PURSUANT TO C.R.S., §37-92-302, AS AMENDED, YOU ARE NOTIFIED THAT THE FOLLOWING PAGES COMPRISE A RESUME OF THE APPLICATIONS AND AMENDED APPLICATIONS FILED WITH THE WATER CLERK FOR WATER DIVISION 5 DURING THE MONTH OF JUNE 2002.

CONCERNING THE TABULATION OF WATER RIGHTS

Notice is hereby given that, pursuant to Section 37-92-401, C.R.S. (2001), the Division Engineer, with the approval of the State Engineer, has made such revisions as were determined to be necessary or advisable to the July 1, 2000 tabulation of all decreed water rights and conditional water rights in Water Division No.5. The 2002 tabulation also reflects judgments and decrees that the courts entered prior to January 1, 2002. The tabulation may not include certain water rights claimed in pending or recently concluded proceedings. The tabulation lists the current status of decreed water rights in order of seniority. The current status is represented by the net amounts of absolute and conditional water rights, along with alternate points of diversion and exchanges. These net amounts are determined by adding the total of original or supplemental water rights to transfers made to the structure, and subtracting transfers made from the structure and abandonments. Conditional rights made absolute are added into the net absolute amount, and subtracted from the net conditional amount. Net amounts are computed and reported by structure and priority date. The Division Engineer, the State Engineer, and their staffs may use this tabulation for administrative purposes. The relative listing of water rights in the tabulation shall not create any presumption of seniority, nor shall the listing of water rights in the tabulation create any presumption against abandonment. The tabulation shall not be construed to modify special provisions of court decrees adjudicating, changing, or otherwise affecting such water rights or to modify contractual arrangements governing the interrelationship of such water rights. This tabulation may include additional information regarding the water rights herein for purposes of identification and description, but this additional information is neither conclusive nor presumptive as to the truth and accuracy of the matters obtained therein. The tabulation may be inspected at the offices of the Division Engineer, the State Engineer, each Water Commissioner and the Water Clerk at any time during regular office hours. The State Engineer or Division Engineer will furnish a paper copy of the tabulation for a fee of ten dollars ($10) per division.

SUBSTITUTE WATER SUPPLY PLAN NOTIFICATION LIST

House Bill 02-1414 [section 37-92-308, C.R.S. (2002)] directs the State Engineer to establish a notification list for each water division to notify interested parties of requests for approval of substitute water supply plans. To receive this information by first-class mail or electronic mail, submit your name, mailing address (or e-mail address), daytime telephone number and water division(s) to:

Substitute Water Supply Notification List Colorado Division of Water Resources 1313 Sherman Street, Room 818 Denver, Colorado 80203

Or by e-mail to: [email protected].

There is a $12 fee for this information per calendar year, per water division. The fee may be paid by Visa, MasterCard, check or money order payable to the Colorado Division of Water Resources. If paying by credit card, please include the credit card number and expiration date. To be notified of currently pending plans, the Division of Water Resources must receive your information and fee on or before Wednesday, July 31, 2002. Additional information regarding Substitute Water Supply Plans is in Office of the State Engineer Ground Water Policy 2002-2, which is available at http://water.state.co.us/pubs/policies.asp Questions may be directed to the Division of Water Resources at (303) 866-3581.

1. 02CW133 PITKIN COUNTY. SNOWMASS CREEK. Aspen Camp School for the Deaf, c/o Patrick, Miller & Kropf, P.C., 730 E. Durant, Suite 200, Aspen, CO 81611, (970) 920-1028. APPLICATION FOR HEXENNIAL FINDING OF REASONABLE DILIGENCE. Name of structure: ADC Well No. 2. Description of conditional water right: Date of original Decree: May 28, 1996. Legal description: A well situate in the SE¼ of the SE1/4 of Section 11, Township 9 South, Range 86 West of the 6th P.M., the proposed well being N 51°49’00” W 1108 feet from the southeast corner of said Section 11 (Pitkin County). Source: Alluvium of Snowmass Creek, a tributary to the Roaring Fork River. Appropriation date: November 18, 1994. Amount: 0.055 cfs (25 gpm), conditional. Use: Domestic, commercial school operations, irrigation, stockwatering and fire protection. Detailed outline of work performed toward completion of the appropriation and application of water to the conditional uses decreed during the relevant diligence period, including expenditures: The Aspen Camp School for the Deaf has spent approximately $2800 and received in-kind donations of over $5000 of work and equipment towards constructing their integrated water supply system, which is comprised of the ADC Pump and Pipeline, the ADC Ditch, the ADC Pond System and the ADC Well Nos. 1, 2 and 3. The ADC Pump and Pipeline has been constructed to its full decreed capacity, and has, to date, irrigated approximately 0.5 acres of landscaping around the main lodge and dormitory cabins since Summer 1997. The ADC Pump and Pipeline is also utilized for recreation, nature studies, and is an alternate source of delivery water to storage in the ADC Pond. The ADC Ditch has been constructed to its full decreed capacity. To date, this structure has also and has been utilized to irrigate 3 acres of grass, trees and landscaping since 1997, and delivers water into storage in the ADC Pond. The ADC Ditch is also used for piscatorial and recreational purposes. The ADC Pond has been constructed JUNE 2002 RESUME WATER DIVISION 5 PAGE 2 to 0.144 acre feet. The ADC Pond has been used since 1997 for the purposes of recreation (fishing), nature studies, piscatorial, augmentation and exchange, and wildlife watering. The ADC Well No. 2 has not yet been drilled, but is part of the integrated water supply system as decreed in Case No. 94CW371. If claim to make absolute, date, use and amount of water applied to beneficial use: N/A. Name(s) and address(es) of owner(s) of land on which structure is or will be located, upon which water is or will be stored, or upon which water is or will be placed to beneficial use. Applicant. Previous Diligence Proceeding: None. (4 pages)

2. 02CW141 (W-819) MESA COUNTY-SHEEP CREEK, TRIBUTARY TO BUZZARD CREEK, TRIBUTARY TO PLATEAU CREEK, TRIBUTARY TO COLORADO RIVER. Merial Currier Vanderlaan; P.O. Box 27059; Denver, CO 80227 970-487-3368; 970-487-3418 or 303-738-9440. Currier Reservoir #2-Application for Change of Water Right. Location: 1600’ from East line and 3200’ from South line of Sec. 12, T.9S., R.93W., of the 6th P.M. Appropriation: September 15, 1961. Amount: 222.480 af. Use: irrigation and stock water. Detailed outline of proposed change is included in the application. (5 pages)

