There being nothing further for the Board to consider, the Executive Session concluded at approximately 12:30 p.m. _____________________________ President Secretary January 9, 2008 Page 17