The Chehalis River Basin is located in the southwest region of Washington and is over 125 miles long flowing through agricultural, residential, industrial, and forest land. Four major rivers, many smaller creeks, five wastewater treatment plants, and groundwater discharge to the Chehalis River. Flooding is a major problem in the relatively flat areas surrounding the cities of Chehalis and Centralia. As a result, construction of a flood-control dam in the upper basin has been proposed. One major concern of constructing a dam is the potentially severe impacts to fish health and habitat. The Chehalis River has routinely violated water quality standards for primarily temperature and dissolved oxygen. CE-QUAL-W2, a two-dimensional (longitudinal and vertical) hydrodynamic and water quality model, was used to simulate the Chehalis River, including free flowing river stretches and stratified (in summer) lake-like stretches. The goals of this research were to assess the flood retention structure’s impacts to water quality, as well as river responses to potential climate change scenarios. In order to use the model to achieve these goals, calibration to field data for flow, temperature, and water quality constituents was performed for the years 2013 and 2014. Once calibration was complete, model scenarios for future climate conditions and dam operating regimes were conducted. Future conditions showed predictions of warmer water temperatures and slight changes to water quality conditions on the river. As fish in the area prefer cooler water temperatures, this could pose a threat to fish health and habitat. Flood retention structures with the purpose of flood retention only (only operating during times of flooding) gave model predictions for daily maximum temperature higher than structures that employed flood retention and flow augmentation (operating during all times of the year). This suggested the management of flow passage or retention by the dam is important for water quality on the river.