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DISTRICT COURT, WATER DIVISION NO. 1, STATE OF COLORADO Court Address: 901 9th Avenue, Greeley, CO 80631-1113 Mailing Address: P.O. Box 2038, Greeley, CO 80632-2038

▲COURT USE ONLY▲ ADMINISTRATIVE ORDER No. 06-03 Case No.: 2006 CW 1

ORDER re: DIVISION 1 WATER COURT POLICIES

The purpose of these policies is to expedite the disposition of water matters. Exceptions to these policies will be liberally granted, where the intended purpose is not served, or where compliance with them is unduly burdensome.

1. Electronic Filing. This court requires all pleadings to be filed electronically via LexisNexis File and Serve. See Administrative Order 06-02 in Case No. 06CW1 and the Division 1 Water Court webpage.

2. Pretrial Motions. Rule 56 motions shall be filed no later than ninety (90) days prior to trial. U.L.R. 11. All modified case management orders shall reflect this deadline. The court will not enter any modified case management order extending this deadline.

3. Conferences by Telephone.

a. The court generally allows appearances by telephone when the conference involves four or fewer attorneys and/or pro se parties. However, the court only allows limited telephone appearances where the conference involves more than four attorneys. Where the conference involves more than four attorneys or pro se parties, any party appearing by telephone may only listen to the conference, and may not make any arguments. Any party wishing to appear by telephone shall notify the judge’s law clerk. If more than one party desires to appear by telephone, the first party to have requested a telephone appearance shall be responsible for initiating and coordinating a dial-in conference call. The judge’s law clerk will refer all other parties seeking to appear by phone to the party responsible for the conference call. This does not apply to conference calls before the water referee.

b. The referee prefers dial in conference calls. For dial-in referee conferences, the

Applicant shall provide the dial-in conference line and shall serve notice of the time of the conference and the dial-in information via LexisNexis.

4. Pre-Trial Readiness Conferences. Where parties set trial for three or more days, they must also set a pre-trial readiness conference. At the pre-trial readiness conference, the parties shall inform the court of the anticipated length for trial and of any remaining evidentiary disputes, as well as any other issues of which the court should be aware prior to trial. For trials lasting between three and nine days, the pre-trial readiness conference shall occur at least ten days prior to trial. For trials ten days and longer, the pre-trial readiness conference shall occur no later than one month prior to trial. Generally, pre-trial readiness conferences last 30 minutes.

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5. Bifurcation of Cases. In general, the court will not bifurcate cases for the sole purpose of allowing the Applicant to obtain separate decrees. Bifurcation is encouraged where judicial economy will be served, for example where an application involves both legal issues that require little expert testimony and engineering issues that require extensive expert testimony.

6. Legal Descriptions. All applications and amendments thereto must include a legal description of the structures involved. The legal description for each individual structure must include section, township, range and county, as well as quarter-quarter of the section. In areas having generally recognized street addresses, the street address as well as the lot and block number, if applicable, shall be set forth in the application in addition to the legal description of the point of diversion or place of storage.

7. Amendment of Decrees. Except by leave of court, amendment of existing decrees must be by a full amended decree to replace, not supplement, the original decree. This ensures that all terms of the Amended Decree appear in a single document. Any party moving to amend a decree shall submit a proposed amended decree in word processing format at the time of submission of the motion to amend.

8. Proposed Orders. Proposed Orders shall be in word processing format and shall be submitted with any procedural motion.

9. Proposed Decrees. Proposed decrees shall be in word processing format and shall include the case number and page number on every page. Deadlines for submission of applications for finding of reasonable diligence for conditional decrees are to be indicated only by an underlined blank space. The court will fill in the proper month and year upon entry of the decree.

10. Vacating Hearings. Hearings before the judge will be vacated only upon motion, with a proposed order, or by telephone notice to the clerk of the court. Requests to vacate by other correspondence will not be effective to vacate hearings. This does not apply to hearings or conferences before the referee. 11. Copy Requests. All requests for copies shall be pre-paid by check, money-order, Visa or Mastercard. The quickest, most cost-effective and preferred method of copy requests is pre-payment by a credit card for a scanned and e-mailed copy. However, the court will accept requests via U.S. mail, which shall include a self-addressed stamped envelope with adequate postage for return of the requested copies.

12. Resume Notices. Applicants shall file proposed resume notices in word processing format via LexisNexis at the time of filing the application. The resume notice should be submitted in “newspaper ready” format in Times New Roman, size 11 font, maximizing the use of the space. Applicants shall use the heading format should of the following example with no other formatting codes:

2XXXCW___ APPLICANT NAME, Applicant Address. Attorney Name, Firm, Address (if applicable). Type of Application, (e.g. Conditional, Change, Nontributary Groundwater, etc.) in XXXXXXX COUNTY. Structure Name, Decree and Well Permit Number (if applicable). Legal Description: Quarter–Quarter, Section, Township, Range, 6th P.M., at a point X,XXX' [N/S] and X,XXX' [E/W] of some specified point or section line. Source of water. Appropriation Date. Quantity of water. Uses of water. Additional Structure Name(s) and information as described above (if applicable). Additional Information. Number of pages of Application. Dated this 16th day of June, 2006.

BY THE COURT:

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DISTRICT COURT, WATER DIVISION NO. 1, STATE OF COLORADO Court Address: 901 9th Avenue, Greeley, CO 80631 Mailing Address: P.O. Box 2038, Greeley CO 80632-2038

▲COURT USE ONLY▲ ADMINISTRATIVE ORDER NO. 06-02 Case Number: 06CW1 Division: 1

AMENDED ORDER AND NOTICE REGARDING ELECTRONIC FILING (WATER COURT)

The following requirements applicable to all water cases filed in Water Division No.

1 have been in effect since August 1, 2005. Since that date, the Clerk of the Water Court only accepts electronically filed water (CW) pleadings by counsel. All counsel shall electronically file all pleadings, motions, briefs, exhibits and other documents using LexisNexis File & Serve (LNFS). Cases filed prior to the commencement date shall be subject to the same requirements for all documents filed after August 1, 2005. All counsel shall electronically file and serve, in accordance with C.R.C.P. 121 §1-26, all

pleadings, motions, briefs, affidavits, exhibits, and all other documents using the LexisNexis File & Serve service. Pleadings with electronic signatures must specify the attorney whose original signature is on file and verify the attorney responsible for the pleading. Printed copies of electronically filed documents shall not be filed with the Court.

All documents relating to a single pleading or paper should be filed electronically as

separate documents but in a single transaction. For example, a motion shall be filed as a main document, while exhibits and other related documents shall be filed as supporting documents. All proposed orders shall be submitted in the same transaction but shall be a separate document. Proposed orders, including proposed trial management orders and proposed case management orders, as well as proposed decrees shall be submitted in Word or Word Perfect format (not scanned). All returns of service shall be filed electronically with the court.

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Parties who are not represented by an attorney shall continue to file documents in the traditional paper format, and the Clerk of Court will scan and upload these documents to LexisNexis File & Serve. Counsel shall transmit documents to unrepresented parties or personally serve such parties as required by the Colorado Rules of Civil Procedure.

In all water court cases, all judicial rulings, opinions, orders and other communications

from the court shall be electronically filed to counsel, and LexisNexis File and Serve will mail these communications to unrepresented parties.

Effective immediately, Administrative Order 05-07 in Case No. 05CW1 and

Administrative Order 06-01 in Case No. 06CW1 are repealed and replaced by this order.

For additional information regarding electronic filing, fees, service of documents,

and training, the Court encourages all counsel to visit the LexisNexis File & Serve website at http://www.lexisnexis.com/fileandserve. For technical assistance and customer service, please contact LexisNexis File & Serve customer service directly.

Dated this 16th day of June, 2006.

BY THE COURT:

DISTRICT COURT, WATER DIVISION 1, COLORADO JUNE 2006 WATER RESUME TO: ALL PERSONS INTERESTED IN WATER APPLICATIONS IN WATER DIV. 1 Pursuant to C.R.S. 37-92-302, you are notified that the following is a resume of all water right applications and certain amendments filed in the Office of the Water Clerk during the month of JUNE 2006 for each County affected. 06CW133 THE CONSOLIDATED MUTUAL WATER COMPANY,12700 West 27th Avenue, P.O. Box 150068, Lakewood, CO 80215, through their attorneys: Petrock & Fendel, P.C., Frederick A. Fendel, III, Atty. Reg. #10476, Carmen S. Hall, Atty. Reg. #19985, 700 Seventeenth Street, Suite 1800, Denver, Colorado 80202-4162. APPLICATION FOR FINDING OF REASONABLE DILIGENCE, IN ADAMS AND WELD COUNTIES. 2. Decree Information: Decreed on August 5, 2000, in Case No. 97CW390, District Court, Water Division 1. The applicant was Asphalt Paving, Inc. (“API”). The Consolidated Mutual Water Company

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purchased the reservoir and conditional water right from API. 3. Name of structure: Perry Pit East Reservoir (formerly known as Wattenburg Reservoir). 4. Legal Description of Structure: The structure is located in the NE 1/4 of Section 25, Township 1 North, Range 67 West of the 6th P.M. and the NW 1/4 of Section 30, Township 1 North, Range 66 West of the 6th P.M., Weld County, Colorado. The approximate centroid of the Perry Pit East Reservoir is in Section 25, Township 1 North, Range 67 West of the 6th P.M., 862 feet south of the north section line and 78 feet west of the east section line of said Section 25. 5. Location of Points of Diversion: a. Headgate Well No. 1 (Permit No. 62955-F): West bank of the South Platte River in the NW 1/4 NW 1/4 of Section 30, Township 1 North, Range 66 West of the 6th P.M., Weld County, Colorado, approximately 725 feet south of the north line and 990 feet east of the west line of said section. b. Headgate Well No. 2 (Permit No. 62954-F): West bank of the South Platte River in the NW 1/4 NW 1/4 of Section 30, Township 1 North, Range 66 West of the 6th P.M., Weld County, Colorado, approximately 450 feet south of the north line and 1025 feet east of the west line of said section. c. Headgate Well No. 3 (Permit No. 62953-F): ): West bank of the South Platte River in the NW 1/4 NW 1/4 of Section 30, Township 1 North, Range 66 West of the 6th P.M., Weld County, Colorado, approximately 70 feet south of the north line and 990 feet east of the west line of said section. Remarks: The three Headgate Wells were installed to serve the function of the Wattenburg Reservoir Pump Station as originally decreed, i.e., a diversion from the South Platte River. The location of the Pump Station was on the west bank of the South Platte River in the NW 1/4 of Section 30, Township 1 North, Range 66 West of the 6th P.M., Weld County, Colorado, with an approximate location of the point of diversion as 1,075 feet east of the west section line and 875 feet south of the north section line of said Section 30. The Headgate Wells were each approved pursuant to C.R.S. 37-90-137(2) for diversion of ground water tributary to the South Platte River at a point closer than 100 feet from the river and operate as the Pump Station was originally intended. This application also seeks to conform the decreed locations of these structures to the facilities as built, and to confirm the three headgate wells as a refinement to the plan for the Wattenburg Reservoir Pump Station. d. Brighton Ditch Headgate: The Brighton Ditch headgate is located on the west bank of the South Platte River in the SE 1/4 of the SE 1/4 of the SE 1/4 of Section 11, Township 1 South, Range 67 West of the 6th P.M., Adams County, Colorado. e. Point of Diversion of Slough Ditch No. 1: In the NE 1/4 of Section 25, Township 1 North, Range 67 West of the 6th P.M., Weld County, Colorado, approximately 350 feet west of the east line and 1,545 feet south of the north line of said section. f. Point of Diversion of Slough Ditch No. 2: In the NE 1/4 of Section 25, Township 1 North, Range 67 West of the 6th P.M., Weld County, Colorado, approximately 2,462 feet from the east line and 2,670 feet from the south line of said section. 6. Source of water: a. Headgate Well No. 1: South Platte River. b. Headgate Well No. 2: South Platte River. c. Headgate Well No. 3: South Platte River. d. Brighton Ditch Headgate: South Platte River. e. Slough Ditch No. 1: Wastewater, seepage, drainage water and overland flow. f. Slough Ditch No. 2: Wastewater, seepage, drainage water and overland flow. 7. Date of appropriation: December 31, 1997. 8. Amount of water claimed: 1,400 acre feet active capacity (Conditional), at rates as follows: a. Headgate Well No. 1: 2 cfs b. Headgate Well No. 2: 2 cfs c. Headgate Well No. 3: 2 cfs d. From the Brighton Ditch: 60 cfs. e. From the Slough Ditch No. 1: 5 cfs. f. From the Slough Ditch No. 2: 3 cfs. 9. Uses: Augmentation, including replacement of evaporation from gravel pits owned or operated by Applicant [API], irrigation, industrial use in gravel mining operations owned or operated by Applicant [API]; on-site recreation, fish propagation, wildlife habitat, and dust suppression; and replacement and exchange for the above-referenced uses. Any augmentation or replacement use may only occur under a separate decreed augmentation plan or State Engineer approved substitute supply plan. Any exchange of water released from the Perry Pit East Reservoir must be approved by the State Engineer, the Division Engineer or their employees or agents. Lands to be irrigated directly are 40 acres in the NE 1/4 of Section 25, Township 1 North, Range 67 West of the 6th P.M., Weld County, Colorado. APPLICATION

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FOR FINDING OF REASONABLE DILIGENCE 10. This Application for Finding of Reasonable Diligence is filed pursuant to the Water Right Determination and Administration Act of 1969, §37-92-302, C.R.S. During this diligence period, in continuing the development of the conditional water right, Applicant has been diligent in the continued use and development of the water rights involved. These activities include but are not limited to the following: a. Design of Slurry Wall: costs associated with design engineering, in-house engineering, survey engineering, surveying, mapping, and design consultants. Total: approximately $174,600.00. b. Construction of Slurry Wall: costs associated with design control engineering, inspection and testing of wall, wall construction, piping to allow provision of utilities, and legal review. Total: approximately $556,140.00. c. Design and Installation of Alluvial Wells: engineering, preliminary drilling, obtaining permits and associated fees, subsoil investigation, materials for operation, design consultant for drilling, and actual drilling. Total: approximately $171,320.00. d. Effluent Pumps: purchase of pumps, in-house engineering, utilities for pumps, and piping from pumps to pit. Total: approximately $239,520.00. e. Slurry Wall Performance Test: obtain permits, fuel costs, pump wells for testing, and on-site oversight in conjunction with State Engineer’s Office for performance testing. Total: approximately $132,080.00. f. Legal fees incurred preparing and defending diligence application to date in this diligence period. g. Each month during the diligence period, counsel for Applicant has reviewed the resume of applications as published by the Water Clerk for Water Division 1 and advised Applicant whether Statements of Opposition need to be filed to protect Applicant’s water rights. 06CW134 Claudia A. Larson-Lee, PO Box 184, Jefferson, CO 80456. Telephone: 719-836-1639. Application for Underground Water Right in PARK COUNTY. Name of well: Claudia A. Lee, permit #056911-F located SW1/4, SE1/4, S26, T9S, R75W in the 6th PM at a distance 100 feet from the South and 1900 feet from the East. Street Address: 36 Folsom Court. Subdivision: Indian Mountain, Lot 14, Filing 22. Source: groundwater. Depth: 400’. Date of appropriation: May 31, 1973. How appropriation was initiated: Augmentation plan decreed. Date water applied to beneficial use: April 2, 2003. Amount claimed: 4 gpm absolute. Proposed use: household use only. 06CW135 Sakata Farm Partnership, P.O. Box 508, Brighton, Colorado 80601. (303) 659-1559. C/O Kim R. Lawrence, Lind Lawrence & Ottenhoff LLP, 355 Eastman Park Drive, Suite 200, Windsor, CO, 80550,(970)674-9888. Application for Approval of Plan for Augmentation in WELD COUNTY. Change of Water Rights 2. Name of Structures. Well No. 1-15274 and Well No. 2-15275 (Wells). 3. Previous Decrees. A decree was entered in the Water Court, Water Division No. 1, Case No. W-2207, November 6, 1973 adjudicating Well No. 1-15274 located in the NW1/4 NE1/4 of Section 20, Township 1 North, Range 65 West of the 6th P.M., Weld County, Colorado, at a point 174 feet South and 53 feet East of the NW Corner of said Section 20, with a date of appropriation of August 31, 1955 in the amount of 4.00 c.f.s. for irrigation of approximately 90 acres NW1/4 of Section 20, Township 1 North, Range 65 West of the 6th P.M., Weld County, Colorado and adjudicating Well No. 2-15275 located in the SW1/4 NE1/4 of Section 20, Township 1 North, Range 65 West of the 6th P.M., Weld County, Colorado, at a point 1334 feet South and 53 feet East of the NW Corner of said Section 20, with a date of appropriation of August 31, 1955 in the amount of 2.667 c.f.s. for irrigation of approximately 70 acres NW1/4 of Section 20, Township 1 North, Range 65 West of the 6th P.M., Weld County, Colorado. 4.Historic Use: The Wells have been used to irrigate between 151 and 160 acres NW1/4 of Section 20, Township 1 North, Range 65 West of the 6th P.M., Weld County, Colorado. 5. Proposed Change: Applicant seeks approval of a change which will allow either or both Wells to irrigate the full acreage, between 151 and 160 acres. Plan for Augmentation 6. Structures to be Augmented. Well No. 1-15274 and Well No. 2-15275 (Wells). 7. Water Right to be used for Augmentation. Fully consumable water rights leased from the City of Aurora in the

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amount of 272 acre feet. The lease will deliver the augmentation water from April 1, 2006 until March 31, 2012. 8. Plan for Augmentation. 8.1 Well Diversions. Well No. 2-15275 is used as a sole source to irrigate 130 acres of vegetables with a center pivot system on a farm located west of the Town of Hudson, as shown on Figure 1. Well No. 1-15274 is used as a sole source to irrigate 21 acres of vegetables on the same farm. Well 15274 has not and will not be used in the 2006 irrigation season, but this plan will cover depletions from the past pumping of this well in the 1974-2006 irrigation seasons. 8.2 Consumptive Use of Groundwater. The consumptive use of ground water and stream depletions attributable to the Wells were obtained from files prepared by Brown and Caldwell for the Well Augmentation Subdistrict of the Central Colorado Water Conservancy District (WAS) as described in the Brown and Caldwell Substitute Water Supply Plan (SWSP) submittal dated December, 2005. Brown and Caldwell used the IDS CU computer program, a consumptive use/water budget model developed by the Integrated Decision Support Group (IDS) at Colorado State University, to calculate the consumptive use of water by the Wells. The average of temperature and precipitation data from the Greeley and Longmont weather stations were used in the calculations. The cropping patterns for the period of 1974 through 2002 were based on GASP records. The cropping patterns for 2003 through 2005 were based upon WAS reports. The anticipated consumptive use of ground water due to projected pumping in 2006 was set equal to the average consumptive use of ground water determined for the period of 2001 through 2005. 8.3 Depletion. Diversions from the Wells cause depletion Beebe Seep and thence the South Platte River. To the extent that depletion is out of priority, the purpose of this plan is to provide for replacement of such out of priority depletion in time, location and amount to the extent necessary to prevent injury to senior water rights. 8.4 Method for Determination Stream Depletions. Depletions to the river, based on consumptive use of ground water pumping from 1974 through 2006, were calculated using the AWAS Glover alluvial aquifer method. The State Engineer and the Water Court has accepted use of the Glover method in numerous plans for augmentation and substitute water supply plans throughout Colorado. Input data needed for using the AWAS Glover alluvial aquifer method are the consumptive use of ground water and aquifer parameters for each well. The aquifer parameters that are needed include the following: 1) X, which is the perpendicular distance in feet between the river and the well (or recharge site). 2) W, which is the perpendicular distance in feet between the river and the boundary of the alluvial aquifer. 3) T, which is the transmissivity of the aquifer in gallons per day per foot; and 4) S, which is the specific yield (dimensionless) of the aquifer. Values for X, W, and T were developed as described in the Leonard Rice Engineers, Inc. report titled “Estimated Magnitude and Timing of Stream Depletion Caused by Pumping Irrigation Wells in the Beebe Draw Alluvium and the Box Elder Creek Alluvium, Volume 2,” dated November 15, 2004. The specific yield was considered to be 0.2. 8.5 Replacement of Out of Priority Depletions. Applicant will make replacement of out-of-priority depletions that cause material injury to senior vested water rights from the leased source which provides 272 acre-feet of reusable wastewater return flows over a seven year period. Central Colorado Water Conservancy District has also agreed to operate an exchange with Sakata Farms wherein it agrees to provide Sakata Farms with replacement water at the confluence of the South Platte River and Beebe Seep in return for Central using the Aurora lease water in either its Groundwater Management Subdistrict or WAS plan for augmentation. The purpose of the Central agreement is to avoid potential delivery problems during the irrigation season and to reduce transit losses by providing replacement supplies that are delivered closer to each entity’s points of depletion. 8.6 Accounting and Reporting. CCWCD and Applicant will submit monthly accounting showing the replacement water deliveries to the division engineer on a monthly basis, or more frequently if required. The soils on the farm irrigated with Wells are very sandy and well drained. As a consequence, it is not possible to achieve high irrigation efficiencies on this farm. Rather than presuming a depletion factor, the consumptive use of ground water will be assumed to be the full monthly crop irrigation requirement, calculated using the modified Blaney-Criddle method, for the actual acres of

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vegetables irrigated with water from Well 15275. 9. Name and Address of Owner of the Structures: Applicant owns the Wells. The City of Aurora, 15151 East Alameda Parkway, Suite 3600, Aurora, Colorado 80012 and the Central Colorado Water Conservancy District 3209 West 28th Street, Greeley, Colorado 80634 own the augmentation structures.

06CW136 APPLICATION FOR APPROVAL OF PLAN FOR AUGMENTATION, RUNNING CREEK GOLF, LLC, Applicant, IN ELBERT COUNTY. 1. Name, address, and telephone number of Applicant: Running Creek Golf, LLC, 9735 E. Tom Tom Drive, Parker, CO 80138, (303) 841-8072 Attorneys: Petrock & Fendel, P.C., James J. Petrock, Atty. Reg. #2881, Scott M. Huyler, Atty. Reg. #29990, 700 Seventeenth Street, Suite 1800, Denver, Colorado 80202, Telephone: (303) 534-0702, 2.Name and description of structure to be augmented: Well #20205-1 (Permit No. 20205-R-R), as decreed on May 8, 1974, in Case No. W-3790, District Court, Water Division 1, and as change in Case No. 96CW079, District Court, Water Division 1, at a rate of flow of 1.3 cfs for irrigation of approximately 100 acres of golf course in the E1/2 of Section 32 and the W1/2 of Section 33, T6S, R64W, with appropriation date of October 31, 1954. The well is generally located in the NE1/4SE1/4 of Section 32, T6S, R64W of the 6th P.M., whence the northeast corner of said Section 32, bears N 12° E, approximately 3157 feet. The source of the well is groundwater tributary to Running Creek. 3. Water rights to be used for augmentation: Discharge or return flows from use of nontributary groundwater decreed in Case No. 96CW265, District Court, Water Division 1. Applicant has the right to use an existing nontributary Arapahoe aquifer well completed as permitted in Well Permit No. 61053-F, which is permitted for irrigation and augmentation purposes. The well is located adjacent to Running Creek in the NE1/4SE1/4 of Section 32, T6S, R64W of the 6th P.M. 4. Description of plan for augmentation: Under this plan for augmentation, Applicant will divert the subject water right described in paragraph 2 above when said right is out of priority for irrigation use. Said water will be used for irrigation of approximately 118 acres of land, generally located in the E1/2 of Section 32 and the W1/2 of Section 33, T6S, R64W of the 6th P.M. To allow continued diversions from the water right when it is not in priority, Applicant will replace the depletions during the out of priority period to Running Creek, using the nontributary groundwater described above by direct discharge, by claiming return flows from use of the groundwater, or by releases of stored nontributary groundwater from sites located on Applicant's land. Diversions from the subject water right can be properly accounted for and replaced. Return flows will accrue to the stream system in approximately one week after application, and there are no lagged depletions associated with pumping of the water right. 5. Name of owner of land on which the structures are located: Applicant WHEREFORE, Applicant prays that this Court enter a decree granting the application requested herein and finding that out of priority diversion of Applicant's water rights described above under the plan for augmentation requested herein, will prevent injury to owners and users of vested and conditional water rights, and for such other and further relief as this Court deems just and proper in the premises.

06CW137, Name, Address and Telephone Number of Applicant: Richard J. Bartels, 2131 62nd Avenue Court, Greeley, CO 80634, (970)352-7500, c/o Kaylea M. White, Lind, Lawrence and Ottenhoff LLP, 355 Eastman Park Drive, Suite 200, Windsor, CO 80550, (970) 674-9888. Application for Water Rights in LARIMER COUNTY. APPLICATION FOR WATER RIGHT. 2. Applicant seeks adjudication for an exempt well in accordance with CRS 37-92-602(1)(b). Well permit 258426-A was issued on July 27, 2004. During and after these proceedings, the well will continue to be exempt from administration by the state engineer. Applicant seeks a priority date as the date first put to beneficial use, on June 1, 1920. 3. Name of Structure: Well Permit No. 258426-A. 3.1. Legal Description of Diversion Points: In the SE1/4 NW1/4 of Section 8, Township 5 North, Range 70 West, 6th P.M., Larimer County, Colorado. 3.2. Source of Water: Groundwater tributary to the Big Thompson River. 3.3. Date of Initiation

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of Appropriation: June 1, 1920. 3.4. How Appropriation Was Initiated: Date of first beneficial use. 3.5. Amount Claimed: 15 gpm. 3.6. Use: Ordinary household purposes, fire protection, the watering of poultry, domestic animals, and livestock on farms and ranches and for the irrigation of not over one acre of home gardens and lawns but not used for more than three single-family dwellings. 4. Names and Addresses of Owners of the Structures: The well is owned by Applicant.

06CW138 Susan Anastasia Schima, 381 Four Mile Canyon Drive, Boulder, CO 80302. Telephone: (303) 449-8316. Application for Underground Water Right in BOULDER COUNTY. Name of well: Schima Well, Permit #175827 located NW1/4, SE1/4, S27, T1N, R71W in the 6th PM at a distance 2000 feet from the South and 2030 feet from the East. Street address: 381 Four Mile Canyon Drive, Tracts 2106 and 2107. Source: groundwater. Depth: 9 feet 6 inches. Date of appropriation: 15 September 1956. How appropriation was initiated: Drilled/hand dug and used on this date. Date water applied to beneficial use: 15 September 1956. Amount claimed: 3.5 gpm absolute. Proposed use: 4. Ares of lawns and gardens irrigated: 500 square feet. If non-irrigation, describe purpose fully: drinking water, domestic use.

06CW139 Strohauer Farms, Inc., 19595 WCR 50, LaSalle, Colorado 80645, (970) 284-6526. (James A. Gustafson, 1010 Ninth Avenue, P. O. Box 1417, Greeley, Colorado 80632, (970) 356-8200). Application For Change of Water Rights, For New Water Right and Approval of Plan For Augmentation in WELD COUNTY. 1. Name, Mailing Address, and Telephone Number of Applicant: Strohauer Farms, Inc., 19595 WCR 50, LaSalle, Colorado 80645, (970) 284-6526. All future correspondence and pleadings to: James A. Gustafson, Esq., P. O. Box 1417, Greeley, Colorado 80632. 2. Purposes of Application: (a) To obtain a new water right for augmentation, replacement, exchange, storage, and/or recharge purposes; (b) To change the use of certain water rights that applicant owns or has the right to use that are currently decreed for irrigation to allow said water to also be used for augmentation, replacement, exchange, storage, recharge and substitute water supply purposes, either directly or following storage; (c) To provide the ability to use recharge locations where water rights and the changed water rights can be delivered and used for storage and recharge purposes; (d) To adjudicate a plan of augmentation that uses the net consumptive use of water associated with the water rights to be changed herein, as well as other water rights to which applicant is entitled to use, either on a direct flow or release from storage basis, to replace out-of-priority depletions associated with well pumping from wells described hereinafter and/or to replace historical return flows from the changed water rights or additional water rights, to the extent necessary to prevent legal injury to other water rights; (e) To provide for the inclusion of additional replacement water, including that provided by retiming wells, augmentation wells, by-passed senior water rights, leased water rights, excess augmentation credits obtained by augmentation plans of other entities with water sources available, and use of other structures or water rights which applicant obtains the right to use in the future and which are legally available for augmentation use, into the plan of augmentation applied for herein; (f) To change the use of water rights of well users under this plan of augmentation and the points of diversion of water rights to allow for storage or for delivery to recharge sites for augmentation when said water is available for said use; (g) To provide for the temporary dry-up of irrigated ground of well users under the plan of augmentation if insufficient replacement water is available. CLAIM NO. 1, CHANGE OF WATER RIGHTS, (Western Mutual Ditch a/k/a Hewes-Cook Ditch): 1. Name of Water Rights For Which Change is Sought: (a) Western Mutual Ditch. Applicant seeks to change an adequate number of shares of the 62 shares of the Western Mutual Ditch that it or its landlords own which were decreed for irrigation purposes. The location of the point of diversion is described in the Decree in CA6009 as being on the west side of the South Platte River in the SW 1/4, Sec. 11, Twp. 3 N., Rng. 67 W. of the 6th P.M., Weld County. The Western Mutual Ditch headgate is actually located in the SE 1/4 of the SW 1/4 of Sec. 11, Twp. 3 N., Rng. 67 W. of the 6th P.M., Weld County. (See attached Map A.) (b) Existing Decrees.

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Western Mutual Ditch has the following Decrees for irrigation purposes: Case No. CA6009, Arapahoe County District Court, Adjudication date: April 28, 1883; Appropriation date: May 5, 1866, for Priority No. 13; August 10, 1871, for Priority No. 23; Amount: 27.45 c.f.s. for Priority No. 13; Amount: 71.2 c.f.s. for Priority No. 23. Case No. CA54658, Weld County District Court; Adjudication date: August 2, 1918; Appropriation date: January 26, 1894; Amount: 86.43 c.f.s. The above water rights are currently adjudicated for agricultural purposes (irrigation). (c) Shares to be Changed. As of June 15, 2006, Strohauer Farms, Inc. and its landlords own 62 shares out of the total 800 issued and outstanding shares of capital stock of the Western Mutual Ditch Company. Applicant seeks to change the use of an adequate number of the 62 shares as stated herein. (d) Water from the 62 shares of Western Mutual Ditch have historically been used as irrigation water to irrigate lands below the Western Mutual Ditch. Because these rights have been historically used for irrigation water there is a consistent pattern of historical use from year to year, depending on cropping patterns, weather conditions and availability of other sources of water. Applicant will quantify the historical use and will maintain return flow replacement obligations as necessary to prevent injury to other water rights by releasing water to the South Platte from any or all of the augmentation sources identified herein. 2. Proposed Change: Applicant seeks to change the use of an adequate number of its 62 shares of the Western Mutual Ditch to include augmentation, recharge, replacement, exchange for use by applicant as provided herein, with the right to the totally consumable portion of the water, either by first use, successive use or disposition. 3. Proposed Plan of Operation: This combined Application For Change of Water Right, For a New Water Right and Approval of a Plan For Augmentation will obtain the necessary Water Court approval for an integrated water supply plan which will provide a source of augmentation water for the wells listed herein. 4. Name and Address of Owner of Structures: Western Mutual Ditch is owned by the Western Mutual Ditch Company, c/o Frank Eckhardt, President, 21454 WCR 33, LaSalle, Colorado 80645. CLAIM NO. 2, CLAIM FOR DIRECT FLOW AND STORAGE WATER RIGHTS: 1. Name of Structures: Western Mutual Ditch, Evans No. 2 Ditch and FRICO/Milton Division. (See attached Map B.) 2. Legal Description of Structure: Headgate for the Western Mutual Ditch is located in the SE 1/4 of the SE 1/4 of Sec. 11, Twp. 3 N., Rng. 67 W. of the 6th P.M., Weld County. Headgate for the Evans No. 2 Ditch is located in the NE 1/4 of Sec. 19, Twp. 2 N., Rng. 66 W. of the 6th P.M., Weld County. Milton Reservoir Outlet is located in the SW 1/4 of Sec. 11, Twp. 3 N., Rng. 65 W. of the 6th P.M., Weld County. 3. Source: Unappropriated water which is tributary to the Western Mutual Ditch, Platte Valley Irrigation Company, the South Platte River, and FRICO/Milton. 4. Date of Appropriation: June 15, 2006, by the preparation of and filing of this Water Application. 5.How Appropriation Will Be Initiated: Applicant will divert unappropriated water through the Western Mutual Ditch, Platte Valley Irrigation Company, South Platte River, and FRICO/Milton and deliver it into the recharge and storage ponds listed herein when it is available. 6. Amount Claimed: 50 c.f.s with the right to store and recharge up to 500 acre feet per year at each recharge site. 7. Type of Use: Augmentation, replacement, exchange, irrigation, domestic, municipal, commercial, industrial, fire protection, watering of livestock, recreational, piscatorial, wildlife propagation, storage, and other uses approved by the Court. (a) Place of Use: Weld County. Properties of the well users herein under the Western Mutual Ditch, Evans No. 2 Ditch, FRICO/Milton and the other properties listed hereinafter consist of 965 acres. 8. Name and Address of Owner of Land on Which Water May be Stored and Used For Recharge and Augmentation: Name and Location of Recharge Structures:

Land Owner Name & Address

Recharge Site

Name of Structure T R S

q160

Max Rate Claimed

Max Annual Volume

11

WCL Partnership c/o Mike Lehan 328 N. Market St. #342 San Jose, CA 95110 Lehan

Western Mutual Ditch & Platte Valley Canal 4N 65W 8 NE 50 CFS 500 AF

Matt Doperalski 2674 West Deerfield Court Eagle, ID 83616 Behrens

Platte Valley Canal 4N 65W 9 SW 50 CFS 500 AF

Oliver Lorenz 15614 WCR 42 La Salle, CO 80645 Lorenz

Platte Valley Canal 4N 66W 27

NE & NW 50 CFS 500 AF

Harry Strohauer 19595 WCR 50 La Salle, CO 80645 Boulter #2

Milton/FRICO 4N 65W 14 NE 50 CFS 500 AF

Applicant has or will be entering into an agreement with each ditch company to use their structures. CLAIM NO. 3, APPLICATION FOR APPROVAL OF AUGMENTATION PLAN: 1. Name of Structures to be Augmented:

WDID Farm Name Owner Name

Permit No.

Case No. T R S q160 q40 q10

2-5257 Annan John L. Annan 13315 W2707 4N 65W 7 NW SW SW 2-7139 Bass Linda Conrad 13054 W1938 4N 66W 12 NE SE SE 2-7140 Bass Linda Conrad 13055 W1938 4N 66W 12 NE SW SE 2-6847 Betz Matt Doperalski 8736 W0577 4N 65W 4 SW SW SW 2-6851 Betz Matt Doperalski 8737 W0577 4N 65W 4 SW SW SW 2-5825 Burns 2 Helen Burns 16142 W4024 5N 65W 35 NE NW SW 2-5909 Devotie T.D. Devotie Trust 11819 W1569 4N 65W 6 SE SW SW 2-5910 Devotie T.D. Devotie Trust 11820 W1569 4N 65W 6 SE SW SW 2-6406 Girvan Charles Girvan 40 W0470 4N 65W 10 NW SE NW 2-6407 Girvan Charles Girvan 41 W0470 4N 65W 10 NW NW SW

2-6848 Knaub Diane Knaub-Osgood 8778 W0477 4N 65W 4 SW NE SE

2-8533 Lehan 1 WCL Partnership 11997 W4838 4N 65W 8 NE NW NW 2-8532 Lehan 1 WCL Partnership 11998 W4838 4N 65W 8 NE NW NW 2-8534 Lehan 1 WCL Partnership 12000 W4838 4N 65W 8 NE NW NW 2-8535 Lehan 1 WCL Partnership 11994 W4838 4N 65W 5 NE SW SW 2-8531 Lehan 3 WCL Partnership 11995 W4838 4N 65W 5 SE SE SE 2-5087 Lehan 3 WCL Partnership 9311F W4838 4N 65W 5 NE SW SW 2-7023 Lorenz Oliver Lorenz R12936 W6689 4N 66W 27 NE SE SE

The 18 wells listed above include 11 wells under the Western Mutual Ditch System, 3 wells under the Platte Valley Irrigation Company System, 1 well under the FRICO/Milton System, and 3 wells which do not make use of surface water shares under any of these ditch systems. (See attached Map C.) (a) Groundwater depletions caused by wells in this plan are estimated to

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result in an average annual historical consumptive use of 205 acre feet for 1975 through 2005. Depletions similar to this order of magnitude are expected to continue in the future. 2. Replacement Water Sources: (a) The Recharge Structures listed above in Claim No. 2, paragraph 8. (b) The development of recharge and storage structures upon the properties listed herein and any other sites that are appropriate and approved by the Division Engineer. The above four potential recharge structure locations in the vicinity of the Western Mutual Ditch service area and representative canal reaches of the Western Mutual Ditch, the Evans No. 2 Ditch and the FRICO/Milton will provide a long-term water replacement option for well owners. Applicant proposes to develop recharge structures to the extent needed to augment average annual well depletions of well owners. The changed water rights and junior water rights applied for herein (and any other water rights available) will be diverted through the Western Mutual Ditch, Evans No. 2 Ditch and the FRICO/Milton when it is not being used for irrigation purposes into the recharge structures so it can be utilized for replacement and augmentation purposes to replace depletions caused by the wells. (c) Applicant has secured or will secure lease agreements with owners of Union Reservoir water, Union Ditch Company water, FRICO/Milton water and other sources of water available in the area. (d) Applicant has secured or will secure from well owners who own permitted augmentation wells (retiming wells) listed below. (See attached Map D.)

Well Owner Augmentation Permit No.

Existing Permit No. T R S q160 q40

WCL Partnership 60581-F 11997 4N 65W 8 NE NW Linda Conrad 60579-F 13054 4N 66W 12 NE SE John L. Annan 60570-F 13315 4N 65W 7 NW SW WCL Partnership 60568-F 11994 4N 65W 5 NE SW WCL Partnership 60580-F 11998 4N 65W 8 NE NW

(e) The well owners will have the ability to bypass a portion of their Western Mutual Ditch Company water during periods of time when there is insufficient replacement waters available for their depletions if other augmentation sources are not available. (f) Wells owners will agree that to the extent the forecasted depletions cannot be replaced by similar augmentation sources that their pumping will be curtailed to the extent necessary to prevent injury to other vested senior water rights. 3. Applicant will provide appropriate accounting as to the operation of this plan of augmentation as required by the Division Engineer. (a) Depletions from well pumping are to be determined with the water budget method, or whatever method is determined acceptable by the Court. Out-of-priority depletions to the river will be replaced at the appropriate time, location, quality, and quantity. The lagged effects of groundwater pumping will be estimated using Glover or other acceptable methodology. CLAIM NO. 4, APPLICATION FOR CHANGE OF WATER RIGHTS, (Western Mutual Ditch a/k/a Hewes-Cook Ditch): 1. Name of Water Rights and Structures For Which Change is Sought: (a) Western Mutual Ditch Company shares of well owners. Applicant seeks a change of use/bypass of an adequate number of its and its landlord’s 62 shares that the well users own of the total 800 shares of the Western Mutual Ditch to use in their augmentation plan listed herein. (b) Western Mutual Ditch water rights are direct flow rights, by original appropriation, decreed to Western Mutual Ditch from the South Platte River. (c) Western Mutual Ditch. Applicant seeks to change 62 shares of the Western Mutual Ditch which were decreed for irrigation purposes. The location of the point of diversion is described in the Decree in CA6009 as being on the west side of the South Platte River in the SW 1/4, Sec. 11, Twp. 3 N., Rng. 67 W. of the 6th P.M., Weld County, Colorado. The Western Mutual Ditch headgate is actually located in the SE 1/4 of the SW 1/4 of Sec. 11, Twp. 3 N., Rng. 67 W. of the 6th P.M., Weld County, Colorado. (d) Existing Decrees. Western Mutual Ditch has

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the following Decrees for irrigation purposes: Case No. CA6009, Arapahoe County District Court; Adjudication date: April 28, 1883; Appropriation date: May 5, 1866, for Priority No. 13; August 10, 1871, for Priority No. 23; Amount: 27.45 c.f.s. for Priority No. 13; Amount: 71.2 c.f.s. for Priority No. 23. Case No. CA54658, Weld County District Court, Adjudication date: August 2, 1918; Appropriation date: January 26, 1894; Amount: 86.43 c.f.s. The above water rights are currently adjudicated for agricultural purposes (irrigation). (e) Shares to be Changed. As of June 14, 2006, Strohauer Farms, Inc and its landlords own 62 shares out of the total 800 issued and outstanding shares of capital stock of the Western Mutual Ditch Company. Applicant seeks to change the use of an adequate number of its 62 shares as stated herein. (f) Water from the 62 shares of Western Mutual Ditch have historically been used as irrigation water to irrigate lands below the Western Mutual Ditch. Because these rights have been historically used for irrigation water, there is a consistent pattern of historical use from year to year, depending on cropping patterns, weather conditions and availability of other sources of water. Applicant will quantify the historical use and will maintain return flow replacement obligations, as necessary, to prevent injury to other water rights by releasing water to the South Platte from any or all of the augmentation sources identified herein. 2. Source: South Platte River. 3. The shares of Western Mutual Ditch have been historically diverted at the Western Mutual Ditch headgate and used for agricultural irrigation on approximately 455 acres of farm ground under the Western Mutual Ditch area located in Secs. 5, 6, 7, and 8, Twp.4 N., Rng. 65 W. of the 6th P.M., and Sec. 12, Twp. 4 N., Rng. 66 W. of the 6th P.M., Weld County, Colorado. (See attached Map A.) 4. During times when there is insufficient replacement water available for this plan of augmentation, applicant may bypass the water associated with certain of the 62 shares belonging to the well owners. 5. To prevent injury to other water rights and to prevent expanded use of senior water rights, a portion of the above well owners’ farm ground will be temporarily dried up on a seasonable basis whenever such bypass occurs. Return flow obligations for these changed shares shall be accounted for and replaced. 06CW140 APPLICATION FOR FINDING OF REASONABLE DILIGENCE in JEFFERSON COUNTY of the City and County of Denver, acting by and through its Board of Water Commissioners. 1.Name, address and telephone number of Applicant: City and County of Denver, acting by and through its Board of Water Commissioners (“Applicant”), 1600 West 12th Avenue, Denver, Colorado 80204, Telephone: (303)628-6460, Fax: 303-628-6478. 2. Name of Structures: Long Lake Reservoir No. 1 Long Lake Reservoir No. 2. 3. Description of the conditional water right: A. Date of Original Decree: May 13, 1936; Civil Action No. 60052 Court: Water Court, Water Division No. 1. B. Legal Description: Long Lake Reservoirs Nos. 1 and 2 are supplied through the Long Lake Feeder Ditch, the decreed headgate of which is located on the west bank of Ralston Creek at a point in Section 31, Township 2 South, Range 70 West, whence the southeast (SE) corner of Section 6, Township 3 South, Range 70 West, bears south 15°0'; East 5,525 feet, in Jefferson County. Long Lake Reservoir No. 1 is located in the southwest quarter of the southwest quarter (SW 1/4 SW1/4) Section 33, Township 2 South, Range 70 West and in the northwest quarter (NW 1/4) and the north half of the southwest quarter (N 1/4 SW1/4 ) Section 4, Township 3 South, Range 70 West, Jefferson County, State of Colorado. Long Lake Reservoir No. 2 is located on the East Half of the Northwest Quarter (E 1/2 NW 1/4) and the Northeast Quarter of the Southwest Quarter (NE1/4 SW1/4) and the Southwest Quarter of the Northeast Quarter (SW 1/4 NE 1/4) and the Northwest Quarter of the Southeast Quarter (NW 1/4 SE 1/4) Section 4, Township 3 South, Range 70 West, Jefferson County, State of Colorado. C. Source: Ralston Creek and tributary drainage thereto lying above the decreed point of diversion of Long Lake Feeder Ditch. D. Appropriation Date: Long Lake Reservoirs Nos. 1 and 2: June 6, 1909. Amount: Long Lake Reservoir No. 1: 557 acre feet ABSOLUTE, 574.8 acre feet CONDITIONAL 1,131.8 acre feet total, Long Lake Reservoir No. 2: 292 acre feet ABSOLUTE 716.3 acre feet CONDITIONAL 1,008.3 acre feet total. Application for Finding of Reasonable

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Diligence Long Lake Reservoir Nos. 1 and 2 Case No. 2006CW140, WD #1. E. Use: The waters of the Long Lake Reservoirs Nos. 1 and 2 are decreed for irrigation. 4. The Long Lake Reservoirs Nos. 1 and 2 are existing facilities owned and operated by the Applicant. Water from these lakes is used to irrigate the North Arvada Athletic Complex and Long Lakes Ranch. The following activities are representative of what has been done toward completion of the appropriation and application of water to a beneficial use as conditionally decreed, including expenditures. a. The Applicant undertook the following specific efforts during the diligence period for the Long Lakes Reservoirs Nos. 1 and 2: i. Completed annual dam safety inspections required by the State Engineer's Office (SEO). ii Completed annual drills of the Emergency Preparedness Plan (EPP), which defines the responsibilities and procedures in the event of a potentially hazardous situation. iii. Monitored the dam annually for horizontal and vertical movement. iv. Installed survey monuments to monitor horizontal and vertical movement of the dams. v. Began preliminary design and filed surveying for piping of open channel portions of the Long Lake Feeder Ditch, a new siphon, and new gage house. Identified and initiated process to obtain easements and right-of-ways required for maintaining and operating the feeder ditch. The Applicant expended approximately $41,000.00 on these efforts. vi. During the diligence period, the Long Lakes Feeder Ditch was determined to be of historical significance due to its role in Early High Plains Irrigation and Farming before 1900, Post-1900 Agriculture, and the Historic Context for Irrigation and Water Supply Ditches and Canals in Colorado. To preserve the historical site, the Applicant will complete a State Historical Preservation Officer (SHPO) Level II Documentation of the feeder ditch prior to undertaking modifications to the site. vii.Continued efforts to protect Preble's Meadow Jumping Mouse habitat at the reservoir sites. vii. Designed and surveyed property for a flume at the Long Lakes Ranch to measure movement of water at a cost of approximately $2,600.00. viii Purchased and applied WaterSaver to Long Lake Reservoir No. 2 to reduce evaporation at a cost of approximately $1,175.00. These expenditures are necessary to maintain the structural integrity of the reservoir and outlet works so that additional amounts of water can be stored and diverted under the subject water rights. b. Planning, design, construction and litigation necessary for the eventual completion of various components of the Denver Municipal Water System, including water rights and structures under this application. The paragraphs set forth below include some of these efforts. i. In 2002, the Applicant updated the 1997 IRP report. The implementation of the strategies in the IRP report is an on-going effort and the Applicant continued instituting recommendations resulting from the IRP effort throughout the diligence period. The resource strategies outlined by the IRP will help the Applicant's efforts toward the continued development of water available from the Long Lake Reservoir No.1 and Long Lake Reservoir No. 2 water rights. ii. In December of 1997, the Applicant entered into an agreement with the City of Arvada to deliver up to 400 acre feet of water for irrigation purposes on an annual basis from the Long Lake Reservoirs. During the diligence period the Applicant delivered water as requested by Arvada under the aforementioned agreement. iii. Since 2000 the Applicant has expended approximately $45 million for various conservation programs, including, xeriscape, public awareness, and a new rate structure to promote water conservation. iv. Since 2000 the Applicant has expended approximately $626 million on the planning, design, construction, and litigation necessary for the eventual completion of various components of the Denver Municipal Water System of which the subject water rights are an integral part. vii. Continued efforts to protect Preble's Meadow Jumping Mouse habitat at the reservoir sites. vii. Designed and surveyed property for a flume at the Long Lakes Ranch to measure movement of water at a cost of approximately $2,600.00. vii. Purchased and applied WaterSaver to Long Lake Reservoir No. 2 to reduce evaporation at a cost of approximately $1,175.00. These expenditures are necessary to maintain the structural integrity of the reservoir and outlet works so that additional amounts of water can be stored and diverted under the subject water rights. b. Planning, design, construction and litigation necessary for the eventual completion of various components of the Denver Municipal Water System, including water rights and structures under

