SUPPLEMENT DATEDSEPTEMBER 19, 2008 TO BOND PURCHASE AGREEMENT DATED SEPTEMBER 12, 2008 REGARDING THEINDUSTRIAL DEVELOPMENT AUTHORITY OF THE COUNTY OF PIMA WATER AND WASTEWATER REVENUE BONDS (GLOBAL WATER RESOURCES, LLC PROJECT), SERIES 2008

Exhibit 10.14.2

SUPPLEMENT

DATED SEPTEMBER 19, 2008

TO

BOND PURCHASE AGREEMENT

DATED SEPTEMBER 12, 2008

REGARDING

THE INDUSTRIAL DEVELOPMENT AUTHORITY

OF THE COUNTY OF PIMA

WATER AND WASTEWATER REVENUE BONDS

(GLOBAL WATER RESOURCES, LLC PROJECT),

SERIES 2008

The Bond Purchase Agreement, dated September 12, 2008 (the “Bond Purchase Agreement”) by and among Hutchinson, Shockey, Erley & Co. (the “Purchaser”), The Industrial Development Authority of the County of Pima and Global Water Resources, LLC, executed in connection with the purchase and sale of the above described bonds (the “Series 2008 Bonds”), is hereby supplemented as provided herein. Capitalized terms not otherwise defined herein shall have the meanings given them in the Bond Purchase Agreement.

1.        The aggregate principal amount of Series 2008 Bonds being purchased and sold pursuant to the Bond Purchase Agreement is $24,550,000.

2.        The aggregate purchase price for the Series 2008 Bonds to be paid at the Closing shall be $24,181,750.00 (which represents the aggregate principal amount of the Series 2008 Bonds of $24,550,000.00 less Purchaser’s compensation of $368,250.00) (the “Purchase Price”).

3.        The Principal Amount, Dated Date, Maturity Schedule and Mandatory Sinking Fund Redemption provisions appearing on Exhibit A to the Bond Purchase Agreement shall be those provisions as they appear on Exhibit A to this Supplement.

4.        None of the parties to the Bond Purchase Agreement object to the distribution of a printable electronic form of the final Limited Offering Memorandum.

5.        All provisions of the Bond Purchase Agreement not supplemented herein, remain the same and the Bond Purchase Agreement, as supplemented is hereby ratified and confirmed.

[Signature page follows]

1

				HUTCHINSON, SHOCKEY, ERLEY & CO.
				By:
				Title: SENIOR VICE PRESIDENT
GLOBAL WATER RESOURCES, LLC				THE INDUSTRIAL DEVELOPMENT AUTHORITY OF THE COUNTY OF PIMA
By:
Printed Name:				By:
Title:				Printed Name:
				Title:

[SIGNATURE PAGE TO SUPPLEMENT TO

BOND PURCHASE AGREEMENT]

EXHIBIT A

Principal Amount: $24,550,000

Dated Date: Date of Delivery

Maturity Schedule

Mandatory Sinking Fund Redemption

The Series 2008 Bonds maturing on December 1, 2018 and December 1, 2038 are subject to mandatory redemption pursuant to mandatory sinking fund requirements, at a redemption price of 100 percent of the principal amount redeemed plus interest accrued to the redemption date, on December 1, in the following principal amounts in the years specified: