WATER DIVISION NO. 1, STATE OF COLORADO DISTRICT COURT, WELD COUNTY 901 9th Avenue Greeley, CO 80631-1113

▲COURT USE ONLY▲

ADMINISTRATIVE ORDER NO. 11-03

Case No.: 2011 CW 01

ADMINISTRATIVE ORDER REGARDING THE REFERRAL OF APPLICATIONS FOR WATER RIGHTS FILED PURSUANT TO

§ 37-92-203 TO THE WATER REFEREE Prior to July 2, 2007, applications filed in Water Division No. 1 pursuant to C.R.S. § 37-92-302 were referred to a Water Referee by a written order entered in every case. After that date, applications filed in Water Division No. 1 pursuant to C.R.S. §37-92-302 were referred to a Water Referee by a less formal process for which there was no written record. Administrative Order 11-03 establishes the procedure by which applications for water rights filed in Water Division No. 1 will be referred to the Water Referee. This Administrative Order shall serve as the written order of referral for all cases referred to the Water Referee at the inception of the case.

Pursuant to C.R.S. § 37-92-203(7) and Rule 6(a) of the Uniform Local Rules for State Water Courts (“U.L.R.”), it is ordered that all applications filed in Water Division No. 1 pursuant to C.R.S. § 37-92-302, except those cases retained by the Water Judge for adjudication, are hereby referred to the Water Referee for Water Division No. 1. The Water Referee has the authority and duty to promptly begin investigating and to rule upon applications for determination of water rights, changes of water rights, approval of plans of augmentation, findings of reasonable diligence in the development of conditional water rights, approval of a proposed or existing exchange of water, approval to use water outside of the state, and other water matters, in accordance with the applicable constitutional, statutory, and case law. U.L.R. 6(a). Upon investigating the matter, the Water Referee may re-refer an application to the Water Judge for adjudication. Id. BY THE COURT ___________________________________ James F. Hartmann Water Judge, Water Division No. 1

DISTRICT COURT, WATER DIVISION 1, COLORADO MARCH 2011WATER RESUME PUBLICATION 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 MARCH 2011 for each County affected. 11CW34 Gary R. Kincade and Donna M. Kincade (Robert H. Weinstein, Esq , #20025, 8200 S. Quebec St., Suite A3, #125, Centennial, CO 80112) APPLICATION FOR UNDERGROUND WATER RIGHTS FROM THE NONTRIBUTARY DENVER, ARAPAHOE AND LARAMIE-FOX HILLS AQUIFERS ELBERT COUNTY. 2.5 Acres in Saddlewood Subdivision, Filing 2, Lot 55 located in NE/4 SE/4 Section 5, T8S, R64 W of the 6th P.M. Source of Water Rights: Denver (1.4 ), Arapahoe (1.15 ) and Laramie-Fox Hills (1.0) aquifers. Date of Appropriation: 7-12-1990. Proposed uses: unified municipal water systems, municipal, domestic, industrial, commercial, irrigation, augmentation, stock watering, recreational, fire protection, water feature ponds and piscatorial habitat less than 1000 square feet, and wildlife. 3 pages. 11CW35 TOM BENDER, 22017 Hwy. 39, Weldona, CO 80653. Telephone: (970) 645-2281. APPLICATION FOR CHANGE OF WATER RIGHT IN MORGAN COUNTY. Bender Well No. 7251 located NW1/4, NE1/4, S14, T4N, R60W of the 6th PM and Bender Well No. 10588 located SE1/4, NW1/4, S14, T4N, R60W of the 6th PM. Date of original decree: October 2, 1975 in case no. W-2704 B-5 in Water Division 1. Source: Groundwater. Appropriation date: 7251 is August 30, 1950; 10588 is February 17, 1944. Amount: 7251 is 3 cfs; 10588 is 3.55 cfs. Use: Irrigation. No change to amount of water. Change: to add 40 acres to well 10588 to include 200 acres in the W1/2 of SE1/4, E1/2 of SW1/4 and the W1/2 of the E1/2 of the SE1/4, S11, T4N, R60W and delete 40 acres from well 7251 with the remaining 40 acres being the E1/2 of the E1/2 of the SE1/4, S11, T4N, R60W. All other acres staying the same. 11CW36, LaVonne M. Zweygardt, 5755 Valley Hi Drive, Parker, CO 80134 (James J. Petrock, Petrock & Fendel, 700 17th Street, #1800, Denver, CO 80202), APPLICATION FOR UNDERGROUND WATER RIGHTS FROM NOT NONTRIBUTARY AND NONTRIBUTARY SOURCES, IN THE NONTRIBUTARY LOWER DAWSON, ARAPAHOE, AND LARAMIE-FOX HILLS AND THE NOT NONTRIBUTARY DENVER AQUIFERS, in DOUGLAS COUNTY, 21.5 acres in the S1/2SW1/4 of Section 11, T6S, R66W of the 6th P.M., Not nontributary Denver: 9 acre-feet; Nontributary Lower Dawson: 6 acre-feet; Arapahoe: 9 acre-feet; and Laramie-Fox Hills: 6 acre-feet, Domestic, including in-house, commercial, irrigation, stockwatering, and augmentation and storage purposes, on and off the Subject Property. (5 pages). 11CW37 BRIAN K. MULLINS, 7707 Dunbarton Ave., Los Angeles, CA 90045. Telephone: (310) 641-9543. APPLICATION FOR FINDING OF REASONABLE DILIGENCE IN PARK COUNTY. Date of original decree: 03-11-05 in case no. 96CW852 in Water Div 1. Mullins Well located NW1/4, NW1/4, S20, T10S, R75W of the 6th PM at a distance 570 ft from North and 810 ft from West. Street address: 548 Santa Maria Drive. Santa Maria Ranch subdivision; Lot 22. Source: Groundwater. Appropriation date: 12-12-96. Amount: 0.033 cfs. Depth: 480 ft. Use: Household use in a single family dwelling not including irrigation. The return flow shall be returned to the stream system in which well is located.

11CW38 MARK BOSSMAN, 9425 Eagle Clift Rd., Conifer, CO 80433. Telephone: (303) 838-2416. APPLICATION FOR FINDING OF REASONABLE DILIGENCE IN JEFFERSON COUNTY. Date of original decree: 4-26-05 in case no. 04CW161 in Water Div. 1. 11 Wells located on approximately 43 acres in portions of the SW1/4, NE1/4 and the NE1/4, W1/2, SE1/4 of S12, T6S, R71W of the 6th PM. Street address: 9425 Eagle Cliff Rd. Source: Groundwater for 11 wells and Mountain Mutual for agumentation water. Appropriation date: 06-30-04. Amount: Consumptive use 0.806 af. Use: Mixed residential and commercial. 11CW39, (Case Nos. 86CW398, 88CW266, and 90CW101, Case No. 96CW280 and Case No. 04CW200), City of Westminster, 4800 West 92nd Avenue, Westminster, Colorado 80031, (303) 658-2400 (c/o Lee H. Johnson, Carlson, Hammond & Paddock, LLC, 1700 Lincoln Street, Suite 3900, Denver, Colorado 80203). APPLICATION FOR FINDING OF REASONABLE DILIGENCE AND TO MAKE A CONDITIONAL WATER RIGHT ABSOLUTE IN ADAMS AND JEFFERSON COUNTIES. 2. Name of Structures: A. Kershaw Ditch, B. Sayer and Lees Ditch, C. Wolff Ditch, D. Lower Clear Creek Ditch, E. Church Ditch, F. Farmers High Line Canal, G. Croke Canal. 3. Description of conditional water rights: A. Date of Original Decree: November 6, 1990, Consolidated Case Nos. 86CW398, 88CW266 and 90CW101, Water Court, Division 1, State of Colorado. B. In Consolidated Case Nos. 86CW398, 88CW266, and 90CW101, (the “Consolidated Cases”), Westminster obtained a decree for a conditional exchange of water from the headgate of the Lower Clear Creek Ditch to the Church Ditch headgate, the Farmers High Line Canal headgate, and the Croke Canal headgate. Westminster obtained a diligence decree for said conditional exchange in Case No. 96CW280 and Case No. 04CW200. The location of the structures are as follows: Kershaw Ditch: The headgate of the Kershaw Ditch is located on the north bank of Clear Creek at the center of the SE1/4 of Section 7, Township 3 South Range 68 West, Adams County, Colorado. Westminster provides the following coordinates to identify the relevant location utilizing the Universal Transverse Mercator (UTM) grid system projection based on the North American Datum of 1983 (NAD83), Zone 13 North: (496254 E, 4405228 N). Slough Ditches: The Sayer and Lees and Wolff Ditches, described below, are members of the Bayou Ditch Association, commonly referred to as the Slough Ditches. The Slough is a collection of 20 ditches holding 28 decrees from Clear Creek and diverting through a single common headgate located in the NW1/4SE1/4 of Section 19, Township 3 South, Range 69 West of the 6th P.M., on the North bank of Clear Creek upstream of its confluence with Ralston Creek. After water is diverted in the single Clear Creek headgate, it is distributed to the various Slough Ditches through individual headgates on the Slough, or the North Channel of Clear Creek. Westminster provides the following coordinates to identify the location of the headgate of the “Slough” or North Channel of Clear Creek utilizing the Universal Transverse Mercator (UTM) grid system projection based on the North American Datum of 1983 (NAD83), Zone 13 North: (486651 E, 4402542 N). Sayer and Lees Ditch: The headgate of the Sayer and Lees Ditch is located on the south bank of the "Slough," a channel heading from Clear Creek and in the NE 1/4 of the SE 1/4 of Section 16, Township 3 South, Range 69 West in Jefferson County, Colorado. Westminster provides the following coordinates to identify the relevant location utilizing the Universal Transverse Mercator (UTM) grid system projection based on the North American Datum of 1983 (NAD83), Zone 13 North: (490634 E, 4404150 N). Wolff Ditch: The headgate of the Wolff Ditch is located on the south bank of the "Slough" a channel leading from Clear Creek, and in the NE1/4 of the SW1/4 of Section 13, Township 3 South, Range 69 West, Jefferson County, Colorado. Westminster provides the following coordinates to identify the relevant location utilizing the Universal Transverse Mercator (UTM) grid system projection based on the North American Datum of 1983 (NAD83), Zone 13 North: (491392 E, 4404254 N). Lower Clear Creek Ditch: The headgate of the Lower Clear Creek Ditch is located on the north bank of Clear Creek at a point on the section line between sections 4 and 5, Township 3 South, Range 68 West, Jefferson County, Colorado. Westminster provides the

following coordinates to identify the relevant location utilizing the Universal Transverse Mercator (UTM) grid system projection based on the North American Datum of 1983 (NAD83), Zone 13 North: (499883 E, 4407356 N). Church Ditch: The Clear Creek headgate of the Church Ditch, also known as the Golden City and Ralston Creek Ditch, is located on the north bank of Clear Creek at a point in the NE1/4 of Section 32, Township 3 South, Range 70 West, Jefferson County, Colorado, 1450 feet S 69̊ 30' W from the northeast corner of said section. Westminster provides the following coordinates to identify the relevant location utilizing the Universal Transverse Mercator (UTM) grid system projection based on the North American Datum of 1983 (NAD83), Zone 13 North: (478991 E, 4400296 N). Farmers High Line Canal: The Clear Creek headgate of the Farmers High Line Canal is located on the North bank of Clear Creek in the SW1/4 of Section 27, Township 3 South, Range 70 West, a short distance below the Ford Street Bridge across Clear Creek in the City of Golden, Jefferson County, Colorado. This point is approximately 1.5 miles upstream of the headgate of the Croke Canal. Westminster provides the following coordinates to identify the relevant location utilizing the Universal Transverse Mercator (UTM) grid system projection based on the North American Datum of 1983 (NAD83), Zone 13 North: (481286 E, 4400999 N). Croke Canal: The Clear Creek headgate of the Croke Canal is located on the north bank of Clear Creek in the NW1/4NE1/4 of Section 26, Township 3 South, Range 70 West, 6th P.M., Jefferson County, Colorado. Westminster provides the following coordinates to identify the relevant location utilizing the Universal Transverse Mercator (UTM) grid system projection based on the North American Datum of 1983 (NAD83), Zone 13 North: (483408 E, 4402089 N). C. Source: In the Consolidated Cases, Westminster obtained a decree for an exchange of water in the amount of 4.46 c.f.s, attributable to Westminster's interests in the Kershaw Ditch, the Sayer and Lees Ditch and the Wolff Ditch water rights changed therein. Under the exchange, water which could be diverted by Westminster upon its Kershaw, Sayer and Lees, and Wolff Ditch water rights as changed in the Consolidated Cases will be allowed to remain in Clear Creek. Such water will provide a substitute supply of water to meet a portion of the lawful demand of the Lower Clear Creek Ditch, and an equivalent amount of water will be diverted at the headgate of the Church Ditch, the Farmers High Line Canal, or the Croke Canal for storage or direct use within the municipal water system of the City of Westminster. The "exchange from" point is the headgate of the Lower Clear Creek Ditch and the "exchange to" points are the headgates of the Church Ditch, the Farmers High Line Canal, or the Croke Canal. The source of water diverted by exchange is Clear Creek. D. Appropriation Date and Amount: December 31, 1986 for 4.46 c.f.s., conditional. E. Use: Pursuant to the decree entered in the Consolidated Cases, the exchanged water will be used directly, stored at any location to which it can be delivered by means of the ditches through which it may be diverted pursuant to the Consolidated Cases decree, including without limitation, Standley Lake, Signal Reservoirs No. 1 and 2, Leyden Reservoir, Kelly Lakes, and Hyatt Lake, reused, exchanged, and fully consumed for all beneficial uses of the municipal water system of Westminster, including domestic, irrigation, commercial, industrial, recreation, fish and wildlife, augmentation, replacement and exchange. 4. Detailed outline of what has been done toward completion of the appropriation and application to a beneficial use. A. During the diligence period, Westminster has operated the conditional exchange decreed in the Consolidated Cases when in priority and in accordance with the terms and conditions set forth in the Consolidated Cases Decree. The exchanged water has subsequently been applied to beneficial use consistent with the terms of the Consolidated Cases Decree. Additional details concerning dates and amounts of operation are set forth in paragraph 5, below. B. The conditional exchange decreed in the Consolidated Cases is part of Westminster’s Clear Creek Water Supply System, an integrated system under § 37-92-301(4)(b), C.R.S. During the diligence period, Westminster has continued the development of its Clear Creek Water Supply System. Activities have included, among other things, acquisition of additional interests in water on Clear Creek and its tributaries and the South Platte River, entering into contracts for the construction of additional storage vessels, and

participation in numerous Water Court cases for purposes of protecting, maintaining and developing Westminster’s Water Supply System. Expenses associated with these activities have been incurred during the diligence period. C. During the diligence period, Westminster continued to operate under the carriage agreement with the Farmers High Line Canal and Reservoir Company for the use of excess capacity in the Farmers High Line Canal. This agreement allows Westminster to carry additional water through the Farmers High Line Canal, including water exchanged to the Farmers High Line Canal in accordance with the decree in the Consolidated Cases. Westminster is contractually obligated to pay an annual fee for use of the Farmers High Line Canal. Westminster has continually made these payments during the diligence period. D. During the diligence period, Westminster has paid substantial amounts in annual assessments to the Farmers High Line Canal and Reservoir Company, the Church Ditch Company and the Farmers Reservoir and Irrigation Company. Said assessments have been used in part to fund annual operations and maintenance activities associated with the Farmers High Line Canal, the Church Ditch and the Croke Canal. The exchange decreed in the Consolidated Cases directly involves these ditches. E. During the diligence period, Westminster has participated in a number of water court proceedings in an effort, in part, to protect and maintain return flows to Clear Creek and the South Platte River basin. 5. Water applied to beneficial use: At various times during the month of July, 2010, (and upon the provision of advance notice to the water commissioner), Westminster operated the conditional exchange. An accounting spreadsheet related to these operations is attached as Exhibit A. Specifically, commencing on July 17, 2010, and at various times during the remainder of that month, Westminster diverted 4.46 c.f.s. of water at the Kershaw Ditch headgate, located as described in paragraph 3.B., above. The diverted water was measured and returned to Clear Creek via Westminster’s augmentation station in the Kershaw Ditch, a short distance downstream of the Kershaw Ditch headgate. The 4.46 c.f.s. of water diverted at the Kershaw Ditch headgate consisted of 0.015 c.f.s. of Sayers & Lee water diverted at the Kershaw Ditch headgate as an alternate point of diversion under the Consolidated Cases Decree, 0.083 c.f.s. of Wolff Ditch water also diverted at the Kershaw Ditch headgate as an alternate point of diversion under the Consolidated Cases Decree, and 4.36 c.f.s. of Kershaw Ditch water diverted at the Kershaw Ditch headgate in accordance with the terms of the Consolidated Cases Decree. The 4.46 c.f.s. was returned to Clear Creek and provided a substitute supply of water to meet a portion of the lawful demand of the Lower Clear Creek Ditch. An equivalent amount of water was then diverted by exchange at the headgate of the Farmers High Line Canal, stored in Standley Lake and beneficially used within the municipal water system of the City of Westminster. Therefore, Westminster seeks to make the entirety of the 4.46 c.f.s. conditional exchange absolute in this matter. 6. Name(s) and address(es) of owner(s) 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: N.A. The structures involved in the conditional exchange are all existing, not new, diversion structures. There was, and is, no need to modify said diversion structures in order to accomplish the conditional exchange. On information and belief, there are no current plans to modify the existing diversion structures at this time. WHEREFORE, Westminster respectfully requests the Court to enter its decree and ruling as follows in order of preference: A. To make absolute the entirety of the 4.46 c.f.s. of the conditional exchange originally decreed in Consolidated Case Nos. 86CW398, 88CW266 and 90CW101. B. In the alternative, to make absolute a portion of the 4.46 c.f.s conditional exchange originally decreed in Consolidated Case Nos. 86CW398, 88CW266 and 90CW101, to enter a finding of reasonable diligence with respect to the remaining portion of the conditional exchange, and providing that a subsequent showing of diligence for the remaining portion of the conditional exchange be made six years from the date of entry of a decree of diligence. C. In the alternative, to enter a finding of reasonable diligence for the entirety of the conditional exchange originally decreed in Consolidated Case Nos. 86CW398,