3. 02CW143 EAGLE COUNTY. FRAIZER CREEK. King Creek Ranch, c/o Patrick, Miller & Kropf, P.C., 730 E. Durant, Suite 200, Aspen, CO 81611, (970) 920-1028. PROTEST TO REVISED ABANDONMENT LIST. Description of the Water Right. Name of Structure: Hadley Reservoir. Location and Legal Description: The initial point of survey of said reservoir is situated at a point whence the SE corner of Section 33, Township 1 North, of Range 83 West, of the 8th P.M., bears South 41° 15’ East 3010 feet. Court where decree entered: Water Court, Division 5. Date of Decree: June 24, 1921. Case No.: CA751. Source: Frazier Creek. Decreed Use(s): Irrigation. Appropriation Date: October 19, 1903. Decreed amount: 169.52 acre feet. Amount listed as having been abandoned: 169.52 acre feet. Former District Number and page Number where listed on Abandonment List: Water District 53; Page 1 of the December 31, 2001 Revised Abandonment List. State factual and legal basis for this protest: Protestant, King Creek Ranch, is the owner of the Hadley Reservoir and Reid Reservoir No. 3 water rights. There has historically been confusion over the location of the Hadley Reservoir, primarily because USGS topographic maps label a structure “Hadley Reservoir” (a/k/a Reid Reservoir No. 3) in Section 30 of Township 1 North, Range 83 West of the 7th P.M., whereas the decree for the Hadley Reservoir lists the reservoir in Section 33. Further, the Division Engineer’s Office has official diversion records for the Hadley Reservoir under the name of Hadley Reservoir and the identification number of 3968. The United States Forest Service inspected the Hadley Reservoir in July 1994 (please see attached letter – Exhibit A) and found that this reservoir was “….in good condition and requires little maintenance.” Protestant does not oppose abandonment of a reservoir structure located in Section 33 of Township 1 North, Range 83 West. However, Protestant does oppose any abandonment of the reservoir structure located in Section 30. The reservoir located in Section 30 (Reid Reservoir #3, a/k/a Hadley Reservoir) has been and continues to be used to its full capacity on the King Creek Ranch property and Protestant has no intent to abandon such reservoir. Additionally, to the extent diversion records have been historically credited to the structure in Section 33, Protestant requests that if the structure in Section 33 is abandoned, the diversion records under such structure be properly assigned to the structure in Section 30. Remarks: Protestant respectfully requests that the Hadley Reservoir be removed from the Division Engineer’s Abandonment List, or that records be clarified as to which reservoir structure is being abandoned. (7 pages)

4. 02CW144 (W-2272) MESA COUNTY – PLATEAU CREEK, TRIBUTARY TO THE COLORADO RIVER. Marvin L. & Linda E. Cole; 42657 Hwy. 65; Mesa, CO 81643; (970) 464-1222. Erven Ditch-Protest to Revised Abandonment List. Location: SE1/4NE1/4 of Sec. 18, T.10S., R.97W., 1800 from north sec. line and 900 ft. from east sec. line. Appropriation: December 31, 1944. Amount listed as having been abandoned: 0.270 cfs. Use: irrigation. Outline of protest is included in the application. (3 pages)

5. 02CW145 RIO BLANCO COUNTY – OLD AGENCY DITCH TRIBUTARY TO THE WHITE RIVER. Jerry & Mary Ann Seely; P.O. Box 929; Meeker, CO 81641 970-878-4806. Seely Reservoir-Application for Water Storage Right. Location: NE1/4SW1/4 of Sec. 3, T.1S., R.93W., 6th P.M.. 2,500 ft. from south sec. line and 1,900 ft. from west sec. line. Appropriation: June 1, 2002. Amount: 15.0 af., conditional. Use: recreation, aesthetics, piscatorial, and fish and wildlife propagation. (4 pages)

6. 02CW146 DISTRICT COURT, WATER DIVISION NO. 5, STATE OF COLORADO, 109 - 8th Street, Suite 104, Glenwood Springs, CO 81601. CONCERNING THE REVISED ABANDONMENT LIST OF WATER RIGHTS IN WATER DIVISION NO. 5, IN ALL COUNTIES LOCATED WITHIN WATER DIVISION NO. 5, COLORADO. Glenn E. Porzak (#2793), Kevin J. Kinnear (#28704), Porzak Browning & Bushong LLP, 929 Pearl Street, Suite 300, Boulder, CO 80302. Tel: 303-443-6800 Email: [email protected]. Case Number: 01CW337. PROTEST TO INCLUSION OF WATER RIGHT ON REVISED DECENNIAL ABANDONMENT LIST. Crystal River Ranch Co., LLP (the “CRRC”), by and through its undersigned attorneys, hereby submits the following protest to the inclusion of certain water rights on the Division Engineer Revised Abandonment List dated December 31, 2001, and in support thereof states as follows: A. Subject Water Right The water right at issue in this protest is CRRC’s 1.26 c.f.s. of the total 1.60 c.f.s. of the water right decreed to the Perham Ditch, adjudicated on May 11, 1889 with an appropriation date of July 30, 1888 (the “Perham Ditch Water Right”). B. Factual Basis for Protest 1. CRRC is the owner of the Perham Ditch Water Right. CRRC also owns the land that the Perham Ditch historically irrigated, along with considerable adjacent ranch property (together, the “Ranch”). 2. CRRC has never intended to abandon its Perham Ditch Water Right, but instead has included it in engineering reports and plans for improvements to the Ranch water facilities, and has intended to change its point of diversion to an alternate point of diversion that will be more useful to CRRC. CRRC owns all of the land upon which the original JUNE 2002 RESUME WATER DIVISION 5 PAGE 3 point of diversion and the alternate point of diversion are located. 3. At considerable cost, CRRC has planned and constructed improvements to the water diversion structures associated with the alternate point of diversion. These improvements have been the subject of planning and construction for over twenty years since the time that CRRC acquired the Ranch properties and associated water rights, and the improvements are continuing at the present time. 4. On December 31, 2001, the Division Engineer for Water Division No. 5 included the Perham Ditch Water Right in the Division Engineer Revised Abandonment List, published in the December 2001 resume for Water Division No. 5 as Case No. 01CW337. C. Legal Basis for Protest 1. The requisite elements for finding abandonment of a water right are intent to abandon and nonuse of water right. C.R.S. § 37-92-103(2) (abandonment is defined as the intent of the owner of a water right to “discontinue permanently the use of all or part of the water available thereunder” (emphasis added)); City of Thornton v. Bijou Irrig. Co., 926 P.2d 1, 70 (Colo. 1996); Beaver Park Water, Inc. v. City of Victor, 649 P.2d 300, 302 (Colo. 1982) 2. The critical element in determining abandonment, in fact the essence of abandonment, is intent to abandon a water right. Beaver Park, 649 P.2d at 302. Intent may be shown by implication, and nonuse for a long or even “unreasonable” period of time may be evidence of an intent to abandon a water right. However, such nonuse will not itself establish abandonment where the owner provides any evidence that demonstrates that during the period of nonuse, there never was any intent to permanently discontinue its use of water. Id. (emphasis added). 3. Abandonment must be proven by a preponderance of the evidence by the one alleging abandonment; where the water right is a very senior water right, as is the case here, the evidence to prove abandonment must be clear and convincing. Lengel v. Davis, 141 Colo. 94, 347 P.2d 142, 146 (1959); Consolidated Home Supply Ditch and Reser. Co. v. Town of Berthoud, 896 P.2d 260, 266 (Colo. 1995). 4. A number of obstacles to water use may justify nonuse, so long as the evidence consists of more than a mere subjective declaration of the owner of the right that it did not intend to abandon the right and intends to resume use of the right at some time in the future. Consolidated Home Supply Ditch, 896 P.2d at 266. D. Conclusion CRRC owns the land and water rights associated with the Perham Ditch, and has included this senior water right in its planning for the water facilities improvements and irrigation practices for the Ranch. Because such improvements to the alternate point of diversion have not yet been completed, it has not been appropriate to decide upon the best use of this water right under the current irrigation regime of the Ranch. The acquisition of, inclusion in planning of, and continued construction and improvement of facilities for the diversion of the Perham Ditch Water Right preclude a finding of intent to abandon, which intent is necessary to support a finding of abandonment, especially where, as here, the water right is very senior. Beaver Park, 649 P.2d at 302-03 (constant activity such as system maintenance and conveyancing during an extended period of nonuse preclude a finding of abandonment); Lengel, 347 P.2d at 146. As a result of the foregoing, CRRC respectfully requests the Court to remove the Perham Ditch Water Right from the Division Engineer’s Revised Abandonment List dated December 31, 2001, and declare that the Perham Ditch Water Right remains in full force and effect in the amount of 1.26 c.f.s. with an appropriation date of July 30, 1888. (5 pages)