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this application. The paragraphs set forth below include some of these efforts. i. In 2002, the Applicant updated the 1997 IRP report. The implementation of the strategies in the IRP report is an on-going effort and the Applicant continued instituting recommendations resulting from the IRP effort throughout the diligence period. The resource strategies outlined by the IRP will help the Applicant's efforts toward the continued development of water available from the Long Lake Reservoir No.1 and Long Lake Reservoir No. 2 water rights. ii. In December of 1997, the Applicant entered into an agreement with the City of Arvada to deliver up to 400 acre feet of water for irrigation purposes on an annual basis from the Long Lake Reservoirs. During the diligence period the Applicant delivered water as requested by Arvada under the aforementioned agreement. iii. Since 2000 the Applicant has expended approximately $45 million for various conservation programs, including, xeriscape, public awareness, and a new rate structure to promote water conservation. Iv. Since 2000 the Applicant has expended approximately $626 million on the planning, design, construction, and litigation necessary for the eventual completion of various components of the Denver Municipal Water System of which the subject water rights are an integral part. 5. Names and addresses of owners or reputed owners of the land upon which any new diversion or storage structure, or modification to any existing diversion or storage structure is or will be constructed or upon which water is or will be stored, including any modification to the existing storage pool: The Applicant owns all land upon which any additional capacity may be needed to fully develop the amounts remaining conditionally decreed. WHEREFORE, the Applicant requests that the Court determine that the Applicant has been diligent and that the conditional water rights for Long Lake Reservoir No. 1 and Long Lake Reservoir No. 2 as decreed in Civil Action No. 60052 be continued in full force and effect. Respectfully submitted this 14th day of June, 2006. 06CW141, (91CW084, 98CW322, 05CW300), District Court, Water Division No. 1, State of Colorado, 901-9th Avenue, Greeley, CO 80632. Concerning the Application for Water Rights of Cervi Enterprises, Inc., a Colorado corporation, in WELD COUNTY, Colorado. Attorney for Applicant: Melvin Dinner (#592), 822-7th Street, Suite 540, Greeley, CO 80631, Phone Number (970) 352-2081. APPLICATION FOR FINDING OF DILIGENCE. Applicant, Cervi Enterprises, Inc. respectfully requests that the Court enter a finding of reasonable diligence for the conditional water rights set forth herein, and as grounds therefore states as follows: 1. Name, address and telephone number of Applicant. Cervi Enterprises, Inc., P. O. Box 1930, Greeley, CO 80632, (970) 356-6000. Direct all pleadings to: Melvin Dinner, Attorney at Law, 822-7th Street, Suite 540, Greeley, CO 80631 (970) 352-2081. 2. Name of Structure: Ehrlich Lone Tree Diversion. 3. Description of Conditional Water Right: A. Previous Decrees: Cervi Enterprises, Inc. and its predecessors in title were decreed a conditional water right in the amount and for the uses stated below, pursuant to the Ruling of the Referee and Corrected Decree of the Water Court in and for Water Division No. 1, State of Colorado entered on September 24, 1992 in Case No. 91CW084. B. Location: The Ehrlich Lone Tree Diversion is located in the NE/4NE/4NW/4 of Section 31, Township 6 North, Range 64 West of the 6th P.M., Weld County, Colorado at a point approximately 70 feet from the North line and 2120 feet from the West line of said Section 31, Weld County, Colorado. The headgate is to be located on Lone Tree Creek to divert irrigation water to a series of holding ponds and pipelines to irrigate 100 acres. C. Source: Lone Tree Creek. D. Appropriation Date: November 18, 1991. E. Amount and Uses: 1.77 cfs. (800 gpm) conditional. 4. Request for Finding of Reasonable Diligence and Outline of Work Done to Complete Project and Apply Water to Beneficial Use: The following work has been performed and the following expenditures have been made on the Ehrlich Lone Tree Diversion during the diligence period. The second holding pond has now been constructed, said pond being 300 feet in length and 50 feet in width at the surface and a settling pond has also been constructed where waters can be commingled with other water sources and piped to the second holding pond where the irrigation water will be taken by a floater pump to be applied to the crops on the farm ground. Applicant has expended $7,000.00 for the construction of the second holding pond and

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the small settling pond, with said work and related services provided by Bucklin Enterprises. A floater pump has been purchased at a cost of $8,255.80 from Valley Irrigation. WHEREFORE, Applicant respectfully requests that the Court enter a finding of reasonable diligence with respect to the conditional water right reference herein, and order that such right continue in full force and effect for an additional six-year diligence period or until such time as a determination is made that such water right has been made absolute, and for such other or further relief as the Court deems appropriate in the circumstances. 06CW142 Name, address, and telephone number of Applicant: LaFarge West, Inc., c/o Meg McNulty, Environmental Manager, 10170 Church Ranch Way, Suite 200, Westminster, CO 80021, Bus. Phone: 303-657-4148; c/o Michael D. Shimmin Esq., Vranesh and Raisch, LLP, P.O. Box 871, Boulder, CO 80306, (303) 443-6151. APPLICATION FOR FINDING OF DILIGENCE IN ADAMS AND JEFFERSON COUNTIES. Name of Structure: Magic Mountain Dam and Reservoir Enlargement Description of Conditional Water Rights: A. Original Decree: i. Date of Entry: June 20, 2000 ii. Case No.: 99CW93 iii. Court: Water Division No. 1, Greeley, Colorado B. Legal Description: i. Location of Dam: Magic Mountain Dam and Reservoir is located such that the southwest corner of its concrete spillway bears north 71 degrees, 20 minutes east, approximately 933 feet from the south corner of Section 10, T4S, R70W of the 6th P.M., Jefferson County, Colorado. The dam is located in Jackson Gulch, and it will capture and store water flowing down Jackson Gulch, when in priority. ii. Location of Diversion Points: The Magic Mountain Dam and Reservoir is an on-stream reservoir. The Magic Mountain Dam and Reservoir is also fed by the Lena Gulch Feeder Ditch and the Apex Gulch Feeder Ditch. The Lena Gulch Feeder Ditch diverts at a point on the west bank of Lena Gulch Creek from whence the northeast corner of Section 15, T4S, R70W of the 6th P.M., bears north 11 degrees, 0 minutes east, approximately 2050 feet. The Apex Gulch Feeder Ditch diverts at a point on the south bank of Apex Gulch Creek from whence the southwest corner of Section 10, T4S, R70W of the 6th P.M., bears south 72 degrees, 40 minutes east, approximately 3480 feet. Sources: Lena Gulch, a tributary to Clear Creek; Apex Gulch, a tributary to Lena Gulch; Jackson Gulch, a tributary to Lena Gulch; and Clear Creek, a tributary to the South Platte River. Appropriation Date: March 25, 1999. Amount: 27 acre-feet, conditional. The Lena Gulch Feeder Ditch has a capacity of 2.0 cubic feet per second. The Apex Gulch Feeder Ditch has a capacity of 3.0 cubic feet per second. These flow rates and the 27 acre-feet of storage are in addition to the 120 acre-feet of storage decreed to Magic Mountain Dam and Reservoir in Consolidated Case Nos. 90CW215 and 91CW47. The active capacity of the reservoir is the entire 147 acre-feet. Uses: The uses of water from Magic Mountain Dam and Reservoir include commercial, domestic, industrial, mining operations, irrigation, reclamation of mined lands, dust suppression, washed aggregate processing, augmentation, exchange, and replacement of evaporative losses, all as specifically described in the decree previously entered in Consolidated Case Nos. 90CW215 and 91CW047. Work Done Toward Completion of Appropriation: The conditional water rights decreed in Case No. 99CW93 represent one part of the Magic Mountain Dam and Reservoir storage, exchange, and water supply project. That project also includes the water storage rights and rights of exchange decreed in Consolidated Case Nos. 90CW215 and 91CW47. During the subject diligence period, LaFarge West, Inc. ("LaFarge") continued to develop the project, working to complete the appropriations and place the conditional water rights to beneficial use. During the subject diligence period LaFarge engaged the engineering firms of Water Resources Engineers and Applegate, Inc. to work on diversion and accounting issues related to the conditional water rights decreed in Case No. 99CW93. This included work on a detailed accounting spreadsheet and meeting with the Water Commissioner to coordinate how and when the conditional water rights can be diverted in priority. LaFarge spent a total of $27,800.00 on this engineering work. Other work during the subject diligence period included installation of

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measuring devices at the inlet and outlet works of the reservoir structures referenced above. LaFarge spent a total of $10,000 on this work. The conditional rights decreed in Case No. 99CW93 are very junior. Because of the recent severe drought, opportunities to divert water for beneficial use have been extremely limited during the subject diligence period. The structures necessary to divert the subject conditional water rights are fully constructed. LaFarge will divert water and use it for the decreed beneficial purposes in the future when the water rights are in priority, and maintains its intent to complete the appropriation. Name(s) and address(es) of owner(s) or reputed owner(s) of the land upon which any new diversion or storage structure, or modification to any existing diversion or storage structure is or will be constructed or upon which water is or will be stored, including any modification to the existing storage pool: LaFarge is the owner of the diversion and storage structures that are the subject of this application. WHEREFORE, LaFarge requests that the court enter a decree finding that LaFarge has exercised reasonable diligence in completing the appropriation and placing the conditional water rights described herein to beneficial use, and ruling that the conditional water rights remain in full force and effect. 06CW143. Name, address, and telephone number of Applicant: LaFarge West, Inc., c/o Meg McNulty, Environmental Manager, 10170 Church Ranch Way, Suite 200, Westminster, CO 80021, Bus. Phone: 303-657-4148; c/o Michael D. Shimmin, Esq. Vranesh and Raisch, LLP, P.O. Box 871, Boulder, CO 80306, (303) 443-6151. APPLICATION FOR FINDING OF DILIGENCE IN ADAMS AND JEFFERSON COUNTIES . Name of Structures: A. Magic Mountain Dam and Reservoir B. The Fisher Ditch, Kershaw Ditch, and Manhart Ditch Exchanges. Description of Conditional Water Rights: A. Prior Decrees: i. Original Decree: Date of Entry: June 13, 1993, Case No.: Consolidated Case Nos. 90CW215 and 91CW47, Court: Water Division No. 1, Greeley, Colorado. ii. Prior Diligence Decree: Date of Entry: June 20, 2000, Case No.: 99CW94. Court: Water Division No. 1, Greeley, Colorado. Legal Description: Magic Mountain Dam and Reservoir is located such that the southwest corner of its concrete spillway bears north 71 degrees, 20 minutes east, approximately 933 feet from the south corner of Section 10, T4S, R70W of the 6th P.M., Jefferson County, Colorado. The dam is located in Jackson Gulch, and it will capture and store water flowing down Jackson Gulch, when in priority. The Lena Gulch Feeder Ditch will feed the Magic Mountain Dam and Reservoir and diverts at a point on the west bank of Lena Gulch Creek from whence the northeast corner of Section 15, T4S, R70W of the 6th P.M., bears north 11 degrees, 0 minutes east, approximately 2050 feet. The capacity of said feeder ditch is 2.0 cubic feet per second. The Apex Gulch Feeder Ditch will feed the Magic Mountain Dam and Reservoir and diverts at a point on the south bank of Apex Gulch Creek from whence the southwest corner of Section 10, T4S, R70W of the 6th P.M., bears south 72 degrees, 40 minutes east, approximately 3480 feet. The capacity of said feeder ditch is 3.0 cubic feet per second. The Fisher Ditch Exchange has a downstream terminus located at the headgate of the Fisher Ditch, which diverts on the south bank of Clear Creek in the NW1/4, NW1/4 of Section 17, T3S, R68W, of the 6th P.M., Adams County, Colorado, approximately 60 feet east and 200 feet south of the northwest corner of said Section 17, and for which the decreed point of diversion is in the SW1/4 of Section 8, T3S, R68W, of the 6th P.M., Adams County, Colorado. (See decree in Case No. 89CW132). The upstream terminus of the Fisher Ditch Exchange is at Magic Mountain Dam and Reservoir, and the diversion points for the Lena Gulch Feeder Ditch and the Apex Gulch Feeder Ditch, all specifically described above. The Kershaw Ditch Exchange has a downstream terminus located at the headgate of the Kershaw Ditch, which is decreed to divert from the north bank of Clear Creek at the center of the SE1/4 of Section 7, T3S, R68W, of the 6th P.M., Adams County, Colorado (see decree in Case No. 86CW398), but which is actually located in the NW1/4 of Section 18, T3S, R68W, of the 6th P.M., Adams County, Colorado. The upstream terminus of the Kershaw Ditch Exchange is at Magic Mountain Dam and Reservoir, and the diversion points for the Lena Gulch Feeder Ditch and the Apex

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Gulch Feeder Ditch, all specifically described above. The Manhart Ditch Exchange has a downstream terminus located at the headgate of the Manhart Ditch, which diverts on the north bank of Ralston Creek in the SW1/4 of Section 12, T3S, R69W, of the 6th P.M., Adams County, Colorado, and continues down Ralston Creek to its confluence with Clear Creek. The upstream terminus of the Manhart Ditch Exchange is at Magic Mountain Dam and Reservoir, and the diversion points for the Lena Gulch Feeder Ditch and the Apex Gulch Feeder Ditch, all specifically described above. Source: Lena Gulch, a tributary to Clear Creek, Apex Gulch, a tributary to Lena Gulch, Jackson Gulch, a tributary to Lena Gulch and Clear Creek, a tributary to the South Platte River. Appropriation Date: The appropriation date for the water storage rights for Magic Mountain Dam and Reservoir is December 28, 1990. The appropriation date for the Fisher Ditch, Kershaw Ditch, and Manhart Ditch Exchanges is December 28, 1990. Amount: The amount of water appropriated for the water storage rights for Magic Mountain Dam and Reservoir is 120 acre feet. The maximum flow rate decreed for the Fisher Ditch Exchange is 0.53 cubic feet per second. The maximum flow rate decreed for the Kershaw Ditch Exchange is 0.08 cubic feet per second. The maximum flow rate decreed for the Manhart Ditch Exchange is 0.05 cubic feet per second. Use: Commercial, domestic, industrial, mining operations, irrigation, reclamation of mined lands, dust suppression, washed aggregate processing, augmentation, exchange and replacement of evaporative losses, all as specifically described in the decree entered in Consolidated Case Nos. 90CW215 and 91CW047. Work Done Toward Completion of Appropriation: The conditional water rights decreed in Consolidated Case Nos. 90CW215 and 91CW47 represent one part of the Magic Mountain Dam and Reservoir storage, exchange, and water supply project. That project also includes the conditional water rights for the Magic Mountain Dam and Reservoir Enlargement decreed in Case No. 99CW93. During the subject diligence period, LaFarge West, Inc. ("LaFarge") continued to develop the project, complete the appropriations, and place the conditional water rights to beneficial use. During the subject diligence period LaFarge engaged the engineering firms of Water Resources Engineers and Applegate, Inc. to work on diversion and accounting issues related to the conditional water rights decreed in Consolidated Case Nos. 90CW215 and 91CW47. This included work on a detailed accounting spreadsheet and meeting with the Water Commissioner to coordinate how and when the conditional water rights can be diverted in priority. LaFarge spent a total of $27,800.00 on this engineering work. Other work during the subject diligence period included installation of measuring devices at the inlet and outlet works of the reservoir structures referenced above. LaFarge spent a total of $10,000 on this work. The conditional rights decreed in Consolidated Case Nos. 90CW215 and 91CW47 are very junior. Because of the recent severe drought, opportunities to divert water for beneficial use have been extremely limited during the subject diligence period. The structures necessary to divert the subject conditional water rights are fully constructed. LaFarge will divert water and use it for the decreed beneficial purposes in the future when the water rights are in priority, and maintains its intent to complete the appropriation. Name(s) and address(es) of owner(s) or reputed owner(s) of the land upon which any new diversion or storage structure, or modification to any existing diversion or storage structure is or will be constructed or upon which water is or will be stored, including any modification to the existing storage pool: LaFarge is the owner of the diversion and storage structures that are the subject of this application. WHEREFORE, LaFarge requests that the court enter a decree finding that LaFarge has exercised reasonable diligence in completing the appropriations and placing the conditional water rights described herein to beneficial use, and ruling that the conditional water rights remain in full force and effect. 2 pages to Application. 06CW144 JOHN AND ROBERTA NORMAN, 10731 Union Creek Rd., PO Box 507, Lake George, CO 80827-0507. Application for FINDINGS OF DILIGENCE IN PARK COUNTY. Name of Structures: Georgia’s Spring Pond located NE1/4, SW1/4, S22, T13S, R73W of the 6th PM at a distance 1650 feet from North and 1350 feet from West. Source: Spring tributary to

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Pruden Creek, tributary to South Platte River. John III’s Spring Pond located NE1/4, SW1/4, S22, T13S, R73W of the 6th PM at a distance 1460 feet from North and 1750 feet from West. Source: Spring tributary to Pruden Creek, tributary to South Platte River. Bobbi’s Spring Pond located SW1/4, SW1/4, S23, T13S, R73W of the 6th PM at a distance 1120 feet from North and 740 feet from West. Source: Spring tributary to Union Creek, tributary to South Platte River. Maxine’s Pond located SW1/4, SW1/4, S23, T13S, R73W of the 6th PM at a distance 860 feet from North and 740 feet from West. Source: Balm of Gilead Creek and Union Creek, via Union Creek Ditch, tributary to the South Platte River. Date of original decree: April 6, 1998 in case no. 98CW320 in Water Division 1. Appropriation date: Georgia’s Spring Pond, April 6, 1998 – amount 1.67 acre-feet (conditional). John III’s Spring Pond, April 6, 1998 – amount 1.87 acre-feet (conditional). Bobbi’s Spring Pond, April 6, 1998 – amount 3.60 acre-feet (conditional). Maxine’s Pond, April 6, 1998 – amount 2.58 acre-feet (conditional). Use: Irrigation of 70 acres of hayfields, piscatorial, stock watering and fire protection. Provide a detailed outline of what has been done toward completion of the appropriation and application of water to a beneficial use as conditionally decreed: Hired dam builder Bradley Metals Co., Inc.; constructed dams August/September of 1998; purchase of 3 pieces of heavy excavation equipment to assist in dam building, repair and maintenance; 931 Caterpillar high loader with backhoe, 2010 John Deere dozer, 1976 Dodge dump truck; securing the BLM right-of-way permit for the Union Creek Ditch diversion. 06CW145. GALBREATH FAMILY PARTNERSHIP, LLLP, Application for Plan for Augmentation. 1. Name, address and telephone number of Applicant: Galbreath Family Partnership, LLLP, c/o James H. Galbreath, 8400 E. Prentice Avenue, Suite 740, Greenwood Village, CO 80111, Direct all pleadings to: Cynthia F. Covell, Alperstein & Covell, P.C., 1600 Broadway, Suite 2350, Denver, CO 80202. 2. General Description of Plan: Applicant owns a parcel of land comprising approximately 154.10 acres located in the NE 1/4 of Section 12, Township 7 South, Range 66 West of the 6th P.M. in DOUGLAS COUNTY, Colorado (the “Equestrian Parcel”), as described and shown on Exhibit A. Applicant plans to use the Equestrian Parcel for an equestrian center. In connection with the equestrian center, Applicant plans to irrigate approximately 58 acres of pasture on the Equestrian Parcel, using one or more not-nontributary Upper Dawson aquifer wells (the “Irrigation Wells”) that will be located at any location on the Equestrian Parcel and operated as a well field. In addition, some water from the Irrigation Wells will be used for stockwatering. Applicant will augment depletions from the Irrigation Wells using nontributary groundwater in the Denver and Laramie-Fox Hills aquifers underlying the Equestrian Parcel. 3. Name of structures to be augmented: One or more Irrigation Wells to be located at any location on the Equestrian Parcel and operated as a well field, which will withdraw water from the not-nontributary Upper Dawson aquifer in a total amount not to exceed 150 acre-feet per year, as described in the decree in Case No. 89CW85, discussed in paragraph (3)(a) below. a. Prior Adjudication of Available Upper Dawson Aquifer Groundwater: In Case No. 89CW85, Application of Rancho Caballo Inc. (“Rancho Caballo”), the Water Court, Water Division No. 1, determined the quantity of groundwater in the Upper Dawson aquifer that could be withdrawn beneath a parcel of land comprising 2,476 acres (the “Rancho Caballo Parcel”), which includes the Equestrian Parcel. According to the decree in Case No. 89CW85, entered October 29, 1991, the Rancho Caballo Parcel was divided into four Areas, and not-nontributary Upper Dawson groundwater is available for withdrawal from Areas 1 and 2 only. The decree determines that 34 acre feet may be withdrawn annually from beneath Area 1 and 116 acre-feet may be withdrawn annually from beneath Area 2. The water may be withdrawn through particular planned wells that were identified in the decree in Case No. 89CW85, or additional or replacement wells, all of which together constitute a well field for the withdrawal of all of the Upper Dawson aquifer groundwater underlying Areas 1 and 2. The decree permits this water to be withdrawn pursuant to a judicially approved plan for augmentation, and used, reused

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and successively used to extinction for all beneficial uses, including irrigation and stockwatering. The Equestrian Parcel is included within Area 2. b. Applicant’s Right to Withdraw Upper Dawson Aquifer Groundwater. After the decree was entered in Case No. 89CW85, portions of the Rancho Caballo Parcel were transferred to others, along with the right to annual withdrawal of up to 150 acre-feet of Upper Dawson aquifer groundwater determined in Case No. 89CW85. The 150 acre-feet were not allocated on a pro-rata basis, and were ultimately acquired by Applicant’s grantor, Colorado Golf Club LLC. By deed dated January 13, 2006, Colorado Golf Club LLC conveyed these rights to Applicant. Applicant therefore has the right to withdraw up to 150 acre-feet of water from the Upper Dawson aquifer each year, pursuant to the decree in Case No. 89CW85, to use, reuse and successively use it to extinction for all beneficial uses, including irrigation and stockwatering, and to withdraw it from one or more wells comprising a well field, as provided in said decree. 4. Previous decree(s) for water right(s) to be used for augmentation: a. Not-Nontributary Upper Dawson Aquifer Return Flows. Augmentation will be provided by return flows from irrigation use of the not-nontributary groundwater from the Upper Dawson Aquifer, adjudicated in Case No. 89CW85, as described in paragraph 3 above. B. Nontributary Groundwater. Augmentation will also be provided by nontributary groundwater underlying the Equestrian Parcel as described in paragraph 6 below, in the Denver and Laramie-Fox Hills aquifers. Such groundwater was quantified and adjudicated pursuant to the following decrees: (1) Denver Aquifer Nontributary Groundwater as Adjudicated in Case No. 89CW87: In Application of Rancho Caballo Inc., Case No. 89CW87, Water Division No. 1 (decreed October 29, 1991), the Water Court determined that 578 acre-feet per year of nontributary Denver aquifer groundwater may be withdrawn annually from beneath Area 2 of the Rancho Caballo Parcel. The water may be used, reused and successively to extinction for all beneficial uses, including augmentation. Area 2 comprises 1,676 acres, and includes the Equestrian Parcel. Therefore, 0.34 acre-feet per acre may be withdrawn annually from the Denver Aquifer beneath Area 2, for a total of 52.4 acre-feet annually from the area beneath the Equestrian Parcel (which is included within Area 2.) (2) Laramie-Fox Hills Aquifer Nontributary Groundwater as Adjudicated in Case No. 89CW89: In Application of Rancho Caballo Inc., Case No. 89CW89, Water Division No. 1 (decreed October 29, 1991), the Water Court determined that 528 acre-feet per year of nontributary Laramie-Fox Hills aquifer groundwater may be withdrawn annually from beneath Area 2 (1,676 acres) of the Rancho Caballo Parcel, which includes the Equestrian Parcel. This equates to 0.32 acre-feet per acre that may be withdrawn annually from the Laramie-Fox Hills Aquifer beneath Area 2, for a total of 49.3 acre-feet annually from the area beneath the Equestrian Parcel (which is included within Area 2.) (3) Agreement with Denver Southeast Suburban Water and Sanitation District. Applicant is party to an Option Agreement dated June 13, 2006 with Denver Southeast Suburban Water and Sanitation District, pursuant to which Applicant has an option to purchase all of the nontributary groundwater located in the Denver and Laramie-Fox Hills aquifers underlying the Equestrian Parcel, as quantified and adjudicated in Case Nos. 89CW87 and 89CW89. 5. Historic Use: There is no historic use associated with the not-nontributary and nontributary aquifer groundwater proposed as an augmentation source. 6. Statement of Plan for Augmentation, covering all applicable matters under C.R.S. 37-92-103(9), 302(1) and (2) and 305(8): The Equestrian Parcel comprises approximately 154.10 acres, which will be developed for use as an equestrian center for the boarding, riding, exercising and pasturing of horses, and for the conduct of other equestrian-related activities. Applicant plans to irrigate approximately 58 acres of pasture on the Equestrian Parcel using one or more of the Irrigation Wells described in paragraph 3 above, and to provide for stockwatering from such wells. All Irrigation Wells will be located on the Equestrian Parcel and operated as a well field, with a maximum annual withdrawal from all wells of 150 acre-feet from the not-nontributary Upper Dawson aquifer. All domestic and in-building water will be supplied by the Denver Southeast Suburban Water and Sanitation District. Consumptive use associated with irrigation of 58 acres on the Equestrian Parcel is estimated to be approximately 85% of water applied for

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irrigation. Water used for stockwatering is 100% consumptively used. During pumping, Applicant will replace actual depletions to the affected stream system pursuant to C.R.S. § 37-90-137(9)(c). Well depletions from pumping the not-nontributary Upper Dawson Aquifer Irrigation Wells will accrue to Cherry Creek, and return flows from irrigation on the Equestrian Parcel will also accrue to the Cherry Creek stream system, and are sufficient to replace actual depletions while the Irrigation Wells are being pumped. Applicant will reserve the nontributary Denver and Laramie-Fox Hills aquifer groundwater underlying the Equestrian Parcel to meet post-pumping augmentation requirements, which will arise after the 100th year, after all the Upper Dawson Aquifer groundwater is withdrawn, or after pumping ceases. All augmentation wells in the Denver and Laramie-Fox Hills aquifers will be located on the Equestrian Parcel, and direct discharges will be made to meet augmentation requirements. Notwithstanding the foregoing, Applicant reserves the right to demonstrate to the Court that any depletions which may occur to the stream systems are non-injurious and need not be replaced, and also reserves the right to substitute the use of other nontributary groundwater, including return flows, from a location which is legally available for such purpose, for replacement of post-pumping depletions. Applicant will install such measuring devices and provide such accountings as may be reasonably required by the Division Engineer or other state water administration officials for administration of this augmentation plan. The withdrawals of groundwater and operation of the augmentation plan, when decreed as herein applied for, will not cause material injury to vested water rights or decreed conditional water rights of others. 7. Names and address of owners of land upon which any structures are located or upon which water is or will be placed to beneficial use: Applicant. (Seven pages, including Exhibit A.) 06CW146 (98CW290) APPLICATION TO MAKE CONDITIONAL WATER RIGHT ABSOLUTE AND FOR FINDING OF REASONABLE DILIGENCE IN JEFFERSON COUNTY. 1. Name, address, and telephone number of Applicants: The Agricultural Ditch and Reservoir Company and The Golden Canal and Reservoir Company, 2130 Kipling Street, Lakewood, CO 80215, (303) 987-2166, through their attorneys: Attorneys for Applicants: Petrock & Fendel, P.C., Frederick A. Fendel, Atty. Reg. #10476, Carmen S. Hall, Atty. Reg. #19985, 700 Seventeenth Street, Suite 1800, Denver, Colorado 80202, Telephone: (303) 534-0702, Facsimile: (303) 534-0310, Email: rick@petrockfendel.com, carmen@petrockfendel.com, 2. Decree Information: Decreed on June 28, 2000, in Case No. 98CW290, District Court, Water Division 1. A conditional right of exchange was decreed as follows. 3. Name of point of diversion by exchange: Welch Lena Gulch diversion., 4. Source of water: Surface water from Lena Gulch, a tributary of Clear Creek., 5. Date of appropriation: June 17, 1998., 6. Amount of water claimed: 25 gpm, conditional. 7. Location of Point of Diversion: The structure is located in the NE1/4, Section 1, Township 4 South, Range 70 West, 6th P.M., Jefferson County, at a point approximately 1350 feet from the north section line and 1250 feet from the east section line. 8. Means of Diversion: Infiltration gallery in the bed of Lena Gulch which diverts the surface flow of Lena Gulch only. 9. Uses: Irrigation, limited to use on approximately 5 acres of land in the E1/2 NE1/4, Section 1, Township 4 South, Range 70 West, 6th P.M., Jefferson County. 10. Source of Substitute Supply: Welch Ditch. The Welch Ditch is owned by GCRC. It operates as a carrier ditch. There are 1244.925 inches owned by various users carried in the Welch Ditch. 2.5 inches, currently contracted to Clarence N. and Rosie McCoy and used on the land (“McCoy Inches”), are the subject of this application. The Welch Ditch water rights are: Priority Priority Date Amount (cfs) Cumulative Amount 4 5/19/1860 0.225 0.225 12 5/13/1861 1.3 1.525 55 2/11/1871 26 27.525

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All were originally adjudicated October 9, 1884, District Court, Arapahoe County. Priorities 4 and 12 were transferred to the Welch Ditch in Case Nos. 52920 and 40759, Denver District Court. All may be diverted at an alternate point of diversion at the Agricultural Ditch pursuant to Case Nos. 96CW98 and 96CW99, District Court, Water Division 1. 11. The exchange reach extends from the point where the Agricultural Ditch crosses Lena Gulch in the SE1/4 , Section 31, Township 3 South, Range 69 West upstream to the Welch Lena Gulch diversion. The maximum rate of exchange is 25 gallons per minute. All other terms and conditions of the decree entered in Case No. 98CW290 remain in effect. APPLICATION TO MAKE ABSOLUTE. 12.Applicants request that the full 25 gpm of the conditional exchange right decreed in Case No. 98CW290 be made absolute. This amount has been put to beneficial use for the decreed uses whenever the Welch Ditch has been in priority since 2000 (details below). In the alternative and if this amount is not made absolute, Applicants request that a diligence finding also be made to continue this amount pursuant to the activity described below. APPLICATION FOR FINDING OF REASONABLE DILIGENCE. 13. This Application for Finding of Reasonable Diligence is filed pursuant to the Water Right Determination and Administration Act of 1969, §37-92-302, C.R.S. During this diligence period, in continuing the development of the conditional water right, Applicants have been engaged in the legal defense and protection of said water right and have been diligent in the continued use and development of the water right involved. During this diligence period, Applicants have been diligent in the development of the subject conditional water right and Applicants’ unified water system. Those activities include but are not limited to the following: A.The exchange has been operated to deliver Welch Ditch water to the McCoy property whenever the Welch Ditch has diverted water for its users since 2000, at the rate of 25 gpm. Welch Ditch water carried in the Agricultural Ditch was released into Lena Gulch at the rate of at least 25 gpm, and 25 gpm is diverted upstream by exchange. B. The infiltration gallery and pump station from Lena Gulch were constructed. Most of the work was done prior to the date of the original decree, and was completed since. The total capital cost was approximately $26,000, of which about $1000 was spent after the date of the decree. The pump operates at the rate of 25 gpm, so whenever it is on, the full amount of the conditional exchange right is taken. C. Applicants have regularly operated and maintained the facilities, at a cost to be determined. 06CW147. Name, address and telephone number of Applicant: Green Acres Turf Farms, Inc., P.O. Box 490, Henderson, CO 80640, Telephone: 303-288-2637; c/o Lisa C. Ledet, Esq., Vranesh and Raisch, LLP, P.O. Box 871, Boulder, Colorado 80306, (303)443-6151. APPLICATION FOR FINDING OF REASONABLE DILIGENCE in WELD COUNTY. Green Acres Turf Farms, Inc. is the successor owner of the conditional water right in this case, which was originally decreed in the name of Ron and Diane Maynard in Case No. 90CW197. Names of Structure: Ireland Reservoir No. 4. Description of Conditional Water Right: a. Decree Information: The original decree for this conditional water right was entered on February 9, 1993, Case No. 90CW197, District Court, Water Division 1, and a finding of reasonable diligence was made by decree on June 28, 2000, Case No. 99CW22, District Court, Water Division 1. Legal Description of the Structures: The dam for Ireland Reservoir No. 4 is located on Box Elder Creek in Section 7, Township 1 North, Range 64 West, 6th P.M., Weld County, approximately 1,883 feet from the south section line and 1,985 feet from the west section line of said Section 7, as shown on the map attached as Exhibit A. Source: Box Elder Creek, a tributary to the South Platte River. Appropriation Date: May 1, 1948. Amount: 32.33 acre feet annual fill and refill. Use: domestic, commercial, industrial, fire protection, augmentation, and exchange uses were conditional for the first fill, and fish and wildlife, irrigation, domestic, commercial, industrial, fire protection, and exchange uses were conditional for the refill (fish and wildlife and irrigation uses were absolute for the first fill). Detailed outline of what has been done toward completion of the appropriation and application of water to a beneficial use as conditionally decreed, including

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expenditures: Green Acres Turf Farms, Inc. has continued to use the absolute water rights from Ireland Reservoir No. 4 for fish and wildlife and irrigation purposes. Since the last diligence decree in Case No. 99CW22(90CW197) was entered in June 2000, the following work has been done toward completion of the appropriation: a. Green Acres has worked with a developer to create an industrial park in the Town of Hudson on a portion of the property that has been historically irrigated with the Ireland Reservoir No. 4 water right. b. Green Acres sold the property included in the industrial park for the purpose of further developing that property and carried a note and deed of trust on the property. The new owner subsequently defaulted on its obligation to Green Acres, and Green Acres reacquired a portion of the property, receiving a deed in lieu of foreclosure. Six (6) lots out of the eleven (11) total lots are now owned by Green Acres. c. Funds from the sale of the property were used to construct roads and other infrastructure for the industrial park, including water pipelines, a water tank, and electrical facilities. d. Green Acres continues to attempt to sell the remaining lots in the industrial park and intends to fully develop and use water from the conditional water right decreed to Ireland Reservoir No. 4 for the purposes set forth above. e. Green Acres installed a meter for measuring diversions from Ireland Reservoir No. 4. f. The following approximate amounts have been spent in order to develop and perfect the conditional water right granted for Ireland Reservoir No. 4: In excess of $25,000 on legal and other fees to create the industrial park; in excess of $5,000,000.00 on surveying, engineering and construction of roads and other infrastructure for the industrial park; and approximately $1,500.00 on the meter for Ireland Reservoir No. 4 and its installation. Names and addresses of owners of land on which structures are or will be located, upon which water is or will be stored, or upon which water is or will be placed to beneficial use: Green Acres Turf Farms, Inc. is the owner of the land on upon which water will be placed to beneficial use, and has an easement for the reservoir. The following are owners of the land in the southwest quarter of Section 7, Township 1 North, Range 64 West and may own land upon which the reservoir is located. Susan D. & Gregg A. Barrier, 4402 County Rd 49, Hudson, CO 80642; Deborah A. & Fred R. Olguin, 4274 County Rd 49, Hudson, CO 80642; Pamela L. & Randy L. Edens, P.O. Box 459, Hudson, CO 80642; Katherine A. & Leslie A. Resler, P.O. Box 190, Hudson, CO 80642. Remarks: At this time Green Acres Turf Farms, Inc. does not claim that any of the conditional water right has been made absolute. This claim is for continuing diligence. WHEREFORE, Green Acres Turf Farms, Inc. requests that the Court make a finding of reasonable diligence and that the conditional water right for Ireland Reservoir No. 4 be continued in the amount of 32.33 annual acre feet acre to fill and refill the reservoir for domestic, commercial, industrial, fire protection, augmentation, and exchange uses for the first fill, and for fish and wildlife, irrigation, domestic, commercial, industrial, fire protection, and exchange uses for the refill. 06CW148 APPLICATION FOR CHANGE OF WATER RIGHT JACK MCLAUGHLIN AND MARMAC DEVELOPMENT CORPORATION, Applicants, IN DOUGLAS COUNTY, 1.Name, address and telephone number of Applicants: Jack McLaughlin and Marmac Development Corporation, 2743 N. Flintwood Road, Franktown, CO 80116, (303) 841-0922 through their Attorneys: Petrock & Fendel, P.C., Scott M. Huyler, Atty. Reg. #29990, 700 Seventeenth Street, Suite 1800, Denver, Colorado 80202, Telephone: (303) 534-0702, 2. Decree information for which change is sought: Case No. 97CW173, Water Division 1, as decreed on December 17, 1998. The property which is the subject of the decree is approximately 343 acres located in parts of Sections 29, 32, and 33, T7S, R65W of the 6th P.M., as shown on Attachment A hereto (Subject Property). 3.Proposed change: In the original decree, 89.18 acre-feet per year of Upper Dawson aquifer groundwater was quantified and an augmentation plan was approved which allows withdrawal of 49.5 acre-feet per year of that amount for use through 90 individual residential wells. The augmentation plan for this amount and use is no longer required and Applicants request that the terms and conditions of the augmentation plan be changed to only

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allow withdrawal of 3.6 acre-feet per year through one well. The 3.6 acre-feet to be withdrawn pursuant to this change will be withdrawn through an existing well as permitted in Well Permit No. 121192, for use in up to two residences (0.8 acre-feet per year), irrigation of up to one acre of irrigated area (2.5 acre-feet per year), and stockwatering of up to 25 large domestic animals (0.3 acre-feet per year). The well will be re-permitted to operate under the changed augmentation plan herein at the time of decree. Applicants reserve the right to amend this amount and values based on final planning for the well, without amending this application or republishing the same. Approximately 90% of the water used for inhouse use through a non-evaporative septic system, and 10% of the water used for irrigation will return to the stream system. Total depletion at 100 years is approximately 12.7% or 0.45 acre-feet. Return flow from use of the water from inhouse and irrigation use is approximately 0.97 acre-feet per year which is more than sufficient to replace the amount of actual depletion caused by pumping of 3.6 acre-feet per year. Return flows from use of the water accrue to the South Platte River stream system via Cherry Creek pursuant to a finding in the original decree. No other parts of the original decree will be changed. Since the amount of water is being reduced, no injury will occur to other vested or conditional water rights by granting of this application. 06CW149. APPLICATION OF MICHAEL AND CAROLYN FERM FOR UNDERGROUND WATER RIGHTS FROM NONTRIBUTARY AND NOT NONTRIBUTARY SOURCES, IN THE NONTRIBUTARY UPPER AND LOWER ARAPAHOE AND LARAMIE-FOX HILLS AND THE NOT NONTRIBUTARY DENVER AQUIFERS, IN ADAMS COUNTY. 1. Name, Address, Telephone Number of Applicants: Michael and Carolyn Ferm, c/o 12000 N. Washington, Suite 100, Thornton, CO 80241, (303) 451-6270 through their Attorneys: Petrock & Fendel, P.C., Scott M. Huyler, Atty. Reg. #27342, 700 Seventeenth Street, Suite 1800, Denver, Colorado 80202, Telephone: (303) 534-0702, 2. Well Permits: Well permits will be applied for prior to construction of the wells. 3. .Legal Description of Wells and Subject Property: The property which is the subject of this application is approximately 38 acres of land located in the NW1/4NW1/4 of Section 14, T1S, R65W of the 6th P.M., except for the north and west 30 feet, as shown on Attachment A hereto. The wells which will withdraw the subject groundwater will be located at any location on the Subject Property subject to Section 37-90-137(4), C.R.S. 4. Source of Water Rights: The source of the groundwater to be withdrawn from the Upper and Lower Arapahoe and Laramie-Fox Hills aquifers underlying the Subject Property is nontributary groundwater as described in Section 37-90-103(10.5), C.R.S. The groundwater to be withdrawn from the Denver aquifer is not nontributary as described in Sections 37-90-103(10.7) and 37-90-137(9)(c), C.R.S. 5.Estimated Amounts: The estimated average annual amounts of withdrawal available from the subject aquifers as indicated below, are based upon the Denver Basin Rules, 2 C.C.R. 402-6. For purposes of this application, Applicants estimate that the following annual amounts are representative of the Denver, Upper and Lower Arapahoe and Laramie-Fox Hills aquifers underlying the Subject Property: Saturated Estimated Aquifer Thickness Annual Amount Denver 43 feet 2.8 acre-feet Upper Arapahoe 113 feet 7.4 acre-feet Lower Arapahoe 112 feet 7.3 acre-feet Laramie-Fox Hills 127 feet 7.2 acre-feet 6. Well Fields: Applicants request that this Court determine that Applicants have the right to withdraw all of the legally available groundwater lying below the Subject Property, through the wells requested herein and any additional wells which may be completed in the future as Applicants' well fields. As additional wells are constructed, applications will be filed in accordance with 37-90-137(10), C.R.S. 7. Proposed Use: The water will be used and reused for domestic, industrial, commercial, irrigation, livestock watering, recreational, fire protection, and

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augmentation purposes, both on and off the Subject Property. 8.Jurisdiction: The Water Court has jurisdiction over the subject matter of this application pursuant to 37-92-302(2), and 37-90-137(6), C.R.S. 9. Remarks: A. Applicants claim the right to withdraw more than the average annual amounts estimated in paragraph 5 above pursuant to Rule 8A of the Statewide Rules, 2 C.C.R. 402-7. B. Although Applicants have estimated the amounts of water available for withdrawal from the subject aquifers, Applicants request the right to revise the estimates upward or downward, based on better or revised data, without the necessity of amending this application or republishing the same. 06CW150 City of Lafayette, 1290 South Public Road, Lafayette, Colorado 80026. (David C. Lindholm, Esq., P.O. Box 18903, Boulder, Colorado 80308-1903). APPLICATION TO MAKE ABSOLUTE CONDITIONAL WATER RIGHTS AND FOR A FINDING OF REASONALBE DILIGENCE. IN BOULDER COUNTY. 2. Names of Structures: Coal Creek, Boulder Creek, Dry Creek and South Boulder Creek exchanges decreed in Case No. 97CW195, involving reclaimable return flows from Lafayette's service area which are associated with diversions under the water rights described in the Decree in Case No. 97CW195. Consumptive use return flows to the stream system are diverted by exchange at the Lafayette Ditch No. 1 and the Lafayette Ditch No. 4 on Coal Creek; the Lower Boulder Ditch and the Lafayette Boulder Creek Pipeline No. 1 on Boulder Creek; the City of Lafayette Pipeline, the Goodhue Ditch, the Davidson Ditch, the Community Ditch, the South Boulder and Bear Creek Ditch, the Dry Creek No. 2 Ditch, the South Boulder Canyon Ditch, the point where the New Dry Creek Carrier branches from South Boulder Creek and Gross Reservoir on South Boulder Creek; and the Enterprise Ditch and the Leyner-Cottonwood Ditch on Dry Creek. If not needed for immediate use, the water can be stored in reservoirs which fill using the above described diversion facilities. 3. Description of Conditional Water Right: A. Date of Original Decree: June 1, 2000. Case No.: 97CW195. Court: District Court, Water Division 1. Location: The reaches of the stream system affected by the exchanges can be described as follows: Coal Creek: The upstream point is approximately 50 feet West of the East Section line and 2,580 feet South of the North Section line of Section 10, Township 1 South, Range 69 West, 6th P.M. The downstream point is the confluence of Coal Creek and Boulder Creek located in the SE 1/4 NE 1/4, Section 1, Township 1 North, Range 69 West, 6th P.M. Boulder Creek: The upstream point is the confluence of South Boulder Creek and Boulder Creek, located near the SE Corner of the NE 1/4 SW 1/4, Section 22, Township 1 North, Range 70 West, 6th P.M. The downstream point is the confluence of Boulder Creek and Coal Creek as above described. South Boulder Creek: The upstream point is Gross Reservoir which is an on stream reservoir located in Sections 19, 20, 21, 29 and 30, Township 1 South, Range 71 West, 6th P.M. The downstream point is the confluence of South Boulder Creek and Boulder Creek, as above described. Dry Creek, a/k/a the Dry Creek Carrier and the New Dry Creek Carrier: The upstream point is the confluence of the New Dry Creek Carrier with South Boulder Creek, located in the SW 1/4 SW 1/4, Section 3, Township 1 South, Range 70 West, 6th P.M. The downstream point is the confluence of Dry Creek with Boulder Creek, located in the NE 1/4 SW 1/4, Section 17, Township 1 North, Range 69 West, 6th P.M. The locations of the structures referenced in Paragraph No. 2 can be described as follows: (i) The Lafayette Ditch No. 1 diverts water from Coal Creek at a point approximately 50 feet West of the East Section line and 2,580 feet South of the North Section line of Section 10, Township 1 South, Range 69 West, 6th P.M. (ii) The Lafayette Ditch No. 4 diverts water from Coal Creek at a point approximately 500 feet West of the East Section line and 1,000 feet North of the South Section line of Section 36 Township 1 North, Range 69 West, 6th P.M. (iii) The Lower Boulder Ditch diverts water from Boulder Creek in the SW 1/4 SW 1/4, Section 16, Township 1 North, Range 69 West, 6th P.M., Boulder County, Colorado. A diversion dam is constructed across Boulder Creek at a point approximately 1,300 feet North and 150 feet East of the Southwest Corner of Section 16. The effect of the diversion dam is to cause water in Boulder Creek to flow into a diversion channel which diverges from the South side of the Creek. The headworks

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of the Lower Boulder Ditch is located on the diversion channel at a point approximately 1,100 feet North and 600 feet East of the Southwest corner of Section 16. (iv) The Lafayette Boulder Creek Pipeline No. 1 diverts water from Boulder Creek at the following intake points. One is located at a point on the South bank of Boulder Creek in the SW 1/4 NE 1/4, Section 13, Township 1 North, Range 70 West, 6th P.M., Boulder County, located approximately 2,476 feet from the North Section line and 2,500 feet East section line of said Section 13. A second is located at a point on the South bank of Boulder Creek in the SE 1/4 SE 1/4, Section 17, Township 1 North, Range 69 West, 6th P.M., Boulder County, located approximately 1,300 feet North and 100 feet West of the Southeast Corner of said Section 17. A third is located at a point on the South bank of Boulder Creek in the SW 1/4 SW 1/4, Section 16, Township 1 North, Range 69 West, 6th P.M., Boulder County, located approximately 1,300 feet North and 100 feet East of the Southwest Corner of said Section 16. This is the location of the diversion channel described in Paragraph No. 3(B)(iii), supra. Water may be withdrawn at any point along the diversion channel upstream of the Lower Boulder Ditch headworks. (v) The City of Lafayette Pipeline diverts water at a point on the North bank of South Boulder Creek in the SE 1/4, Section 25, Township 1 South, Range 71 West, 6th P.M., Boulder County, Colorado, located approximately 2,000 feet West and 1,000 feet North of the Southeast Corner of said Section 25. (vi) The Community Ditch diverts water at a point on the South bank of South Boulder Creek in the NE 1/4 SE 1/4, Section 25, Township 1 South, Range 71 West, 6th P.M., Boulder County, Colorado, located approximately 1,150 feet West and 1,550 feet North of the Southeast Corner of said Section 25. (vii) The Davidson Ditch diverts water at a point on the South bank of South Boulder Creek in the SW 1/4 NW 1/4, Section 29, Township 1 South, Range 70 West, 6th P.M., Boulder County, Colorado, located approximately 10 feet East and 1,550 feet South of the Northwest Corner of said Section 29. (viii) The Goodhue Ditch diverts water at a point on the South bank of South Boulder Creek in the SE 1/4 NE 1/4, Section 20, Township 1 South, Range 70 West, 6th P.M., located approximately 2,250 feet South and 250 feet West of the Northeast Corner of said Section 20. (ix) The South Boulder and Bear Creek Ditch diverts water at a point on the North bank of South Boulder Creek in the SE 1/4 NE 1/4, Section 20, Township 1 South, Range 70 West, 6th P.M., located approximately 200 feet West and 1,550 feet South of the Northeast Corner of said Section 20. (x) The Dry Creek No. 2 Ditch diverts water at a point on the North or West bank of South Boulder Creek in the NW 1/4 NW 1/4, Section 21, Township 1 South, Range 70 West, 6th P.M., Boulder County, Colorado, located approximately 900 feet East and 600 feet South of the Northwest Corner of said Section 21. (xi) The South Boulder Canyon Ditch diverts water at a point on the East bank of South Boulder Creek in the SE 1/4 SE 1/4, Section 9, Township 1 South, Range 70 West, 6th P.M., Boulder County, Colorado, located approximately 170 feet North and 350 feet West of the Southeast Corner of said Section 9. (xii) The New Dry Creek Carrier is a natural branch from South Boulder Creek located on the East Bank of South Boulder Creek in the SW 1/4 SW 1/4, Section 3, Township 1 South, Range 70 West, 6th P.M., at a point approximately 450 feet East and 70 feet North of the Southwest Corner of said Section 3. (xiii) The Enterprise Ditch diverts water at a point on the North bank of the New Dry Creek Carrier in the SW 1/4 SW 1/4, Section 3, Township 1 South, Range 70 West, 6th P.M., located approximately 900 feet East and 70 feet North of the Southwest Corner of said Section 3. (xiv) The Leyner-Cottonwood Ditch diverts water at a point on the East bank of Dry Creek in the SW 1/4 NW 1/4, Section 30, Township 1 North, Range 69 West, 6th P.M., located approximately 900 feet East and 2,500 feet South of the Northwest Corner of said Section 30. (xv) Gross Reservoir is an on stream reservoir on South Boulder Creek located in Sections 19, 20, 21, 29 and 30, Township 1 South, Range 71 West, 6th P.M. C. Source: The source of water that is available for exchange is the consumptive use portion of return flows associated with diversions under the water rights transferred in Case No. 97CW195. Note: at the present time, the water exchanged is limited to the amount delivered from Applicant's wastewater treatment plant. D. Appropriation Date: June 30, 1997. E. Amount: 8.0 cubic feet per second, CONDITIONAL. F. Use: The water described herein is utilized by Applicant for municipal, domestic, irrigation, commercial, industrial,

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replacement, exchange, augmentation, recreational, piscatorial and wildlife propagation purposes. The water is treated for distribution to customers of the municipal utility system, or the water is used without treatment for the irrigation of City owned land and other greenbelt. The water is also stored for use at later times. 4. Outline of what has been Done Toward Completion or for Completion of the Appropriation and Application of Water to a Beneficial Use as Conditionally Decreed, Including Expenditures. Subsequent to the entry of the Decree in June of 2000, Applicant has done the following in furtherance of the completion of the conditional priority: (a) The water exchanges described herein are components of an integrated water system that Lafayette operates for the benefit of its customers. (b) Applicant processed change of water right applications in Case Nos. 99CW191 and 2001CW100 to allow the Lafayette Boulder Creek Pipeline No. 1 water right to be diverted at additional alternate points of diversion. (c) Permits, easements and associated approvals were obtained for the construction of a new raw water pipeline between the intersection of 75th Street and Boulder Creek to the Goose Haven Reservoir Complex. Construction of the line was completed in 2003. (d) Improvements and additions were made by the Applicant to its water utility infrastructure. They include an expansion of the water treatment plant, the construction of a new potable water tank, the design and construction of various water lines, and permitting and design work for a diversion structure on Coal Creek. (e) Applicant has participated as an opposer in Water Court matters to insure that the conditional priorities described above are not injured. (f) Applicant has exchanged reclaimable return flows, as described above, to the Lafayette Boulder Creek Pipeline No. 1, the Lafayette Ditch No. 1, the New Dry Creek Carrier and the Enterprise Ditch. Once exchanged, the water was beneficially used by Applicant for the decreed purposes described above. (g) Total expenditures on the above referenced activities exceed $10,000,000.00. 5. Date Water Applied to Beneficial Uses: (a) Reclaimable return flows were exchanged up Boulder Creek to the Lafayette Boulder Creek Pipeline No. 1 intake in the amount of 2.6 cubic feet per second, on July 16, 2005. (b) Reclaimable return flows were exchanged up Coal Creek to the Lafayette Ditch No. 1 intake in the amount of 0.5 of a cubic foot per second, on June 5, 2006. (c) Reclaimable return flows were exchanged up Boulder Creek and South Boulder Creek to the New Dry Creek Carrier turnout on South Boulder Creek and the Enterprise Ditch headgate on Dry Creek in the amount of 2.8 cubic feet per second, on July 17, 2005. (d) Reclaimable return flows were exchanged up Boulder Creek and Dry Creek to the Enterprise Ditch headgate in the amount of 2.6 cubic feet per second, on June 21, 2006. WHEREFORE, Applicant requests that the exchanges described in Paragraph No. 5 be made ABSOLUTE water rights in the amounts stated and that the remaining portions of those exchanges and the other exchanges described herein be continued as conditional water rights for another diligence period. (7 pages). 06CW151, (92CW153) 1. Name and address of applicant: Eldora Enterprises, LLC, c/o Brian Mahon, P.O. Box 1697, 2861 Eldora Ski Road, Nederland, Colorado 80466. Copies of all pleadings to: Richard A. Johnson, Stephen C. Larson, Johnson & Repucci LLP, 2521 Broadway, Suite A, Boulder, Colorado 80304, (303) 442-1900. Application For Finding Of Reasonable Diligence And To Make Certain Conditional Water Rights Absolute, in BOULDER COUNTY, Colorado. 2. Name of structure: Lake Eldora Reservoir. 3. Description of conditional water rights: A. Previous Decree: Lake Eldora Reservoir was decreed in the amounts and for the uses set forth below by Ruling of the Referee and Decree of Water Court in and for Water Division No. 1, State of Colorado entered June 14, 2000, in Case No. 92CW153. B. Location: The outlet dam for Lake Eldora Reservoir is located in the NW1/4 of the NE1/4 of the NW1/4, Section 28, Township 1 South, Range 73 West of the 6th P.M., Boulder County, Colorado. C. Sources: (1) Surface flows tributary to Middle Boulder Creek. (2) Lake Eldora Seepage Sump. (i) Legal description: The beginning of the sump is located at a point whence the NW corner of Section 29, Township 1 South, Range 73 West of the 6th P.M. bears North 79 degrees 30 minutes West, 2,250 feet. (ii) Decree: April 20, 1972, Water Division No. 1, Case No. W-322. (iii) Amount: 1.00 cubic feet per second. (iv) Source: Groundwater and

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subsurface seepage tributary to Boulder Creek. (v) Appropriation Date: December 31, 1968. (vi) Decreed use: Snowmaking. D. Appropriation Date: December 31, 1929 for domestic, irrigation, recreational (including fishing and wildlife) and fire protection uses. December 31, 1961 for municipal, industrial, snowmaking and augmentation uses. E. Amount and Uses: In Case No. 92CW153, 33.3 acre-feet were decreed conditional for municipal, domestic, irrigation, industrial, recreational (including fishing and wildlife), fire protection, snowmaking, and augmentation purposes. The decree provides that the water stored in Lake Eldora Reservoir may be pumped directly for these uses, or may be released into Peterson Lake for use. 4. Claim to Make a Portion of the Conditional Water Rights Absolute: Applicant seeks to make 33.3 acre-feet of Lake Eldora Reservoir absolute for recreational (including fishing and wildlife) and fire protection uses. The reservoir was filled in priority in 2001. 5. Claim of Diligence: Applicant seeks a finding of reasonable diligence for municipal, domestic, irrigation, industrial, snowmaking, and augmentation purposes and for any portion of Lake Eldora Reservoir which the water Court does not decree as absolute. The activities constituting diligence are as follows: A. In 2004, 2005 and 2006, the reservoir has been used by the applicant in connection with its substitute water supply plan (SWSP) and plan for augmentation. During those years, applicant applied for and received permission under its SWSP to use the reservoir as a source of water for augmentation and exchange to replace depletions in its SWSP, as well as a direct source of supply for snowmaking purposes in the plan and pursuant to its decree. B. The reservoir during those years, however, could not be filled in priority and was instead filled with fully-consumable water (Howard Ditch and South Adams County Water and Sanitation District consumptive use credits) and used for these same purposes. The reservoir is an integral component of Eldora’s water supply system and is being maintained and used under the SWSP, with the intent to put water stored in the reservoir to beneficial use for all of the claimed uses. C. During the diligence period, Eldora has expended thousands of dollars in engineering fees establishing an accounting and measuring system that enables Lake Eldora to be utilized in its SWSP and its permanent augmentation plan, as described above, and such accounting will be utilized as the reservoir is put to beneficial use for all of the claimed uses. D. During the diligence period, Eldora consulted with its water engineers in regard to surveying Lake Eldora and developing a rating curve that will further facilitate Eldora’s accounting of water usage in Lake Eldora Reservoir for all of the claimed uses. E. In addition, Eldora expended over $20,000.00 dollars during the diligence period opposing other water rights applications that could injure the Lake Eldora water right without adequate protective terms and conditions. WHEREFORE, for all of the foregoing reasons, Applicant respectfully requests that the Court enter a decree finding (i) that the amounts and uses set forth in paragraph 4 above be made absolute; (ii) that a finding of reasonable diligence be made with respect to the remaining conditional amounts and uses, as set forth in paragraph 5 above, and that the same be continued in full force and effect; and (iii) to the extent any amounts claimed as absolute are not made absolute, Applicant requests a finding of reasonable diligence with respect to such rights, based upon the activities set forth in Paragraph 5 above. There are five pages to this Application. 06CW152 MARK S. WESTON AND LAURI L. KORINEK, 3469 Lake Gulch Road, Castle Rock, Colorado 80104, Telephone: (303) 688-6792, c/o Harvey W. Curtis, Esq., 8310 South Valley Highway, #230, Englewood, Colorado 80112, Telephone: (303) 292-1144. APPLICATION FOR UNDERGROUND WATER RIGHTS in DOUGLAS COUNTY. 2. Name(s) of well(s) and permit, registration or denial number(s). (If permit applied for, but not acted upon, give date of permit application.): Well permits will be applied for prior to construction of the wells to withdraw the groundwater to be decreed herein. 3. Legal Description of Subject Water Rights: The subject water rights are ground water from the not-nontributary Upper Dawson aquifer, the nontributary Lower Dawson aquifer, the nontributary Denver aquifer, the nontributary Upper Arapahoe aquifer, and the nontributary Laramie-Fox Hills aquifer

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underlying approximately 70.0 acres of land located in the Southeast 1/4 of Section 6 and the Northeast 1/4 of Section 7, Township 9 South, Range 66 West of the 6th P.M., Douglas County, Colorado, more particularly described as Tract 2, Parcel A and Tract 3, Parcel A in Exhibit A to the application (the “Subject Property”), for which a determination and decree is sought pursuant to C.R.S. section 37-90-137(4) and (6) and section 37-92-302(2)(a) and 305(6). 4. Sources of Water Rights: The source of the groundwater to be withdrawn from the subject aquifers is nontributary and not-nontributary groundwater as described in C.R.S. sections 37-90-103(10.5) and 37-90-103(10.7). 5. Estimated Amounts and Rates of Withdrawal: Wells will withdraw the subject amounts of groundwater at rates of flow necessary to efficiently withdraw the entire decreed amounts. Applicants will withdraw the subject ground water through wells to be located at any location on the Subject Property or on property adjacent thereto with the consent of the owner(s) thereof. Applicants waive any 600 foot spacing rule as described in Section 37-90-137(2), C.R.S. for wells of Applicants located on the Subject Property. The estimated average annual amounts of withdrawal available from the subject aquifers, indicated below, are based upon the Denver Basin Rules, 2 C.C.R. 402-6. Applicants estimate that the following annual amounts are representative of the aquifers underlying the Subject Property: Aquifer: Upper Dawson, Saturated Thickness: 354 ft., Annual Amount: 24.81 a.f., Classification: Not-nontributary; Aquifer: Lower Dawson, Saturated Thickness: 240 ft., Annual Amount: 10.88 a.f., Classification: Nontributary; Aquifer: Denver, Saturated Thickness: 885 ft., Annual Amount: 51.29 a.f., Classification: Nontributary; Aquifer: Upper Arapahoe, Saturated Thickness: 498 ft., Annual Amount: 49.17 a.f., Classification: Nontributary; Aquifer: Laramie-Fox Hills, Saturated Thickness: 290 ft., Annual Amount: 18.76 a.f., Classification: Nontributary. Source: May 6, 1993 letter from Glenn Graham, Geologist, Office of the State Engineer, to Mark Weston, attached to the application as Exhibit B. The groundwater available in the Upper Dawson aquifer water under Tract 3, Parcel A is subject to the amount allocated to Well Permit Number 172091. Applicants will reserve a portion of the groundwater available in the Upper Dawson aquifer underlying Tract 2, Parcel A for an exempt well to be constructed in the future on Tract 2, Parcel A. The average annual amounts available for withdrawal from the subject aquifers will depend on the hydrogeology and the legal entitlement of Applicants. Applicants claim all groundwater underlying the Subject Property in the above-described aquifers. 6. Well Fields: Applicants request that this Court determine that Applicants have the right to withdraw all of the legally available groundwater in the Upper Dawson, Lower Dawson, Denver, Upper Arapahoe and Laramie-Fox Hills aquifers underlying the Subject Property through wells which may be located anywhere on the Subject Property or on property adjacent thereto with consent of the owner(s) thereof, which wells will comprise Applicants’ well field. As wells are constructed, well permit applications will be filed in accordance with C.R.S. section 37-90-137(10). 7. Proposed Use: The subject ground water will be used, reused, successively used, leased, sold, or otherwise disposed of for the following beneficial purposes: domestic, industrial, commercial, irrigation, livestock watering, recreational, fish and wildlife, fire protection, and all other beneficial uses, both on and off the Subject Property, for storage and subsequent application to said uses, for exchange purposes, for replacement of depletions resulting from the use of water from other sources, and for augmentation purposes. 8. Jurisdiction: The Water Court has jurisdiction over the subject matter of this application pursuant to C.R.S. sections 37-92-302(2), and 37-90-137(6). 9. Augmentation Requirements: Applicants will make no use of the subject Upper Dawson aquifer not-nontributary ground water, except for use through exempt wells (including Well Permit Number 172091), prior to the issuance of a judicially approved plan of augmentation, as required by section 37-90-137(9)(c)(I), or (c.5)(I), whichever is applicable, unless that requirement is eliminated by future change in the law. 10. Names and Address of Owners or reputed owners of the land upon which any new structures will be located. Applicants. 11. Remarks: a. Applicants claim the right to withdraw more than the average annual amounts estimated in paragraph 5, above, pursuant to Rule 8A of the Statewide Rules, C.C.R. 402-7,

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through a well field, pursuant to Rule 14 of said Statewide Rules, with the wells in the well field to be alternate points of diversion for one another. b. Although Applicants have estimated the amounts of water available for withdrawal from the subject aquifers based on estimates of relative values for specific yield and saturated thickness, Applicants request the right to revise the estimates upward or downward, based on better or revised data, without the necessity of amending this application or republishing the same. c. Applicants also seek the right to construct additional and replacement wells for the withdrawal of the subject ground water, as necessary, in order to maintain production levels in the aquifers, without publishing additional notice or filing any additional pleading with the Court. As such additional wells are planned, applications for well permits shall be filed in accordance with C.R.S. section 37-90-137(10). WHEREFORE, Applicants pray that the court enter a Decree: 1. Granting the application herein and awarding the water rights claimed herein as final water rights, except as to those issues for which jurisdiction of the Court will be specifically retained in accordance with the statutes. 2. Specifically determining that: a. Applicants have complied with C.R.S. section 37-90-137(4), and water is legally available for withdrawal by the water rights requested herein, but that jurisdiction may be retained with respect to the average annual amounts of withdrawal specified herein to provide for the adjustment of such amounts to conform to actual local aquifer characteristics from adequate information obtained from wells or test holes drilled on or near Applicants’ property, pursuant to C.R.S. section 37-92-305(11), and Denver Basin Rule 9; b. The groundwater in the Upper Dawson aquifer is not-nontributary ground water, which will not be withdrawn, except for use through exempt wells (including Well Permit Number 172091), until a plan(s) of augmentation has been decreed therefor pursuant to statute; c. The groundwater in the Lower Dawson, Denver, Upper Arapahoe and Laramie-Fox Hills aquifers is nontributary ground water; d. Vested or conditionally decreed water rights of others will not be materially injured by the withdrawals of groundwater proposed herein; e. No findings of reasonable diligence are required to maintain the groundwater rights; and f. The water rights adjudicated in this case are vested property rights. g. Further, Applicants pray that this court grant such other relief as it deems proper in the premises. Additional Information. Number of pages of Application: 6 pages, 3 pages of exhibits. 06CW153 LOOKOUT MOUNTAIN WATER DISTRICT, C/O Mark J. Wagner, Hill & Robbins, P.C., 1441 18th Street, suite 100, Denver, CO 80202, Application for a Finding of Reasonable Diligence and to Make Absolute in Part in JEFFERSON AND CLEAR CREEK COUNTIES. 2. Name of structure: A. Confluence of Beaver Brook and Clear Creek: located at a point in the NW/4 of Section 3, Township 4 South, Range 71 West of the 6th P.M. in Jefferson County, Colorado.B . The Beaver Brook Reservoir: located on the south fork or branch of Beaver Brook in the NW/4NE/4, Section 14, Township 4 South, Range 72 West, 6th P.M. in Clear Creek County. C. The Upper Beaver Brook Reservoir: located on the south fork or branch of Beaver Brook in the SW/4SE/4, Section 15, and the N/2, Section 22, Township 4 South, Range 72 West, 6th P.M. in Clear Creek County. D. The Beaver Brook Pipeline: located in the NW/4NE/4, Section 14, Township 4 South, Range 72 West, 6th P.M. in Clear Creek County. The headgate thereof is located at a point on the south bank of North Beaver Brook whence the northeast corner of the said Section 14 bears north 86°15' east a distance of 2,190 feet. The total length of the pipeline is approximately 700 feet and is used to convey water diverted from North Beaver Brook to the Beaver Brook Reservoir. E. The Golden Pipeline No. 1: is approximately ten (10) miles in length, having its upper terminus located at the outlet of the Beaver Brook Reservoir and its lower terminus at the inlet of Lookout Mountain Reservoir (a/k/a Beaver Brook Reservoir No. 3) located on Lookout Mountain in the NE/4SE/4, Section 5, Township 4 South, Range 70 West, 6th P.M. in Jefferson County. 3. Describe conditional water right (as to each structure) giving the following from the Referee’s Ruling and Judgment and Decree: A. Date of Original Decree: October 1, 1992; Case No. 87CW303; Court: Water Division 1. B. Legal description: The Farmers Highline Canal headgate on Clear Creek is located on the north bank thereof in the

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N/2SW/4, Section 27, Township 3 South, Range 70 West of the 6th P.M., Jefferson County Colorado, at a point located approximately 860 feet south 7°30' east from the northeast corner of the W/2 of said Section 27. Lookout Mountain Reservoir is located on Lookout Mountain in the NE/4SE/4, Section 5, Township 4 South, Range 70 West, 6th P.M., Jefferson County, Colorado. C. Source: water divertible from Clear Creek or its tributaries by exchange of water available to applicant from its six (6) Farmers Highline Canal shares pursuant to the decree in Case No. 94CW291 and/or water released from Lookout Mountain Reservoir (a/k/a Beaver Brook Reservoir No.3, a/k/a Golden Reservoir No.3 D. Appropriation date and amounts: For the exchange from the Farmers Highline Canal: 2 c.f.s. on an average flow basis; up to a maximum rate of exchange of 4 c.f.s. on an instantaneous flow basis; provided that the annual quantity of water exchanged shall not exceed 174 acre-feet with an appropriation date of August 30, 1982. For the exchange from Lookout Mountain Reservoir: 2 c.f.s. maximum instantaneous rate of exchange; provided that the annual quantity of water exchanged shall not exceed 101.1 acre-feet under an appropriation date of August 30, 1982 E. Use: All municipal purposes, including storage and subsequent application to beneficial use, augmentation and replacement of depletions, domestic, industrial, commercial, irrigation, recreation, and fish and wildlife uses. 4. Provide a detailed outline of what has been done toward completion or for completion of the appropriation and application of water to a beneficial use as conditionally decreed, including expenditures: During the diligence period, Applicant has expended over $4,100,000.00 to operate, maintain, and repair the Lookout Mountain Water District water system and for capital expenditures for maintenance, repair, and improvement of the diversion and storage facilities utilized in connection with the subject conditional water rights. 5. If claim to make absolute: A. Water applied to beneficial use: Date: May 2003; Amount: 20.5 acre-feet; Rate: 1.0 cfs. Use: such water was diverted by exchange from the headgate of the Farmers’ Highline Canal to Upper Beaver Brook Reservoir and used for the beneficial purposes described above. B. Description of place of use where water is applied to beneficial use: All such water was used within the boundaries of the Lookout Mountain Water District. Accordingly, Applicant requests a decree finding that the subject conditional water right has been made absolute by reason of the completion of the appropriation. Applicant further requests that the Court enter a decree finding that the Applicant has exercised reasonable diligence in the development of the conditional water right to the extent that it has not yet been made absolute; and requests that the Court enter a decree affording the applicant such other relief as the Court deems appropriate. 6. Names(s) and address(es) of owner(s) of the land on which structure is or will be located, upon which water is or will be stored, or upon which water is or will be placed to beneficial use: All of the above structures are owned by or within the boundaries of the Lookout Mountain Water District. 06CW154 Kathe Moser, c/o 817 Meadow Station Circle, Parker, CO 80138. Through their Attorneys: Petrock & Fendel, P.C., Scott M. Huyler, Atty. Reg. #27342, 700 Seventeenth Street, Suite 1800, Denver, Colorado 80202, Telephone: (303) 534-070. APPLICATION FOR UNDERGROUND WATER RIGHTS FROM NONTRIBUTARY AND NOT NONTRIBUTARY SOURCES AND FOR APPROVAL OF PLAN FOR AUGMENTATION, IN THE NONTRIBUTARY LOWER DAWSON, DENVER, ARAPAHOE AND LARAMIE-FOX HILLS AND THE NOT NONTRIBUTARY UPPER DAWSON AQUIFERS. IN DOUGLAS COUNTY. 2. Well Permits: Well permits will be applied for prior to construction of the wells. 3. Legal Description of Wells and Subject Property: The wells which will withdraw groundwater from the not nontributary Upper Dawson and nontributary Lower Dawson, Denver, Arapahoe and Laramie-Fox Hills aquifers will be located at any location on approximately 40 acres of land in the SW1/4SE1/4 of Section 28, T6S, R65W of the 6th P.M., as shown on Attachment A hereto ("Subject Property"). The Subject Property is also known as Lincoln Property. 4. Source of Water Rights: The source of the groundwater to be withdrawn