88CW266, and 90CW101, and providing that a subsequent showing of diligence be made six years from the date of entry of a decree of diligence. 11CW40 FORT MORGAN FARMS, LLC, c/o Robert L Graves, 5821 West County Road 54, Bellevue, Colorado 80512, E-mail address: rlgraves@hotmail.com, 970-482-5789. Attorney: Timothy R. Buchanan, Buchanan and Sperling, P.C., 7703 Ralston Road, Arvada, Colorado 80002, trb@tbvs.net, 303-431-9141. APPLICATION FOR CONDITIONAL WATER RIGHT, AND APPROVAL OF PLAN FOR AUGMENTATION, INCLUDING APPROPRIATIVE RIGHTS OF SUBSTITUTION AND EXCHANGE IN MORGAN AND WELD COUNTIES. APPLICATION FOR CONDITIONAL WATER RIGHT 2. Name of Structure: Fort Morgan Farms Augmentation Pipeline. 3. Legal Description of Point of Diversion: Pumping station diverting from the surface flow of the South Platte River located in the Southeast Quarter of the Northwest Quarter and in the Southwest Quarter of the Northeast Quarter of Section 18, Township 4 North, Range 58 West of the 6th (“Fort Morgan Farms Pumping Station”), the approximate location of which is shown in Exhibit 1. 4. Source: South Platte River. 5. Appropriation Information: a. Date of Initiation of Appropriation: December 31, 2010. b. How Appropriation was Initiated: By field investigation of diversion location and route of pipeline. c. Date Water Applied to Beneficial Use: Not applicable. 6. Amount Claimed: 20 cubic feet per second, conditional. 7. Use or Proposed Uses: The water will be used for direct irrigation, and recharge of the alluvial aquifer of the South Platte River and augmentation purposes, including replacement of return flows. The water that is used for recharge of the alluvial aquifer of the South Platte River and augmentation purposes will be delivered into Recharge Facilities, described below, and the water accruing to the South Platte River will be used for augmentation or replacement purposes as described in the augmentation plan portion of this application. 8 .Name(s) and address(es) of owner(s) or reputed owner(s) of the land on 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: Ethel Arndt, 12464 County Road 12, Weldona, Colorado 80653. APPLICATION FOR APPROVAL OF PLAN FOR AUGMENTATION 9. Statement of Plan for Augmentation: Applicant proposes to divert directly or by exchange the fully consumable portion of water available pursuant to the water rights described in paragraph 10 of this Application to the Recharge Facilities described in paragraph 12 of this Application. Those deliveries of fully consumable water to the Recharge Facilities will deliver water into the alluvial aquifer and generate accretions to the South Platte River (“Recharge Water”). Applicant will utilize the Recharge Water as a source of replacement water in the following plans for augmentation: (1) plan for augmentation approved in the Decree entered on September 16, 2008 by the District Court in and for Water Division No. 1 (“Water Court”) in Case No. 2000CW261; (2) application for approval of plan for augmentation of Fort Morgan Farms, LLC, currently pending before the Water Court in Case No. 2007CW291; (3) application for approval of plan for augmentation and change of water right of Fort Morgan Farms, LLC, currently pending before the Water Court in Case No. 2008CW104; and (4) any future plans for augmentation for which Applicant seeks water court approval (collectively hereinafter the “Fort Morgan Farms Augmentation Plans”). Applicant will also use the Recharge Water for the replacement of historical return flows attributable to 6 shares of capital stock in the Weldon Valley Ditch Company changed by the Applicant in Case No. 2005CW346. Applicant may lease Recharge Water that is not otherwise required by the Applicant for the replacement of depletions pursuant to the Fort Morgan Farms Augmentation Plans to other persons or entities within Water Division No. 1 for use under approved substitute water supply plans approved by the State Engineer pursuant to C.R.S. § 37-92-308 or plan for augmentation decrees. If the Recharge Water is used by any other water user in five separate years, such other water user shall be required to apply to the Court for, and obtain, a decree authorizing the use of subject water rights in order for such use

to continue. 10. Fully Consumable Water to be Delivered to Recharge Facilities: a. Fort Morgan Farms Augmentation Pipeline Water Right: Water available pursuant to the Fort Morgan Farms Augmentation Pipeline Water Right identified in paragraphs 2 through 8 of this Application. b. Weldon Valley Ditch Company Shares: Applicant owns six (6) shares of capital stock in the Weldon Valley Ditch Company (“Weldon Valley Shares”). The decreed use of water attributable to the Weldon Valley Shares was changed pursuant to the Decree entered on July 16, 2010 by the Water Court in Case No. 2005CW346 from irrigation to include augmentation, replacement, recharge, and exchange, with the right to fully consume the consumable portion of the water, either by first use, successive use, or disposition. As a shareholder in the Weldon Valley Ditch Company, Applicant is also entitled to a pro-rata portion of the recharge water allocated to the Weldon Valley Ditch Company and generated pursuant to the water right and recharge plan confirmed in Case No. 2002CW377. To the extent that fully consumable water delivered to the South Platte River pursuant to the Weldon Valley Shares is not required for immediate replacement of depletions pursuant to the plan for augmentation approved in the Decree entered on September 16, 2008 by the Water Court in Case No. 2000CW261, Applicant will divert the fully consumable water at the Fort Morgan Farms Pumping Station and use the water for direct irrigation or deliver that water to the Recharge Facilities. Pursuant to the Decree entered in Case No. 2005CW346, the water rights associated with the Weldon Valley Shares includes the following: (1) Dates decrees entered, Case Nos. and courts: The Weldon Valley Ditch water right was confirmed in Case No. 433 in the Weld County District Court, Weld County, State of Colorado, on November 21, 1895, as priority number 15, and an appropriation dated of October 26, 1881 for 165 c.f.s. from the South Platte River (the "Weldon Valley Priority"). The decreed use of water attributable to the Weldon Valley Shares was changed pursuant to the Decree entered on July 16, 2010 by Water Court in Case No. 2005CW346. The Weldon Valley Shares equate to 1.55 c.f.s. of the Weldon Valley Priority. (2) Appropriation date: October 26, 1881 (3) Type of water rights: Surface. (4) Legal description of point of diversion or storage structure: The decreed point of diversion is the North bank of the South Platte River in the Southeast Quarter (SE1/4) of Section 13, Township 4 North, Range 61 West of the 6th P.M., Weld County, Colorado. (5) Source of water: South Platte River. (6) Amounts: The Weldon Valley Shares represent 1.55 cfs of the 165 cfs Weldon Valley Priority. (7) Decreed uses: The decreed uses of the Weldon Valley Shares include irrigation, augmentation, replacement, recharge, and exchange, with the right to fully consume the consumable portion of the water, either by first use, successive use, or disposition. Applicant may also divert at the Fort Morgan Farms Pumping Station the Applicant’s portion of fully consumable water generated pursuant to the Weldon Valley Ditch Recharge Water Right. Additionally, the Applicant may divert fully consumable water generated pursuant to the Weldon Valley Ditch Recharge Water Right that the Applicant has leased from either the Weldon Valley Ditch Company or from other shareholders in the Weldon Valley Ditch Company. The Weldon Valley Ditch Recharge Water Right is described as follows: (8) Dates decrees entered, Case Nos. and courts: Decree entered on November 5, 2009 by the Water Court in Case No. 2002CW377. (9) Appropriation date: December 13, 2002. (10) Type of water rights: Surface. (11) Legal description of point of diversion or storage structure: The decreed point of diversion is the North bank of the South Platte River in the Southeast Quarter (SE1/4) of Section 13, Township 4 North, Range 61 West of the 6th P.M., Weld County, Colorado. (12) Source of water: South Platte River. (13) Amounts: 165 c.f.s conditional, to continuously fill and refill the recharge sites whenever water is legally and physically available for diversion, up to a total volume of diversions of 25,000 acre feet in any consecutive five-year period and not to exceed 6,000 acre feet in any single year, as measured at the headgate of the Weldon Valley Ditch on the South Platte River. (14) Decreed uses: Water diverted pursuant to the Weldon Valley Ditch Recharge Water Right is used to generate recharge credits. The recharge credits may be used for augmentation, irrigation, replacement and exchange primarily by Weldon Valley Ditch Company shareholders to replace stream depletions associated with use of wells owned by said shareholders

pursuant to augmentation plans decreed by this Court and/or substitute water supply plans approved by the State Engineer pursuant to § 37-92-308 and/or successor statutes. c. Fully Consumable Water from Case No. 2000CW261: Pursuant to Findings of Fact, Conclusions of Law, Judgment, and Decree of the Water Court entered in Case No. 2000CW261 by the District Court in and for Water Division No. 1 on September 16, 2008 (“Case No. 2000CW261 Decree”), the Applicant owns fully consumable water accruing to the South Platte River associated with the use and operation of the Fort Morgan Company Augmentation Water Right, which is described in more detail in the Case No. 2000CW261 Decree, and is summarized as follows: i. Name of Structure. Fort Morgan Canal. The location of the Fort Morgan Canal is shown on the map attached as Exhibit A to the Case No. 2000CW261 Decree and the headgate of the Fort Morgan Canal is located at a point on the South Bank of the South Platte River 23 chains north and 5 chains west of the Southeast Corner of Section 3 1, Township 5 North, Range 59 West of the 6th P.M., Morgan County, Colorado. ii. Source. South Platte River. iii. Date of Initiation of Appropriation: December 29, 2000. iv. Rates of Flow. 50 c.f.s., with 10.9 c.f.s of this amount being absolute; and the remaining 39.1 c.f.s. of this amount being conditional. v. Uses: The water will be used for substitution and exchange, for replacement of depletions through recharge of the aquifer and augmentation purposes pursuant to the augmentation plan approved in the Case No. 2000CW261 Decree and the other augmentation plans described in the Case No. 2000CW261 Decree. vi. Pursuant to the 2000CW261 Decree, at times when Fort Morgan Reservoir and Irrigation Company (“Fort Morgan Company”) has excess augmentation credits generated from the Fort Morgan Company Augmentation Water Right that are not required as an augmentation source for the wells or structures described in Case Nos. W-2692, 91CW035, W-9383-78, 94CW185, 94CW186, 96CW017, or 92CW081, Applicant has a right of first refusal to those augmentation credits. vii. From time-to-time, the fully consumable water that is not required by either the Applicant or the Fort Morgan Company pursuant to the operation of the Case No. 2000CW261 Decree will be substituted and exchanged for water diverted at the Fort Morgan Farms Augmentation Pipeline. 11. Additional Sources of Water to be Delivered to the Recharge Facilities: Applicant may file future applications with the Court to divert additional water supplies from the South Platte River through the pipeline. 12. Description of Recharge Facilities: Applicant will use the following Recharge Facilities for recharge of the alluvial aquifer, the approximate locations of which are shown on Exhibit 1: a. McKracken North Recharge Site i. Owner: Applicant. ii. Owner Address: See paragraph 1 of this Application. iii. Location: Recharge ponds located in the East Half of the Northwest Quarter and in the Northwest Quarter of the Northwest Quarter of Section 30, Township 4 North, Range 58 West of the 6th P.M. b. McKracken South Recharge Site i. Owner: Applicant. ii. Owner Address: See paragraph 1 of this Application. iii. Location: Recharge ponds located in the East Half of the Southwest Quarter of Section 30, Township 4 North, Range 58 West of the 6th P.M. c. Southard North Recharge Site i. Owner: Applicant. ii. Owner Address: See paragraph 1 of this Application. iii. Location: Recharge ponds located in the East Half of the Northwest Quarter of Section 31, Township 4 North, Range 58 West of the 6th P.M. d. Southard South Recharge Site i. Owner: Applicant. ii. Owner Address: See paragraph 1 of this Application. iii. Location: Recharge ponds located in the East Half of the Southwest Quarter and in the West Half of the West Half of the Southwest Quarter of Section 31, Township 4 North, Range 58 West of the 6th P.M. e. Heitschmidt Recharge Site i. Owner: Applicant. ii. Owner Address: See paragraph 1 of this Application. iii. Location: Recharge ponds located in the West Half of the Southeast Quarter of Section 31, Township 4 North, Range 58 West of the 6th P.M. f. Fort Morgan Farms Bijou Creek Recharge Site i. Owner: Applicant. ii. Owner Address: See paragraph 1 of this Application. iii. Location: Recharge ponds located in the East Half of the Northwest Quarter, the West Half of the West Half of the Northwest Quarter, and the West Half of the Northeast Quarter of Section 6, Township 3 North, Range 58 West of the 6th P.M. g. Fort Morgan Farms North End Recharge Site i. Land Owner: United States of America, Bureau of Reclamation. ii. Land Owner Address: United

States of America, Bureau of Reclamation, Great Plains Region, Eastern Colorado Office, 11056 W. County Rd 18E Loveland, CO 80537-9711. iii. Location: Recharge ponds located in the North Half of Section 24, Township 4 North, Range 59 West of the 6th P.M. h. Fort Morgan Farms Sonny Middle Recharge Site i. Land Owner: Adam Weimer Jr. Living Trust & Darlene K. Weimer Living Trust. ii. Land Owner Address: 20405 County Rd. 13, Fort Morgan, Colorado 80701. iii. Location: Recharge pond located in the East Half of the Southwest Quarter of Section 19, Township 4 North, Range 58 West of the 6th P.M. i. Fort Morgan Farms Sonny North Recharge Sites i. Land Owner: Adam Weimer Jr. Living Trust & Darlene K. Weimer Living Trust. ii. Land Owner Address: 20405 County Rd. 13, Fort Morgan, Colorado 80701. iii. Location: Recharge ponds located in the North Half of the Northeast Quarter and the East Half of the Northeast Quarter of the Northwest Quarter of Section 19, and in the South Half of the Southeast Quarter of Section 18, all in Township 4 North, Range 58 West of the 6th P.M. j. Fort Morgan Farms Sonny South Recharge Site i. Land Owner: Adam Weimer Jr. Living Trust & Darlene K. Weimer Living Trust. ii. Land Owner Address: 20405 County Rd. 13, Fort Morgan, Colorado 80701. iii. Location: Recharge pond located in the North Half of the Northeast Quarter of Section 30, Township 4 North, Range 58 West of the 6th P.M. k. Fort Morgan Farms Morse Recharge Site i. Land Owner: Edward A. Morse. ii. Land Owner Address: 3 Carrie Ct, Fort Morgan, Colorado 80701. iii. Location: Recharge pond located in the North Half of the Southwest Quarter of Section 32, Township 4 North, Range 58 West of the 6th P.M. l. Fort Morgan Farms Heitschmidt East Recharge Site i. Owner: Applicant. ii. Owner Address: See paragraph 1 of this Application. iii. Location: Recharge pond in the North Half of the Southeast Quarter of Section 31, Township 4 North, Range 58 West of the 6th P.M. m. Layton Lateral i. Owner: Layton Lateral Ditch Company. ii. Owner Address: c/o Bob Geisick, P.O. Box 972, Fort Morgan, Colorado 80701. iii. Location: The reach of the Layton Lateral Ditch beginning in the Southwest Quarter of the Southeast Quarter of Section 30, Township 4 North, Range 58 West to the Southeast Quarter of the Southwest Quarter of Section 29, Township 4 North, Range 58 West of the 6th P.M. iv. No credit will be claimed for recharge water when the structure is used for carrying water associated with the Layton Lateral Ditch Company. n. Dave McKracken Pond i. Land Owner: Dave W. McKracken and Brian K. McKracken. ii. Land Owner Address: 13490 County Road T, Fort Morgan, Colorado 80701. iii. Location: Recharge pond located in the Northeast Quarter of the Northeast Quarter of Section 32, Township 4 North, Range 58 West of the 6th P.M. o. Fort Morgan Farms West Recharge Site i. Owner: Applicant. ii. Owner Address: See paragraph 1 of this Application. iii. Location: Recharge ponds located in the Southeast Quarter of the Northwest Quarter, the Southwest Quarter of the Northeast Quarter, the Northwest Quarter of the Southeast Quarter, and the Northeast Quarter of the Southwest Quarter all in Section 25, Township 4 North, Range 59 West of the 6th P.M. p. Applicant either owns the land where the Recharge Facilities are located or has entered in or will enter into an agreement to use the land for the Recharge Facilities. 13. Description of Recharge Project. a Water will be diverted from the South Platte River at the Fort Morgan Farms Pumping Station at times (1) when the Fort Morgan Farms Augmentation Pipeline Water Right described in paragraphs 2 through 8 of this Application is in priority, or (2) when fully consumable water is available pursuant to the sources identified in paragraphs 10.b and c of this Application is available for either direct diversion or diversion by exchange. The water diverted from the South Platte River will be carried in a pipeline to the Recharge Facilities (“Recharge Facilities”), and delivered into the Recharge Facilities. The Recharge Facilities will not be lined and will allow water to percolate out of the bottom and sides of the Recharge Facilities into the alluvium of the South Platte River (“Recharge Water”). Applicant will calculate the amount of Recharge Water generated by this plan by measuring the deliveries into the Recharge Facilities and subtracting any losses associated with evaporation and evapotranspiration by vegetation. Applicant proposes that the timing and amount of Recharge Water accruing to the South Platte River resulting from recharge of the alluvial aquifer pursuant to this recharge plan be calculated by means of the analytical

equations described by Glover (Glover 1977) and others. Applicant proposes to apply the analytical equations developed by Glover with a parallel no-flow boundary, and the following parameters: (1) a boundary condition for the alluvial aquifer indicating that the boundary constitutes a “no-flow” condition; (2) the width of the aquifer on the side of the river where the recharge structure is located, commonly referred to as “W”; (3) the distance from the river to the location of the recharge structure, commonly referred to as “X”; (4) the transmissivity of the aquifer between the recharge structure and the river, commonly referred to as “T”; and (5) the specific yield of the aquifer, commonly referred to as “S”. The aquifer parameters for each of the Recharge Facilities will be determined, when possible, from the U.S. Geological Survey Publication entitled Hydrogeologic Characteristics for the Valley Fill Aquifer in the Weldona Reach of the South Platte River Valley, Colorado (“Hydrogeologic Characteristics”). For purposes of determining the aquifer parameters, the location of the South Platte River will be determined by reference to the plates included within the Hydrogeologic Characteristics. The “X” and “W” factors for each Recharge Facility will be determined by measurement of the perpendicular distance from the South Platte River to the recharge site. The “T” factor will be determined by using the transmissivity as specified in Hydrogeologic Characteristics and other information regarding the aquifer conditions. To the extent a Recharge Facility is located outside the area of the Hydrogeologic Characteristics, the “X”, “W” and “T” factors will be determined by reference to alternative aquifer data. At this time, Applicant also estimates that the specific yield for the aquifer is equal to twenty percent (20%). Applicant proposes the use of the “alluvial aquifer” setting in the Integrated Decision Support Alluvial Water Accounting System (“AWAS”) to complete the calculations of the recharge accretions described in the Glover equation. AWAS was developed in 2003 by the Integrated Decision Support System at the Colorado State University. AWAS is based upon the Analytical Stream Depletion Model of the Office of the State Engineer, Colorado Division of Water Resources, which was developed by Dewayne R. Schroeder in 1987 to compute stream depletion or accretion caused by a well pumping from or recharge to an aquifer hydraulically connected to the stream. Applicant proposes to use alluvial aquifer setting of the AWAS program, or another program which incorporates the Glover parallel no-flow boundary method, to determine the timing and amount of recharge accretions to the South Platte River. The accounting for recharge accretions to the South Platte River will be completed for each Recharge Facility. Applicant will provide accounting for diversions at Fort Morgan Farms Pumping Station by source, deliveries to each of the Recharge Facilities by source, evaporation, and accretions, which accretions generated by this plan are and/or will be used by Applicant in each of its plans for augmentation, or substitute water supply plans approved by the State Engineer pursuant to Section 37-92-308, C.R.S., and/or successor statutes. b. The Recharge Water will be used by Applicant in its decreed or pending plans for augmentation, and any future plans for augmentation for which Applicant seeks water court approval. Applicant may lease Recharge Water, not otherwise required by the Applicant for the replacement of depletions pursuant to the Fort Morgan Farms Augmentation Plans to other persons or entities within Water Division No. 1 for use under approved substitute water supply plans approved by the State Engineer pursuant to C.R.S. § 37-92-308 or plan for augmentation decrees. If the Recharge Water is used by any other water user in five separate years, such other water user shall be required to apply to the Court for, and obtain, a decree authorizing the use of subject water rights in order for such use to continue. APPLICATION FOR APPROPRIATIVE RIGHTS OF SUBSTITUTION AND EXCHANGE 14. Description of Substitution and Exchange. a. Name of substitution and exchange: Fort Morgan Farms Pipeline Exchange. b. Purpose of Exchange: The appropriative right of substitution and exchange described herein will be used by Applicant as a means of delivering fully consumable water from the Case No. 2000CW261 Decree to the Fort Morgan Farms Pumping Station located on the South Bank of the South Platte River in the Southeast Quarter of the Northwest Quarter and in the Southwest Quarter of the Northeast Quarter of Section 18, Township 4 North, Range 58 West of the 6th