7. 02CW147 DISTRICT COURT, WATER DIVISION NO. 5, STATE OF COLORADO, 109 - 8th Street, Suite 104, Glenwood Springs, CO 81601. CONCERNING THE REVISED ABANDONMENT LIST OF WATER RIGHTS IN WATER DIVISION NO. 5, IN ALL COUNTIES LOCATED WITHIN WATER DIVISION NO. 5, COLORADO. Case Number: 01CW337. Glenn E. Porzak (#2793), Kevin J. Kinnear (#28704), Porzak Browning & Bushong LLP, 929 Pearl Street, Suite 300, Boulder, CO 80302 Tel: 303-443-6800. Email: [email protected]. PROTEST TO INCLUSION OF WATER RIGHT ON REVISED DECENNIAL ABANDONMENT LIST. Vail Associates, Inc. (“VA”) and the Beaver Creek Metropolitan District (the “District”), by and through their undersigned attorneys and pursuant to C.R.S. § 37-92-401(5), hereby submit the following protest to the inclusion of certain water rights on the Division Engineer Revised Abandonment List dated December 31, 2001, and in support thereof state as follows: A. Subject Water Rights The water rights (together, the “Subject Water Rights”) at issue in this protest are: 1. Hammer Ditch 1st Enlargement, Priority No. 410 as decreed by the Eagle County District Court in Civil Action No. 963, for 2.16 cfs absolute, with an adjudication date of October 3, 1936 and an appropriation date of June 1, 1910, the source of which is Beaver Creek. The Hammer Ditch 1st Enlargement water right is owned by the District. 2. Hammer Ditch 2nd Enlargement, Priority No. 526 as decreed by the Eagle County District Court in Civil Action No. 1193, for 6.24 cfs absolute, with an adjudication date of July 23, 1958 and an appropriation date of July 31, 1940, the source of which is Beaver Creek. The Hammer Ditch 2nd Enlargement water right is owned by the District. 3. Nottingham Ditch, Priority No. 522, as decreed by the Eagle County District Court in Civil Action No. 1193, for 4.0 cfs absolute, with an adjudication date of July 23, 1958, and an appropriation date of June 1, 1936, for irrigation purposes, the source of which is Beaver Creek. The Nottingham Ditch water right is owned by VA. 4. Oxford Ditch, Priority No. 273, as decreed by the Eagle County District Court in Civil Action No. 511, for 1.2 cfs absolute, with an adjudication date of January 12, 1909, and an appropriation date of Summer 1900, for irrigation purposes, the source of which is Beaver Creek. The Oxford Ditch water right is owned by VA. 5. Oxford Ditch 1st Enlargement, Priority No. 417, as decreed by the Eagle County District Court in Civil Action No. 963, for 3.67 cfs, with an adjudication date of October 17, 1936, and an appropriation date of October 17, 1912, for irrigation purposes, the source of which is Beaver Creek. The Oxford Ditch 1st Enlargement water right is owned by VA. 6. Oxford Ditch 2nd Enlargement, Priority No. 531, as decreed by the Eagle County District Court in Civil Action No. 1193, for 4.0 cfs absolute, with an adjudication date of July 23, 1958, and an appropriation date of May 31, 1950, for irrigation purposes, the source of which is Beaver Creek. The Oxford Ditch 2nd Enlargement water right is owned by VA. 7. Robert Emmett Ditch, Priority No. 525, as decreed by the Eagle County District Court in Civil Action No. 1193, for 2.0 cfs absolute, with an adjudication date of July 23, 1958, and an appropriation date of June 30, 1940, for irrigation and domestic purposes, the source of which is Beaver Creek. The Robert Emmett Ditch water right is owned by VA. B. Factual Basis for Protest 1. On December 14, 1972, VA acquired the Nottingham Ranch and JUNE 2002 RESUME WATER DIVISION 5 PAGE 4 associated water rights, including the Subject Water Rights. VA purchased the Nottingham Ranch to develop a premier ski area, resort, residential community, and golf course, now known as Beaver Creek. See Exhibit A. The associated water rights, which includes the Subject Water Rights, are a valuable asset and an essential component of Beaver Creek. 2. The District is a statutory special district and quasi-municipal corporation organized under Colorado’s Special District Act, C.R.S. § 32-1-101 et seq. The District was formed to provide water service to Beaver Creek. 3. The Subject Water Rights are part of a portfolio of water rights that historically irrigated a portion of what is now the Beaver Creek golf course. 4. VA and the District have been continuously planning and developing Beaver Creek, and its water rights and water facilities, since 1972. Pursuant thereto, the parties entered into a number of agreements, leases, and conveyance transactions, including (1) the Water Service Agreement dated March 30, 1992, which requires the District to provide raw water to irrigate the golf course, among other matters, and (2) the Special Warranty Deed of the same date, by which VA conveyed certain of the Subject Water Rights to the District to accomplish the obligations described above. See Exhibit B and Exhibit C. 5. While no formal change in point of diversion was obtained, the Subject Water Rights have continued to be part of the portfolio of water rights used to irrigate the Beaver Creek golf course. 6. On December 28, 2000, VA and the District filed an application in Case No. 00CW282 formally seeking approval of a change of point of diversion for a number of water rights, including the Subject Water Rights, allowing for their diversion at a new alternate point of diversion. 7. The Subject Water Rights had been continuously diverted for irrigation of the Nottingham Ranch land, and the land comprising the Beaver Creek golf course. 8. Neither VA nor the District have ever intended to abandon the Subject Water Rights. C. Legal Basis for Protest 1. The requisite elements for finding abandonment of a water right are intent to abandon and nonuse of water right. C.R.S. § 37-92-103(2) (abandonment is defined as the intent of the owner of a water right to “discontinue permanently the use of all or part of the water available thereunder” (emphasis added)); City of Thornton v. Bijou Irrig. Co., 926 P.2d 1, 70 (Colo. 1996); Beaver Park Water, Inc. v. City of Victor, 649 P.2d 300, 302 (Colo. 1982) 2. The critical element in determining abandonment, in fact the essence of abandonment, is intent to abandon a water right. Beaver Park, 649 P.2d at 302; see also Danielson v. City of Thornton, 775 P.2d 11, 20 (Colo. 1989). Intent may be shown by implication, such as nonuse for a long or “unreasonable” period of time, which may be evidence of an intent to abandon a water right. However, even a long period of nonuse will not establish abandonment where the owner provides any evidence that demonstrates that during the period of nonuse, there never was any intent to permanently discontinue its use of water. Beaver Park, 649 P.2d at 302 (emphasis added); Danielson, 775 P.2d at 20-21 (“reasonable justification . . . for nonuse is not independently significant, but is instead relevant [only] to a determination of the owner’s intent”). 3. Abandonment must be proven by a preponderance of the evidence by the one alleging abandonment; where the water right is a very senior water right, as is the case here, the evidence to prove abandonment must be clear and convincing. Lengel v. Davis, 141 Colo. 94, 347 P.2d 142, 146 (1959); Consolidated Home Supply Ditch and Reser. Co. v. Town of Berthoud, 896 P.2d 260, 266 (Colo. 1995). 4. A number of obstacles to water use may justify nonuse, so long as the evidence consists of more than a mere subjective declaration of the owner of the right that it did not intend to abandon the right and intends to resume use of the right at some time in the future. Consolidated Home Supply Ditch, 896 P.2d at 266. In fact, the conveyance of water rights, or even a good faith effort to market water rights, evidences an intention not to abandon a water right. Danielson, 775 P.2d at 21, 23. D. Conclusion VA and the District have been engaged in a thirty-year long project to develop Beaver Creek, including the golf course, and to appropriately use the associated water rights. The service agreement and the conveyance of March 30, 1992, by themselves are sufficient evidence of an intent not to abandon the Subject Water Rights as a matter of law. Danielson, 775 P.2d at 21, 23. The planning and continued construction and improvement of Beaver Creek and its related water rights and facilities, including the Subject Water Rights, also preclude a finding of intent to abandon. Intent is necessary to support a finding of abandonment, especially where, as here, the water rights are senior. Beaver Park, 649 P.2d at 302-03 (constant activity such as system maintenance and conveyancing during an extended period of nonuse preclude a finding of abandonment); Lengel, 347 P.2d at 146. Because the evidence described above disproves any such intent to abandon the Subject Water Rights, they should be removed from the Revised Abandonment List. As a result of the foregoing, VA and the District respectfully request the Court to remove the Subject Water Rights from the Division Engineer’s Revised Abandonment List dated December 31, 2001, and declare that they remain in full force and effect as decreed. (24 pages)

