Minutes of the TEXAS WATER RESOURCES FINANCE AUTHORITY July 16, 2002

Chairman Jack Hunt called to order the meeting of the Texas Water Resources Finance Authority at 3:20 p.m. in Room 118 of the Stephen F. Austin Bldg. Austin, Texas. The following Board members were present, constituting a quorum:

Jack Hunt, Chairman Bill Meadows, Vice Chairman Wales H. Madden, Jr., Secretary/Treasurer Thomas Weir Labatt III, Member D.V. Guerra, Jr., Member E.G. Rod Pittman, Member

Persons attending were among those present at the Texas Water Development Board meeting of the same date.

The Authority then considered items on the formal agenda in the following order.

1. CONSIDER APPROVAL OF THE Minutes of the DECEMBER 12, 2001 MEETING.

Mr. Madden moved to approve the minutes as submitted; Mr. Meadows seconded the motion; it passed unanimously 6-0.

2. CONSIDER AUTHORIZING EXTENSION OF EXISTING BOND COUNSEL CONTRACT.

Ms. Suzanne Schwartz, General Counsel, explained that the Authority will be approving the one-year extension of McCall, Parkhurst, Horton, L.L.P., which serves as the Authority's outside bond counsel.

Mr. Guerra moved to approve the extension; Mr. Pittman seconded the motion; it passed unanimously 6-0.

3. CONSIDER AUTHORIZING THE TRANSFER OF $420,000 FROM THE TEXAS WATER RESOURCES FINANCE AUTHORITY REVENUE FUND TO THE TEXAS WATER RESOURCES FINANCE AUTHORITY OPERATING FUND FOR THE PAYMENT OF Texas Water Development Board EXPENSES IN SERVICING THE AUTHORITY'S PORTFOLIO.

Mr. Greg Olin, Deputy Executive Administrator Designate for the Office of Project Finance and Construction Assistance, stated that the transfer will cover expenses of staff time servicing the Authority as well as third party expenses for bond counsel services.

Mr. Labatt moved to approve the transfer; Mr. Guerra seconded the motion; it passed unanimously 6-0.

4. CONSIDER AUTHORIZING THE TRANSFER OF $190,331 AS A FUTURE PAYMENT FROM THE TEXAS WATER RESOURCES FINANCE AUTHORITY TO THE Texas Water Development Board.

Mr. Greg Olin stated that this item is a mirror image of item no. 24 on the Board agenda and needed no further explanation.

Mr. Meadows moved to approve the transfer; Mr. Pittman seconded the motion; it passed unanimously 6-0.

The meeting adjourned at 3:25 p.m.

APPROVED and ordered of record this the 21st day of August, 2002.

TEXAS WATER RESOURCES FINANCE AUTHORITY

_______________________________________ Jack Hunt, Chairman

ATTEST:

___________________________________ Wales H. Madden, Jr., Secretary/Treasurer