P.M., Morgan County, Colorado, for delivery to the Recharge Facilities described in paragraph 12 of this Application for use in the requested plan for augmentation. c. Legal description of exchange reaches and points of substitution and exchange: i. Exchange Reaches: The exchange reaches are on the South Platte River, from the Northeast Quarter of Section 34, Township 5 North, Range 55 West of the 6th P.M., which is the furthest downstream point of introduction of substitute supply from the fully consumable water attributable to the Case No. 2000CW261 Decree (exchange-from point), upstream to the Fort Morgan Farms Pumping Station described in paragraphs 2 and 3 of this Application, which is the point of diversion by exchange (exchange-to point) from the South Platte River. d. Water and water rights to be used for substitution and exchange supply: Fully consumable water available to Applicant from the water rights described in Case No. 2000CW261 Decree. e. Date of initiation of appropriation: December 31, 2010. f. How appropriation was initiated: By investigation of the site for the exchange to point of diversion at the Fort Morgan Farms Augmentation Pipeline. g. Date water applied to beneficial use: Not Applicable. h. Amount claimed: 20 c.f.s., conditional. i. Use or proposed use: The water will be used for recharge of the alluvial aquifer of the South Platte River and augmentation purposes, including replacement of return flows. The water that is used for recharge of the alluvial aquifer of the South Platte River and augmentation purposes will be delivered into Recharge Facilities, described below, and the water accruing to the South Platte River will be used for augmentation or replacement purposes pursuant to the plan for augmentation described in this Application. j. Names and addresses of owners of land upon which any new diversion or storage structure or modification to any existing diversion or storage structure or existing storage pool is or will be constructed or upon which water is or will be stored: Ethel Arndt, 12464 County Road 12, Weldona, Colorado 80653. 11CW41. Pete C. Kuyper, P.O. Box 729, Divide, CO, 80814 (719) 687-6011 APPLICATION FOR FINDING OF REASONABLE DILIGENCE IN TELLER COUNTY, COLORADO. DISTRICT COURT, WATER DIVISION NO. 1, STATE OF COLORADO, 901 9th Street, Greeley, CO 80632. 1. Name, address and telephone number of applicant: Pete C. Kuyper, P.O. Box 729, Divide, CO, 80814 (719) 687-6011 Direct all pleadings to: Michael F. Browning, Porzak Browning & Bushong LLP, 929 Pearl Street, Suite 300, Boulder, Colorado 80302. 2. Name of structures: Kuyper Well Nos. 13 and 14 3. Description of conditional water rights: (a) Prior Decrees. Decreed by the District Court in and for Water Division No. 1 in Case No. 90CW095 on April 2, 1991. Prior findings of reasonable diligence have been obtained in Case Nos. 97CW139 and 04CW233. (b) Location. Kuyper Well No. 13 is located in the NE1/4NE1/4 of Section 12, T.13 S., R.70 W., 6th P.M. at a point 450 feet south of the north section line and 125 feet west of the east section line of said Section 12. Kuyper Well No. 14 is located in the SW1/4SW1/4 of Section 6, T.13 S., R.69 W., 6th P.M. at a point 1300 feet north of the south section line and 600 feet east of the west section line of said Section 6. (c) Source. Groundwater tributary to Rule Creek, a tributary of Trout Creek, a tributary of Horse Creek, a tributary of the South Platte River. (d) Appropriation Date. May 7, 1990 for each. (e) Amount. 200 gpm, conditional, for each, with total diversions from both wells not to exceed 400 acre feet annually. (f) Uses: Irrigation, municipal, fire protection, domestic, commercial, industrial, recreational, fish propagation, and all other beneficial uses, and to fill and maintain Divide Reservoir Nos. 1, 2 and 3. The wells are also alternate and supplement points of diversion for Kuyper Well Nos. 1 through 11 which were decreed in Case No. 86CW372. 4. Diligence Activities. Since entry of the last diligence decree, Applicant has undertaken the following specific activities that demonstrate diligence with respect to the subject conditional water rights: (a) Applicant filed for and obtained findings of reasonable diligence in Case Nos. 07CW075 (Divide Reservoir Nos. 2 and 3), 08CW270 (Divide Reservoir No. 1), and 08CW271 (Kuyper Well Nos. 1 through 11), concerning other aspects of the integrated water supply system of which the subject rights are a part. A

diligence application is also pending in Case No. 10CW82 with respect to Woodland Park/Divide Exchange. All diligence activities found in those cases are also claimed as diligence with respect to the subject rights. (b) Applicant added approximately 600 lineal feet of water distribution lines to the water delivery system of which the subject conditional water rights are a part, at a cost of approximately $18,000. (c) A new water treatment plant was brought to 97% completion, and a Lowry Bubbler for PH and radon volatiles was installed, at cost of approximately $781,000. (d) The water storage tower was raised to increase its capacity by approximately 80,000 gallons, at a cost of approximately $95,000. (e) Applicant drilled and equipped Kuyper Well No. 4, at a cost of approximately $24,000. (f) URS was engaged and is performing an analysis of the fire flow and distribution system, at a cost of approximately $5,000. (g) Kuyper intends to drill and complete the subject wells as soon as demands require. (h) As noted above, Applicant expended in excess of $900,000 toward development of the municipal water supply system of which the subject wells are a part during this diligence period. WHEREFORE, Applicant requests that the Court enter a finding of reasonable diligence with respect to the conditional water right described herein. 11CW42 CHRIS AND WENDY JUDSON, 414 W. Seagull Dr., Chandler, AZ, 85286. Telephone: (480) 363-7004. APPLICATION FOR FINDING OF REASONABLE DILIGENCE IN JEFFERSON COUNTY. Judson Well, permit no. 74445-F fka located NW1/4, NW1/4, S9, T6S, R71W of the 6th PM at a distance 999 ft. from North and 48 ft. from West. Street address: 9221 S. Warhawk Rd., Conifer, CO 80433. Etter Subdivision; Lot 3. Source: Blue Creek, tributary to Cub Creek, tributary to Bear Creek, tributary to South Platte river. Appropriation date: July 31, 2003. Amount: 15 gpm. Depth: 452 ft. Use: Domestic and ordinary household purposes, the watering of domestic animals, the irrigation of lawns and gardens and fire protection purposes. 11CW43 (97CW16) Leslie S. Hahn Revocable Trust, c/o Leslie S. Hahn, Trustee, 8353 W. Iliff Ave., Lakewood, Colorado 80227, lesliehahn1@aol.com, 303-886-7528; c/o Stuart B. Corbridge and Aine L. Durkin, Vranesh and Raisch, LLP, 1720 14th Street, Suite 200, P.O. Box 871, Boulder, Colorado 80306. Application for Finding of Reasonable Diligence in PARK COUNTY. 1. Name, Address, and Telephone Number of Applicant: Leslie S. Hahn Revocable Trust, c/o Leslie S. Hahn, Trustee, 8353 W. Iliff Ave., Lakewood, Colorado 80227, lesliehahn1@aol.com, 303-886-7528; c/o Stuart B. Corbridge and Aine L. Durkin, Vranesh and Raisch, LLP, 1720 14th Street, Suite 200, P.O. Box 871, Boulder, Colorado 80306. 2. Name of Structure: Hahn Well No. 2 (not yet constructed) 3. Description of Conditional Water Right: A. Date of Original Decree: March 17, 2005. Case No.: 1997CW16. Court: Water Court, Water Division 1. B. Subsequent decrees awarding findings of diligence: N/A. C. Legal description: SW1/4 SE1/4 of Section 25, T9S, R75W, 6th P.M., 1200 feet from the south section line and 2480 feet from the east section line, AKA Filing 25, Lot 95, Indian Mountain Subdivision, 708 Longbow Drive, Park County, Colorado. D. Source of Water: Groundwater. E. Date of Appropriation: January 2, 1997. F. Amount: 0.033 cfs (15 gpm), CONDITIONAL. G. Use: Household use only in a single family dwelling, not including irrigation. H. Depth: N/A. 4. Outline of what has been done toward completion of the appropriation and application of water to a beneficial use: Applicant is the owner of several parcels of land in the Indian Mountain Subdivision, including the parcel identified in Paragraph 3.C. above, and also a parcel that is immediately adjacent to that parcel. The adjacent parcel, identified as Filing 25, Lot 97, and located at 914 Longbow Drive, contains a single family residence and a water well with a ground water right that was decreed in Case No. 96CW1083, Water Court, Water Division 1. The applications in both Case No. 96CW1083 and Case No. 97CW16 were filed prior to Applicant’s purchase of these two parcels, at a time when the parcels had different owners. Since the Applicant’s purchase, including during the diligence period that is the subject of this application, Applicant has devoted its time and financial resources toward development of the parcel,

residence, and well structure located at 914 Longbow Drive. Such work has included, but was not limited to, construction of a 1500 square foot year-round residence on the parcel. Applicant has also done landscaping maintenance on both parcels. Such work has resulted in expenditures in the approximate amount of $250,000. The entire water right decreed in Case No. 97CW16 remains conditional as of the filing of this application. Applicant currently intends to develop the conditional ground water right, and has been diligent with respect to the completion of the appropriation under all of the facts and circumstances surrounding Applicant’s acquisition of the parcels and water rights described above. 5.Name(s) and address(es) of owner(s) 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: Leslie S. Hahn Revocable Trust. WHEREFORE, Applicant requests that the court enter a decree finding that Applicant has exercised reasonable diligence with respect to the conditional ground water right decreed in Case No. 97CW16 under all of the facts and circumstances, that it can and will develop the conditional water right, and that the conditional water right will be continued for another statutory diligence period. 11CW44 EDWARD G. HOGAN, WILLIAM J. HOGAN, JOANN SHARP c/o William J. Hogan, 11919 State Highway 93, Boulder, Colorado 80303. APPLICATION FOR FINDING OF REASONABLE DILIGENCE IN JEFFERSON COUNTY, COLORADO. DISTRICT COURT, WATER DIVISION NO. 1, STATE OF COLORADO, 901 9th Street, Greeley, CO 80631. 1. Name, address and telephone number of applicants: Edward G. Hogan, William J. Hogan and JoAnn Sharp (“Applicants”) c/o William J. Hogan, 11919 State Highway 93, Boulder, Colorado 80303. Direct all pleadings to: Steven J. Bushong, Porzak Browning & Bushong LLP, 929 Pearl Street, Suite 300, Boulder, CO 80302, (303) 443-6800. 2. Name of structure: Hogan Reservoir. 3. Description of conditional water rights: A. Original decree. Findings and Ruling of the Referee and Decree of the Water Court dated April 12, 1982, in Case No. 81CW074, Water Division No. 1, State of Colorado. Findings of reasonable diligence were entered in Case Nos. 90CW032, 98CW234, and 04CW243. B. Decreed location of structure: Located in the NE 1/4 of Section 5 and the NW 1/4 of Section 4, T. 2 S., R. 70 W., of the 6th P.M., Jefferson County, Colorado. The outlet is a point South 35°57'20" West 286.62 feet from the NE Corner of said Section 5. C. Decreed Source of water: Natural runoff tributary to Coal Creek. D. Decreed Appropriation date: February 7, 1981. E. Decreed Amount of water: 204 acre feet conditional. F. Decreed Use: Irrigation, washing gravel, industrial and augmentation. G. Portions Previously Made Absolute: 150 acre-feet was made absolute for washing gravel and industrial purposes in Case No. 04CW243, leaving 54 acre-feet conditional for washing gravel and industrial purposes, and 204 acre-feet conditional for irrigation and augmentation. H. Map: A map depicting the location of Hogan Reservoir and other structures is attached hereto as Exhibit A. 4. Detailed outline of work done to complete the project and apply water to beneficial use: The subject water rights were recognized in Case No. 04CW243 as components of Applicants’ integrated water supply system. Since that last diligence decree was entered in Case No. 04CW243, Applicants have undertaken the following specific activities that demonstrate ongoing diligence with regard to the subject conditional right: A. Mining activities on the property have continued and are creating the water storage facility known as Hogan Reservoir. Applicants are in the process of negotiating a renewal of the lease with Texas Industries, Inc. to permit the continued mining and extraction of materials from Applicant’s property. Records of water use from Hogan Reservoir by Texas Industries, Inc. show approximately 120 acre-feet of beneficial use for industrial and washing gravel since the decree in 04CW243. B. Applicants entered into a contract with the City and County of Denver, acting by and through its Board of Water Commissioners (“Denver Water Board”), to allow Applicants to collect and use transbasin water that leaks or is discharged from Denver Water Board’s pipelines that transect Applicant’s property. Applicants also entered into

an Easement Agreement with the Denver Water Board to allow new drain lines off of the pipeline. Such transbasin water can be piped into Hogan Reservoir by Applicants. C. Applicants have encumbered their property with a deed of conservation easement that retains Applicants’ right to construct five residences, in addition to the two residences already in existence. The development of the rights reserved in the deed of conservation easement may require storage capacity and a plan for augmentation, which can be supplied by the subject water rights. D. Applicants have maintained the infrastructure associated with utilizing the water from Hogan Reservoir and have maintained the infrastructure and installed new infrastructure associated with Hogan Reservoir No. 2 and Hogan Ditch No. 2. Applicants have further engaged engineers to study additional water system improvements. E. Applicants employed an engineering firm to study exchange potential for exchanges of historical use credits to firm up the yield of Applicant’s integrated water supply system. F. Applicants have had meetings and/or correspondence with Denver, the Town of Superior, developers within the City of Arvada and others regarding the use of its water rights and/or its water facilities. All of the above activities demonstrate reasonable diligence in perfecting the remaining Hogan Reservoir conditional water rights. 6. Names(s) and Address(es) of 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: Applicants own the land upon which the Hogan Reservoir is located. WHEREFORE, consistent with the foregoing, Applicants request that this Court enter a decree that (1) finds the Applicants reasonably diligent in perfecting the remaining conditional water rights decreed for the Hogan Reservoir, thereby retaining in full force and effect said conditional water rights in the amount of 204 acre-feet for irrigation and augmentation uses and 54 acre-feet for industrial and gravel washing uses; and (2) granting such other and further relief as this Court may deem proper. 11CW45 GARY L. BRINKMAN and BRENDA L. BRINKMAN, 4507 Silver Nell Drive, Colorado Springs, CO 80908 (Henry D. Worley, MacDougall, Woldridge & Worley, PC, 530 Communication Circle, Suite 204, Colorado Springs, CO 80905, (719) 520-9288). Application for Adjudication of Denver Basin Ground Water and For Approval of Plan for Augmentation EL PASO COUNTY I. APPLICATION FOR DENVER BASIN WATER RIGHTS. Applicants seek the adjudication of the water in the Dawson, Denver, Arapahoe and Laramie-Fox Hills aquifers underlying their 40.0 acre property in El Paso County. The Applicants= property (the AProperty@), the legal description of which is SW1/4 NE1/4 NE1/4 and NW1/4 SE1/4 NE1/4 and E1/2 SW1/4 NE1/4 Section 23, T. 11 S., R. 66 W., 6th P.M., is located in the East Cherry Creek drainage, tributary to the South Platte River. A map showing the location of the Property is attached as Figure 1. A copy of the Applicants= deed to the Property is attached as Exhibit A. 2. Names of wells and permit, registration, or denial numbers: permit no. 238092. This structure is currently permitted as an exempt well in the Dawson aquifer. 3. Legal description of wells: at any location on the Property. Applicants hereby waive the 600 foot spacing rule in regard to all Dawson aquifer wells constructed on the Property. 4. Source: Not nontributary Dawson aquifer; nontributary Denver aquifer; nontributary Arapahoe aquifer, and nontributary Laramie-Fox Hills aquifer. 6. Amount claimed: Not nontributary Dawson aquifer, 15 g.p.m. for each of up to 15 wells, 37.61 acre feet annually, absolute; nontributary Denver aquifer, 50 g.p.m., 36.76 acre feet annually, absolute; nontributary Arapahoe aquifer, 250 g.p.m., 16.51 acre feet annually, absolute; nontributary Laramie-Fox Hills aquifer, 120 gpm, 12.31 acre feet annually, absolute. The above amounts may be changed in any proposed decree submitted to the Court to conform to 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 wells in such aquifers. 7. Proposed use: all beneficial uses except municipal. 8. Names and addresses of owners of land on which well is located: Same as Applicants. 9. Remarks: A. There are two liens against

