THIS FIRST AMENDMENT is made and entered into this 8th day of August, 2000, by and between TAMPA BAY WATER, A Regional Water Supply Authority, (formerly known as the West Coast Regional Water Supply Authority) ("Tampa Bay Water"), an interlocal governmental agency created and existing pursuant to Sections 373.1962 and 163.01, Florida Statutes, acting by and through its Board of Directors, the governing board thereof; HILLSBOROUGH COUNTY, a political subdivision of the State of Florida ("Hillsborough"); and the ENVIRONMENTAL PROTECTION COMMISSION OF HILLSBOROUGH COUNTY, a governmental entity created by special act of the Florida Legislature ("EPC"); collectively referred to as the "Parties".

WITNESSETH:

WHEREAS, the Parties entered into an arbitration settlement agreement ("the Settlement Agreement") for the Brandon Urban Dispersed Wells Project ("BUDW") on April 21, 1999; and

WHEREAS, the Parties desire to amend the Settlement Agreement to allow Hillsborough to request that Tampa Bay Water bring the Brandon Urban Dispersed Well No. 7 ("BUDW" No. 7") into operation in an expedited fashion in order to alleviate a potential water supply shortage in the South Central Hillsborough Service Area.

NOW THEREFORE, in consideration of the premises set forth above and the covenants and agreements set forth below, which each of the Parties acknowledges and agrees is good and valuable consideration, receipt of which is acknowledged by all Parties, the Parties agree as follows:

(1) The Parties hereby agree that Tampa Bay Water shall commence operation of BUDW No. 7 at the earliest possible date pursuant to the request of Hills borough dated June 6, 2000, attached as Exhibit A, notwithstanding the requirement of Section 6 of the Settlement Agreement that baseline ecological and hydrologic data be collected at and in the vicinity of Lithia and Buckhorn Springs for a period for at least twelve months prior to commencement of withdrawals from any of the BUDW wells. Baseline ecological and hydrologic data shall be collected through the date BDW Nol 7 commences operation. If such ecological and hydrologic data has not been collected as of the date of the execution of this amendment to the Settlement Agreement, such collection shall begin as soon as is practical and shall continue throuigh the date BUDW No. 7 commences operation.

(2) The Parties agree that this waiver of the twelve month baseline data collection period referenced in Section 6 of the Settlement Agreement applies solely to BUDW No. 7 and not to any other BUDW production wells.

(3) In all other respects, the Settlement Agreement is hereby reaffirmed by the Parties and remains in full force and effect.