The Louisville Water Company is undergoing an historic transformation to its distribution system to meet the needs of the growing communities surrounding it. Louisville Water will increase supply capacity to Hardin County Water District No. 2 to sustain operations at Ford Motor Company’s joint venture in the BlueOval SK Battery Park, located in Glendale, Kentucky. For much of the same transmission corridor Louisville Water is planning for the growth in sales to another wholesale partner, the North Nelson Water District. The growth associated with the bourbon industry in Bardstown highlights the value that a reliable and sustainable water source can provide for growing communities. To help sustain this growth, the North Nelson Water District will change from being a net purchaser of water from Bardstown into a net seller by transferring Louisville Water supply through new transmission main into Bardstown’s 880 pressure zone. The planned infrastructure improvements will amount to a more than tripling of existing capacity to Hardin County Water District 2 to 15 million gallons per day (mgd) or more and up to seven times the current flow rate to serve the North Nelson Water District up to 8.5 mgd. With such a dramatic change in supply capability, Louisville Water and its wholesale partners need a way to “grow into” the needs in as affordable manner as possible. Identifying solutions to this challenge could not be accomplished without a comprehensive hydraulic modeling analysis. This analysis involved transferring water between 7 pressure zones, almost 40 miles of transmission main, 6 new or completely overhauled pump stations, 2 new tanks, 3 new wholesale master meters, and 3 new main line PRV stations within Louisville Water’s distribution system. When completely implemented such investments are anticipated to exceed $150M. Wholesale partners are also investing in over 25 miles of transmission main as well as pump station and master meter investments, a portion of which were also modeled.