the Property. Pursuant to C.R.S. 37-92-302(2)(b), notice has been given to the lienors, Indy Mac Mortgage Services and Green Tree; copies of the letters are attached as Exhibits B and C. B. Applicants are the owners of well permit 238092, an exempt Dawson aquifer well located on the Property. Applicants request that the State Engineer=s Determination of Facts for the Dawson aquifer include as water available for appropriation, the water which would otherwise be allocated to well permit 238092. After entry of the decree adjudicating the Denver Basin water rights and approving the plan for augmentation described below, Applicants will apply for a new well permit for 238092, the terms of which are consistent with the plan for augmentation and with applicable statutes and regulations. II. APPLICATION FOR APPROVAL OF PLAN FOR AUGMENTATION 10. Name of structures to be augmented: Up to 15 Dawson aquifer wells, including the existing Dawson aquifer well, permit 238092. No other water rights are or will be diverted from these wells. 11. Previous decrees for water rights to be used for augmentation: None. 13. Statement of plan for augmentation A. Water Demand. Applicant will subdivide the Property into as many as 15 lots for single family residences which may include some commercial uses, such as a home-based business. Uses of water on such lots are expected to be, but shall not be limited to, some or all of the following uses: for indoor uses for drinking and sanitary purposes in the principal houses and in stand-alone home offices or guest cottages, no more than one per lot, for livestock watering and for landscape irrigation, hot tubs, swimming pools and landscape uses including irrigation and decorative ponds and fountains, and augmentation. Total annual pumping from the Dawson aquifer will be limited to 1.0 acre foot annually per lot for up to 12 lots. If 13, 14 or 15 lots are created, the well associated with current permit 238092 will continue to be allowed to pump 1.0 acre feet per year, but the water on the remaining lots shall be reduced slightly: 0.961 acre foot annually for the additional 12 lots in a 13 lot subdivision; 0.887 acre foot annually for the additional 13 lots in a 14 lot subdivision, and 0.824 acre foot annually for the additional 14 lots in a 15 lot subdivision. These amounts may be adjusted slightly in the decree, to conform with what is possible as determined from the State Engineer=s Determinations of Fact regarding the amount of water available for appropriation in the Dawson and Denver aquifers. Indoor water usage for each house is expected to equal 0.30 acre foot per house. Applicants for well permits will designate the uses to which they intend to put the water on their well permit applications. B. Water Consumption and Return Flows. It is generally accepted that no more than ten percent of water used indoors in residences using non-evaporative septic systems and leach fields for wastewater disposal is consumed, with 90 percent (0.27 acre foot per lot, annually) returning to the stream system. Although there will be some return flows from other uses, Applicants will rely only on return flows from septic systems and leach fields for replacement of depletions during pumping. C. Replacement of Stream Depletions During Pumping. Based on computer modeling, stream depletions will occur to tributaries of the South Platte and Arkansas Rivers. Applicant proposes to aggregate and replace all stream depletions to East Cherry Creek, a tributary of the South Platte River. Computer modeling indicates that during pumping stream depletions will gradually increase to a maximum of 22.24 percent of annual pumping in the 300th year, or 2.74 acre feet based on annual pumping of 12.5 acre feet. Applicants propose to replace those depletions with septic system return flows, which will equal 4.05 acre feet annually for 15 lots. If the property is subdivided into fewer lots, return flows from septic systems will still always exceed stream depletions during the 300 year pumping period. For example, if five lots were created and 5.0 acre feet were pumped annually, depletions would equal 1.11 acre feet in the 300th year, and septic system return flows would equal 1.35 acre feet in the 300th year. D. Replacement of Stream Depletions After Cessation of Pumping. Applicants agree to replace depletions for the shortest of the following periods: the period provided by the Colorado Legislature, should it eventually specify one and if the Applicants obtain water court approval for such modification, the period determined by the State Engineer, should the State Engineer lawfully establish such a period; the period established through rulings of the Colorado Supreme Court in relevant cases; or

until Applicants petition the water court and after notice to parties in the case proves that it has complied with all statutory requirements. Applicants will reserve all the water from the Denver aquifer underlying the Property for the replacement of post-pumping depletions, unless and until such time as any of the above conditions occurs which terminates the obligation to replace post-pumping depletions, or unless Applicants obtain judicial approval of another source of replacement water for post-pumping depletions. Applicants shall make post-pumping replacements annually as required to replace modeled stream depletions. Applicants propose to aggregate all depletions and to replace them to the South Platte drainage. E. Miscellaneous. (1) As stated above, after entry of this decree, Applicants shall apply for a new well permit for existing permit 238092 on terms consistent with the decree in this case and with applicable regulations and statutes. (2) Applicants will establish restrictive covenants on the Property which:(a) limit annual pumping from the proposed Dawson aquifer wells as set forth in 13.A above: (b) require the use of non-evaporative septic systems for wastewater treatment; (c) reserve adequate nontributary water for replacement of post-pumping depletions, which reservation may be voided upon the occurrence of any of the events specified above eliminating the need for such reservation; (d) which inform the future homeowners that utilization of water for indoor residential purposes is required in order to generate the necessary return flows for augmentation; and (e) indicate that the owners will be required to construct a well or wells into the Denver aquifer underlying the Property for replacement of post-pumping depletions if the source of augmentation water is unchanged. Restrictive covenants limiting the area to be irrigated or the number of horses, or their water-consuming equivalents, which are allowed on the Property, are unnecessary because the annual pumping limitations, and the requirement that non-evaporative septic systems be used, ensures that septic system return flows alone will exceed depletions throughout the 300 year pumping period. (3) This application is being filed in both Water Divisions 1 and 2 because stream depletions will occur in both the South Platte and Arkansas drainages. After the time for filing statements of opposition has expired, Applicants will seek to consolidate the two applications in Water Division 1.(Application and attachments, 9 pages) 11CW46 (03CW131, 95CW203) Tiny Town Water Association, Inc., c/o Bruce King, President, P.O. Box 687, Indian Hills, CO 80454-0687. Direct all pleadings to: Robert F. T. Krassa, KRASSA & MILLER, LLC, 2344 Spruce Street, Suite A, Boulder, CO 80302, (303) 442-2156. APPLICATION FOR FINDING OF REASONABLE DILIGENCE IN JEFFERSON COUNTY. 2. Name of Structure: Association Reservoir. 3. Describe conditional water right giving the following from the Referee's Ruling and Judgment and Decree: a. Date of Original Decree: March 3, 1997, Case 95CW203, District Court, Water Division No. 1. b. Location of structure: the northeast corner of said reservoir, which is a rectangular concrete structure, is located in the SE 1/4 NE 1/4 Section 21, T.5S, R.70W of the 6th P.M. in Jefferson County, at a point whence the East quarter corner of said Section 21 bears South 89 degrees 40 minutes East 1063 feet. c. Source of water: ground water tributary to Turkey Creek. d. Date of Appropriation: September 1995 for the conditional portion of the water right. e. Amount: 0.05 acre feet conditional. f. Use: Domestic purposes, watering flowers and gardens and occasional car washing. 4. Provide a detailed outline of what has been done toward completion or for completion of appropriation and application of water to a beneficial use as conditionally decreed, including expenditures. [Paragraph 24 of the Decree in said Case 95CW203 provides in relevant part, “The reservoir is to be enlarged pursuant to the conditional right herein awarded as part of a phased capital expenditure program which also involves repair and rehabilitation of other components of the system, over a considerable period of time. So long as this water storage right is being pursued by Applicant, as part of its water supply system, expenditures on other portions of such system will satisfy the requirement to demonstrate reasonable diligence concerning this water storage right.”] During the diligence period, Applicant has investigated alternative sites for the reservoir enlargement including discussion with neighbors regarding sites and possible construction of a joint use facility, completed

installation of electrical power to the reservoir, replaced and upgraded the feeder line to the reservoir site, installed an automated pump shut off system, and started work on a feasibility plan for the enlargement of the storage system, at a total cost exceeding $6,000. Applicant has made other improvements to the well and to the Association's water system, all of which are necessary to eventually place the conditional right to beneficial use. The Association has in all respects diligently worked toward placing this water right to beneficial use. 5. Name(s) and addresses of owners of the land on which structures are or will be located, upon which water is or will be stored or upon which water will be placed to beneficial use: Applicant. 11CW47, William F. and Sylvia J. Doke, 11540 E. Parker Road, Parker, CO 80138 (James J. Petrock, Petrock & Fendel, 700 17th Street, #1800, Denver, CO 80202), APPLICATION FOR UNDERGROUND WATER RIGHTS FROM NONTRIBUTARY AND NOT NONTRIBUTARY SOURCES, IN THE NONTRIBUTARY LOWER DAWSON, DENVER, ARAPAHOE, AND LARAMIE-FOX HILLS AND THE NOT NONTRIBUTARY UPPER DAWSON AQUIFERS, DOUGLAS COUNTY, 36.3 acres in the NW1/4NE1/4 of Section 21, T6S, R65W of the 6th P.M. (shown on Attachment A). Not nontributary Upper Dawson: 7 acre-feet (minus amount for existing well No.188519); Nontributary Lower Dawson: 7 acre-feet; Denver: 24 acre-feet; Arapahoe: 17 acre-feet; and Laramie-Fox Hills: 12 acre-feet, for domestic, commercial, irrigation, stockwatering, and augmentation purposes, including storage, both on and off the Subject Property. (3 pages). 11CW48, Bruce A. Hier, 4947 N. State Highway 67, Sedalia, CO 80135 (James J. Petrock, Petrock & Fendel, 700 17th Street, #1800, Denver, CO 80202), APPLICATION FOR UNDERGROUND WATER RIGHTS FROM NONTRIBUTARY SOURCES, IN THE NONTRIBUTARY ARAPAHOE AND LARAMIE-FOX HILLS AQUIFERS, DOUGLAS COUNTY, 5 acres in the NW1/4 of Section 23, T7S, R68W of the 6th P.M. (described and shown on Attachment A). Arapahoe: 2.7 acre-feet; Laramie-Fox Hills: 1.3 acre-feet, for domestic, including inhouse, commercial, industrial, irrigation, stockwatering, and augmentation purposes, including storage, both on and off the Subject Property. (4 pages). 11CW49, The Joyce E. Hier Revocable Trust, 4233 Platte Avenue, Sedalia, CO 80135 (James J. Petrock, Petrock & Fendel, 700 17th Street, #1800, Denver, CO 80202), APPLICATION FOR UNDERGROUND WATER RIGHTS FROM NONTRIBUTARY SOURCES, IN THE NONTRIBUTARY ARAPAHOE AND LARAMIE-FOX HILLS AQUIFERS, DOUGLAS COUNTY, 65.9 acres in the NW1/4 of Section 23, T7S, R68W of the 6th P.M. (described and shown on Attachment A). Arapahoe: 35 acre-feet; Laramie-Fox Hills: 17 acre-feet, for domestic, including inhouse, commercial, industrial, irrigation, stockwatering, and augmentation purposes, including storage, both on and off the Subject Property. (4 pages). 11CW50 COMPLAINT. THE NORTHERN COLORADO WATER ASSOCIATION, PLAINTIFF v. CITY OF FORT COLLINS, a Colorado home rule municipal Corporation, DICK WOLFE, in his capacity as the COLORADO STATE ENGINEER and ALL UNKNOWN PERSONS WHO MAY CLAIM AN INTEREST IN THE SUBJECT MATTER OF THIS ACTION, DEFENDANTS. Plaintiff, Northern Colorado Water Association, Attn: Rich Patterson, Manager, P.O. Box 415, Wellington, CO 80549, (970) 568-3975. COMPLAINT. All future correspondence and pleadings to: William R. Fischer, Esq., and Donald E. Frick, Esq., Fischer, Brown, Bartlett & Gunn, P.C., 1319 E. Prospect Road, Fort Collins, Colorado, 80525. COMES NOW Plaintiff, the Northern Colorado Water Association (“NCWA”), by and through its attorneys, for declaratory judgment against defendants the City of Fort Collins (“Fort Collins”) and the Colorado State Engineer, pursuant to C.R.S. §13-51-101, et seq., C.R.S. §37-92-101, et seq., and C.R.C.P. 57. This is an action to prevent the curtailment or

limitation of diversions of water from wells owned by NCWA near the Colorado-Wyoming border, which curtailment has been threatened by the City of Fort Collins for the benefit of certain abandoned spring water rights owned by Fort Collins, inefficient and wasteful diversions by Fort Collins, illegal ground water diversions by Fort Collins, and subirrigation of certain lands owned by Fort Collins. The potential for curtailment of NCWA’s wells threatens the existing water supply for current residents in northern Larimer County who are served by NCWA, and effectively prohibits water service to potential future residents in northern Larimer County. On information and belief, and in support of the Complaint herein, NCWA alleges and seeks relief as follows: I. PARTIES, JURISDICTION AND VENUE. 1. Plaintiff, NCWA, is a nonprofit corporation organized and existing under and pursuant to the laws of the State of Colorado. 2. Defendant, Fort Collins, is a municipal corporation of the State of Colorado located in Larimer County, CO. 3. Defendant, Colorado State Engineer (the “State Engineer”), has “[g]eneral supervisory control over measurement, record-keeping, and distribution of the public waters of the state.” C.R.S. §37-80-102(1)(h). He is authorized and directed to “administer, distribute, and regulate the waters of the state in accordance with the constitution of the state of Colorado, the provisions of this article and other applicable laws, and written instructions and orders of the state engineer, in conformity with such constitution and laws….” C.R.S. §37-92-501(1). The current State Engineer is Dick Wolfe, PE, who is name as a defendant only in his official capacity as the State Engineer. 4. “All unknown persons who claim any interest in the subject matter of this action” include persons or entities that may have water rights or conditional water rights within Water Division 1. C.R.S. §37-92-201(1)(a). 5. This action concerns the legal right to the use of waters of the State of Colorado, by NCWA and Fort Collins, and the regulatory responsibilities of the State Engineer concerning such waters, constituting a “water matter,” over which this court has exclusive jurisdiction of this matter pursuant to C.R.S.§37-92-203(1), C.R.S. 6. The water that is the subject of this action is located in Larimer and Weld counties, within Water Division 1. Because the Water Judge sits as “water judge of the district courts of all counties situated entirely or partly within the division,” venue is proper in any district court within Water Division No. 1. Id. This district court is within Water Division No. 1 and venue here is proper. 7. The Court has jurisdiction to entertain actions for declaratory judgment and determination of water rights under the Uniform Declaratory Judgments Law, C.R.S. §§13-51-101, et seq., the Water Right Determination and Administration Act of 1969, C.R.S. §§37-92-101, -302(1)(a), et seq., and Rule 57 of the Colorado Rules of Civil Procedure. II. GENERAL STATEMENT OF THE NATURE OF THE CONTROVERSY. 8 NCWA incorporates the foregoing allegations as if restated verbatim. 9. On October 30, 1972 in Case No. W-1410, the District Court, Water Division 1, State of Colorado entered a decree adjudicating water rights to structures known as “Spring No. 1”, and “Spring No. 2” (collectively the “Spring Rights”). 10. The Spring Rights are decreed to divert a combined amount of 1.4 cubic feet per second (cfs) of water for the irrigation of 400 acres of land located in Sections 19, 29, 30 and 32, Township 11 North, Range 67 West of the 6th P.M. in Weld County, Colorado and for livestock watering. The decreed points of diversion for the Spring Rights are located within said Section 19. 11. The decreed source of water for the Spring Rights is “seepage and springs tributary to the South Platte River on land owned by Applicant, and from an unnamed drainage channel tributary to the South Platte River arising on Applicant’s land in said Section 19, and into which the water from the various springs flow.” 12. The Spring Rights derive their supply of water from ground water within the Spring Creek alluvial aquifer and tributaries thereto. 13. Upon information and belief, the Spring Rights are currently owned by Fort Collins, along with certain lands generally located in Sections 19, 29, 30 and 32, T11N, R67W, 6th P.M., in Weld County, Colorado (the “Meadow Springs Ranch”). 14. Fort Collins originally acquired the Meadow Springs Ranch along with other lands in northern Larimer County for the purpose of land application and disposal of biosolids (wastewater sludge) from Fort Collins’ municipal waste water treatment plants. 15. Fort Collins residents are generally not permitted access to or use of the lands on the Meadow Springs Ranch.

16. Fort Collins currently leases the Meadow Springs Ranch to Natural Fort Grazing, LTD, for livestock grazing purposes during a part of each year (the “Grazing Lease”). Other than limited uses for livestock watering under the Grazing Lease, Fort Collins has historically made and currently makes no beneficial use of water from the Spring Rights. 17. NCWA is the owner of certain wells taking their supply of water from ground water tributary to the South Platte River (the “NCWA Wells”). The NCWA Wells and associated decree information is summarized on Exhibit A hereto. 18. The NCWA Wells derive their supply of water from ground water within the Spring Creek alluvial aquifer and tributaries thereto. 19. NCWA currently has pending in Case No. 03CW268, district court, Water Division 1, an application for approval of a plan for augmentation to allow continued diversions of ground water from the NCWA Wells. Fort Collins is a party to said case, and has threatened to seek to compel NCWA to curtail and/or limit diversions of water from the NCWA Wells for the benefit of water rights, lands and other interests associated with the Meadow Springs Ranch. The rights or basis, if any, of Fort Collins to seek such curtailment or limitations require a separate determination of the lawful scope, limitations, rights, and administration of waters associated with the Meadow Springs Ranch. 20. It is improper for the State Engineer to require curtailment of diversion of water from the NCWA Wells pursuant to C.R.S. §37-92-502 for the benefit of the Spring Rights due to the abandonment of all or part of said rights and Fort Collins’ inefficient means and wasteful diversion of said rights. The State Engineer may not recognize a call for water for the Spring Rights unless and to the extent Fort Collins can demonstrate a bona-fide demand for an actual beneficial use for the water. Fort Collins has and is illegally diverting and using ground water without a well permit to the injury of decreed water rights in the South Platte River basin. The State Engineer may not under Colorado law curtail diversions from NCWA Wells to ensure the continued subirrigation of lands owned by Fort Collins. Curtailment and/or limitation of diversions from the NCWA Wells for any of the above reasons will directly and adversely affect the availability of the sole drinking water supply for numerous residents in northern Larimer Counties. Accordingly, NCWA has a legal interest allowing it to seek a “declaration of rights, or legal relations.” III. CLAIMS FOR RELIEF. First Claim for Relief: Implied Limitations and Abandonment the Spring Rights – Irrigation. 21. NCWA incorporates the foregoing allegations as if restated verbatim. 22. The Spring Rights are impliedly limited to irrigation of lands originally intended and/or capable of irrigation at the time of the original appropriation of the Spring Rights. 23. The Spring Rights have an implied volumetric and seasonal limit based upon the amount of water necessary for irrigation of lands originally intended and/or capable of irrigation at the time of the original appropriation of the Spring Rights. 24. The lands capable of irrigation do not include areas which were subirrigated at the time of the original appropriation of the Spring Rights. 25. For the period from at least 1953 through 2010, no water was diverted pursuant to the Spring Rights for the decreed irrigation purposes under the W-1410 Decree. 26. Fort Collins and/or its predecessor(s) in interest intended to abandon the Spring Rights for irrigation purposes. 27. Said 57-year period of unexcused nonuse establishes a presumption of abandonment of the irrigation use of the Spring Rights. See Denver v. Snake River Water Dist., 788 P.2d 772, 776 (Colo. 1990). 28. The Spring Rights for irrigation use having been abandoned cannot thereafter be rehabilitated. 29. Fort Collins or its predecessors in interest intended to discontinue permanently the irrigation use of the Spring Rights. 30. All or a portion of the volume of water decreed to the Spring Rights for irrigation has been abandoned. Second Claim for Relief: Implied Limitations and Partial Abandonment of the Spring Rights – Livestock Watering. 31. NCWA incorporates the foregoing allegations as if restated verbatim. 32. The Spring Rights are impliedly limited to stockwatering of a number of head of livestock intended and/or capable of being sustained on the Meadow Springs Ranch at the time of the original appropriation of the Spring Rights. 33. The Spring Rights have an implied volumetric limitation based on stockwatering on the Meadow Springs Ranch of the number of head of livestock intended and/or capable of being sustained on the subject lands at the time of the original appropriation of the Spring Rights. 34. Pursuant to

