Based on information developed from over 900 commercial, industrial, and institutional (CII) water-use audits conducted in cooperation with 20 of the Metropolitan Water District of Southern California's member agencies, it was found that retrofitting sanitary fixtures was a widely recommended measure for saving water. Closer examination of the audit data showed that for most of the CII sites, sanitary fixtures represented the best opportunity for water savings. Follow-up phone interviews with audit participants indicated that financial incentives were needed for these retrofits to occur on a more frequent basis. Armed with this information, the original CII Rebate Program was approved by the Metropolitan Board of Directors in October 1997. The Rebate Program allowed Metropolitan to offer funding for an expanded list (MENU) of water-saving replacement or retrofit measures, specifically: ultra-low flush (ULF) toilets and urinals; ULF toilet flushometer retrofit kits; pre-rinse spray heads; high-efficiency (horizontal-axis) clothes washers; and, cooling tower conductivity controllers. In August of 1998, Metropolitan, working with COMPAC member agencies, proposed that its existing Menu Rebate Program be improved and expanded to provide for a regionwide approach to implementation. Without altering the basic premise of the Metropolitan Board approved Menu Rebate Program, the New Regionwide Pilot Rebate Program would: expand the existing program through a regionwide emphasis; target marketing efforts toward end-users with the highest potential water savings; and, increase rebates to motivate end-users to replace high-use fixtures and equipment. Includes tables.