EXHIBIT 11-B

DRAFT

RESOLUTION 2012-15

A Resolution of the Board of Directors of the

Monterey Peninsula Water Management District

Approving Obtaining A Loan With Rabobank, N.A.

In An Amount Not-To-Exceed $4 Million

For Aquifer Storage Recovery Costs

WHEREAS, the District has used reserve and credit line proceeds to complete the Aquifer Storage and Recovery Project; and,

WHEREAS, the District was previously reimbursed for the Aquifer Storage Recovery costs from the User Fee collected by California American Water Company; and,

WHEREAS, since May 2011, the District has not been able to collect the User Fee and has not been able to get reimbursement for the Aquifer Storage Recovery costs; and,

WHEREAS, the outstanding balance of unreimbursed amount is $2,188,625.

NOW, THEREFORE, BE IT RESOLVED, that the Board of Directors of the Monterey Peninsula Water Management District hereby approve obtaining a loan with Rabobank, N.A. for not-to-exceed amount of $4 million for reimbursement of the Aquifer Storage Recovery costs, as per the Terms and Conditions dated November 28, 2012 (Attachment 1).

On motion of Director ___________, and second by Director ________, the foregoing resolution is duly adopted this 10^th day of December 2012 by the following votes:

AYES:

NAYS:

ABSENT:

I, David J. Stoldt, Secretary to the Board of Directors of the Monterey Peninsula Water Management District, hereby certify that the foregoing is a resolution duly adopted on the 10^th day of December 2012.

Witness my hand and seal of the Board of Directors this ____ day of December 2012.

_____________________________________

David J. Stoldt,

Secretary to the Board

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