C.R.S. §37-92-502, the State Engineer is required to issue an order curtailing diversions in excess of the implied limitations pursuant to C.R.S. §37-92-502. 35. On a permanent basis, Fort Collins and/or its predecessor(s) in interest have intended to discontinue use of a portion of the amount or volume of water decreed to the Spring Rights for stockwatering purposes. 36. Fort Collins has diverted and used less than the full amount or volume of water decreed to the Spring Rights for stockwatering purposes. 37. A portion of the amount or volume of water decreed to the Spring Rights for stockwatering purposes has been abandoned. Third Claim for Relief: Inefficient and Wasteful Means of Diversion – Spring Rights. 38. NCWA incorporates the foregoing allegations as if restated verbatim. 39. The Spring Rights derive their physical supply of water from shallow tributary ground water surfacing at two discrete points approximately as described in Paragraph (3.) in the W-1410 Decree (the “Spring Locations”). 40. A lowering of the water table in the immediate vicinity of the Spring Locations may reduce the amount of ground water surfacing at the Spring Locations. 41. A water user is not entitled to command the whole or a substantial flow of a stream or aquifer merely to facilitate his taking the fraction of the whole flow to which he is entitled, such as a well which reaches to such a shallow depth into the available water supply that a shortage would occur to such water user even though diversion by others did not deplete the aquifer below where there would be an adequate supply for the water user’s lawful demand. City of Colorado Springs v. Bender, 366 P.2d 522 (Colo. 1961); C.R.S. §37-92-102(2)(b). 42. Fort Collins’ “diversions” of water from the Spring Locations require the entire or substantial flow of ground water in the surrounding aquifer and, therefore, constitute inefficient means of diversion under Colorado law. See Id. 43. Fort Collins’ “diversions” of water from the Spring Locations require the entire or substantial flow of ground water in the surrounding aquifer and, therefore, violate Colorado’s doctrine of maximum utilization of water resources. See Alamosa-La Jara Water Users Protection Ass’n v. Gould, 674 P.2d 914, 935 (Colo. 1984). 44. The State Engineer may not curtail diversions from other structures diverting water from the Spring Creek aquifer for the benefit of the Spring Rights unless and until Fort Collins has effectuated an efficient means of diversion for the Spring Rights which does not command the entire or substantial flow of the regional aquifer. 45. Fort Collins may not assert injury to or seek curtailment of diversions for the benefit of the Spring Rights unless and until Fort Collins has effectuated an efficient means of diversion for the Spring Rights which does not command the entire or substantial flow of the regional aquifer. 46. Because the Spring Rights constitute an inefficient means of diversion by commanding the entire flow of the surrounding aquifer, Fort Collins is not entitled to augmentation of the natural flow of water at the Spring Locations by junior appropriators as a matter of law. 47. Water “diverted” at the Spring Locations flows to waste (i.e., no beneficial use occurs), and such wasteful diversions must be curtailed pursuant to C.R.S. §37-92-502. 48. Efficient means of diversion for the Spring Rights may include constructing a sub-surface structure below the current location of the Spring Locations to access more of the regional aquifer. See Alamosa-La Jara Water Users Protection Ass’n, supra. Fourth Claim for Relief: Bona-fide Demand for Water for Actual Beneficial use Required – Spring Rights. 49. NCWA incorporates the foregoing allegations as if restated verbatim. 50. Pursuant to C.R.S. §37-92-502(2)(a) the State Engineer and/or his deputies are required to order the total or partial discontinuance of any diversion to the extent that the water being diverted is not necessary for application to a beneficial use. 51. The Spring Rights, to the extent they constitute a “diversion” pursuant to C.R.S. §37-92-103(7), must be curtailed at all times when not necessary for application to an actual beneficial use. 52. To the extent that the Court determines that the Spring Rights do not constitute a “diversion” pursuant to C.R.S. §37-92-103(7), the Court should not recognize any legal appropriation to water therefrom under Colorado law. 53. During the winter months, generally from November through April, Fort Collins has minimal need for water from the Spring Rights for irrigation and/or stockwatering purposes. 54. During the summer months, generally from May through October, use of the Spring Rights is limited to times and to the extent that there is an actual demand for stockwatering purposes on the Meadow

Springs Ranch. 55. Prior to diverting and/or calling for water for the Spring Rights, Fort Collins must have and show a bona-fide demand for an actual beneficial use of water. 56. Pursuant to C.R.S. §37-92-502 the State Engineer is required to issue a curtailment order pursuant to Fort Collins to the extent Fort Collins diverts water without bona-fide demand for an actual beneficial use of water. Fifth Claim for Relief: Illegal Diversions of Ground Water on the Meadow Springs Ranch. 57. NCWA incorporates the foregoing allegations as if restated verbatim. 58. Water deriving from the Spring Locations is or was historically conveyed in unlined man-made, and/or partially man-made, ditches several hundred feet down-gradient from the Spring Locations (the “Meadow Spring Ditches”). 59. The Meadow Spring Ditches were originally excavated to dewater naturally ‘seepy’ or ‘boggy’ areas on the Meadow Springs Ranch to allow livestock grazing. 60. The Meadow Spring Ditches divert and collect tributary ground water along their lengths at locations greater than 50 feet from the natural discharge of water at the Spring Locations. The Meadow Spring Ditches also collect ground water from an unpermitted sump in a nearby house or structure. Under Colorado law, all such diversions of ground water requires a well permit pursuant to C.R.S. §37-90-137. See Vance v. Wolfe, 205 P.3d 1165 (Colo. 2009). 61. The Meadow Spring Ditches dewater the area in and around the Meadow Springs Ranch for the benefit of grazing activities in the area. 62. The diversions of tributary ground water by the Meadow Spring Ditches causes evaporation and a corresponding depletion of the ground water resource to the injury of vested water rights and must be augmented pursuant to Colorado law or, alternatively, curtailed. 63. To the extent such diversion of tributary ground water by the Meadow Spring Ditches does not constitute a beneficial use of waters of the state, the State Engineer is required to curtail such diversions pursuant to C.R.S. §37-92-502(2)(a). 64. To the extent the Meadow Spring Ditches constitute natural water courses, water collected therein does not constitute a valid appropriation of water under Colorado law and is thus not entitled to protection under the priority system. 65. Pursuant to C.R.S. §37-92-502, the State Engineer is required to issue a curtailment order for Fort Collins’ diversions of ground water in the Meadow Spring Ditches. Sixth Claim for Relief: Subirrigation on the Meadow Springs Ranch. 66. NCWA incorporates the foregoing allegations as if restated verbatim. 67. Colorado law does not recognize water rights to the natural subirrigation of lands. 68. Fort Collins has no decree for subirrigation of lands on the Meadow Springs Ranch. 69. The State Engineer may not curtail diversions to ensure the continued subirrigation of Fort Collins’ lands on the Meadow Springs Ranch. 70. Fort Collins may not assert injury to, nor seek curtailment of diversions for the benefit of subirrigation of lands on the Meadow Springs Ranch. SRJ I Venture v. Smith Cattle, Inc., 820 P.2d 341 (Colo. 1991). IV. PRAYER FOR RELEIF. WHEREFORE, NCWA respectfully requests that the Court enter a judgment and decree: 71. Abandoning the irrigation use decreed to the Spring Rights in the W-1410 Decree or, alternatively, recognizing implied limitations on irrigation use of the Spring Rights; 72. Volumetrically and seasonally limiting Fort Collins use of water from the Spring Rights for stockwatering purposes and abandoning a portion of the Spring Rights for stockwatering purposes; 73. Finding that the Spring Rights constitute inefficient and wasteful means of diversion that cannot command the entire or substantial amount of surrounding aquifer and which must be curtailed to the extent wasteful or, in the alternative, that the Spring Rights do not constitute a diversion and therefore the Court cannot recognize the Spring Rights as water rights; 74. Finding that Fort Collins may not assert injury to, nor seek curtailment of diversion for the benefit of the Spring Rights unless and until Fort Collins has effectuated an efficient means of diversion for the Spring Rights which does not command the entire or substantial flow of the regional aquifer; 75. Finding that the State Engineer may not curtail diversions for the benefit of Fort Collins’ inefficient and wasteful means of diversion, unless and until Fort Collins has effectuated an efficient means of diversion for the Spring Rights which does not command the entire or substantial flow of the regional aquifer; 76. Finding that the State Engineer may not recognize a call for and/or use of water from the Spring Rights to the extent that there is not an actual demand for stockwatering purposes for livestock on the Meadow

Springs Ranch; 77. Finding that the State Engineer is required to curtail Fort Collins’ ground water diversions in the Meadow Spring Ditches unless and until Fort Collins obtains a well permit and court-approved plan for augmentation for such diversions; 78. Finding that Fort Collins may not assert injury to, nor seek curtailment of diversions for the benefit of subirrigation of lands on the Meadow Springs Ranch; 79. Finding that the State Engineer may not curtail diversions to ensure the continued subirrigation of the Meadow Springs Ranch; 80. Requiring such measuring and recording devices as may be required by the State Engineer for proper administration of the Spring Rights; 81. Incorporating any other findings of fact, conclusions of law, and judgment of the water court regarding the specific allegations and claims for relief requested herein; and 82. Any additional relief the Court deems necessary or proper. 11CW51 The Boulder and Larimer County Irrigating and Manufacturing Company, 1001 West Co. Rd. 2D, Berthoud, Colorado 80513. Future Correspondence and pleadings to: Fischer, Brown, Bartlett & Gunn, P.C., Sara J.L. Irby, 1319 E Prospect Road, Fort Collins, CO 80525, (970) 407-9000. APPLICATION FOR FINDING OF REASONABLE DILIGENCE in BOULDER AND LARIMER COUNTIES. 2. Name of structure: Boulder and Larimer County Reservoir, a/k/a Ish Reservoir. 3. Description of conditional water right: 3.1. Date of Original Decree: July 15, 1998, Case No. 97CW363, District Court, Water Division No. 1; Finding of Reasonable Diligence: Case No. 04CW198, District Court, Water Division No. 1. 3.2. Location: The Boulder and Larimer County Reservoir is an off-channel reservoir located in Sections 2 and 3, T3N, R69W, and Sections 34 and 35, T4N, R69W of the 6th P.M., Boulder and Larimer Counties, CO, as shown on Exhibit A, attached to the Application filed with the Water Court. 3.3. Point of Diversion: The Ish Inlet Ditch, which diverts water from the Little Thompson River for delivery to the reservoir, has its headgate located at a point on the South bank of the Little Thompson River at a point whence the Northeast corner of Section 1, T3N, R70W, 6th P.M., bears South 73° 0’ West 1,100 feet, South 72° 0’ West 900 feet; South 56° 0’ West 360 feet to center of headgate. 3.4. Source: Little Thompson River. 3.5. Rate of Diversion into the reservoir: 400 c.f.s. 3.6. Appropriation Date: June 9, 1987. 3.7. Amount: 1,693 acre feet, as a refill right, CONDITIONAL (307 acre feet were previously decreed as ABSOLUTE in Case No. 97CW363). 3.8. Use: Irrigation, stock watering, domestic, and other agricultural uses. 4. Diligence: During this diligence period, Applicant has continued to maintain and improve its water delivery and storage facilities, including the Ish Inlet Ditch, the Ish Reservoir and the release structures. In particular, over the last six years, Applicant replaced, repaired and maintained several diversion, release and delivery structures within its integrated water system, including installing new outlet pipes, replacing flumes and repairing headgates. Applicant also upgraded the headgate on the outlet structure for the Ish Reservoir in 2005, and in December 2010, Applicant installed a retaining wall on the upstream side of a check on the Ish Inlet Ditch. In sum, during this diligence period, Applicant has expended approximately $75,500.00 in improving and maintaining its integrated water system. Applicant has continued to attempt to refill the Ish Reservoir pursuant to the remaining conditional refill right, however, due to the unavailability, in priority, of water in the Little Thompson River at times when refill could occur, it has not been possible to store the amount conditionally decreed during this diligence period. The Applicant remains ready to store water whenever it becomes available in priority, and to apply it to irrigation, domestic, stock watering and other agricultural uses. Applicant reserves the right to assert and demonstrate that during the diligence period other or additional activities have been undertaken or accomplished toward completion of the appropriation. 5. Ownership: Boulder & Larimer Irrigating and Manufacturing Ditch Company, c/o Mr. Howard D. Buehler, 1001 West Co. Rd. 2E, Berthoud, CO 80513; The Ish Reservoir Company, P.O. Box 159, Johnstown, CO 80534. WHEREFORE, Applicant respectfully requests a ruling and decree for the following: A. Applicant has exercised due and reasonable diligence during the six years following entry of the decree in Case No. 04CW198 toward completion or for completion

of the appropriation and application of water therein decreed, and for such other relief as the Court may determine proper; B. Applicant further prays that this Court continue in full force and effect the conditional water right for an additional six-year period, and for such other relief as the Court may deem proper; and C. Applicant has demonstrated continued intent and progress toward finalizing the conditional water right and further demonstrated that it has satisfied the requirements of “can and will”.

11CW52, Jack and Carol Christensen, 1060 Bader Ct., Castle Rock, CO 80104 (James J. Petrock, Petrock & Fendel, 700 17th Street, #1800, Denver, CO 80202), APPLICATION FOR UNDERGROUND WATER RIGHTS FROM NONTRIBUTARY SOURCES, IN THE NONTRIBUTARY DENVER, ARAPAHOE AND LARAMIE-FOX HILLS AQUIFERS, DOUGLAS COUNTY, 8.7 acres being Lot H, Castle Crest Amended, most of Lot 40, Lots 41 through 45, and portions of adjacent vacated street, Castle Crest Subdivision, located in part of the SE1/4SE1/4 of Section 1, T8S, R67W and the SW1/4SW1/4 of Section 6, T8S, R66W of the 6th P.M. (shown on Attachment A). Denver: 5.5 acre-feet; Arapahoe: 4.2 acre-feet; Laramie-Fox Hills: 2.2 acre-feet, for domestic, including inhouse, commercial, irrigation, stockwatering, and augmentation purposes, including storage, both on and off the Subject Property. (3 pages). 11CW53, Christensen Family, LLP, 5410 E. Prescott Ave., Castle Rock, CO 80104 (James J. Petrock, Petrock & Fendel, 700 17th Street, #1800, Denver, CO 80202), APPLICATION FOR UNDERGROUND WATER RIGHTS FROM NONTRIBUTARY SOURCES, IN THE NONTRIBUTARY DENVER, ARAPAHOE AND LARAMIE-FOX HILLS AQUIFERS, DOUGLAS COUNTY, 1.065 acres being Lot 32 and portion of adjacent vacated street, Castle Crest Subdivision, located in part of the SE1/4SE1/4 of Section 1, T8S, R67W of the 6th P.M., (shown on Attachment A). Denver: 0.65 acre-feet; Arapahoe: 0.49 acre-feet; Laramie-Fox Hills: 0.26 acre-feet, for domestic, including inhouse, commercial, irrigation, stockwatering, and augmentation purposes, including storage, both on and off the Subject Property. (3 pages). 11CW54 Pinedale Ranch Homeowners Association, c/o Mr. Sam Kaufman, 1713 Pinedale Ranch Circle, Evergreen, CO 80439, (303) 526-5526. APPLICATION TO MAKE ABSOLUTE A CONDITIONAL WATER RIGHT, IN JEFFERSON COUNTY, 1. Name, Address and Telephone Number of Applicant: Pinedale Ranch Homeowners Association, c/o Mr. Sam Kaufman, 1713 Pinedale Ranch Circle, Evergreen, CO 80439, (303) 526-5526. All pleadings should be sent to Applicant’s attorneys in this matter: Zach C. Miller, Esq., Steven E. Marlin, Esq. and Benjamin H. Kass, Esq., Davis, Graham & Stubbs LLP, 1550 17th Street, Suite 500, Denver, CO 80201-0185, (303) 892-9400. 2. Name of Structure: Pinedale Reservoir. 3. Description of Decreed Conditional Water Right: A. Date of Original Decree: April 2, 1980, Case No.: 79CW252, Court: District Court, Water Division No. 1. B. Subsequent Decrees Awarding Findings of Diligence: This Court entered decrees finding that the Applicant has been diligent in developing the conditional water right in Case No. 84CW046 (December 12, 1984), Case No. 88CW028 (September 19, 1988), Case No. 94CW163 (March 31, 1995), and Case No. 01CW039 (June 11, 2008). C. Legal Description of Structure: The Pinedale Reservoir is located in SW1/4 SE1/4 NE1/4 of Section 21, Township 4 South, Range 71 West of the 6th P.M., Jefferson County. The Reservoir outlet is located at a point approximately 10 feet North and 915 feet West of the East ¼ corner, Section 21. Water is diverted from Kerr Gulch to Pinedale Reservoir at a point located in the NW1/4, SE1/4 of Section 21, Township 4 South, Range 71 West of the 6th P.M., 2400 feet from the South line and 1330 feet from the East line of Section 21, in Jefferson County. D. Source of Water: Kerr Gulch, tributary to Bear Creek. E. Appropriation Date: November 29, 1977. Amount: 6.0 acre feet (conditional). F. Use of Water: Replacement water for the Pinedale Ranch plan for augmentation decreed on July 29, 1980 in Case No. W-8684-77, Water Division No. 1, as well as irrigation and domestic use. Pinedale

