Like many cities and utilities with combined systems, Lexington Fayette Urban County Government (LFUCG) Division of Water Quality (DWQ) operates under a Consent Decree. DWQ conducted a design alternative workshop for a cost-effective approach to control excess flow during wet weather events in their service area including the Upper Cane Run trunk. As a result of that workshop DWQ prepared and submitted to the Kentucky Division of Water (DOW) and the Environmental Protection Agency (EPA) a Remedial Measures Plan which included the design and construction of the Upper Cane Run Wet Weather Storage (UCRWWS) facility to provide up to 2 million gallons storage of excess wet weather. LFUCG, with their program manager, issued an RFP for the design, construction, and associated services for the UCRWWS. As the successful bidder, GRW (Lexington, KY) provided the requested design, bidding and construction services for the new Upper Cane Run (UCR) Wet Weather Storage System (WWS). It is system of gates, valves, pump station and a storage tank to hold wet weather flow as a result of a 2-year, 24-hour storm event and is designed to maintain 8.0 million gallons per day (MGD) in the UCR trunk system. This presentation will discuss the design criteria, equipment selection, controls, coordination with DWQ, and ancillary services and systems implemented to design, operate, and effectively store and control wet weather flow in the LFUCG Upper Cane Run Trunk sewer.