8. 02CW148 GARFIELD COUNTY. MASON CREEK, SWEETWATER CREEK. Windance, Inc. (f/k/a Earl D. McLean, Jr.), c/o Patrick, Miller & Kropf, P.C., Scott C. Miller, Esq., 730 E. Durant, Suite 200, Aspen, CO 81611, (970) 920-1028. Name of structure: McLean Hydro Pipeline. Description of conditional water right: Date of original Decree: April 20, 1990, Case No. 89CW315, Water Division No. 5. Legal description: The point of diversion is on the left bank of Mason Creek in the SE¼, SW¼ of Section 27, Township 3 South, Range 87 West of the 6th P.M., 1220 feet North of the South section line and 1550 feet East of the West section line of said Section 27, in Eagle County, Colorado. Source: Mason Creek, a tributary of Sweetwater Creek, a tributary of the Colorado River. Appropriation date: September 11, 1989. Amount: 2.0 c.f.s., conditional. Use: Hydroelectric power generation. Detailed outline of work performed toward completion of the appropriation and application of water to the conditional uses decreed during the relevant diligence period, including expenditures: The McLean Hydro Pipeline is one part of an integrated water supply system for the Applicant’s ranch; diligence activities that apply to one part of the integrated system apply to all parts of the integrated system. During the last six year diligence period, Applicant has monitored and surveyed the water supply for the McLean Hydro Pipeline for volume of water available for generation of electricity. Additionally, Applicant has kept abreast of current, available technology for hydroelectric generation. Applicant has also engaged the law firm of Patrick, Miller & Kropf, P.C. to monitor new water right applications which could affect the subject water right, and Applicant has spent thousands of dollars in Water Court JUNE 2002 RESUME WATER DIVISION 5 PAGE 5 proceedings his water rights. If claim to make absolute, date, use and amount of water applied to beneficial use: N/A. Name(s) and address(es) of owner(s) of land on which structure is or will be located, upon which water is or will be stored, or upon which water is or will be placed to beneficial use. Applicant. Previous Diligence Proceeding: Case No. 96CW40, Water Division No. 5. (4 pages)

9. 02CW149 GRAND COUNTY - WILLIAMS FORK RIVER. Grady Culbreath, Jr. and Jacqueline Gail Culbreath, P. O. Box 1419, Kremmling, Colorado 80459, (970) 724-3667, c/o James R. Montgomery and Richard J. Mehren, Moses, Wittemyer Harrison and Woodruff, P.C., P.O. Box 1440, Boulder, CO 80306-1440 (303) 443-8782. Moore Catch Ditch - Protest to Revised Abandonment List. Location and legal description: The originally decreed point of diversion of the Moore Catch Ditch is located at the terminus of the Big Lake Ditch, at the 18 Mile Station at a point whence the NE corner of Section 32, Township 1 North, Range 79 West of the 6th P.M., bears 31E13' East 1,120 feet. Court where original decree entered: Grand County District Court. Date of original decree: August 3, 1911. Source: early spring flood or runoff water along the watersheds intercepted by the Moore Catch Ditch. Decreed use: storage and irrigation purposes. Appropriation date: July 15, 1904, Priority No. 233. Decreed amount: 50 cfs. Amount listed as being abandoned: 50 cfs. Former district number and page number where listed on abandonment list: Water Division No. 5, Water District No. 51; listed on page 2 of the Division Engineer’s Revised Abandonment List. A detailed explanation of this protest is included. (5 pages + 18 pages appendices.)

10. 02CW150 DISTRICT COURT, WATER DIVISION 5, APPLICATION FOR CHANGE OF WATER RIGHT, WATER STORAGE RIGHT AND PLAN FOR AUGMENTATION 1. Name, address, and telephone number of the Applicant: State of Colorado, Department of Natural Resources, Division of Parks and Outdoor Recreation ("Parks"), 1313 Sherman Street, Room 618, Denver, Colorado 80203, Telephone Number: (303) 866-3437. 2. Names and addresses of owners of land on which structures are located or proposed to be located: Parks owns a portion of the lands on which the structures are located. Other owners may include: State of Colorado – Department of Corrections, Office of Facility Management Services, 2862 South Circle Drive, Suite 400, Colorado Springs, CO 80906; U.S. Bureau of Land Management, Grand Junction District Office, 2815 H Road, Grand Junction, CO 81506, U.S. Bureau of Reclamation, 2764 Compass Drive, Suite 106, Grand Junction, CO 81506. First Claim – Change of Water Right 3. Decreed name of water rights for which change is sought: Heinze Ditch, Priority No.67, Priority No.102, and Priority No.125 in Water District 39. 4. From previous decrees: A. Dates: The original decree for the Heinze rights was entered 5/11/1889 in CA 103. The appropriation dates are 4/20/1886 (No. 67), 4/4/1887 (No. 102) and 2/15/1888 (No. 105). The No. 102 right was previously transferred from the Hoover Ditch in CA 2713 (per Division of Water Resources Tabulation) or CA 485 (per hardcopy of decree) on June 27, 1929. B. Case Nos.: Original decree entered in Civil Action 103, District Court in and for Garfield County; Change of water rights entered in the Division 5 Water Court in W-3758 and 97CW60. C. Decreed point of diversion: A headgate situated on the east bank of the Middle Fork of Rifle Creek about ¾ of a mile above the junction of said Fork with the West Fork of said Creek, in Garfield County. This point of diversion corresponds to a location in the SE ¼ of the NW ¼ of Section 36 T4S, R93W of the 6th P.M. D. Source: Middle Fork of Rifle Creek. E.Type of water right: direct flow. F. Amount: Priority No.67: 1.0 cfs., Priority No.102: 2.8 cfs., Priority No.125: 0.8 cfs. G. Use: Irrigation of 71.3 acres. 5. Proposed Change: Applicant seeks to add the uses of Recreational, Domestic, and Commercial use as decreed uses for this water right as well as direct augmentation of such uses and augmentation of irrigation use, augmentation of evaporation, and storage for all such uses for the Rifle Gap Rehabilitation Plan. These water rights were changed by the Division 5 Water Court in W-3758 and 97CW60. This change of water right is subject to those previous decrees. The portions of the Heinze Ditch water rights changed in those decrees are not a subject of this application. Second Claim – Water Storage Right 6. The name of the reservoir involved: Rifle Correctional Center Reservoir No.1. 7. Legal description of reservoir: Off channel reservoir located in the E ½ SE ¼ SW ¼ of Section 36, T4S, R93W of the 6th P.M. 8. The source of the water: Heinze Ditch. 9. Information about the appropriation: A. Date of initiation of appropriation: Date of this application. B. How appropriation was initiated: Filing of this application. 10. Amount claimed: 6.0 cfs, 3.53 acre-feet, with the right to fill and refill in priority, conditional. This claim is made for a new water storage right within the existing capacity of the reservoir. 11. Use of the water: Augmentation of Recreational, Domestic, Irrigation and Commercial use as well as evaporation. Third Claim – Plan for Augmentation 12. Description of Plan for Augmentation: State Parks seeks the right to make out of priority diversions from three new wells located at the Rifle Gap State Park, as well as from any replacement wells or supplemental wells thereto, to supply new irrigation, domestic, commercial and recreational uses under the Rifle Gap Rehabilitation Plan. Existing Park facilities are presently augmented pursuant to W-3758 and 97CW60. Such decrees will continue to augment such uses. State Parks will augment the out of priority depletions for the Rifle Gap Rehabilitation Plan with consumptive use credits obtained from dry-up of Heinze Ditch water rights as requested in the First Claim herein during the irrigation season, and from releases of water stored in the Rifle Correctional Center Reservoir No.1 as claimed in the Second Claim herein during the non-irrigation season and when the Heinze Ditch water rights are not available during the irrigation season. Diversions from the three new wells for the Rifle Gap Rehabilitation Plan are expected not to exceed 21 acre feet on an average annual basis, and average annual depletions will not exceed 18.5 acre feet. State Parks will dry up a sufficient amount of land irrigated by the Heinze Ditch water rights to provide the necessary consumptive use credits. Remaining Heinze Ditch water rights will continue to be used pursuant to their decrees. (5 pages)

11. 02CW151 EAGLE COUNTY-FRYING PAN RIVER. George J. & Barbara J. Milnor; 0141 Peachblow Rd.; Basalt, CO 81641 970-927-3461. Milnor Pump-Application for Water Rights (Surface). Location: NW1/4NW1/4 of Sec. 8, T.8S., R. 85W., 6th JUNE 2002 RESUME WATER DIVISION 5 PAGE 6