Reservoir also will be used at times for storage of water by exchange under the earlier priority date for the Robert Lewis Ditch (October 1, 1865), pursuant to and as described in the decreed Pinedale Ranch plan for augmentation. 4. Outline of Work Performed and Action Taken Toward Completion of the Appropriation and Application of the Water to a Beneficial Use. Applicant files this Application to Make Absolute a Conditional Water Right (“Applicant”) to perfect the conditional storage right associated with the Pinedale Reservoir, as confirmed by the final decree issued on April 2, 1980 in Case No. 79CW252, Water Division No. 1. Following issuance of that final decree, Applicant constructed the Pinedale Reservoir as an off-channel reservoir with a storage capacity of 6.0 acre feet, and the Reservoir began to fill on March 15, 1988. The final decree issued on June 11, 2008 in Case No. 01CW039, approving Applicant’s diligence showing and extending the conditional water right for an additional six-year diligence period, acknowledged that water had been diverted from Kerr Gulch to Pinedale Reservoir and placed to a beneficial use, though Applicant had not submitted evidence to the Court verifying amounts diverted pursuant to the conditional water right. Applicant is now submitting evidence of such diversion with this Application. See Water Accounting Form for November 1, 2008 through October 31, 2009, attached to this Application as Exhibit A. 5. Perfection of Conditional Storage Right. A. Date Water Applied to Beneficial Use: February 11, 2010. Amount: 6.0 acre-feet. Use: Augmentation. Specifically, the Reservoir has been and is used for replacement water for the Pinedale Ranch plan for augmentation decreed on July 29, 1980 in Case No. W-8684-77, Water Division No. 1, and at times for storage of water by exchange under the earlier priority date for the Robert Lewis Ditch (October 1, 1865), pursuant to and as described in the decreed Pinedale Ranch plan for augmentation. After further evaluation by the Applicant, Reservoir water will not be used for irrigation and domestic purposes. B. Evidence That Diversion of Water Was Made In Priority: Between April 18 and April 24, 2009, a total of 6.13 acre-feet of water was diverted to and stored in the Pinedale Reservoir, of which 6.00 acre-feet was diverted and stored in priority. See Exhibit A attached hereto. Applicant released water from the Reservoir on February 11, 2010, to replace out-of-priority depletions under the Pinedale Ranch augmentation plan decreed in Case No. W-8684-77. Therefore, based on this diversion and subsequent beneficial use the water on February 11, 2010, Applicant has perfected and made absolute this conditional right to store the full amount of 6.0 AF of water in Pinedale Reservoir, as decreed in Case No. 79CW252. C. Description of Place of Use: As described in the decree issued in Case No. W-8684-77, Water Division No. 1, the Pinedale Ranch plan for augmentation operates to replace depletions associated with the Pinedale Ranch subdivision, within which Pinedale Reservoir is situated. The Pinedale Ranch is a 245.39 acre subdivision located in that part of the SE1/2 NW1/4 NE1/4 of Section 21, Township 4 South, Range 71 W, of the 6th P.M, lying east and south of State Highway 74, in Jefferson County. Pinedale Ranch consists of 21 lots, 10 of which currently contain houses and are used year-round for single-family residential purposes. The locations of the Pinedale Reservoir and Kerr Gulch are described in Section 3.C. above, and further delineated in Exhibit B attached hereto. 6. Names and Addresses of Owners of Land Upon Which Structure is Built: Pinedale Ranch Homeowners Association, c/o Mr. Sam Kaufman, 1713 Pinedale Ranch Circle, Evergreen, CO 80439, (303) 526-5526. WHEREFORE, Applicant requests the Court issue a decree finding that a total of 6.0 acre-feet of water was diverted and stored in priority in Pinedale Reservoir, and that the full conditional water storage right to 6.0 acre-feet decreed in Case No. 79CW252 has been perfected and made absolute (7 pages with exhibits). 11CW55 Patricia A. Kavouras, 414 Forsythe Rd., Nederland, CO 80466. Telephone: (303) 444-2471. APPLICATION FOR UNDERGROUND WATER RIGHTS IN BOULDER COUNTY. I. Name, Mailing Address, Email Address, and Home Telephone Number of Applicant: Patricia A. Kavouras, 414 Forsythe Rd., Nederland, Colorado 80466, Phone (303) 444-2471, c/o Stuart B. Corbridge and Áine L. Durkin, Vranesh and Raisch, LLP, 1720 14th

Street, Suite 200, P.O. Box 871, Boulder, Colorado 80306, (303)443-6151. II. Underground Water Rights. A. Kavouras Well 1 -- Permit No. 285121. 1. Legal Description: NE1/4 SE1/4 of Sec. 11, T1S, R72W, 6th P.M., Boulder County, approximately 2200 feet from the south section line and 330 feet from the east section line, 414 Forsythe Rd., Nederland, CO 80466. 2. Source of water: Groundwater tributary to South Boulder Creek and Boulder Creek. 3. Depth: 140 ft. 4. Date of Appropriation: August 15, 1980. 5. How Appropriation was Initiated: By filing a well permit application with the State Engineer’s Office, permitting, construction, and use of the well. 6. Date Water Applied to Beneficial Use: July 8, 1981. 7. Amount Claimed: 0.6 gpm, ABSOLUTE. 8. Plan for Augmentation: This well was permitted pursuant to the requirements of C.R.S. Section 37-92-602, and is therefore not subject to any augmentation requirement. 9. Uses: Ordinary household purposes, watering of domestic animals, poultry, and livestock on a farm or ranch, fire protection, and irrigation of up to one acre of home gardens and lawns at the property located in the NE1/4 SE1/4 of Section 11 and the NW1/4 SW1/4 of Sec. 12, T1S, R72W, as shown on the attached Exhibit A. B. Kavouras Well 2 -- Permit No. 285120. 1. Legal Description: NE1/4 SE1/4 of Sec. 11, T1S, R72W, 6th P.M., Boulder County, approximately 2575 feet from the south section line and 755 feet from the east section line, 414 Forsythe Rd., Nederland, CO 80466. 2. Source of water: Groundwater tributary to South Boulder Creek and Boulder Creek. 3. Depth: Approximately 5 ft. 4. Date of Appropriation: June 30, 1919. 5. How Appropriation was Initiated: By construction and use of the well. 6. Date Water Applied to Beneficial Use: June 30, 1919. 7. Amount Claimed: 15 gpm, ABSOLUTE. 8. Plan for Augmentation: This well was registered and permitted pursuant to the requirements of C.R.S. Section 37-92-602, and is therefore not subject to any augmentation requirement. 9. Uses: Watering of domestic animals, poultry, and livestock on a farm or ranch, and irrigation of up to 0.5 acres of home gardens and lawns at the property located in the NE1/4 SE1/4 of Section 11 and the NW1/4 SW1/4 of Sec. 12, T1S, R72W, as shown on the attached Exhibit A. C. 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: Patricia A. Kavouras. D. Remarks: Pursuant to C.R.S. Section 37-92-602(4), the underground water rights claimed herein will be awarded a priority date based on the date of appropriation for the water rights. Copies of the current well permits for the wells are attached as Exhibits B and C. WHEREFORE, Applicant requests that the court enter a decree confirming the underground water rights described in this application. 11CW56 CHERRY CREEK PROJECT WATER AUTHORITY (the “Authority”), c/o Pat Mulhern, Mulhern MRE, Inc., 2 Inverness Drive East, Suite 200 Englewood, CO 80112, Attorneys: Douglas M. Sinor and Gabriel Racz, Trout, Raley, Montaño, Witwer & Freeman, P.C., 1120 Lincoln Street, Suite 1600, Denver, Colorado 80202, Phone: 303-861-1963. APPLICATION FOR CHANGE OF NONTRIBUTARY AND NOT NONTRIBUTARY DENVER BASIN GROUND WATER RIGHTS, IN DOUGLAS COUNTY. 1. Introduction. 1.1 Name, address, telephone number and email address of applicant: see above. 1.2 The Authority is a body corporate and politic, a political subdivision of the State of Colorado, and a water authority as defined in C.R.S. § 29-1-204.2, created by agreement of the members of the Authority dated October 14, 2005. The purpose of the Authority is to develop and operate a stable and efficient water system for its members. The members of the Authority are Inverness Water and Sanitation District (“Inverness”); Arapahoe County Water and Wastewater Authority (“ACWWA”); Denver Southeast Suburban Water and Sanitation District (“The Pinery”); and Cottonwood Water and Sanitation District (“Cottonwood”), all of which are political subdivisions of the State of Colorado responsible for supplying water for municipal purposes within their respective service areas and boundaries (collectively, the “Members”). The Authority owns nontributary and not nontributary ground water rights in the Denver Basin, and each member of

the Authority has a right to use a percentage of the water produced by the water rights owned by the Authority. 1.3 Water rights sought to be changed and general description of the Application. 1.3.1 Water rights to be changed. The Authority seeks to change nontributary and not nontributary Denver Basin ground water rights associated with parcels known as the Franktown Parcel, the Grange Parcel, the Walker Parcel, the Burgoyne Parcel, and Castlewood Canyon State Park, located near and adjacent to Cherry Creek south of the Town of Parker, Colorado, as shown on the map attached as Exhibit 1 to the Application. The water rights to be changed are described specifically in Sections 2 through 6 below. 1.3.2 General description of changes. For the ground water rights associated with each of the Franktown and Walker Parcels, the Authority requests the right to complete wells at any location on the portion of each Parcel owned by the Authority to withdraw water decreed to be underlying that Parcel. For the nontributary and not nontributary ground water rights associated with Franktown, Grange, Walker, and Burgoyne Parcels, the Authority requests, inter alia, the right complete one or more wells in each aquifer to withdraw the total allowed annual amount of ground water associated with non-contiguous parcels of land for which the Authority owns the associated ground water rights, provided that the well or wells are located so that the cylinder or cylinders of appropriation for at least one of the well or wells overlap, at least in part, each of the non-contiguous parcels. Additionally, the Authority requests changes to the ground water rights associated with Walker Parcel and Castlewood Canyon State Park to add use by storage. The Authority also seeks to confirm the ability to use the ground water rights associated with the Walker Parcel at any place of use. 2. Franktown Parcel Nontributary Water Rights. 2.1 Prior decrees. 2.1.1 Original decree (Lower Dawson-Arkose aquifer), Case No. 84CW128, Water Division No. 1, Colorado, entered on August 30, 1985. 2.1.2 Original decree (Denver, Arapahoe, and Laramie-Fox Hills aquifers), Case No. 84CW129, Water Division No. 1, Colorado, entered on August 2, 1985. 2.1.3 Change decree (Lower Dawson-Arkose aquifer), Case No. 86CW205, Water Division No. 1, Colorado, entered on December 14, 1988. 2.1.4 Amended decree (Denver, Arapahoe, and Laramie-Fox Hills aquifers), Case No. 84CW129, Water Division No. 1, Colorado, entered on September 28, 2000. 2.1.5 Amended decree (Lower Dawson-Arkose aquifer), Case No. 86CW205, Water Division No. 1, Colorado, entered on January 22, 2003. 2.2 Legal descriptions: 2.2.1 The decreed nontributary water rights underlie land located in Sections 22 and 27, Township 7 South, Range 66 West of the 6th P.M., Douglas County, Colorado, as more particularly described in Exhibit 2 attached to the Application and shown in the map attached as Exhibit 1 (Franktown Parcel). 2.2.2 The decreed well locations are as follows: 2.2.2.1 Franktown Lower Dawson-Arkose Well (Permit no. 051878-F): In the SE 1/4 of the SW 1/4 of Section 22, Township 7 South, Range 66 West of the 6th P.M., Douglas County, Colorado, at a point approximately 550 feet from the South Section line and 2500 feet from the West Section line of said Section 22. 2.2.2.2 Franktown Denver Well: Location: In the SE 1/4 of the SW 1/4 of Section 22, Township 7 South, Range 66 West of the 6th P.M., Douglas County, Colorado, at a point approximately 650 feet from the South Section line and 2500 feet from the West Section line of said Section 22. 2.2.2.3 Franktown Arapahoe Well: Location: In the SE 1/4 of the SW 1/4 of Section 22, Township 7 South, Range 66 West of the 6th P.M., Douglas County, Colorado, at a point approximately 550 feet from the South Section line and 2600 feet from the West Section line of said Section 22. 2.2.2.4 Franktown Laramie-Fox Hills Well: (Permit No. 28419-F). Location: In the SE 1/4 of the SW 1/4 of Section 22, Township 7 South, Range 66 West of the 6th P.M., Douglas County, Colorado, at a point approximately 650 feet from the South Section line and 2600 feet from the West Section line of said Section 22. 2.2.2.5 The Authority may construct additional and replacement wells in order to maintain levels of production, to meet water supply demands or to recover the entire amount of ground water underlying the Franktown Parcel. 2.3 Decreed sources of water: Nontributary water in the Lower Dawson-Arkose aquifer, Denver aquifer, Arapahoe aquifer, and Laramie Fox-Hills aquifer. 2.4 Appropriation date: N/A. 2.5 Total decreed amounts (average annual withdrawal): 2.5.1 Lower Dawson-Arkose aquifer: 78.9 acre-feet/year. 2.5.2

Denver aquifer: 92 acre-feet/year. 2.5.3 Arapahoe aquifer: 87 acre-feet/year. 2.5.4 Laramie-Fox Hills aquifer: 75 acre-feet/year. 2.6 Decreed uses: Commercial, industrial, and municipal purposes, including irrigation. Water may be withdrawn for immediate application to beneficial use, for storage and subsequent application to beneficial use, for substitution and exchange purposes, for replacement of depletions resulting from the use of water from other sources, for relinquishment to the stream pursuant to C.R.S. § 37-90-137 (9)(b) and Rule 8, 2 C.C.R. 402-6, and for all other augmentation purposes. The right includes the right of reuse, successive use and disposition by sale, exchange or otherwise to extinction of all such nontributary water in accordance with C.R.S. § 37-82-106(2). 2.7 Historic use: N/A. 2.8 Amount of water that applicant intends to change: all nontributary water decreed in the Lower Dawson-Arkose, Denver, Arapahoe and Laramie-Fox Hills aquifers underlying the Franktown Parcel, as described above. 2.9 Detailed description of proposed change. 2.9.1 In addition to the wells described in Section 2.3.2 above, the Authority requests the ability to withdraw the total allowed annual amount of nontributary Denver Basin ground water available pursuant to the decrees described in Section 2.1 above from 1) any well or wells located anywhere on that portion of the Franktown Parcel owned by the Authority (the portion of the Franktown Parcel owned by the Authority is described in Exhibit 7); 2) any well or wells located on any contiguous parcel from which the Authority has the right to withdraw ground water from the same aquifer; and 3) any well or wells located on any non-contiguous parcel from which the Authority has the right to withdraw ground water from the same aquifer provided that the well or wells on the non-contiguous parcel are located so that the cylinder or cylinders of appropriation, as defined in the Statewide Nontributary Rules, 2 C.C.R. 402-7, Rule 4.A.7, for the well or wells overlap, at least in part, the Franktown Parcel or any parcel contiguous to the Franktown Parcel. 2.9.2 Without limiting the Authority’s flexibility in locating a well or wells as requested above, the Authority identifies the following previously decreed well locations on the non-contiguous Grange Parcel where nontributary Denver Basin ground water underlying the Franktown Parcel may be withdrawn. For each aquifer, the combined amounts of nontributary ground water associated with non-contiguous parcels and decreed well locations that have overlapping cylinders of appropriation that the Authority seeks to withdraw are shown on Table 1 attached to the Application. 2.9.2.1 Everitt Acres Denver, Arapahoe, and Laramie-Fox Hills wells described in Section 3.2.2 below. 2.9.3 All completed wells that produce ground water from the same aquifer shall constitute a well field as defined in Rule 4.A. of the Statewide Nontributary Ground Water Rules. 3. Grange Parcel Nontributary Water Rights. 3.1 Prior decree, Case No. 85CW168, Water Division No. 1, Colorado, entered on December 3, 1986. 3.2 Legal descriptions: 3.2.1 The decreed nontributary water rights underlie land located in Sections 27, 28, 33 and 34, Township 7 South, Range 66 West of the 6th P.M., Douglas County, Colorado, as more particularly described in Exhibit 3 attached to the Application and shown in the map attached as Exhibit 1 (Grange Parcel). 3.2.2 The decreed well locations are as follows, all within Township 7 South, Range 66 West, of the 6th P.M. Douglas County, Colorado: 3.2.2.1 Everitt Acres Lower Dawson aquifer wells. 3.2.2.1.1 DA-1 3,500 feet from the North Section line and 500 feet from the East Section line of Section 28. 3.2.2.1.2 DA-2 4,300 feet from the North Section line and 1,600 feet from the East Section line of Section 27. 3.2.2.1.3 DA-3 1,000 feet from the South Section line and 1,000 feet from the West Section line of Section 27. 3.2.2.2 Everitt Acres Denver aquifer wells. 3.2.2.2.1 D-1 3,400 feet from the North Section line and 500 feet from the East Section line of Section 28. 3.2.2.2.2 D-2 4,400 feet from the North Section line and 2,900 feet from the East Section line of Section 27. 3.2.2.3 Everitt Acres Arapahoe aquifer wells. 3.2.2.3.1 A-1 4,300 feet from the North Section line and 2,900 feet from the East Section line of Section 27. 3.2.2.3.2 A-2 3,600 feet from the North Section line and 500 feet from the East Section line of Section 28. 3.2.2.3.3 A-3 1,050 feet from the South Section line and 1,000 feet from the West Section line of Section 27. 3.2.2.4 Everitt Acres Laramie-Fox Hills aquifer wells. 3.2.2.4.1 LFH-1 3,700 feet from the North Section line and 550 feet from the East Section line of Section 28. 3.2.2.4.2 LFH-2 4,400 feet from the North