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from the Upper Dawson aquifer is not nontributary as described in Sections 37-90-103(10.7) and 37-90-137(9)(c), C.R.S. The groundwater to be withdrawn from the Lower Dawson, Denver, Arapahoe and Laramie-Fox Hills aquifers is nontributary groundwater as described in Section 37-90-103(10.5), C.R.S. 5. Estimated Amounts and Rates of Withdrawal: The wells will withdraw the groundwater at rates of flow necessary to efficiently withdraw the entire decreed amounts. Applicant will withdraw the subject groundwater through wells to be located at any location on the Subject Property, including an existing well completed into the Upper Dawson aquifer as permitted in Well Permit No. 160785 which will be re-permitted to operate pursuant to the augmentation plan requested below. Applicant waives any 600 foot spacing rule as described in Section 37-90-137(2), C.R.S. for wells located on the Subject Property. The estimated average annual amounts of withdrawal available from the subject aquifers as indicated below, are based upon the Denver Basin Rules, 2 C.C.R. 402-6. Applicant estimates the following annual amounts are representative of the subject aquifers: Saturated Annual Aquifer Thickness Amount Upper Dawson 160 feet 12 acre-feet Lower Dawson 87 feet 6 acre-feet Denver 398 feet 27 acre-feet Arapahoe 226 feet 15 acre-feet Laramie-Fox Hills 200 feet 12 acre-feet 6. Well Field: Applicant requests that this Court determine that Applicant has the right to withdraw all of the legally available groundwater lying below the Subject Property, through wells which may be located anywhere on the Subject Property, and any additional wells which may be completed in the future as Applicant's well fields. As additional wells are constructed, applications will be filed in accordance with 37-90-137(10), C.R.S. 7. Proposed Use: Applicant will use, reuse, and successively use the water for domestic, commercial, irrigation, livestock watering, fire protection, and augmentation purposes, both on and off the Subject Property. 8. Jurisdiction: The Water Court has jurisdiction over the subject matter of this application pursuant to 37-92-302(2), and 37-90-137(6), C.R.S. 9. Description of plan for augmentation: A. Groundwater to be augmented: 4 acre-feet per year over a pumping period of 100 years of Upper Dawson aquifer groundwater as requested herein as described in paragraph 5 above. B. Water rights to be used for augmentation: Return flows from the use of not nontributary and nontributary groundwater and direct discharge of nontributary ground water. C. Statement of plan for augmentation: Applicant will use the Upper Dawson water to supply four individual wells, including the existing well, on four residential lots to be located on the Subject Property at rates of flow of 15 gpm. Each well will require approximately 1 acre-foot per year for inhouse use (0.4 acre-feet), irrigation/limited to 8500 square-feet of lawn, garden, and trees (0.5 acre-feet), and stockwatering of 8 large domestic animals (0.1 acre-feet). Applicant reserves the right to amend these values based on final planning of the Subject Property. Sewage treatment for inhouse use will be provided by a non-evaporative septic system. Consumptive use associated with in-house use will be approximately 10% of water used and it is estimated that approximately 10% of water used for irrigation will be returned to the stream system. Stockwatering use 100% consumptively used. Before any other type of sewage treatment is proposed in the future, including incorporation of the lots into a central sewage collection and treatment system, Applicant, or successors and assigns, will amend this decree prior to such change and thereby provide notice of the proposed change to other water users by publication procedures required by then existing law. During pumping Applicant will replace actual depletions to the affected stream system pursuant to 37-90-137(9)(c), C.R.S. Applicant estimates that depletions may occur to the Cherry Creek and Coal Creek stream systems. Return flows from use of the subject water rights via that stream system will accrue to the South Platte River stream system, and those return flows are sufficient to replace actual depletions while the subject groundwater is being pumped.

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Applicant will reserve an adequate amount of nontributary groundwater underlying the Subject Property to meet post-pumping augmentation requirements. 10. Remarks: A. Applicant claims the right to withdraw more than the average annual amounts estimated in paragraph 5B above pursuant to Rule 8A of the Statewide Rules, 2 C.C.R. 402-7. B. Applicant will withdraw up to 4 acre-feet per year of the not nontributary Upper Dawson aquifer groundwater requested herein under the plan of augmentation requested herein pursuant to 37-90-137(9)(c), C.R.S. 06CW155 KEN-CARYL WEST RANCH WATER DISTRICT (“West Ranch”); 1 West Ranch Trail, Morrison, CO 80465; Attorneys for West Ranch, (Stephen H. Leonhardt, BURNS, FIGA & WILL, P.C., Attorneys for West Ranch, 6400 S. Fiddlers Green Cir., Suite 1000, Greenwood Village, CO 80111). APPLICATION FOR FINDING OF REASONABLE DILIGENCE AND TO MAKE CONDITIONAL APPROPRIATIVE RIGHT OF EXCHANGE ABSOLUTE, in JEFFERSON, ARAPAHOE and DENVER COUNTIES. 2. Structures Used in Decreed Conditional Exchange (as decreed in Case No. 95CW31): A. Structures Augmented by Exchange: West Ranch Well Nos. 9, 17, 21, 22, and any future replacement, supplemental or alternate point of diversion wells located in the geographic area outlined on Exhibit A hereto. These wells are described as follows: (1) West Ranch Well No. 9: Located in the NE3 NW3 Section 2, T6S, R70W, 6th P.M., Jefferson County, at a point approximately 530 feet from the N line and 2,400 feet from the W line of Section 2. (2) West Ranch Well No. 17: Located in the SE3 SE3 of Section 35, T5S, R70W, 6th P.M., Jefferson County, at a point approximately 140 feet from the S line and 790 feet from the E line of Section 35. (3) West Ranch Well No. 21: Located in the SW3 NW3 Section 35, T5S, R70W, 6th P.M., Jefferson County, at a point approximately 1,690 feet from the N line and 640 feet from the W line of Section 35. (4) West Ranch Well No. 22: Located in the NE3 NE3 of Section 2, T6S, R70W, 6th P.M., Jefferson County, approximately 650 feet from the N section line and 950 feet from the E section line. (5) As decreed in Case No. 95CW31, any future replacement, supplemental or alternate point of diversion wells located in the geographic area outlined on Exhibit A hereto will be integrated into the augmentation plan upon permitting by the State Engineer, and Applicant may use such wells to exercise all rights recognized in the Decree in Case No. W-7390 (as amended by the Decree in Case No. 95CW31) for West Ranch Well Nos. 9, 17, 21 and 22, and Highlands Gallery No 1. B. Structures Supplying Exchange Water: Bergen Ditch, Bergen Reservoir No.1, Bergen Reservoir No.2, Deane Reservoir, and the Spickerman Ditch supply water by exchange for West Ranch’s plan for augmentation, pursuant to the decree in Case No. 95CW31. A description of these structures is as follows: (1) Bergen Ditch: The Bergen Ditch diverts water from the S bank of Turkey Creek in former Water District 9 at a point in the NE3 NW3 of Section 14, T5S, R70W of the 6th P.M., Jefferson County. (2) Bergen Reservoir No. 1: Located in the E2 NW3 and the W2 NE3 of Section 18, T5S, R69W, 6th P.M., in Jefferson County. (3) Bergen Reservoir No. 2: Located in the W2 NE3 and the NW3 SE3 of Section 18, T5S, Range 69 West, 6th P.M., in Jefferson County. (4) Deane Reservoir: Located in the NW3 of Section 20, T5S, R69W, 6th P.M., in Jefferson County. (5) Spickerman Ditch: Applicant=s Spickerman Ditch water right is decreed for diversion at the Spickerman Middle Ditch headgate, located on the south side of Turkey Creek at a point in the NW3 of Section 7, T5S, R69W of the 6th P.M., Jefferson County. 3. Decreed Conditional Appropriative Right of Exchange: A conditional appropriative right of exchange was decreed June 20, 2000, in Case No. 95CW31 (Water Division 1). This exchange right is part of West Ranch’s decreed plan for augmentation as amended in Case No. 95CW31. The exchange water sources described in paragraph 3.B are used to replace out-of-priority depletions from use of the structures described in paragraph 2.A above. The exchange water is delivered to the South Platte River via Bear Creek and its tributaries and/or Dutch Creek, as further described below. Such water is exchanged from these points of delivery to the South Platte River, upstream to the points of depletion to Massey Draw from West Ranch’s

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augmented out-of-priority depletions, subject to applicable terms and conditions decreed in Case No. 95CW31. A. Sources: Massey Draw, tributary to the South Platte River and Chatfield Reservoir. Water from the Spickerman Ditch water right is delivered to the South Platte River via Turkey Creek, tributary to Bear Creek. The Bergen Reservoirs discharge into Weaver Gulch, tributary to Bear Creek. Deane Reservoir discharges into Dutch Creek, tributary to the South Platte River. B. Description of Sources of Exchange Water: The sources of the replacement water to be or used in this exchange are Applicant=s shares of the Bergen Ditch and Reservoir Company and the water rights owned by said company, and Applicant=s Spickerman Ditch Water Right described as follows: (1) The District owns the following water rights (“Bergen Water Rights” and “Spickerman Ditch Water Right”) that are used (in addition to the water rights previously decreed for augmentation in Case No. W-7390) for exchange and augmentation of depletions from West Ranch Well Nos. 9, 17, 21 and 22 (and any future replacement, supplemental or alternate point of diversion wells thereto) (collectively, the “Augmented Wells”). These water rights are also decreed for augmentation of other District wells that are tributary to Turkey Creek, as part of the augmentation plan decreed in Case Nos. W-8157 and 81CW090 (the “Turkey Creek Augmentation Plan”). (2) Bergen Water Rights: The District owns 122 shares of the total 412 shares of the capital stock of the Bergen Ditch and Reservoir Company, a mutual ditch company. The decree in 81CW090 recognizes that the Applicant=s share of historic consumptive use from these shares yields at least 25 acre-feet annually. The Bergen Ditch and Reservoir Company is the owner of the following direct flow and storage rights: a. Direct flow rights n the following priorities have been awarded to the Bergen Ditch: i. Priority No. 27 for 12 c.f.s. by decree of February 4, 1884, appropriation date May 1, 1874, from Turkey Creek. ii. Priority No. 28 for 19.68 c.f.s. by decree of February 4, 1884, appropriation date September 6, 1878, from Turkey Creek, transferred to the Bergen Ditch from the Independent Highline by decree of June 1, 1950. iii. Priority No. 29 for 4.01 c.f.s., by decree of February 4, 1884, appropriation date September 25, 1881, from Turkey Creek, transferred to the Bergen Ditch from the Independent Highline by decree of June 1, 1950. iv. Priority No. 90 for 128 c.f.s. by decree of September 24, 1935, appropriation date October 24, 1885, from Turkey Creek. v. Priority No. 91 for 105 c.f.s. by decree of September 24, 1935, appropriation date October 24, 1885, from Weaver Creek. b. Storage Rights: i. Reservoir Priority No. 2 for Bergen Reservoir No. 1 (375 a.f.) and Bergen Reservoir No. 2 (574 a.f.), by decree of February 4, 1884, appropriation date May 1, 1874, from Turkey Creek. ii. Reservoir Priority No. 5 for Deane Reservoir (518 a.f.), transferred to Bergen Ditch and Reservoir Company by decree of June 1, 1950, appropriation date September 6, 1878, from Turkey Creek. iii. Reservoir Priority No. 8 for Deane Reservoir (enlargement of feeder ditch), transferred to Bergen Ditch and Reservoir Company by decree of June 1, 1950, appropriation date September 25, 1881, from Turkey Creek. iv. Reservoir Priority No. 17 for enlargement of Bergen Reservoir No. 1 (212 a.f.) by decree of September 24, 1935, appropriation date March 1, 1884, from Turkey Creek. v. Reservoir Priority No. 18 for enlargement of Bergen Reservoir No. 2 (316 a.f.) by decree of September 24, 1935, with an appropriation date of March 1, 1884, from Turkey Creek. vi. Reservoir Priority No. 19 for Bergen Reservoir No. 4 (61 a.f.) by decree of September 24, 1935, appropriation date March 1, 1884, from Turkey Creek. vii. Reservoir Priority No. 20 for Bergen Reservoir No. 5 (66 a.f.) by decree of September 24, 1935, appropriation date March 1, 1884, from Turkey Creek. viii. Reservoir Priority No. 28 for Bergen Reservoir No. 6 (24 a.f.) by decree of September 24, 1935, appropriation date December 18, 1888, from Turkey Creek. (3) Spickerman Ditch Water Right: Applicant owns a 25% interest in the direct flow water right decreed to the Spickerman Ditch under Priority No. 12 for 7.61 c.f.s. by decree of February 4, 1884, appropriation date November 1, 1862, from Turkey Creek, tributary to Bear Creek. By decree of June 7, 1968, the point of diversion for priority No. 12 was changed to the Spickerman Middle Ditch. The decrees in Case Nos. W-8157 and 81CW090 found that the Applicant=s 1.90 c.f.s. water right in the Spickerman

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Ditch yielded 18.90 a.f. average annual historic diversion, of which approximately 14.18 a.f. have been consumptively used, and decreed that this water be left in Turkey Creek to replace actual depletions to Turkey Creek caused by Applicant=s operation of West Ranch Well Nos. 1, 12 and 16. C. Description of Appropriative Right of Exchange: These exchanges have been and will be operated as part of the District=s amended augmentation plan as decreed in Case N. 95CW31. The “Augmented Wells” withdraw groundwater tributary to Massey Draw, depleting Massey Draw at or below the upper end of the exchange reach described below. Well No. 9 pumps at rates up to 4.5 g.p.m., Well No. 17 up to 6.5 g.p.m., Well No. 21 up to 4.5 g.p.m. and Well No. 22 up to 10 g.p.m. The water will be diverted by exchange with a substitute supply provided from water stored under the District=s Bergen Water Rights, and then released from the Bergen Reservoirs into Weaver Gulch, which is tributary to Bear Creek, or from Deane Reservoir into Dutch Creek. In addition, any Spickerman Ditch consumptive use water not needed for Applicant=s Turkey Creek Augmentation Plan decreed in Case No. 81CW090 may be used as an additional exchange source. Under the conditions specified by the Decree in Case No. 95CW31, these sources of substitute supply replace the depletions of the Augmented Wells to the South Platte River at its confluence with Bear Creek or Dutch Creek. (1) Exchange Reach. The extent of the natural stream system affected by Applicant=s appropriative right of exchange (the exchange reach) is that reach on Massey Draw and the South Platte River, from Massey Draw and its tributary at the upstream termini described in & 12(b), to the mouth of Massey Draw, in the SW3 NW3 of Section 1, T6S, R69W, 6th P.M. (approximately 2,750 feet from the N section line and 1,300 feet from the W section line), continuing on the South Platte River to its confluence with Dutch Creek, in the NE3 SW3 of Section 20, T5S, R68W, 6th P.M. (approximately 1,800 feet from the S section line and 2,600 feet from the W section line), and to its confluence with Bear Creek, in the NW3 NW3 of Section 4, T5S, R68W, 6th P.M., approximately 1,100 feet from the N section line and 600 feet from the W section line. (2) Exchange Rate. The exchange rate is the rate by which the operation of the Augmented Wells actually depletes the flow of Massey Draw in the exchange reach, as determined by the State or Division Engineer, up to a maximum year-round depletion rate of 10 gallons per minute (0.0223 c.f.s.). The exchange rate on the South Platte River, after deducting accretions to Deer Creek from Applicant’s water use, will not exceed 6.1 g.p.m. (0.0136 c.f.s.). (3) Appropriation Date. January 20, 1992. This priority is to be administered as junior to all priorities awarded on applications filed prior to 1995, except that pursuant to the decree in Case No. 95CW31, based on stipulation and C.R.S. ' 37-92-306.1, any rights awarded in Case No. 94CW273 shall be administered as junior and subordinate to the rights of substitution and exchange decreed to West Ranch in Case No. 95CW31. (4) Uses or Proposed Uses: Domestic (including horse watering of up to four horses per lot as clarified in Section VIII in the Decree for Case No. 95CW31), municipal, firefighting and irrigation, as decreed in Case No. W-7390. D. Sufficiency of Substituted Water: Applicant=s exchange water, provided in compliance with the terms and conditions of the Decree in Case No. 95CW31 by releases from the Bergen Reservoirs Nos. 1 and 2 and Deane Reservoir, and by Turkey Creek flows bypassing the Spickerman Ditch headgate, is of a quality and continuity to meet the requirements of use to which senior downstream appropriations have normally been put. Subject to the terms and conditions of said decree, this exchange water will be made available in location, time and amount sufficient to prevent injury to senior appropriators. 4. Outline of Work Done During the Diligence Period Toward Completion, or for Completion, of the Appropriation and Application of Water to Beneficial Use as Conditionally Decreed: A. Diligence activities directly related to development of the conditional appropriative right of exchange in this application include: (1) West Ranch has exercised, operated and administered its Plan for Augmentation decreed in Case Nos. W-7390, as amended in Case No. 95CW31, including exercise of its decreed conditional exchange right as described in Paragraph 5 below. The plan for augmentation, including exchange, is operated and administered in conjunction with West

36

Ranch’s decreed Turkey Creek Augmentation Plan. That plan was first decreed June 2, 1978, in Case No. W-8157, which decree was replaced by the decree in Case No. 81CW090. (2) West Ranch has had communications with Foothills Park and Recreation District regarding use of facilities to deliver West Ranch’s exchange water from the Bergen and Deane Reservoirs into Dutch Creek. (3) West Ranch filed an application to amend the 81CW090 decree, which is pending in Case No. 2004CW261. B. Unified Water System Diligence Activities: The appropriative right of exchange in this application is an integral feature in West Ranch’s unified municipal and domestic water supply system. West Ranch has engaged in substantial activities for the operation, maintenance and improvement of its water supply system and protection of its existing and applied for water rights, during this diligence period, incurring expenditures of at least $420,000. These include: (1) Engineering and legal costs to protect its water rights (includes filing statements of opposition and related litigation in Water Court cases to prevent injury to West Ranch’s water rights), including those which are the subject of this Application; (2) Filing and pursuing application in case No. 2004CW261, to amend West Ranch’s Turkey Creek augmentation plan (including engineering and legal expenses); (3) Designing, siting and drilling new wells; (4) Various activities undertaken to ensure water system compliance with the Safe Drinking Water Act; and (5) Regular operation and maintenance of its integrated water system. 5. Application to Make Absolute: In accordance with the decree in Case No 95CW31, and the terms and conditions decreed therein, West Ranch operated the conditionally decreed exchange and applied the water to its decreed beneficial uses. Between March 27, 2006 and March 30 2006, during this diligence period, West Ranch operated this exchange at a maximum rate of 0.0223 c.f.s. (10 g.p.m.) released to Bear Creek from the District’s account in the Bergen Reservoirs, to replace depletions from West Ranch Well Nos. 9, 17, 21 and 22. Between April 3, 2006 and April 6 2006, during this diligence period, West Ranch operated this exchange at a maximum rate of 0.0223 c.f.s. (10 g.p.m.) from the Spickerman Ditch consumptive use water not needed for Applicant’s Turkey Creek Augmentation Plan decreed in Case No. 81CW090, to replace depletions from West Ranch Well Nos. 9, 17, 21 and 22. West Ranch requests that the water right for this appropriative right of exchange be made absolute to the full extent of the conditionally decreed 0.0223 c.f.s., which has been exchanged in accordance with the decree. **Division 2 will publish** 06CW156 - Nadine A. Johnson Trust, Nadine A. Johnson, Trustee, 2760 Evergreen Road, Colorado Springs, CO 80921; Paul F. Hastings and Marianne L. Hastings, 2987 Bootleggers View, Colorado Springs, CO 80921, phone no. 719-494-0806. APPLICATION FOR ADJUDICATION OF DENVER BASIN GROUND WATER AND FOR APPROVAL OF PLAN FOR AUGMENTATION, IN EL PASO COUNTY. I. APPLICATION FOR DENVER BASIN WATER RIGHTS. 1. Names of wells and permit, registration, or denial numbers: Well permit 248699, an exempt Dawson aquifer well. 2. Legal description of wells: Six additional wells in the Dawson, and one in each of the Denver, Arapahoe and Laramie-Fox Hills aquifers, plus all necessary additional and/or replacement wells, to be located anywhere on Applicants� combined 51∀ acre property located in the NW1/4 Section 34 and a very small portion of the NE1/4 Section 33, T. 11 S., R. 66 W., 6th P.M., in El Paso County (the Property�). The legal description of the Property is attached as Exhibit A. The Property is located entirely within the Arkansas River drainage. 3. Sources: Not nontributary Dawson aquifer; not nontributary Denver aquifer; not nontributary Arapahoe aquifer; nontributary Laramie-Fox Hills aquifer. 4. A. Date of appropriation: Not applicable. 4.B. How appropriation was initiated: Not applicable. 4.C. Date water applied to beneficial use: Not applicable. 5. Amount claimed: Dawson aquifer - 15 g.p.m. per well, 35.7 acre feet annually, absolute; Denver aquifer - 100 g.p.m., 46.0 acre feet annually, absolute; Arapahoe aquifer - 200 g.p.m., 20.4 acre feet annually, absolute; Laramie-Fox Hills aquifer - 100 g.p.m., 14.5 acre feet annually, absolute. The above amounts will be changed in any decree entered herein to take into

37

account the State Engineer's Determination of Facts. The water court will be asked to retain jurisdiction over such decree to enter a final determination of the amount of water available for appropriation from each aquifer based on geophysical logs for such wells. 6. Proposed use: Indoor residential and commercial (home office use); swimming pool and/or hot tub; landscaping including irrigation and water �amenities� such as decorative pools and fountains, stock water, fire protection and augmentation. 7. Name and address of owner of land on which wells are/will be located: Same as Applicants. II. APPLICATION FOR APPROVAL OF PLAN FOR AUGMENTATION. 8. Name of structures to be augmented: Up to seven Dawson aquifer wells, one of which, permit no. 248699, is already constructed. No other water rights are or will be diverted from these wells. After entry of a decree, the existing Dawson aquifer well will be re-permitted consistent with the provisions of the decree. 9. Previous decrees for water rights to be used for augmentation: None. 10. Historic use: Not applicable. 11. Statement of plan for augmentation: Applicants presently intend subdivide the Property into four residential lots of varying sizes, each of which will be served by individual on-lot Dawson aquifer wells which may pump no more than 0.75 acre foot (244,400 gallons) annually, each. Eventually, it is possible that seven lots could be created, and this plan for augmentation is designed to replace the stream depletions caused by pumping from seven Dawson aquifer wells. Each Dawson aquifer well will be limited to diversions of 0.75 acre foot annually. Indoor use for each of seven houses is expected to equal 0.3 acre foot annually. Treatment of waste water from indoor uses will be achieved using nonevaporative individual septic tanks and leach field systems (�ISDS�); consumption of water so treated will not exceed 10 percent of uses, with 90 percent, or 1.89 acre feet annually, returning to the nearest stream. Depletions in the 300th year are modeled to equal approximately 23.3 percent of annual pumping, or 1.22 acre feet based on annual pumping of 5.25 acre feet. So long as a single family dwelling is located on each lot, ISDS return flows alone will equal or exceed maximum stream depletions each year during pumping. Change of the type of wastewater treatment to a central sewage treatment with direct discharge to any tributary of Fountain Creek shall not require an amendment to this plan for augmentation, but change to any other type of waste water disposal shall require an amendment. Applicants propose to replace depletions during pumping with return flows from the ISDS, and to replace injurious post-pumping depletions with the nontributary Laramie-Fox Hills aquifer water decreed herein, all of which will be reserved for that purpose. However, Applicants seek to reserve the right to replace such depletions with any judicially acceptable source of augmentation water. Applicants further propose to aggregate all depletions and replace them to the Arkansas River drainage. Any final decree entered in this case shall provide that no more than 0.75 acre foot per year may be diverted from the each of the seven Dawson aquifer wells absent an amendment of this plan for augmentation. Because depletions will occur in both Water Divisions 1 and 2, this application is being published in both water divisions, and will be consolidated in Water Division 2. 06CW157 - THE TOWN OF CASTLE ROCK, Attn: Robert J. Slentz, 100 Wilcox Street, Castle Rock, CO 80104 (303-660-1015) Henry D. Worley, Reg. #14368, MacDougall, Woldridge & Worley, PC, 530 Communication Circle, Suite 204, Colorado Springs, CO 80905 (719-520-9288) APPLICATION FOR UNDERGROUND (DENVER BASIN) GROUND WATER RIGHTS), IN DOUGLAS COUNTY. The property beneath which Applicant seeks an adjudication of water rights for the Dawson, Denver, Arapahoe and Laramie-Fox Hills aquifers consists of two contiguous tracts of land (the �Property�). The Property is located in the NE1/4 of Section 23, T. 8 S., R. 67 W., 6th P.M. in Douglas County. The legal description of the Property is attached as Exhibit A to the copy of deed attached hereto, and a map showing the location of the Property is attached as Exhibit B. The combined areas of Tracts I and II equal approximately 26 acres. The Property is not located in a designated ground water basin. 2. Names of wells and permit, registration, or denial numbers: none 3. Legal description of wells:

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No well sites have been selected. In this regard, it may be impractical for Applicant to construct wells on the Property, particularly to divert only the water decreed herein. The Attorney General�s current interpretation of the Statewide Nontributary Ground Water Rules (the �Rules�) precludes the withdrawal of any nontributary ground water through wells not located on the surface of the land involved in an individual water rights application. Applicant gives notice that it may seek to withdraw the water adjudicated herein through wells not located on the surface of this land if the Attorney General�s interpretation of the Rules changes, if the Rules themselves are changed to allow withdrawal of this water through wells located on other land within Applicant�s municipal boundaries, or if Applicant is granted any other relief from the application of the Rules. Applicant in particular seeks the ability, in such an event, to withdraw the water decreed herein in conjunction with any of the water rights which were the subject of Applicant�s �well field� application in Case No. 97CW168. Similarly, should any of the above-referenced events occur, Applicant desires the ability to withdraw water decreed elsewhere within its municipal boundaries from any wells located in the same aquifers on Tracts I and II should it determine to construct wells on those parcels. Applicant will not seek to withdraw nontributary water and not nontributary water in the same aquifer from the same well. 4. Source: not nontributary Dawson aquifer, not nontributary Denver aquifer; nontributary Arapahoe aquifer; nontributary Laramie-Fox Hills aquifer. 5.A. Date of appropriation: Not applicable. 5.B. How appropriation was initiated: Not applicable. 5.C. Date water applied to beneficial use: Not applicable. 6. Amount claimed: Dawson aquifer: 600 g.p.m., 390 acre feet total, 3.9 acre feet annually, absolute; Denver aquifer, 600 g.p.m., 1437 acre feet total, 14.4 acre feet annually, absolute; Arapahoe aquifer: 600 g.p.m., 1370 acre feet total, 13.7 acre feet annually, absolute annually, absolute; Laramie-Fox Hills aquifer: 250 g.p.m., 585 acre feet total, 5.85 acre feet annually, absolute. The above amounts will be changed in any decree entered herein to conform to the State Engineer�s Determinations of Fact. The water court will be asked to retain jurisdiction over such decree to enter a final determination of the amount of water available for appropriation from each aquifer based on geophysical logs for such wells. 7. Proposed use: all beneficial uses, including without limitation municipal uses and augmentation and exchange. 8. Name and address of owner of land on which well is located: As previously stated, there are no wells on the property. The property has been subdivided, and is owned variously by BCX Development Partners, Inc. and BCX Development Partners # 1, LLC, whose common address is 7108 South Alton Way, Building M, Englewood, CO 80112, and Beazer Homes Corp., 1000 Abernathy Road, Suite 1200, Northpark Building 400, Atlanta, GA 30328. Applicant is a political subdivision of the state of Colorado, obtained by deed the consent of the previous landowner, Douglas Investment Company, LLC, to withdraw the water, and the overlying land is within the Applicant�s water service area. Pursuant to C.R.S. 37-92-302(2)(c), Applicant is not required to give notice of the application to these landowners. 9. Other. The water in the Dawson and Denver aquifers is not nontributary, and may be diverted only pursuant to a court-approved plan for augmentation. The water in the Arapahoe and Laramie-Fox Hills aquifers is nontributary; no more than 98 percent of the water diverted may be consumed. AMENDMENTS 99CW234 City of Greeley, Acting By and Through Its Water and Sewer Board (“Greeley”) c/o Martin Howell, 1100 10th Street, Greeley, Colorado 80631 (970) 350-9811. Send copies of pleadings to James S. Witwer, Douglas M. Sinor, Trout, Raley, Montano, Witwer & Freeman, P.C., 1120 Lincoln Street, Suite 1600, Denver, CO 80203. AMENDMENT TO APPLICATION FOR WATER RIGHTS IN WELD COUNTY. 1. The application in this matter (“Application”) was filed by Greeley on December 30, 1999. 2. The Application is hereby further amended to a) add the Ogilvy Canal headgate as an alternate point of diversion for the East 8th Street Reservoir,

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as that reservoir is described in the Application; and b) add the Ogilvy Canal headgate as an exchange-to point (point of diversion by exchange) for the Greeley Lower Cache la Poudre Exchanges described in the original Application. 3. Ogilvy Canal as alternate point of diversion for East 8th Street Reservoir: a. The Ogilvy Canal headgate is located on the north bank of the Cache la Poudre River in the SE1/4 of the SW1/4 of Section 4, Township 5 North, Range 65 West, 6th P.M., Weld County, Colorado. b. The source of water is the Cache la Poudre River and its tributaries. c. The date of appropriation claimed is on or before December 14, 1999, as described in the Application. d. The storage amount for the East 8th Street Reservoir is the same as described in the Application. The combined rate of diversion of water pursuant to the water storage rights and through the facilities described in the Application and the alternate point of diversion described herein shall be the same as described in the Application, 225 cfs. e. The proposed uses are the same as described in the Application. 4. Ogilvy Canal headgate as exchange-to point (point of diversion by exchange) for Greeley’s Lower Cache la Poudre River Exchanges. a. Ogilvy Canal headgate is located as described above. b. The place of storage following exchange of the Ogilvy Canal headgate is the East 8th Street Reservoir, as that reservoir is described in the original application. c. The water rights to be used for substitute supply, exchange-from points, amount, date of appropriation, how appropriation was initiated, and proposed uses are the same as described for the Greeley Lower Cache la Poudre River Exchanges in the original application. 5. Name and address of owners or reputed owners of the land upon which the Ogilvy Canal is located: Ogilvy Canal headgate: Ogilvy Land and Irrigation Company, Don Wacker, President, c/o Witwer Oldenburg Barry & Johnson LLP, 822 7th Street, Suite 760, Greeley, CO 80631-3943. 02CW305. GERRARD FAMILY LIMITED PARTNERSHIP, LLP, c/o Gary Gerrard, Managing Partner, 1739 S. County Road 13C, Larimer, CO 80537, (970) 669-1463 (David A. Bailey, Schwarz, Semenoff, McNab & Bailey, P.C., 1600 Stout Street, Suite 1700, Denver, Colorado 80202, (303) 893-1815. Please direct all inquiries, correspondence and pleadings regarding this matter to the counsel for Applicant at the address set forth above.) Name and description of structures and water rights: A. The Gerrard Seepage Ditch No. 1, the point of diversion of which is located in LARIMER COUNTY in the NW1/4 of the NE1/4, Section 14, T. 5 N., R. 68 W., 6th P.M., approximately 1025 feet south of the North Section Line of said Section 14 and 1700 feet west of the East Section Line of said Section 14. The source of the water right is drainage and seepage water arising, flowing onto and accumulating on Applicant’s property (generally, the NE1/4, Section 14, T. 5 N., R. 68 W., 6th P.M.). The capacity of the ditch and the amount of water claimed herein is 1.0 cfs, absolute. The date of appropriation claimed herein is July 1, 1945, which is the date on which Applicant or its predecessors began diverting water through the ditch and applying it to beneficial use. The water right has been and will be used for irrigation of approximately 50 acres on Applicant’s property described above. B. The Gerrard Seepage Ditch No. 2, the point of diversion of which is located in the SW1/4 of the NE1/4, Section 14, T. 5 N., R. 68 W., 6th P.M., approximately 1335 feet south of the North Section Line of said Section 14 and 1775 feet west of the East Section Line of said Section 14. The source of the water right is drainage and seepage water arising, flowing on to and accumulating on Applicant’s property (generally, the NE1/4, Section 14, T. 5 N., R. 68 W., 6th P.M.). The capacity of the ditch and the amount of water claimed herein is 1.0 cfs, absolute. The date of appropriation claimed herein is July 1, 1945, which is the date on which Applicant or its predecessors began diverting water through the ditch and applying it to beneficial use. The water right has been and will be used for irrigation of approximately 50 acres on Applicant’s property described above. C. The Gerrard Seepage Pond, the center point of which is located in the SW1/4 of the NE1/4, Section 14, T. 5 N., R. 68 W., 6th P.M., approximately 1850 feet south of the North Section Line of said Section 14 and 1900 feet west of the East Section Line of said Section 14. The source of the water right is drainage and seepage water

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arising, flowing on to and accumulating on Applicant's property (generally, the NE1/4, Section 14, T. 5 N., R. 68 W., 6th P.M.), which is diverted through the Gerrard Seepage Ditch more particularly described above. The capacity of the pond and the amount claimed herein is 15.86 acre-feet, absolute. The date of appropriation claimed herein is July 1, 1945, which is the date on which Applicant or its predecessors began diverting water into the pond for application to beneficial use. The water right has been and will be used for irrigation of approximately 50 acres on Applicant's property, aesthetic purposes and fish and wildlife propagation. Name and address of owner of land owner of the land upon which any structure is or will be located, upon which water is or will be stored, or upon which water is or will be placed to beneficial use: Applicant. WHEREFORE, Applicant prays for a decree adjudicating the water rights described more particularly above, together with such other and further relief as is appropriate. 03CW414. +The City of Aurora, Colorado, a municipal corporation of the Counties of Adams, Arapahoe and Douglas acting by and through its Utility Enterprise (Aurora Water), 15151 East Alameda Parkway, Suite 3600, Aurora, Colorado 80012-1555, Telephone: 303-739-7370, and Aggregate Industries-WCR, Inc., a Colorado corporation (AI), 1707 Cole Boulevard, Suite 100, Golden, Colorado 80401, Telephone: 303-744-2378. FIRST AMENDMENT TO APPLICATION FOR CONDITIONAL WATER RIGHTS in ADAMS, ARAPAHOE AND DOUGLAS COUNTIES. Relation to Original Conditional Water rights claimed: The rights claimed in paragraphs I through XII initially will be developed as an underground storage right in the form of Aurora Water-Prairie Waters Project Aquifer Recharge and Recovery (ARR) Facility B (ARR-B) as pled in this paragraph XIII. Eventually the ARR facility will be mined out to allow storage of the full amount of water claimed in the original Application. This amendment does not seek an additional water right to that claimed in the initial application, but is intended to put parties on notice that underground storage will be claimed as a method of storage in the initial phase of the development of the water right. Name of structure: Aurora Water-Prairie Waters Project ARR Facility B (ARR-B). Legal description of underground storage facility: The centroid of the facility is located in the NW1/4 of the SE1/4, Section 1, T1S, R67W, 6th P.M. The facility will occupy all or portions of the following quarter-sections, all located in Section 1, T1S, R67W, 6th P.M.: the N1/2 and SW1/4 of the SE1/4, and the E1/2 and SW1/4 of the SW1/4. Source: South Platte River. Points of diversion: (i) Alluvial ground water wells identified in Exhibit A; (ii) Brantner Ditch; (iii) Brighton Ditch; (iv) Aurora South Platte Diversion. Date of appropriation: Same as the original application which is December 8, 2003. How appropriation was initiated: Same as the original application which is by the overt acts of: (1) Aurora’s approval of a Purchase and Sale Agreement with AI on July 21, 2003 concerning the development of the Aurora Lake Clare South Platte Storage Facility; (2) developing and filing this Application; (3) the posting of signs and preliminary location activities upon the land commencing on December 8, 2003; (4) performing engineering analyses of unappropriated water available for diversion by the rights claimed in this Application and related issues; and, (5), Aurora City Council approval of a Resolution on December 8, 2003 authorizing initiation and prosecution of the necessary legal proceedings, which Resolution further evinces the City’s intent to act by and through its utility enterprise to make the appropriations listed herein. (6) Date water applied to beneficial use: Not applicable to the conditional right claimed. (7) Amount claimed: 1,500 acre feet, Conditional. (8) If off-channel reservoir, rate of diversion in c.f.s. for filling the reservoir: (i) Alluvial ground water wells, combined flow rate: 77.4 c.f.s., Conditional; (ii) Brantner Ditch: Same as the original application or 110 c.f.s., Conditional; (iii) Brighton Ditch: Same as the original application or 60 c.f.s., Conditional; (iv) Aurora South Platte Diversion: Same as the original application or 300 c.f.s., Conditional. Use: Same as the original application. Underground storage information: Aurora Water-Prairie Waters Project ARR-B is located on approximately 200 acres of alluvial aquifer material of depths ranging from 30 to 60 feet surrounded by a man-made impermeable

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barrier keyed to bedrock. Aurora Water will fill the underground storage reservoir by artificial means with water to which it has conditional or decreed rights, including without limitation water rights awarded by this decree, previously awarded water rights, previously changed water rights, water rights to be acquired and changed in the future, legally reusable water rights, tributary, not non-tributary and non-tributary water rights and water rights leased from other water right owners. Aurora Water does not claim ground water in situ prior to installation of the impermeable barrier, that water will be quantified and replaced to the river in time, location and amount through direct discharge, exchange or through augmentation releases. The water stored will be diverted by well, pipeline and/or ditch into a shallow infiltration basin located within the perimeter of the impermeable barrier and the water shall then seep into and be stored within the alluvial aquifer material. Aurora Water shall remove water from storage in ARR-B with de-watering wells located inside the perimeter of the impermeable barrier and connected to a pipeline that terminates at or near Aurora reservoir. Total capacity of underground reservoir in acre feet: 1,500 with an Active capacity of 1,500 and Dead storage of zero (0). Fill and re-fill: Aurora Water seeks the right to fill and re-fill this underground reservoir. Comments: (1) ARR-B will be co-located within one or more of the Lake Clare Subunits. Following use of the ARR-B site for underground storage, the ARR-B site will be mined and converted to a surface gravel pit storage facility with a storage capacity as stated in Section X of the original application. (2) A plan for augmentation for the tributary groundwater wells identified in Exhibit A of this application is included in Case No. 06CW104. (3) Any issues regarding relation back of priorities or appropriation dates raised by the amended application shall be reserved for trial.

EXHIBIT A

Well Property Owner Address Section1Q1602Q403 X Footing4

Y Footing

CW-A Peterson Donald O 12055 WCR 12, Brighton, CO 80601 31 SW SW W 135 S 802

CW-B Peterson Donald O 12055 WCR 12, Brighton, CO 80601 31 SW NW W 153 S 2199

CW-C Eiberger Carl F 14330 Fairview Ln, Golden, CO 31 NW SW W 151 N 1687

CW-D Baurer Peter L & Cynthia S

754 WCR 23 3/4 Brighton, CO 80603 31 NW NW W 303 N 323

VW-1 Baurer Peter L & Cynthia S

754 WCR 23 3/4 Brighton, CO 80603 31 NW NW W 1105 N 80

VW-2 Clanahan Denis B Trustee

600 17th St.,#2700S Denver, CO 80202 30 SW SW W 1084 S 495

VW-3 Clanahan Denis B Trustee

600 17th St.#2700S Denver, CO 80202 30 SW SW W 857 S 866

VW-4 Westminster City Of 4800 W 92nd Ave., Westminster, CO 80031 30 SW SW W 490 S 1255

VW-5 Westminster City Of 4800 W 92nd Ave., Westminster, CO 80031 30 SW NW W 411 W 1747

VW-6 Westminster City Of 4800 W 92nd Ave., Westminster, CO 80031 30 SW NW W 488 S 2246

VW-7 Camas Colorado Inc 3605 S Teller St, Lakewood , CO 80235 30 NW SW W 514 N 2522

42

Well Property Owner Address Section1Q1602Q403 X Footing4

Y Footing

VW-8 Camas Colorado Inc 3605 S Teller St, Lakewood , CO 80235 30 NW SW W 554 N 2085

VW-9 Camas Colorado Inc 3605 S Teller St, Lakewood , CO 80235 30 NW SW W 479 N 1639

VW-10

Rittenhouse Donald & Suzanne

205 N. Patit Rd., Dayton, WA 99328 19 SW NW W911 S 2228

VW-11 McWilliams Steven S 12236 WCR 8, Fort

Lupton, CO 80621 19 NW SW W 1174 N 2406

VW-12 McWilliams Steven S 12236 WCR 8, Fort

Lupton, CO 80621 19 NW SW W 1075 N 1913

VW-13 McWilliams Steven S 12236 WCR 8, Fort

Lupton, CO 80621 19 NW SW W 877 N 1401

VW-14 McWilliams Steven S 12236 WCR 8, Fort

Lupton, CO 80621 19 NW SW W 725 N 314

VW-15 LaFarge West Inc

12950 Worldgate Dr, # 500, Herndon, VA 20170

18 SW SW W 1060 S 144

VW-16 LaFarge West Inc

12950 Worldgate Dr, # 500, Herndon, VA 20170

18 SW SW W 932 S 633

VW-17 LaFarge West Inc

12950 Worldgate Dr, # 500, Herndon, VA 20170

18 SW SW W 856 S 1126

VW-18 LaFarge West Inc

12950 Worldgate Dr, # 500, Herndon, VA 20170

18 SW NW W 796 S 1566

VW-19 LaFarge West Inc

12950 Worldgate Dr, # 500, Herndon, VA 20170

18 SW NW W 879 S 2080

VW-20 Chikuma Family LLC 3550 WCR 23, Fort

Lupton, CO 80621 18 SW NW W 837 S 2625

VW-21 Chikuma Family LLC 3550 WCR 23, Fort

Lupton, CO 80621 18 NW SW W 743 N 2127

VW-22 Chikuma Family LLC 3550 WCR 23, Fort

Lupton, CO 80621 18 NW SW W 1305 N 1643

VW-23 Chikuma Family LLC 3550 WCR 23, Fort

Lupton, CO 80621 18 NW NW W 1293 N 1108

VW-24 Chikuma Family LLC 3550 WCR 23, Fort

Lupton, CO 80621 18 NW NW W 1149 N 642

VW-25 Chikuma Family LLC 3550 WCR 23, Fort

Lupton, CO 80621 18 NW NW W 622 N 529

VW-26 Chikuma Family LLC 3550 WCR 23, Fort

Lupton, CO 80621 18 NW NW W 337 N 29

VW-27 City of Thornton

9500 Civic Center Drive, Thornton, CO 80229

7 SW SW W 399 S 473

43

Well Property Owner Address Section1Q1602Q403 X Footing4

Y Footing

VW-28 City of Thornton

9500 Civic Center Drive, Thornton, CO 80229

7 SW S\N W 405 S 942

VW-29 City of Thornton

9500 Civic Center Drive, Thornton, CO 80229

7 SW SW W 647 S 1236

VW-30 City of Thornton

9500 Civic Center Drive, Thornton, CO 80229

7 SW NW W 1014 S 1829

VW-31 City of Thornton

9500 Civic Center Drive, Thornton, CO 80229

7 SW NW W 990 S 2200

VW-32 City of Thornton

9500 Civic Center Drive, Thornton, CO 80229

7 SW NW W 996 S 2587

VW-33 Peterson Donald O 12055 WCR 12,

Brighton, CO 80601 31 SW SW W 173 S 122

VW-34 Peterson Donald O 12055 WCR 12,

Brighton, CO 80601 31 SW SW W 526 S 475

VW-35 Peterson Donald O 12055 WCR 12,

Brighton, CO 80601 31 SW SW W 923 S 786

VW-36 Peterson Donald O 12055 WCR 12,

Brighton, CO 80601 31 SW SW W 1083 S 1257

VW-37 Peterson Donald O 12055 WCR 12,

Brighton, CO 80601 31 SW NW W 933 S 1734

VW-38 Peterson Donald O 12055 WCR 12,

Brighton, CO 80601 31 SW NW W 780 S 2207

VW-39 Eiberger Carl F 14330 Fairview Ln,

Golden, CO 31 NW SW W 898 N 2582

VW-40 Eiberger Carl F 14330 Fairview Ln,

Golden, CO 31 NW SW W 1135 N 2143

VW-41 Peterson Donald O 12055 WCR 12,

Brighton, CO 80601 31 NW SE W 1492 N 1790

VW-42 Peterson Donald O 12055 WCR 12,

Brighton, CO 80601 31 NW SE W 1653 N 1315

VW-43 Eiberger Carl F 14330 Fairview Ln,

Golden, CO 31 NW NW W 1282 N 986

VW-44

Baurer Peter L & Cynthia S

754 WCR 23 ¾ Brighton, CO 80603 31 NW NW W 1016 N 561

(1) All wells are located in Township 1 North, Range 66 West, 6th P.M. (2) Q160 - 160 acre quarter or "quarter." (3) Q40 - 40 acre quarter or "quarter quarter." (4) X and Y Footing - Distance from section line in feet. 03CW443 Lower Platte and Beaver Canal Company, P. O. Box 190 Hillrose, CO 80733-0190 C/O Mark J. Wagner, HILL & ROBBINS, P.C., (303)296-8100. SECOND AMENDMENT TO APPLICATION FOR WATER RIGHTS, CHANGE OF WATER RIGHTS, AND PLAN FOR

44

AUGMENTATION IN MORGAN AND WASHINGTON COUNTIES.The Application filed in this case on December 31, 2003, and amended on September 1,2005 is hereby amended as follows: 1. The location of one of the recharge ponds identified in paragraph 1.1 of the original application as ID #212 is amended to read as follows: ID 212, Owner: Parachute Ranch, Inc.;Address 33549 MCR X.5 Hillrose, CO 80733; Location: Centroid NWSW 10-4N-55W, approximately 2189 feet from the South section line and 1177 feet from the West section line; Surface Area (acres): 7; Depth (ft): 8; Rate (cfs): 15; Storage Volume (ac-ft): 28 AF with right to fill and refill when in priority; SDF: 257. 2. The ownership and address of the owner of one of the structures to be augmented identified in paragraph 3.1. of the original application as ID #62 is amended to read as follows: ID 62; Name: Freddie & Joanne Cook; Address: 16177 Highway 34, Fort Morgan, CO 80701; Well Permit No. 6507; Previous Decree/ Date: W-1945 - 5/17/1973; Location: SWNW 36-5-55; Irrigated Acres: 400; Rate: 4.01 cfs; Appropriation Date: 12/31/1913; SDF 49. In all other respects the Application remains as filed on December 31, 2003 and amended on September 1, 2005. 04CW84 ORPHAN WELLS OF WIGGINS, LLC, P.O. Box 132,Wiggins, CO 80654, through their attorneys: Frederick A. Fendel, III, # 10476, Matthew S. Poznanovic, #29990, PETROCK & FENDEL, P.C., 700 17th St., Suite 1800, Denver, CO 80202, 303-534-0702. THIRD AMENDED APPLICATION, IN WELD AND MORGAN COUNTIES. AMENDED APPLICATION FOR WATER RIGHTS, CHANGE OF WATER RIGHT, AND APPROVAL OF PLAN FOR AUGMENTATION, INCLUDING EXCHANGE 2. In addition to the sources of augmentation water identified in the original and amended applications, this amendment adds the following sources of augmentation water which are described as follows: 2.1 Yocam Augmentation Well, under water rights claimed below; 2.2 Yocam Headgate Well No. 2, under water rights claimed below; 2.3 Beverly Bruntz Well, under water rights claimed below; 2.4 Kaufman North Well, under water rights claimed below; 2.5 Kaufman South Well, under water rights claimed below; 2.6 South Pope Well, under water rights claimed below; 2.7 North Pope Well, under water rights claimed below; 2.8 Newman Well, under water rights claimed below; 2.9 Sauter Well, under water rights claimed below; 2.10 Castor Well, under water rights claimed below; 2.11 Putnam Ditch shares: OWW has leased from one of its members the use of four shares of the Putnam Ditch Company water rights as described below; 2.12 Riverside Reservoir and Land Company shares: OWW owns ten shares of the Riverside Reservoir and Land Company water rights as described below; 2.13 Jackson Lake Water: OWW owns one share, and has leased three shares from one of its members, of Jackson Lake Reservoir and Irrigation Company water rights as described below; 2.14 Riverside Recharge Water: OWW is entitled to a portion of the water available to Riverside Reservoir and Land Company for augmentation use in Case Nos. 88CW239, 88CW264, 89CW27. 2.15 Bijou Recharge Water: OWW is entitled to a portion of the water available to Bijou Irrigation Company for augmentation use in Case No. 04CW357. 2.16 Weldon Recharge Water: OWW is entitled to a portion of the water available to Weldon Valley Ditch Company for augmentation use in Case No. 02CW377. 3. In addition to OWW’s recharge structures identified in the original and amended applications, this amendment adds the following Recharge Ponds which are described as follows and are all located in Morgan County:

Owner Surface Area Location Water Source Yocam 2 NW1/4NW1/4 20-4N-60W Pipe Line Yocam 2 NW1/4NW1/4 20-4N-60W Pipe Line

4. This amendment also corrects the legal description given in the original application for a Recharge Pond owned by Yocam. The location has not changed, but the surface area and legal description were incorrect. The correct description for the Yocam Recharge Pond is:

Owner Surface Area Location Water Source

45

Yocam 10 W1/2 20-4N-60W Pipe Line 5. In addition to the sources of augmentation identified in the original and amended applications, this amendment identifies that some members of OWW have recharge ponds that are included in Bijou Irrigation Company’s water court applications pending in Case Nos. 03CW406 and 04CW357, in Riverside Reservoir and Land Company’s decrees in Case Nos. 88CW239, 88CW264, 89CW27 and plan for augmentation pending in Case No. 02CW86, and in Weldon Valley Ditch Company’s plan for augmentation pending in Case No. 02CW377. Pursuant to agreement with OWW, those members’ portion of recharge credits generated as a result of those water court cases will be used to replace depletions according to the subject plan for augmentation. 6. This amendment clarifies that the 2 shares of Morgan Prewitt Reservoir Company stock and the 2 shares of Jackson Lake Reservoir and Irrigation Company stock requested to be changed in the original application are leased to OWW by one of its members. APPLICATION FOR WATER RIGHTS 7. With this amended application, OWW seeks approval of a water right for the following structure that OWW proposes to use as an additional recharge well, which is described as follows: 7.1 Structure: Yocam Headgate Well No. 2 7.1.1 Location: NW1/4 of Section 17, Township 4N, Range 60 West of the 6th P.M., Morgan County, Colorado. 7.1.2 Source: Groundwater tributary to the South Platte River; 7.1.3 Amount: 4000 gpm; conditional; 7.1.4 Priority: May 30, 2006; 7.1.5 Use: Irrigation and commercial, by means of augmentation of the Augmented Wells, and other wells that may join OWW in the future. Water from the Yocam Headgate Well No. 2 will be delivered by pipeline for recharge of ground water for delayed augmentation credit pursuant to the subject augmentation plan. 7.1.6 Yocam Headgate Well No. 2 will be located sufficiently close to the South Platte River to be administered under its own priority without consideration of out of priority depletions or a plan for augmentation. 7.1.7 The appropriation was initiated by action of OWW and the filing of this amended application. 8. With this amended application, OWW seeks approval of water rights for the following structures that OWW proposes to use as additional augmentation wells, which are described as follows: 8.1 Structure: Yocam Augmentation Well 8.1.1 Location: SE1/4SE1/4 of Section 20, Township 4N, Range 60 West of the 6th P.M., Morgan County, Colorado. 8.1.2 Source: Groundwater tributary to the South Platte River; 8.1.3 Amount: 4000 gpm; conditional; 8.1.4 Priority: May 30, 2006; 8.1.5 Use: Irrigation and commercial, by means of augmentation of the Augmented Wells, and other wells that may join OWW in the future. Water from the Yocam Augmentation Well will be discharged to the river by pipeline pursuant to the subject augmentation plan. 8.1.6 The appropriation was initiated by action of OWW and the filing of this amended application. 8.2 Structure: Castor Well 8.2.1 Location: SE 1/4 SW 1/4 of Section 10, Township 4N, Range 59 West of the 6th P.M., Morgan County, Colorado. 8.2.2 Permit for Irrigation Use: 41384F; 8.2.3 Permit for Augmentation Use: 59355F, issued pursuant to inclusion of the well in Riverside Reservoir and Land Company’s plan for augmentation in Case No. 02CW86. 8.2.4 Source: Groundwater tributary to the South Platte River; 8.2.5 Amount: 1750 gpm; 8.2.6 Priority: April 17, 2003; 8.2.7 Use: Pursuant to the subject augmentation plan, irrigation and commercial, by means of augmentation of the Augmented Wells, and other wells that may join OWW in the future, in addition to any use of this well pursuant to Case No. 02CW86. Water from the Castor Well will be used by direct discharge to the river by pipeline or by recharge of ground water for delayed augmentation credit pursuant to the subject augmentation plan. 8.2.8 The appropriation was initiated by formation of intent, surveying of locations, and filing the application in Case No. 02CW86 by Riverside Irrigation District and Riverside Reservoir and Land Company. 9. With this amended application, OWW seeks approval of water rights for each of the following wells currently permitted and decreed for irrigation use that OWW proposes to use as additional augmentation wells. The priority date for each well is May 30, 2006, and the appropriations for each of the wells were initiated by action of OWW and the filing of this amended application. The source for each well is groundwater tributary to the South Platte River.

46

The use for each of the following wells is: irrigation and commercial, by means of augmentation of the Augmented Wells, and other wells that may join OWW in the future. Water from each of the wells will be discharged to the river by pipeline pursuant to the subject augmentation plan. The wells are described as follows: 9.1 Structure: Beverly Bruntz Well 9.1.1 Location: SW1/4NE1/4 of Section 34, Township 4N, Range 60 West of the 6th P.M., Morgan County, Colorado. 9.1.2 Permit: CP10125; 9.1.3 Decree: W-1062; 9.1.4 Amount: 2000 gpm; conditional; 9.2Structure: Kaufman North Well 9.2.1 Location: SE 1/4 NE 1/4 of Section 27, Township 4N, Range 60 West of the 6th P.M., Morgan County, Colorado. 9.2.2 Permit: 2547F; 9.2.3 Decree: W-1475; 9.2.4 Amount: 2000 gpm; conditional; 9.3 Structure: Kaufman South Well, 9.3.1 Location: SW1/4SE1/4 of Section 27, Township 4N, Range 60 West of the 6th P.M., Morgan County, Colorado. 9.3.2Permit: 6357; 9.3.3 Decree: W-1475; 9.3.4 Amount: 2000 gpm; conditional; 9.4 Structure: South Pope Well 9.4.1Location: SW1/4SW1/4 of Section 27, Township 4N, Range 60 West of the 6th P.M., Morgan County, Colorado. 9.4.2 Permit: 6321; 9.4.3Decree:1426; 9.4.4 Amount: 2000 gpm; conditional; 9.5 Structure: North Pope Well 9.5.1 Location: SW1/4NW1/4 of Section 27, Township 4N, Range 60 West of the 6th P.M., Morgan County, Colorado. Permit: 6322; 9.5.3 Decree: 1426; 9.5.4 Amount: 2000 gpm; conditional; 9.6Structure: Newman Well 9.6.1 Location: SE1/4SE1/4 of Section 21, Township 4N, Range 60 West of the 6th P.M., Morgan County, Colorado. 9.6.2Permit: R-11590; 9.6.3 Decree: W-618; 9.6.4 Amount: 2000 gpm; conditional; 9.7Structure: Sauter Well 9.7.1 Location: SW1/4NW1/4 of Section 34, Township 4N, Range 60 West of the 6th P.M., Morgan County, Colorado. 9.7.2 Permit: 6356RR; 9.7.3 Decree: W-1475; 9.7.4 Amount: 2000 gpm; conditional;CHANGE OF WATER RIGHTS 10. With this amended application, OWW seeks to change the use and place of use of additional water rights to be used as additional sources of augmentation water, which are described as follows:10.1 Water Rights to be Changed: Four shares of Putnam Ditch Company stock leased to OWW by one of its members.10.1.1 Prior Decrees: Originally decreed November 21, 1895, Case No. 433, Weld County District Court. By decree of the Weld County District Court in Case No. 6534 dated June 9, 1925, the point of diversion was changed to the Bijou Canal, described below.10.1.1 Priorities and amounts: OWW is entitled to use a pro rata share of Priority 13, April 1, 1880 for 10.0 cfs and Priority 17, April 26, 1882 for 30.0 cfs; 10.1.3 Use: Irrigation;10.1.4Point of Diversion: Bijou Canal, located in the SE1/4, §12, T4N, R63W, 6th P.M., Weld County; Source: South Platte River;Historical use: The irrigated land is located in the W1/2SE1/4, §23, T4N, R61W, 6th P.M., Weld County. Proposed change: Uses will include commercial and irrigation. Manner of use will include direct flow, storage, augmentation of irrigation and commercial uses, including augmentation by recharge of ground water for delayed credit. Place of use will include the irrigated lands owned by OWW’s members. 10.1.8 A map showing the approximate location of the historic irrigated acreage and a summary of diversion records are filed with this Amended Application and are available for inspection with the Water Court and the Applicant. 10.2 Water Rights to be Changed: Ten shares of the Riverside Reservoir and Land Company stock owned by OWW. Ownership of shares entitles the owners to delivery of water from Riverside Reservoir and to use of a share of recharge accretions to the South Platte River attributable to decrees entered in Case No. 88CW239 entered on February 14, 1991; Case No. 88CW264(A) entered on April 30, 1996; Case No. 89CW027 entered on April 30, 1996 and any future decrees entered by this Court. Prior Decrees: The Riverside Reservoir water rights were decreed for diversion of water out of the South Platte River pursuant to the following decrees: Appropriation Date Adjudication Date Case No./Priority No. Amount (AF) April 1, 1902 January 15, 1914 Weld County District

Court, Case No. 2142 Priority No. 24

16070

August 1, 1907 January 15, 1914 Weld County District Court, Case No. 2142

41437

47

Priority No. 45 October 25, 1910 January 15, 1914 Weld County District

Court, Case No. 2142 Priority No. 77

Variable; allows fill to level 33.55 feet above the bottom of Reservoir Outlet Tubes

December 31, 1929 June 8, 1965 Weld County District Court, Case No. 16704 Priority No. 20R

56325

10.2.2 Use: Irrigation; 10.2.3 Point of Diversion: The ditch to be used to fill the reservoir is the Riverside Canal, having a capacity of 1000 cfs at the point of diversion located on the north bank of the South Platte River near Kuner, Colorado, in the SW1/4SW1/4, Section 20, T5N, R63W, 6th P.M., Weld County, Colorado. 10.2.4 Source: South Platte River; 10.2.5 Historical Use: The water associated with Riverside Reservoir is allocated to the shareholders of the Riverside Reservoir and Land Company. The shareholders have historically used their aliquot share of the Riverside Reservoir water rights for irrigation of lands located within the Riverside system or leased the water to other water users. 10.2.6 Proposed Change: Uses will include commercial and irrigation. Manner of use will include direct flow, storage, augmentation of irrigation and commercial uses, including augmentation by recharge of ground water for delayed credit. Place of use will include the irrigated lands owned by OWW’s members. 10.3 Water Rights to be Changed: One share of Jackson Lake Reservoir and Irrigation Company stock owned by OWW and three shares leased to OWW by one of its members. 10.3.1 Prior Decrees: Originally decreed January 15, 1914, Case No. 2142, Weld County District Court for 30,992 acre-feet; Originally decreed May 11, 1915, Case No. 16704, Weld County District Court for 4,637 acre-feet; Originally decreed June 8, 1965, Weld County District Court for 8,269.92 acre-feet. 10.3.2 Priority: Priority 20 dated May 18, 1901; Priority 20R dated December 31, 1921; 10.3.3 Amount: OWW is entitled to use a pro rata share of 43,898 acre-feet; 10.3.4 Use: Irrigation; 10.3.5 Point of Diversion: The headgate of the Jackson Lake Inlet Canal is located at a point on the north bank of the South Platte River 900 feet south and 200 feet west of the center of the Southeast 1/4, §18, T4N, R61W, 6th P.M. The inlet extends thence easterly about 10 miles to the reservoir. Jackson Lake Reservoir is located in Sections 10, 13, 14, 15, 16, 21, 22, 23, 24, 26, and 27 all in T5N, R60 W, 6th P.M., Morgan County, Colorado; 10.3.6 Source: South Platte River; 10.3.7 Historical use: Jackson Lake Reservoir shareholders have historically used their aliquot share of Jackson Lake Reservoir water rights for irrigation or leased the water to other water users. Pursuant to several decrees by the Water Court in and for Water Division No. 1, water is delivered to the South Platte River to replace out of priority depletions; Proposed change: Uses will include commercial and irrigation. Manner of use will include direct flow, storage, augmentation of irrigation and commercial uses, including augmentation by recharge of ground water for delayed credit. Place of use will include the irrigated lands owned by OWW’s members; 11. Owners of land on which structures are located: 11.1 Beverly Bruntz Well: Beverly Bruntz, 105 Fairway Lane Fort Morgan, CO 80701 11.2 Kaufman North and South Wells: Lance Kaufman, 3998 MCR U, Wiggins, CO 80654 11.3 Pope North and South Wells: Duane Pope, 3097 MCR T, Wiggins, CO 80654, 11.4 Newman Well: Gerald Newman 16 Carrie Court,Fort Morgan, CO 80701-9201 11.5 Sauter Well: Douglas Sauter, 46 North Ridge Ct., Parachute, CO 81635 11.6 Castor Well: Wade Castor, 22791 Hwy 39, Weldona, CO 80653 11.7 Yocam Recharge Ponds, Yocam Augmentation Well and Yocam Headgate Well No. 2: John Yocam, 956 Hwy 144, Orchard, CO 80649-9626 11.8 Jackson Lake Reservoir: Jackson Lake Reservoir and Irrigation Company, 218 E Kiowa Avenue, Fort Morgan, CO 80701-3110 11.9 Riverside Reservoir: Riverside Irrigation District Riverside Reservoir and Land Company, PO Box 455, Fort Morgan, CO 80701. 11.10Bijou Canal Headgate: Bijou Irrigation Company

48

229 Prospect Street, PO Box 972, Fort Morgan, CO 80701. 11.11 Weldon Valley Ditch: Weldon Valley Ditch Company P.O. Box 626, Weldona, CO 80653. 12. All other matters remain as presented in the original application 04CW110 - Concerning the Application for Water Rights of South Platte Ditch Well Users, Inc., in LOGAN, MORGAN AND WASHINGTON COUNTIES - SECONDED AMENDED APPLICATION FOR WATER RIGHTS, CHANGE OF EXISTING WATER RIGHTS AND APPROVAL OF PLAN FOR AUGMENTATION Correspondence to Ray Ann Brammer Brammer Law Office, P.C. P.O. Box 1827, Sterling, CO 80751 (970) 521 0700. 1. Name, address and telephone number of applicant: South Platte Ditch Well Users, Inc. 825 CR 25 Merino, CO 80741 970 522 2693 2.The Applicant seeks to amend the Application filed in this matter. All claims not amended herein, remain as set out in the application dated April 29, 2004 and the First Amended Application for Water Rights, change of Existing Water Rights and Approval of Plan For Augmentation, dated March 11, 2005. PLAN FOR AUGMENTATION 3. The Applicant seeks to amend paragraph 11. Previous decrees for water rights to be used for augmentation to include the following additional source of augmentation credits. f. North Sterling Irrigation District. 1. Date entered, case number and court: Not Decreed at this time. Case Number 96 CW134, Water Division No. 1. 2. Type of water right: Water Rights, Change of Water Rights and Plan for Augmentation 3. Legal description of point of diversion or place of storage: Headgate of the North Sterling Canal, is on the north bank of the South Platte River, its center being a point whence the corner common to Sections 28, 29, 32, and 33, Township 5 North, Range 55 West of the 6th P.M., Morgan County, bears North 4077 feet. Place of Storage: a. Hettinger Ponds Nos. 1,2,3,4 - located in the Southwest 1/4 of Section 14, Southeast 1/4 of Section 15, the Northwest 1/4 of Section 23, and the Northeast 1/4 of Section 22, all in Township 6 North, Range 54 West of the 6th P.M. Owned by Howard Hettinger b. Fritzler Ponds, No.1 and 2 - Located in the Northeast 1/4, Section 23, Township 6 North, Range 54 West of the 6th P.M. Owned by Wilhelm and Lydia Fritzler c. Fritzler Ponds, No. 3 and 4 - Located in the Southeast1/4, Section 22, Township 6 North, Range 54 West, 6th P.M., owned by William and Donna Fritzler. 4. Source: South Platte River and its tributaries. 5.Amount: 4813 acre feet conditional. 6. Decreed use: Recharge, augmentation, exchange 7. Other: The Ponds identified under the North Sterling are owned by Member of the South Platte Ditch Well Users. Pursuant to agreements with the North Sterling Irrigation District, those owners are allowed 50 percent of the recharge credits associated with their individual ponds to be used for augmentation purposes. WATER RIGHT The Applicant seeks to Amend the Application by the addition of the following ground water right. 4. Name of Structure: Fritzler Well No. 1-014537F. a. Diversion Point: Located in the Northeast 1/4 of the Northeast 1/4 of Section 23, Township 6 North, Range 54 West of the 6th P.M., Logan County, Colorado, at a point 600 feet South and 18 feet West of the NE Corner of said Section 23. b.Source: Groundwater Tributary to the South Platte River. c.appropriation Date: November 2001. d. Amount: 2.67 cfs absolute. e. Use: Irrigation of 60 acres in the NE1/4 Section 23, Township 6 North, Range 54 West of the 6th P.M. This will be in addition to the 70 acres in the E1/2 of the NE1/4 of Section 23, Township 6 North, Range 54, West of the 6th P.M., previously decreed to this well in case No. W-8052, Water Division No. 1. f. Owner: Wilhelm and Lydia Fritzler, Merino, Colorado. g. Other: This well shall irrigate the 150 acres only to the extent that its depletions are covered by the Augmentation Plan contained herein. 05CW226 FRONT RANGE ENERGY, LLC, Front Range Energy, LLC, c/o Daniel Sanders, 6867 S.E. Hogan Road, Gresham, OR 97080, Zach C. Miller, Esq., and Steven E. Marlin, Esq., Davis, Graham & Stubbs LLP, 1550 17th Street, Suite 500, Denver, CO 80201-0185. FIRST AMENDMENT TO APPLICATION FOR UNDERGROUND WATER RIGHTS AND FOR APPROVAL OF PLAN FOR AUGMENTATION, IN WELD COUNTY. Name of structures:

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South Platte Ditch Recharge Program. 1. Applicant Front Range Energy, LLC (“Applicant” or “Front Range”) filed an Application for Underground Water Rights and for Approval of Plan for Augmentation (“Original Application”) on August 31, 2005, identifying among other things, three well sites to be used for supplying the primary water requirements of Applicant’s ethanol production plant in the Town of Windsor, Weld County, Colorado (“Windsor Plant”). Applicant to date has obtained approval of a Substitute Water Supply Plan (“SWSP”) under C.R.S. § 37-92-308(4) and has drilled three wells on such sites (“FRE Well Nos. 1, 2 and 3”). 2. Since filing the Original Application, Applicant has temporarily leased from Marilyn Detienne an additional well site and associated water right in the vicinity of the Plant for an additional production well that will also supply water for operation of the Windsor Plant during 2006. 3. Therefore, the Original Application is hereby amended to add a fourth well (“Detienne Well”) in the vicinity of the Windsor Plant to supplement FRE Well Nos. 1, 2 and 3 during the period from June 2006 through December 2006 as primary supplies of water for purposes related to operation of the Windsor Plant, as described in Paragraph 8 of the Original Application. FRE Well Nos. 1, 2 and 3 and the Detienne Well will be complimentary such that their combined pumping capacity will continue not to exceed 600 gpm, and total annual depletions from combined operations of these four wells will remain limited to 500 acre-feet, as stated in the Original Application and the approved 2006 SWSP. Further, consumptive use from the four wells will continue to be augmented from water leased from the Town of Windsor, as identified in the Original Application. Accordingly, the Original Application is amended as follows: 4. Paragraph 2 (Names of Wells and Permit, Registration or Denial Numbers) of the Original Application is amended to add paragraph D. as follows: D. Detienne Well. The State Engineer’s Office has issued Well Permit No. 12805 for this well, and the well was been decreed for irrigation as Well No. 1-12805 on September 4, 1973 by the Water Court, Water Division No. 1 in Case No. W-3044. 5. Paragraph 3 (Legal Descriptions of Wells) of the Original Application is amended to add the following paragraph: The Detienne Well is located in the NW1/4 of the SE1/4 of Section 23, Township 6 North, Range 67 West of the 6th P.M., Weld County, Colorado. 6. Paragraph 9 (Names and Addresses of Owners of Land on which Points of Diversion and Places of Use are Located) of the Original Application is amended to add the following: Owner of Land on which Detienne Well is located: Marilyn Detienne, 34180 Weld County Road #19, Windsor, Colorado 80550. 7. Pursuant to a Well Use Agreement (“Agreement”) entered into by Applicant on June 2, 2006 to lease the Detienne Well and associated water right from Marilyn Detienne from June through December 2006, Applicant will redrill the existing Detienne Well and obtain a new permit from the State Engineer’s Office for this replacement well. The existing water right associated with the Detienne Well will not be changed during the term of the Agreement, and Applicant’s use of the Detienne Well will be fully augmented under the Plan of Augmentation described in the Original Application. However, Applicant is currently in negotiations for the potential future purchase of the Detienne Well and the associated water right, and Applicant provides notice herein that, in the event of such purchase prior to the completion of this matter, Applicant reserves the right in this case also to change the existing water right associated with said well and adjust the proposed plan for augmentation accordingly. 8. Except as expressly amended hereby, all the claims, provisions, terms and conditions of the Original Application remain as stated therein. 9. All previous Statements of Opposition filed in this matter shall remain valid and apply to this Amended Application without the need to amend or renew such Statements, and any issues concerning relation back are reserved for trial. 5 pp. THE WATER RIGHTS CLAIMED BY THESE APPLICATIONS MAY AFFECT IN PRIORITY ANY WATER RIGHTS CLAIMED OR HERETOFORE ADJUDICATED WITHIN THIS DIVISION AND OWNERS OF AFFECTED RIGHTS MUST APPEAR TO OBJECT WITHIN THE TIME PROVIDED BY STATUTE OR BE FOREVER BARRED.

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YOU ARE HEREBY NOTIFIED that any party who wishes to oppose an application, or an amended application, may file with the Water Clerk, P. O. Box 2038, Greeley, CO 80632, a verified Statement of Opposition, setting forth facts as to why the application should not be granted, or why it should be granted only in part or on certain conditions. Such Statement of Opposition must be filed by the last day of August 2006 (forms available on www.courts.state.co.us or in the Clerk’s office), and must be filed as an Original with triplicate copies and include $70.00 filing fee. A copy of each Statement of Opposition must also be served upon the Applicant or Applicant’s Attorney and an affidavit or certificate of such service of mailing shall be filed with the Water Clerk.