P.M. 2,750 ft. from south sec. line and 4,500 ft. from east sec. line. Appropriation: June 9, 2002. Amount: 0.005 cfs., conditional. Use: irrigation and fire protection. (6 pages)

12. 02CW152 PITKIN COUNTY, Mountain Valley Cabin, LLC, c/o Shane J. Harvey, Arthur B. Ferguson, Holland & Hart, 600 E. Main Street, Aspen, Colorado 81611 (970) 925-3476. Joseph Mautz Ditch No. 2 – Protest to Revised Abandonment List. Location and legal description: The point of diversion is located at a point on the west bank of Strawberry Creek at a point whence the North Corner of Section 29, T. 10 S., R. 84 W., 6th P.M. bears N. 15°21' W. 735 feet. Court where Original Decree entered: Garfield County District Court, State of Colorado. Date of Original Decree: August 25, 1949; Source: Strawberry Creek, tributary to the Roaring Fork River; Decreed Use: Irrigation purposes; Appropriation Date: May 1, 1918; Amount: 2.0 c.f.s; Amount listed as abandoned: 2.0 c.f.s.; Former District Number and Page Number where right appears on Abandonment List: Water District No. 38 - listed on Page 2 of Division Engineer’s Revised Abandonment List. A detailed explanation of this protest has been filed with the Court simultaneously herewith. (4 pages)

13. 02CW153 (13368) MESA COUNTY-COLORADO RIVER. Bruce R. Erickson; 1714 W. Monterosa; Phoenix, AZ 85015 602-277-2863. Barlow Ditch #1-Application for Change of Water Right Location: headgate is on the southside of unnamed draw at a point whence the south quarter of sec. 10, T.9S., R.103W., 6th P.M. bears South 38°18’West 2,057.0 ft. Appropriation: May 1, 1962. Amount: 1.0 cfs. Use: irrigation and stock water purposes. A detailed outline of proposed change is included in the application. (5 pages)

14. 02CW154 (13368) MESA COUNTY-COLORADO RIVER. Bruce R. Erickson; 1714 W. Monterosa; Phonenix, AZ 85015 602-277-2863. Barlow Ditch #1-Protest to Revised Abandonment List. Location: NW1/4SE1/4 of sec. 10, T.9S., R.103W., 6th P.M. 38°18’ft. from south sec. line and 2.057 ft from west sec. line. Appropriation: May 1, 1962. Amount listed as having been abandoned: 1.0 cfs. Use: irrigation/stock. Detailed outline of protest is included in the application. (6 pages)

15. 02CW155 - GRAND COUNTY, COLORADO RIVER, WATER DISTRICT NO. 5. Marilyn K Hauge, P.O. Box 1166, Grand Lake, Colorado, 80447 (970)627-8044. Stanley W. Cazier, P.O. Box 500, Granby, Colorado, 80446, (970)887-3376. APPLICATION FOR FINDING OF REASONABLE DILIGENCE FOR WELL AND EXCHANGE. Name of Structure: Hauge Well No. 1. Also, exchange involving Granby Reservoir, Windy Gap water. Source: Well and tributary to Colorado River and Windy Gap is on Colorado River. Source of Exchange Water: Granby Reservoir. Location: Hauge Well No. 1 located on Lot 20, Block 4, Pine Beach Subdivision, Grand County, Colorado. Type of Use: Household use in two single family homes (duplex). Type of Structure: Well. Quantity: 1.0 af, 15 gpm. Appropriation Date: January 10, 1996. Original Decree: June 20, 1996, Case No. 96CW017, Water Division No. 5. Additional Information: Applicant will replace out of priority diversion with Windy Gap water provided by its contract with Middle Park Water Conservancy District. (3 pages)

16. 02CW156 - GARFIELD COUNTY - CATTLE CREEK, TRIBUTARY TO THE ROARING FORK RIVER. Kathy D. Weiss n/k/a Kathy Weiss Stephenson, c/o Scott Balcomb, Esq., Balcomb & Green, P. C., P.O. Drawer 790, Glenwood Springs, CO 81602. Application for Finding of Reasonable Diligence. Weiss Well No. 1 a/k/a Fence Well. Information from previous decree for subject conditional water rights: Date of Original Decree: April 14, 1982, Case No.: 81CW102, Water Court, Division 5. Location: Located at a point whence the West Quarter Corner of Sec. 14, T. 7 S., R. 88 W. of the 6th P.M. bears N. 73°38'51" W. 4,140.81. Appropriation Date: May 22, 1978. Amt. and Use: 0.033 cfs, for household use only. In the six years preceding the filing of this application, Applicant has diligently pursued development of the subject conditional water right. The application on file with the Court contains a detailed outline of the work performed during the diligence period. (3 pages).

17. 02CW157 PROTEST OF DAVID W. HAMMER AND KAREN J. HAMMER TO INCLUSION OF THE MARTIN PUMP NO. 2 DITCH WATER RIGHT ON WATER DIVISION 5 ABANDONMENT LIST. The Hammers continue to use the Martin Pump No. 2 Ditch water right and intend to use it in the future. The water right is used through Martin-DeBerard Overflow System (Enlargement) pursuant to a Change of Water Right in W-2972, the point of diversion for which was mistakenly identified and must be modified. (2 pages)

18. 02CW158 MESA COUNTY - BULL CREEK. Bull Creek Reservoir Canal and Power Company, c/o Rosemarie Heidenreich Parker, Attorney at Law, P.O. Box 489, Mesa, Colorado 81643, (970) 268-5085. Bull Creek Reservoirs No.1, No. 2, No. 3, and No. 4 - Protest to Revised Abandonment List. Location and Legal Description: Bull Creek Reservoir No. 1, ID No. 3890, NW¼ SW¼ Section 28, T.11 S., R. 95 W. , 2250’ from S section line, 1000’ from W section line; Bull Creek No. 2, ID No. 3891, NW¼ SW¼ Section 28, T.11 S., R. 95 W., 1550’ from S section line, 50’ from W section line; Bull Creek No. 3, ID No. 3892, NW¼ SW¼ Section 20, T.11 S., R. 95 W. , 1950’ from S section line, 650’ from W section line; Bull Creek No. 4, ID No. 3893, SW¼ SW ¼ Section 20, T.11 S., R. 95 W. , 600’ from S section line, 700’ from W section line; Date of Decree: August 16, 1920 (Bull Creek Reservoirs No. 1, No. 2, No.3, and No. 4) and July 21, 1959, Bull Creek Reservoir No. 4. Case No: C.A. 3681 and C.A. 8303. JUNE 2002 RESUME WATER DIVISION 5 PAGE 7