Section line and 2,800 feet from the East Section line of Section 27. 3.2.2.5 The Authority may construct additional and replacement wells in order to maintain levels of production, to meet water supply demands or to recover the entire amount of ground water underlying the Grange Parcel. 3.3 Decreed sources of water: Nontributary water in the Lower Dawson, Denver, Arapahoe, and Laramie Fox-Hills aquifers. 3.4 Appropriation date: N/A. 3.5 Total decreed amounts (average annual withdrawal): 3.5.1 Lower Dawson aquifer: 202 acre-feet/year. 3.5.2 Denver aquifer: 255 acre-feet/year. 3.5.3 Arapahoe aquifer: 319 acre-feet/year. 3.5.4 Laramie Fox-Hills aquifer: 196 acre-feet/year. 3.6 Decreed uses: Applicant may use, reuse, and successively use all water withdrawn from the Lower Dawson, Denver, Arapahoe and Laramie-Fox Hills Aquifers for all municipal, domestic, industrial, commercial, irrigation, stock watering, recreational, fish and wildlife and piscatorial purposes. Said water may be produced for immediate application to said uses, 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 all other augmentation purposes. Such water is developed water with respect to any surface stream system or alluvial aquifer into which it might be introduced or become a part thereof. The rights include the rights to withdraw, reuse, successively use and dispose of by sale, exchange or otherwise, to extinction, all of such water. 3.7 Historic use: N/A. 3.8 Amount of water that applicant intends to change: 3.8.1 Lower Dawson aquifer: The Authority does not own or have a contract to purchase and does not seek to change any water decreed in this aquifer. 3.8.2 Denver aquifer: all water decreed in this aquifer underlying the Grange Parcel. 3.8.3 Arapahoe aquifer: all water decreed in this aquifer underlying the Grange Parcel. 3.8.4 Laramie-Fox Hills aquifer: 167 acre-feet/year, which is all the water decreed in this aquifer that the Authority has under contract to purchase. 3.9 Detailed description of proposed change. 3.9.1 In addition to the wells described in Section 3.2.2 above, the Authority requests the ability to withdraw the total allowed annual amount of nontributary Denver Basin ground water available pursuant to the decree described in Section 3.1 above from 1) any well or wells located on any contiguous parcel from which the Authority has the right to withdraw ground water from the same aquifer; and 2) any well or wells located on any non-contiguous parcel from which the Authority has the right to withdraw ground water from the same aquifer provided that the well or wells on the non-contiguous parcel are located so that the cylinder or cylinders of appropriation, as defined in the Statewide Nontributary Rules, 2 C.C.R. 402-7, Rule 4.A.7, for the well or wells overlap, at least in part, the Grange Parcel or any parcel contiguous to the Grange Parcel. 3.9.2 Without limiting the Authority’s flexibility in locating a well or wells as requested above, the Authority identifies the following previously decreed well locations on the non-contiguous Franktown, Walker, and Burgoyne Parcels where nontributary Denver Basin ground water available underlying the Grange Parcel may be withdrawn. For each aquifer, the combined amounts of nontributary ground water associated with non-contiguous parcels and decreed well locations that have overlapping cylinders of appropriation that the Authority seeks to withdraw are shown on Table 1 attached. 3.9.2.1 Franktown Denver, Arapahoe, and Laramie-Fox Hills aquifer wells described in Section 2.2.2 above. 3.9.2.2 Smith Denver, Arapahoe, and Laramie-Fox Hills aquifer wells described in Section 4.2.2 below. 3.9.2.3 WWTR/Burgoyne Denver, Arapahoe, and Laramie-Fox Hills wells described in Section 5.2.2. below. 3.9.3 All completed wells that produce ground water from the same aquifer shall constitute a well field as defined in Rule 4.A. of the Statewide Nontributary Ground Water Rules. 4. Walker Parcel Nontributary Water Rights. 4.1 Original decree, Case No. 88CW096, Water Division No. 1, Colorado, entered on August 31, 1989. 4.2 Legal descriptions: 4.2.1 The decreed nontributary water rights underlie land located in Section 34, Township 7 South, Range 66 West of the 6th P.M., Douglas County, Colorado, as more particularly described in Exhibit 4 attached to the Application and shown in the map attached as Exhibit 1 (Walker Parcel). 4.2.2 The decreed well locations are as follows: 4.2.2.1 Smith DA-l: To be located in the SE 1/4 of the NW 1/4 of Section 34, Township 7 South, Range 66 West of the 6th P.M., Douglas County, Colorado at a point approximately 2,540 feet from the North

Section line and 2,215 feet from the West Section line of said Section 34. 4.2.2.2 Smith D-l: SE 1/4 of the NW 1/4 of Section 34, Township 7 South, Range 66 West of the 6th P.M., Douglas County, Colorado at a point approximately 2,590 feet from the North Section line and 2,215 feet from the West Section line of said Section 34. 4.2.2.3 Smith A-1: SE 1/4 of the NW 1/4 of Section 34, Township 7 South, Range 66 West of the 6th P.M., Douglas County, Colorado at a point approximately 2,590 feet from the North Section line and 2,265 feet from the West Section line of said Section 34. 4.2.2.4 Smith LFH-l: SE 1/4 of the NW 1/4 of Section 34, Township 7 South, Range 66 West of the 6th P.M., Douglas County, Colorado at a point approximately 2,540 feet from the North Section line and 2,265 feet from the West Section line of said Section 34. 4.2.2.5 Smith DA-2: NW 1/4 of the NE 1/4 of Section 34, Township 7 South, Range 66 West of the 6th P.M., Douglas County, Colorado at a point approximately 685 feet from the North Section line and 3,500 feet from the West Section line of said Section 34. 4.2.2.6 Smith D-2: NW 1/4 of the NE 1/4 of Section 34, Township 7 South, Range 66 West of the 6th P.M., Douglas County, Colorado at a point approximately 735 feet from the North Section line and 3,500 feet from the West Section line of said Section 34. 4.2.2.7 Smith A-2: NW 1/4 of the NE 1/4 of Section 34, Township 7 South, Range 66 West of the 6th P.M., Douglas County, Colorado at a point approximately 735 feet from the North Section line and 3,550 feet from the West Section line of said Section 34. 4.2.2.8 Smith LFH-2: NW 1/4 of the NE 1/4 of Section 34, Township 7 South, Range 66 West of the 6th P.M., Douglas County, Colorado at a point approximately 685 feet from the North Section line and 3,550 feet from the West Section line of said Section 34. 4.2.2.9 Smith DA-3: SE 1/4 of the NE 1/4 of Section 34, Township 7 South, Range 66 West of the 6th P.M., Douglas County, Colorado at a point approximately 1,340 feet from the North Section line and 4,340 feet from the West Section line of said Section 34. 4.2.2.10 Smith D-3: SE 1/4 of the NE 1/4 of Section 34, Township 7 South, Range 66 West of the 6th P.M., Douglas County, Colorado at a point approximately 1,390 feet from the North Section line and 4,340 feet from the West Section line of said Section 34. 4.2.2.11 Smith A-3: SE 1/4 of the NE 1/4 of Section 34, Township 7 South, Range 66 West of the 6th P.M., Douglas County, Colorado at a point approximately 1,390 feet from the North Section line and 4,390 feet from the West Section line of said Section 34. 4.2.2.12 Smith LFH-3: SE 1/4 of the NE 1/4 of Section 34, Township 7 South, Range 66 West of the 6th P.M., Douglas County, Colorado at a point approximately 1,340 feet from the North Section line and 4,390 feet from the West Section line of said Section 34. 4.2.2.13 Smith DA-4: SE 1/4 of the NE 1/4 of Section 34, Township 7 South, Range 66 West of the 6th P. M., Douglas County, Colorado at a point approximately 2,540 feet from the North Section line and 4,510 feet from the West Section line of said Section 34. 4.2.2.14 Smith D-4: SE 1/4 of the NE 1/4 of Section 34, Township 7 South, Range 66 West of the 6th P.M., Douglas County, Colorado at a point approximately 2,590 feet from the North Section line and 4,510 feet from the West Section line of said Section 34. 4.2.2.15 Smith A-4: SE 1/4 of the NE 1/4 of Section 34, Township 7 South, Range 66 West of the 6th P.M., Douglas County, Colorado at a point approximately 2,590 feet from the North Section line and 4,560 feet from the West Section line of said Section 34. 4.2.2.16 Smith LFH-4: SE 1/4 of the NE 1/4 of Section 34, Township 7 South, Range 66 West of the 6th P.M., Douglas County, Colorado at a point approximately 2,540 feet from the North Section line and 4,560 feet from the West Section line of said Section 34. 4.2.2.17 The Authority may construct additional and replacement wells in order to maintain levels of production, to meet water supply demands or to recover the entire amount of ground water underlying the Walker Parcel. 4.3 Decreed sources of water: Nontributary water in the Lower Dawson aquifer, Denver aquifer, Arapahoe aquifer, and Laramie Fox-Hills aquifer. 4.4 Appropriation date: N/A. 4.5 Total decreed amounts (average annual withdrawal): 4.5.1 Lower Dawson aquifer: 15.4 acre-feet/year. 4.5.2 Denver aquifer: 65.8 acre-feet/year. 4.5.3 Arapahoe aquifer: 60.9 acre-feet/year. 4.5.4 Laramie-Fox Hills aquifer: 40.9 acre-feet/year. 4.6 Decreed uses: All municipal purposes, including domestic, agricultural, industrial, commercial, greenhouse, irrigation, stock watering, recreation, fish and wildlife, and fire protection uses.

Water may be produced for immediate application to beneficial use, for exchange purposes, for relinquishment to the stream pursuant to C.R.S. §37-90-137(9)(b), for replacement of depletions resulting from the use of water from other sources, and for all other augmentation purposes, including augmentation of not nontributary ground water diversions. The rights approved and decreed herein include the right of reuse, successive use and disposition by sale, exchange or otherwise to extinction of all such nontributary waters subject to the provisions of paragraph 24 of the decree in 88CW096 in accords (sic) with C.R.S. §37-82-106(2). 4.7 Historic use: N/A. 4.8 Amount of water that applicant intends to change: 4.8.1 Lower Dawson aquifer: 13.4 acre-feet/year, which is all of the water decreed in this aquifer underlying the Walker Parcel that is owned by the Authority. 4.8.2 Denver aquifer: All water decreed in this aquifer underlying the Walker Parcel. 4.8.3 Arapahoe aquifer: All water decreed in this aquifer underlying the Walker Parcel. 4.8.4 Laramie-Fox Hills aquifer: All water decreed in this aquifer underlying the Walker Parcel. 4.9 Detailed description of proposed change. 4.9.1 In addition to the wells described in Section 4.2.2 above, the Authority requests the ability to withdraw the total allowed annual amount of nontributary Denver Basin ground water available pursuant to the decrees described in Section 4.1 above from 1) any well or wells located anywhere on that portion of the Walker Parcel owned by the Authority or for which the Authority owns well easements (the portion of the Walker Parcel owned by the Authority is described in Exhibit 7); 2) any well or wells located on any contiguous parcel from which the Authority has the right to withdraw ground water from the same aquifer; and 3) any well or wells located on any non-contiguous parcel from which the Authority has the right to withdraw ground water from the same aquifer provided that the well or wells on the non-contiguous parcel are located so that the cylinder or cylinders of appropriation, as defined in the Statewide Nontributary Rules, 2 CCR 402-7, Rule 4.A.7, for the well or wells overlap, at least in part, the Walker Parcel or any parcel contiguous to the Walker Parcel. 4.9.2 Without limiting the Authority’s flexibility in locating a well or wells as requested above, the Authority identifies the following previously decreed well locations on the non-contiguous Grange and Burgoyne Parcels where nontributary Denver Basin ground water underlying the Walker Parcel may be withdrawn. For each aquifer, the combined amounts of nontributary ground water associated with non-contiguous parcels and decreed well locations that have overlapping cylinders of appropriation that the Authority seeks to withdraw are shown on Table 1 attached. 4.9.2.1 Everitt Acres Denver, Arapahoe, and Laramie-Fox Hills wells described in Section 3.2.2 above. 4.9.2.2 WWTR/Burgoyne Denver, Arapahoe, and Laramie-Fox Hills wells described in Section 5.2.2 below. 4.9.3 All completed wells that produce ground water from the same aquifer shall constitute a well field as defined in Rule 4.A. of the Statewide Nontributary Ground Water Rules. 4.9.4 Applicant seeks to change the use of the Walker nontributary water rights to add use by storage. 4.9.5 Applicant seeks to confirm that the Walker Parcel nontributary water rights may be used at any place of use. 5. Burgoyne Parcel Nontributary and Not Nontributary Water Rights. 5.1 Original decree, Case No. 93CW093, Water Division No. 1, Colorado, entered May 5, 2005. 5.2 Legal descriptions: 5.2.1 Nontributary and not nontributary water rights underlying land located in Section 34, Township 7 South, Range 66 West of the 6th P.M., Douglas County, Colorado, as more particularly described in Exhibit 5 attached to the Application and shown in the map attached as Exhibit 1 (Burgoyne Parcel). 5.2.2 The decreed well locations are as follows: 5.2.2.1 WWTR/Burgoyne Well UD-l: Section 34, T7S, R66W, SW 1/4 of the SE1/4, 650' from the South Section line and 2050' from the East Section line. 5.2.2.2 WWTR/Burgoyne Well LD-l: Section 34, T7S, R66W, SW1/4 of the SE1/4, 650' from the South Section line and 2050' from the East Section line. 5.2.2.3 WWTR/Burgoyne Well De-1: Section 34, T7S, R66W, SW1/4 of the SE1/4, 650' from the South Section line and 2050' from the East Section line. 5.2.2.4 WWTR/Burgoyne Well A-1: Section 34, T7S, R66W, SW 1/4 of the SE 1/4, 650' from the South Section line and 2050' from the East Section line. 5.2.2.5 WWTR/Burgoyne Well LF 1: Section 34, T7S, R66W, SW1/4 of the SE1/4, 650' from the South Section line and 2050' from the East Section line. 5.2.2.6 The Authority may construct additional and

replacement wells in order to maintain levels of production, to meet water supply demands or to recover the entire amount of ground water underlying the Burgoyne Parcel. 5.3 Decreed sources of water: Not nontributary water in the Upper Dawson and nontributary water in the Denver, Arapahoe, and Laramie-Fox Hills aquifers. 5.4 Appropriation date: N/A. 5.5 Total decreed amounts (average annual withdrawal): 5.5.1 Upper Dawson aquifer: 3.26 acre-feet/year (not nontributary). 5.5.2 Denver aquifer: 11.6 acre-feet/year. 5.5.3 Arapahoe aquifer: 11 acre-feet/year. 5.5.4 Laramie-Fox Hills aquifer: 7.2 acre-feet/year. 5.6 Decreed uses: All beneficial uses including, but not limited to irrigation, municipal, domestic, commercial, industrial, recreation, stock watering, piscatorial, fire protection, manufacturing, fish and wildlife, and sanitary uses; including the right to use, reuse, and successively use directly, by exchange or through storage, and to dispose of by sale, exchange or otherwise of all such nontributary water in accordance with C.R.S. § 37-82-106(2); and to use for substitution and replacement of depletions from, or augmentation of, the use of water from other sources, including some or all of the uses described above. 5.7 Historic use: N/A. 5.8 Amount of water applicant intends to change: All water decreed in the not nontributary Upper Dawson aquifer and nontributary Denver, Arapahoe and Laramie-Fox Hills aquifers underlying the Burgoyne Parcel. 5.9 Detailed description of proposed change. 5.9.1 In addition to the wells described in Section 5.2.2 above, the Authority requests the ability to withdraw the total allowed annual amount of nontributary Denver Basin ground water available pursuant to the decrees described in Section 5.1 above from 1) any well or wells located on any contiguous parcel from which the Authority has the right to withdraw ground water from the same aquifer; and 2) any well or wells located on any non-contiguous parcel from which the Authority has the right to withdraw ground water from the same aquifer provided that the well or wells on the non-contiguous parcel are located so that the cylinder or cylinders of appropriation, as defined in the Statewide Nontributary Rules, 2 C.C.R. 402-7, Rule 4.A.7, for the well or wells overlap, at least in part, the Burgoyne Parcel or any parcel contiguous to the Burgoyne Parcel. 5.9.2 Without limiting the Authority’s flexibility in locating a well or wells as requested above, the Authority identifies below previously decreed well locations on the non-contiguous Walker Parcel where nontributary Denver Basin ground water underlying the Burgoyne Parcel may be withdrawn. Nontributary Denver Basin ground water underlying the Burgoyne Parcel may also be withdrawn from wells that may be located on the Grange Parcel. For each aquifer, the combined amounts of nontributary ground water associated with non-contiguous parcels and decreed well locations that have overlapping cylinders of appropriation that the Authority seeks to withdraw are shown on Table 1 attached. 5.9.2.1 Smith wells described in Section 4.2.2 above. 5.9.3 All completed wells that produce ground water from the same aquifer shall constitute a well field as defined in Rule 4.A. of the Statewide Nontributary Ground Water Rules. 6. Castlewood Canyon State Park Nontributary Water Rights. 6.1 Prior decrees: 6.1.1 Original decree: Case No. 94CW065, Water Division No. 1, Colorado, entered March 21, 1995. 6.1.2 Change decree: Case No. 93CW093, Water Division No. 1, Colorado, entered May 5, 2005. 6.2 Legal descriptions: 6.2.1 Nontributary water rights underlying land located in Sections 15, 22, 23, 24, 25, and 26, Township 8 South, Range 66 West of the 6th P.M., Douglas County, Colorado, as more particularly described in Exhibit 6 attached to the Application and shown in the map attached as Exhibit 1 (Castlewood Canyon State Park). 6.3 Decreed sources of water: Not nontributary water in the Upper Dawson and nontributary water in the Lower Dawson, Denver, Arapahoe, and Laramie-Fox Hills aquifers. 6.4 Appropriation date: N/A. 6.5 Total decreed amounts (average annual withdrawal): 6.5.1 Upper Dawson aquifer: 276 acre-feet/year. 6.5.2 Lower Dawson aquifer: 134 acre-feet/year. 6.5.3 Denver aquifer: 420 acre-feet/year. 6.5.4 Arapahoe aquifer: 488 acre-feet/year. 6.5.5 Laramie-Fox Hills aquifer: 249 acre-feet/year. 6.6 Decreed uses: All beneficial uses including, but not limited to irrigation, municipal, domestic, commercial, industrial, recreation, stock watering, piscatorial, fire protection, fish and wildlife, augmentation, and exchange; including the right to use, re-use and successively use directly, by exchange, by augmentation, or by sale or lease to extinction all of the nontributary