Source: East Branch of Bull Creek, Grand Mesa National Forest for Bull Creek Reservoirs No. 1 and No. 2; West Branch of Bull Creek, Grand Mesa National Forest for Bull Creek Reservoirs No. 3 and No. 4. Decreed Uses: Irrigation and Domestic. Appropriation Date: June 18, 1895 for Bull Creek Reservoirs No. 1, No. 2, and No. 3; November 18, 1901 and October 1, 1930 for Bull Creek Reservoir No. 4. Decreed Amount: Bull Creek Reservoir No. 1, 153.67 Acre Feet; Bull Creek Reservoir No. 2, 120.2 Acre Feet; Bull Creek Reservoir No. 3, 57.94 Acre Feet; Bull Creek Reservoir No. 4, 156.26 Acre Feet and 156.43 Acre Feet. Amount listed as having been abandoned: Bull Creek Reservoir No. 1, 73.67 Acre Feet, all decreed uses; Bull Creek Reservoir No. 2, 45.10 Acre Feet, all decreed uses; Bull Creek Reservoir No. 3, domestic use only; Bull Creek Reservoir No. 4, domestic use only and 110.19 Acre Feet, all decreed uses. Former District Number: Water District 72. (11 pages)

19. 02CW159 MESA COUNTY - BULL CREEK. Bull Creek Reservoir Canal and Power Company, c/o Rosemarie Heidenreich Parker, Attorney at Law, P.O. Box 489, Mesa, Colorado 81643, (970) 268-5085. Bull Creek Reservoirs No. 1 and No. 2 - Application for Change of Water Right. Location: Bull Creek Reservoir No. 1, ID No. 3890, NW¼ SW¼ Section 28, T.11 S., R. 95 W. , 2250’ from S section line, 1000’ from W section line; Bull Creek No. 2, ID No. 3891, NW¼ SW¼ Section 28, T.11 S., R. 95 W., 1550’ from S section line, 50’ from W section line; Previous Decree entered: August 16, 1920 under Case No. C.A. 3681; Decreed Point of Diversion: Bull Creek Reservoir No. 1, NW¼ SW¼ Section 28, T.11 S., R. 95 W.; Bull Creek Reservoir No. 2, NW¼ SW¼ Section 28, T.11 S., R. 95 W. Source: East Branch Bull Creek, Grand Mesa National Forest. Appropriation Date: June 18, 1895; Amount: 153.67 Acre Feet. Historic Use: Bull Creek Reservoir No. 1: 60.04 Acre Feet has been historically used for approximately 100 years. The dam and spillway were repaired in 2000 which gave a capacity of 80 Acre Feet. Remedial work to be done this season will safely increase capacity to 93.66 Acre Feet. In addition, 43.28 Acre Feet from this adjudication have been historically used for at least 40 to 50 years to fill Bull Creek Reservoir No. 5. The dam height can be raised to 12.25 feet for a total of 110.39 Acre Feet. Concerning Bull Creek Reservoir No. 2, it is necessary to replace the outlet pipe this season. In the process, the applicant plans on lowering the outlet pipe approximately one foot, thereby increasing the capacity of Reservoir No. 2 by 4 Acre Feet. Additionally, during the next seven years, applicant intends to raise the dam height another 2.5 feet, increasing the capacity to approximately 110 Acre Feet. The additional 10.2 Acre Feet that was decreed to Reservoir No. 2 has been historically stored in Reservoir No. 5. Proposed Change: Bull Creek Reservoir No. 1 - transfer 43.28 Acre Feet to Bull Creek Reservoir No. 5; Bull Creek Reservoir No. 2 - transfer 10.2 Acre Feet to Bull Creek Reservoir No. 5. Legal Description: Bull Creek Reservoir No. 1, NW¼ SW¼ Section 28, T.11 S., R. 95 W., 2250 Feet from South Section Line and 1000 Feet from West Section Line; Bull Creek Reservoir No. 2, NW¼ SW¼ Section 28, T.11 S., R. 95 W., 1550 Feet from South Section Line and 50 Feet from West Section Line. Name and address of owner of the land on which structure is or will be located, upon which water is or will be stored: Grand Mesa National Forest, District Superintendent's Office, 2250 US Highway 50, Delta, CO 82416. (4 pages)

20. 02CW160 (94CW059) APPLICATION FOR FINDING OF REASONABLE DILIGENCE, AND TO MAKE ABSOLUTE A CONDITIONAL WATER RIGHT. 1. Name, address and telephone number of applicants: Snake River Water District, c/o Norman L. Ringhand, Post Office Box 2595, Dillion, Colorado 80435, (970) 468-9091. Copies of all pleadings to: Glenn E. Porzak, P. Fritz Holleman, 929 Pearl Street, Suite 300, Boulder, Colorado 80302, (303) 443-6800. 2. Name of Structures: Snake River Water District Supplemental Well No. 1B. 3. Description of conditional water right: Snake River Water District Supplemental Well No. 1B. a. Decree: Judgment and Decree dated April 9, 1984, entered by the Water Court in Case No. 82CW430. The location of the well was corrected to the location set forth below by the Judgment and Decree in Case No. 95CW99, entered by the Water Court May 13, 1996. b. Location: At a point in the NW/4 NW/4 of Section 24, Township 5 South, Range 77 West of the 6th P.M., 1100 feet from the North section line and 940 feet from the West section line of said Section 24. c. Source: Groundwater tributary to the Snake River alluvium. d. Appropriation Date: July 28, 1981. e. Amount: 750 gpm, conditional. f. Decreed uses: Domestic, municipal (including fire protection), commercial, irrigation, and recreation use. 4. Detailed outline of work done to complete project and apply water to beneficial use: The subject well is part of the integrated water supply system for the Snake River Water District (the “District”) and one of the principal sources of water supply for the expanded commercial and retail development at the base of the Keystone ski area. In the last six years, the District has performed substantial developments and improvements to its integrated water supply system, including installation of a new 750,000 gallon water tank at a cost of approximately $780,000, and a new pilot lode tank at a cost of approximately $630,000. The District has also added 1,640 feet of new water lines at a cost of approximately $105,000, 42 new fire hydrants at a cost of over $100,000, and a new pump station at a cost of $380,000, all within the last six years. The District has added over 150 new customers in this diligence period, and approximately 1,500 new single family equivalents are now being served. This work and expenditure will allow the amount of this water right that remains conditional to be put to beneficial use. 5. Amount claimed absolute: The District claims that 540 gpm of the 750 gpm originally decreed conditional has been made absolute. The well has been drilled and a Statement of Beneficial Use was filed with the State Engineer on November 15, 1996. The water was first placed to beneficial use on July 21, 1996. The well has pumped 540 gpm and the water diverted has been applied to all decreed beneficial uses within the service area of the Snake River Water District. 6. The name and address of the owner of the land on which the well is located, upon which the water is stored, and upon which water will be placed to beneficial use: The well is located on land owned by Vail Resorts, Inc., the parent company of Keystone Resorts. The District has a utility easement for the location of the well. The water is stored and used at locations throughout the service area of the Snake River Water District. Wherefore, applicant requests a finding that 540 gpm of the 750 gpm originally decreed be made absolute, and further requests a finding of JUNE 2002 RESUME WATER DIVISION 5 PAGE 8 reasonable diligence with respect to all amounts not found absolute. (4 pages)