and not nontributary ground water in accordance with § 37-82-106(2) and § 37-90-137(9)(c), C.R.S. 6.7 Historic Use: N/A 6.8 Amount of water applicant intends to change: All water decreed in the nontributary Lower Dawson, Denver, Arapahoe, and Laramie-Fox Hills aquifers underlying the Castlewood Canyon State Park. Applicant does not own and does not seek to change any water in the not nontributary Upper Dawson aquifer. 6.9 Detailed description of proposed change. The Authority seeks to change the use of the Castlewood Canyon State Park nontributary water rights to add use by storage. 7. Name(s) and address(es) of owner(s) 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. 7.1 Colorado Department of Natural Resources, Division of Parks and Outdoor Recreation; 1313 Sherman Street, #618, Denver, CO 80203. 7.2 Allen E. Yamashita, 6635 E State Highway 86, Franktown, CO 80116. 7.3 Clyde & Virginia Peek, P.O. Box 826, Franktown, CO 80116. 7.4 Timothy & Jennifer Walker, P.O. Box 134, Franktown, CO 80116. 7.5 Douglas County Board of Commissioners, 100 Third Street, Castle Rock, CO 80104. 7.6 Vincent A. Yevoli, 82 Mechanic Street, Pawcatuck, CT 06379-2154. (16 pages) 11CW57 Martin J. O’Brien and Carmen E. O’Brien, 31401 Shadow Mountain Drive, Conifer, Colorado 80433. (c/o David C. Lindholm, Esq., P.O. Box 18903, Boulder, Colorado 80308-1903). APPLICATION FOR CHANGE OF DECREED WELL LOCATION. IN JEFFERSON COUNTY. 1. Decreed Water Right for Which Change is Sought: A. Name of Structure: Etter Well No. 1. B. Date of Original Decree: September 22, 2004. Case No.: 2003CW280. Court: District Court for Water Division 1. C. Legal Description of Structure: The decreed location of the Etter Well No. 1 is the NE1/4 NE1/4, Section 8, Township 6 South, Range 71 West, 6th P.M., Jefferson County, at a point approximately 200 feet South of the North Section line and 300 feet East of the West Section line of said Section 8. As noted below, the decreed location is in error. The Well is physically located on Lot 1 of the Etter subdivision, with an address as described above. D. Decreed Source of Water: Ground water that is tributary to Blue Creek, Cub Creek, Bear Creek and the South Platte River. E. Appropriation Date: November 15, 1995. F. Total Amount Decreed to Structure: 5 gallons per minute, Absolute, and 10 gallons per minute, Conditional. G. Decreed Uses: Domestic and ordinary household purposes, the watering of domestic animals, the irrigation of lawns and gardens and fire protection purposes. H. Amount of Water that Applicants Intend to Change: 5 gallons per minute. 3. Detailed Description of Proposed Change. a. It was recently discovered that the location of the Etter Well No. 1 was incorrectly described in both the Decree issued in Case No. 2003CW280 (“Decree”), and the well permit that preceded the Decree. The Well was correctly described in the Decree and the well permit as being in the NE1/4 NE1/4, Section 8, Township 6 South, Range 71 West, of the 6th P.M. However, the distances from the Section lines in the Decree are incorrect. Rather than being 200 feet South of the North Section line of Section 8, the Well is actually 640 feet from the North Section line. Rather than being 300 feet East of the West Section line of Section 8, the Well is actually 500 feet from the East Section line. b. The sole purpose of this Application is to correct the error in the legal description used in the Decree. No other change is being requested. The Well will continue to be operated pursuant to the terms and conditions of the plan for augmentation approved by the District Court for Water Division 1 in 2004. Once a decree approving the requested change is entered, the Applicants will obtain a new well permit from the State Engineer and the existing permit will be cancelled. c. A map that illustrates the actual location of the Etter Well No. 1 and the location described in the Decree is attached as Exhibit “A.” The current well permit for the Etter Well No. 1 is attached as Exhibit “B.” Name(s) and Address(es) of Owners of Land on which any New Structure, or modification to any Existing Structure is or Will be Constructed: N/A. Applicants own the property upon

which the Etter Well No. 1 is located. WHEREFORE, Applicants request that the decreed location of the Etter Well No. 1 be corrected as described herein. (3 pages and two exhibits). 11CW58 Riverside Irrigation District, Riverside Reservoir & Land Company, 221 East Kiowa Avenue, Fort Morgan, Colorado 80701 (970) 867-6586; c/o Mark J. Wagner, Hill & Robbins, P.C., 1441 18th St., Suite 100, Denver, CO 80202, (303) 296-8100; and Equus Farms, Inc. Application for Finding of Reasonable Diligence and to Make Absolute in Part in WELD COUNTY. 2. Name of Structure: Riverside Canal, Riverside Reservoir, and Equus Recharge Pond Nos. 1, 2 and 3. 3. Description of Conditional Right from Original Decree A. Date of Original Decree: February 14, 1991, Case No.: 88CW239, Court: Water Division No. 1. B. Description of conditional water rights: By Judgment and Decree dated February 14, 1991, entered by the District Court in and for Water Division No. 1 in Case No. 88CW239, the following conditional water rights were decreed, with appropriation dates of March 18, 1988: (a) 52.1 cfs to the Riverside Canal; (b) 3,000 acre feet to Riverside Reservoir; (c) 256 acre feet to Equus/Riverside Pond No. 1; (d) 240 acre feet to Equus/Riverside Pond No. 2; and (e) 306 acre feet to Equus/Riverside Pond No. 3. Water diverted by the Riverside Canal and temporarily stored in Riverside Reservoir under the conditional rights described above is decreed for subsequent release and storage in the Equus/Riverside Recharge Pond Nos. 1, 2 and 3, or for supplemental irrigation of lands within the Riverside Irrigation District. Water diverted and stored in the Equus/Riverside Recharge Pond Nos. 1, 2, and 3 is decreed for wildlife habitat, recreation and aesthetic purposes, for release for irrigation use, and for recharge and augmentation of the aquifer. The source of water for the above-described rights is the South Platte River via diversions from the Riverside Canal, the headgate of which is located on the north bank of the South Platte River in the SW/4SW/4 of Section 20, T. 5 N., R. 63 W. of the 6th P.M. By decree of this Court in Case No. 97CW88 dated January 27, 1999, the following portions of the above conditional water rights were made absolute: (a) 32.95 cfs of the 52.1 cfs decreed conditionally to the Riverside Canal, leaving 19.15 cfs conditional; (b) 304 acre feet of the 3000 acre feet conditionally decreed to Riverside Reservoir, leaving 2,696 acre feet conditional; and (c) all amounts conditionally decreed to Equus Recharge Pond Nos. 1, 2, and 3, for all decreed purposes except their decreed use of direct release for irrigation use. By decree of this Court in Case No. 04CW231 dated March 8, 2005, the entire amount of 3,000 acre feet decreed to Riverside Reservoir in Case No. 88CW239 was made absolute; and the Court entered a finding of reasonable diligence as to the remaining conditional water right of 19.15 cfs decreed to the Riverside Canal and the remaining conditional use decreed to Equus Recharge Pond Nos. 1, 2, and 3. 4. Outline of work performed or action taken toward completion of the appropriation and application of water to a beneficial use as conditionally decreed: A. The recharge project decreed in Case No. 88CW239 (the “Facility”), including Ponds Nos. 1, 2, and 3 is part of an integrated water supply and recharge project for Riverside and the owner of the property on which the Facility is located (Equus Farms, Inc.). Pursuant to an agreement between the Riverside District and Riverside Company and Equus Farms, Inc., recharge credits generated from water diversions into the Facility are divided 60% to Riverside and 40% to the property owner. Throughout the diligence period Riverside diverted and delivered water into the constructed portion of the Facility and Riverside and Equus have made beneficial use of the recharge credits generated thereby for augmentation and replacement purposes. Riverside’s deliveries into the Facility are used as an augmentation source in the augmentation plan decreed in Case No. 88CW239 and in Riverside’s augmentation plan decreed in Case No. 02CW86. B. During the diligence period, Riverside obtained judicial approval of an augmentation plan (Case No. 02CW86, decreed on July 11, 2008), pursuant to which Riverside will use recharge credits from Recharge Pond No. 2 and other sources for augmentation of out-of-priority diversions and return flow obligations. C. During the diligence period, Riverside has expended more than $ 207,000.00 in legal and engineering expenses in adjudicating and operating the said augmentation plan, and in setting up,

and performing necessary accounting for its augmentation plan. D. During the diligence period, Riverside has engaged in the following efforts to develop and maintain the water diversion and delivery systems necessary to divert and deliver water to the Facility, at the following approximate costs: Inlet Maintenance and Diversion Improvement: $173,526.00; Spillway Design and Construction: $219,384.00. 5. Water applied to beneficial use: On or about April 18, 2009, water was diverted in accordance with the priority decreed in Case No. 88CW239, and 107.3 cfs was delivered to the turnout on the Riverside Canal to the Facility for use in accordance with the said decree. 6. Names and addresses of owners of land upon 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: The land on which all structures are located are owned or controlled by Riverside and Equus Farms, Inc. WHEREFORE, the Applicants respectfully request that the Court enter an order which finds that reasonable diligence has been exercised in the development of the subject conditional water rights and that the remaining conditional water of 19.15 cfs decreed to Riverside Canal has been made absolute by reason of the completion of the appropriation. AMENDMENTS 04CW125, Bill Coyle and B&D Land Company, LLC, P. O. Box 210, Kiowa, Colorado 80117, (303) 340-0474 (Richard LiPuma, LiPuma Law Associates LLC, 1635 Foxtrail Dr., Loveland, CO 80538, (970) 776-3292). SECOND AMENDED APPLICATION FOR ABSOLUTE AND CONDITIONAL WATER RIGHTS AND DETERMINATION OF NON-TRIBUTARY STATUS, OR FOR APPROVAL OF AUGMENTATION PLAN in ARAPAHOE COUNTY. Structures: (1) Coyle Well No. 1; Legal description of Point of Diversion (“POD”): SE1/4 NE1/4 of Section 9, T4S, R64W, at a point 2039 feet from the North and 344 feet from the East section lines of said Section 9; Source: Box Elder Creek Alluvial Aquifer; Date of Appropriation: April 6, 1967; Amount: 660 acre feet annually, in combination with Kissler Well No. 3-10470-F (Coyle Well No. 2); Uses: irrigation of 220 acres in the SE1/4 of the NE1/4, the SW1/4 of the NE1/4, the NE1/4 of the SE1/4, the NW1/4 of the SE1/4, the SE1/4 of the SE1/4, and the SW1/4 of the SE1/4 of Section 9; and the SW1/4 of the SW1/4 and the S1/2 of the NW1/4 of the SW 1/4 of Section 10, Township 4 South, Range 64 West of the 6th P.M. (“Coyle Farm”), in combination with Kissler Well No. 3-10470-F (Coyle Well No. 2); Name and Address of Owner of Land Upon Which Points of Diversion and Places of Use are Located: Applicant B&D Land Company, LLC; History: originally decreed as Kissler Well No. 1-11710-F in Case No. W-4875 on February 20, 1975, in District Court, Water Division 1, for a rate of flow of 1.7644 cfs, with appropriation date of April 6, 1967, and subject of permit number 11710-FR, as issued on September 21, 1990; (2) Coyle Well No. 2; POD: SE1/4 SE1/4 of Section 9, T4S, R64W, at a point 217 feet from the South and 20 feet from the East section lines of said Section 9; Source: Box Elder Creek Alluvial Aquifer; Date of Appropriation: June 10, 1966; Amount: 660 acre feet annually, in combination with Well No. 1-11710-F (Coyle Well No. 1); Uses: irrigation of Coyle Farm, in combination with Kissler Well No. 1-11710-F (Coyle Well No. 1); Name and Address of Owner of Land Upon Which Points of Diversion and Places of Use are Located: Applicant B&D Land Company, LLC; History: originally decreed as Kissler Well No. 3-10470-F in Case No. W-4875 on February 20, 1975, in District Court, Water Division 1, for a rate of flow of 0.8488 cfs with appropriation date of June 10, 1966, and subject of permit number 10470-FR, as issued on September 21, 1990; (3) Coyle Well No. 3; POD: SE1/4 of the SW1/4 of Section 9, Township 4 South, Range 64 West of the 6th P.M., at a point 405 feet from the South and 4 feet from the East section lines of said Section 9; Source: Box Elder Creek Alluvial Aquifer; Date of Appropriation: August 12, 1966; Amount: 400 g.p.m. (0.89 cfs) absolute; Uses: irrigation of Coyle Farm; Name and Address of Owner of Land Upon Which Points of Diversion and Places of Use are Located: Applicant B&D Land Company, LLC; History: This well was permitted as Well Permit No. 11118-F, issued on August 12, 1966, for a rate of flow of

400 gpm (0.89 cfs) for an annual amount of 144 acre feet to irrigate 50 acres in the SW1/4 SW1/4 of Section 10, T4S, R64W. This Permit was issued for a well located in the Lost Creek Designated Basin. Subsequently, it was demonstrated by the Applicant that the well is actually located in the SE1/4 SW1/4 of Section 9, T4S, R64W, at a point 443.80 feet from the South and 5 feet from the East section lines of said Section 9, and not in the designated basin or under the jurisdiction of the Colorado Ground Water Commission; (4) Coyle Well No. 4; POD: SE1/4 of the SE1/4 of Section 9, Township 4 South, Range 64 West of the 6th P.M., at a point 920 feet from the South and 262 feet from the East section lines of said Section 9; Source: Box Elder Creek Alluvial Aquifer; Date of Appropriation: March 1, 1991; Amount: 100 g.p.m. (0.22 cfs) absolute, 200 gpm (0.45 cfs) conditional; Uses: irrigation of Coyle Farm; Name and Address of Owner of Land Upon Which Points of Diversion and Places of Use are Located: Applicant B&D Land Company, LLC; History: Applicants’ predecessor, Daniel Kissler, applied for change of the point of diversion for Coyle Well No. 2 (#10470-F), in Case No. 94 CW 005. Subsequently, Applicant B&D Land Company, LLC, amended the 94 CW 005 application to include a request for designation of this well as a supplemental well to Coyle Well No. 2. Applicants believe the change was approved around 1996, but does not now have a copy of the signed ruling. Application for Finding of Non-Tributary Status: Pumping the permitted amounts from Coyle Wells 1-4 will not deprive any senior water right of its lawful entitlement to water; Pumping the permitted amounts from Coyle Wells 1-4 will not, within 100 years of continuous withdrawal, deplete the flow of a natural stream at an annual rate greater than one-tenth of one percent of the annual rate of withdrawal; Coyle Wells 1-4 withdraw only nontributary ground water, and they should not be administered in the priority system; Because the Applicants’ predecessors initiated the original decrees or permits for the Coyle Wells prior to July 6, 1973, statutory restrictions on the amount of water that may be withdrawn do not apply; No augmentation plan should be required as a condition to operating Coyle Wells 1-4. WHEREFORE, Applicants respectfully pray for entry of judgment and a decree that Coyle Wells 1-4 withdraw only nontributary ground water, are not subject to the priority system, are not subject to statutory restrictions on the amount of water that may be withdrawn, and can be operated without an augmentation plan. Request for Approval of Augmentation Plan: In the event the Court determines that withdrawals from Coyle Wells 1-4 impact a natural stream or surface water rights in amounts that exceed the amounts set forth in the definition of nontributary ground water, an augmentation plan will be necessary to operate the wells; The water rights to be augmented include all permitted withdrawals from Coyle Wells 1-4, at the time, in the amount, and at the location where out-of-priority depletions occur; The sources of augmentation supply are: (a) fully reusable municipal effluent delivered to the South Platte River; (b) fully consumable Denver Basin water from wells to be developed using decreed nontributary Denver Basin water rights owned by Applicants; and/or (c) fully consumable Denver Basin water leased or purchased from Steve Cooper, which is available for discharge into the Box Elder Creek near the Denver-Hudson Canal; and/or (d) any other appropriate source of augmentation supply available to the Applicants; Plan for Augmentation: Applicant irrigates 220 acres, primarily sod. Applicant’s consumptive use is approximately 214 af/year. Applicant’s farm is located on an ephemeral stretch of Box Elder Creek, and is 67 miles from the South Platte River following the creek channel, or almost 50 miles from the South Platte River by direct aerial distance. Applicant’s consumptive use has no measurable effect on any other water rights, and over estimates of impact based on ground water modeling show a small probability of impact on existing water rights. The purpose of this augmentation plan is to quantify the small extent to which Applicants’ depletions may affect other water rights, if any, and to provide replacement water if necessary to meet the lawful requirements of any senior diverters at the time and location and to the extent that the senior water right holder would be deprived of a law ful entitlement by the Applicants’ diversion. Applicant will make a complete accounting of the augmentation plan, and will also report to the Division Engineer. WHEREFORE, Applicants respectfully pray for judgment and a decree

approving the proposed augmentation plan. (7 pages) 07CW96 Hoshiko Farms, Inc. (“Hoshiko” or “Applicant”), c/o Dennis J. Hoshiko, P.O. Box 119, Kersey, CO 80644, (970) 330-8780. SECOND AMENDED APPLICATION FOR APPROVAL OF CHANGE OF WATER RIGHTS IN WELD COUNTY. Future correspondence and pleadings to: Donald E. Frick, Fischer, Brown, Bartlett & Gunn, P.C., 1319 E. Prospect Rd., Fort Collins, CO 80525, (970) 407-9000. The original application in this matter was filed on May 9, 2007 (“Original Application”), and an amendment to the Original Application was filed on February 20, 2009 (“First Amendment”). The Original Application as amended by the First Amendment is unchanged by this Second Amended Application except to the extent specifically set forth below. 1. Section 3.C of the Original Application sets forth the shares in the Greeley Irrigation Company (“GIC”) which are the subject of the requested change of water rights. Applicant has since acquired 10.5 additional shares in the GIC which were not included in the Original Application or the First Amendment. The Original Application is hereby amended so as to seek approval of a change of the water rights represented by the ownership of the following shares in the GIC to the uses stated in the Original Application (a map showing the historical use of the water rights and diversion records for the Greeley Canal No. 3 were included with the Original Application):

Current Issue GIC Cert. No. Date Shares Farm ID

3275 9/29/2004 1.000 E-109c 3291 8/24/2005 1.000 E-46 3253 4/21/2003 1.000

E-56 3254 4/21/2003 1.000 3310 11/29/2006 1.000 3307 9/27/2006 1.000 E-88 3246 3/11/2003 2.000 E-90b 3299 3/8/2006 1.000 floating 3323 7/30/2008 0.500 floating 3297 11/30/2005 0.500 W-22 3326 9/24/2008 1.000 E-94a 3328 12/3/2008 1.000 E-42 3227 8/29/2002 1.000

E-92 3336 4/17/2009 4.500 3349 7/29/2010 2.000 3337 4/17/2009 2.000 E-52 3348 7/29/2010 1.000 E-105

2. This Second Amendment is being filed with the court prior to the Applicant having received approval from the GIC, pursuant to Article X of GIC’s bylaws. GIC is willing to allow the Applicant to do so in this instance as an exception to its bylaws because the board has not yet completed its initial review of the Original Application pursuant to its bylaws. This exception is

not intended, nor shall it be construed, as a waiver by GIC of its “pre-filing approval process” set forth in Article X of GIC’s bylaws. Applicant acknowledges and agrees that the GIC shares in the Original Application are subject to the process set forth in Article X of GIC’s bylaws and that GIC, by agreeing not to oppose motion to allow the filing of this Second Amendment, has not and does not waive its pre-filing approval process. Should GIC ultimately not approve the transfer of the GIC shares contained herein, or any of them, pursuant to the pre-filing approval process described in Article X of its bylaws, Applicant agrees that it shall withdraw the disapproved shares from this case. In all other respects, the Original Application remains as published. WHEREFORE, Applicant requests the Court to enter a decree confirming the above-described conditional water right and approving the above described plan for augmentation, including appropriative right of substitution and exchange. (14 pages) 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. 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 May 2011 (forms available on www.courts.state.co.us or in the Clerk’s office), and must be filed as an Original and include $158.00 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.