21. 02CW161 (95CW298) IN PITKIN COUNTY. Puckett Land Company. (Carrie L. Ciliberto, Esq., Holder & Ciliberto, PC, 518 Seventeenth Street, Suite 1500, Denver, CO 80202) APPLICATION FOR FINDING OF REASONABLE DILIGENCE 1. Name, address and telephone number of Applicant: Puckett Land Company, 5460 S. Quebec Street, #250, Greenwood Village, Colorado 80111-1917 (303) 773-1094. 2. Name of structures and description of conditional water rights: A. Thompson Creek Reservoir 1. Decreed on November 5, 1971, in Civil Action No. 5884, District Court, Garfield County. 2. Legal description of the point of diversion: The initial point of survey for said reservoir is located on the left abutment of the dam at a point whence the SE corner of Section 21, Township 8 South, Range 88 West of the 6th P.M., bears N 55° 57’ E, a distance of 6,119 feet. 3. Amount: 23,893 acre-feet (conditional) 4. Date of appropriation: December 17, 1966. 5. Source: Thompson Creek, tributary to the Crystal River. 6. Uses: Municipal, industrial, domestic, recreational, irrigation, power, mining and all other purposes and uses necessary and related to the production of shale oil and its by-products, including all domestic purposes incident to the maintenance of a general camp and community and the inhabitants of such general camp and community. B. Thompson Creek Pipeline. 1. Decreed on November 5, 1971, in Civil Action No. 5884, District Court, Garfield County. 2. Legal description of the point of diversion: The point of diversion is located on the left bank of Thompson Creek immediately below the dam forming Thompson Creek Reservoir, the initial point of survey for said dam being located at a point whence the SE corner of Section 21, Township 8 South, Range 88 West of the 6th P.M. bears N 55° 57’ E, a distance of 6, 119 feet. 3. Amount: 33 cfs (conditional) 4. Date of appropriation: December 17, 1966. 5. Source: Thompson Creek, tributary to the Crystal River 6. Uses: Municipal, industrial, domestic, recreational, irrigation, power, mining and all other purposes and uses necessary and related to the production of shale oil and its by-products, including all domestic purposes incident to the maintenance of a general camp and community and the inhabitants of such general camp and community. C. The subject water rights form part of an integrated system for the benefit of Applicant’s respective shale oil properties. Accordingly, diligence with respect to any part of each of Applicant’s systems constitutes diligence with respect to the entire system. APPLICATION FOR FINDING OF REASONABLE DILIGENCE 3. This Application for Finding of Reasonable Diligence is filed pursuant to the Water Right Determination and Administration Act of 1969, §37-92-302, C.R.S. During this diligence period, in continuing the development of the conditional water rights, Applicant has been engaged in the legal defense and protection of said water rights and has been diligent in the continued use and development of the water rights involved, including expenditures for legal, consulting, and engineering work. As well, Applicant is the owner of several other conditional water rights and all of Applicant’s conditional water rights are part of an integrated and unified water supply system, and diligence activities associated with any individual conditional water right is diligence on the entire unified water system. During this diligence period, Applicant has continued to be diligent in the development of the conditional water rights which are the subject of this application. The following summarizes said activity: A. Applicant has continued in planning and engineering associated with the current and future use of the land to most efficiently use the subject water rights. Applicant has also been engaged in discussions with the other owners of interests in the land relative to land mineral interest trades that would improve the development of the land and hasten the development and beneficial use of the subject conditional rights. B. Applicant has pursued the exploration and development of oil and natural gas on the land for beneficial use of the conditional rights. C. Applicant participated as an Amicus Curiae in Case No. 98SA377, before the Colorado Supreme Court, which case concerned preservation of conditional oil shale water rights. Also, Applicant has continued to investigate the use of the water in development of oil shale rights. However, it has not been economically feasible to use the water for oil shale development during the diligence period. D. Each month during the diligence period, Holder & Ciliberto, P.C. has reviewed the resume of applications as published by the Water Clerk for Water Division 5 and advised Applicant whether Statements of Opposition need to be filed to protect Applicant’s water rights. WHEREFORE, Applicant, Puckett Land Company, prays that this Court enter a decreed finding that Applicant has exercised reasonable diligence in the development of the conditional water rights, and for such other and further relief as this Court deems just and proper in the premises. (4 pages)

22. 02CW162 (95CW299, 95CW300, 95CW301) IN GARFIELD COUNTY. Puckett Land Company And The Oil Shale Corporation (Carrie L. Ciliberto, Esq., Holder & Ciliberto, PC, 518 Seventeenth Street, Suite 1500, Denver, CO 80202) Application for Finding of Reasonable Diligence. 1.Name, address and telephone number of Applicants: Puckett Land Company, 5460 S. Quebec Street, #250, Greenwood Village, Colorado 80111-1917, (303) 773-1094. The Oil Shale Corporation, 2300 Clayton Road, Suite 1100, Concord, California 94520-2100. 2. Name of structures and description of conditional water rights: A. Sinclair Oil and Gas Company Pumping Plant and Pipeline (95CW299) 1. Decreed on July 16, 1971, in Case No. W-196, District Court, Water Division 5. 2. Legal description of the point of diversion: Located on the northerly bank of the Colorado River at a point whence the West quarter corner of Section 23, Township 7 South, Range 96 West of the 6th P.M., bears S 62°51’ W, a distance of 4,605 feet. 3. Amount: 33 cfs (conditional) 4. Date of appropriation: November 29, 1956. 5. Source: Colorado River. 6. Uses: Industrial, mining, retorting, refining, power, domestic and all other purposes and uses necessary and related to the production of shale oil and its by-products, including all domestic purposes incident to the maintenance of a general camp and community and the inhabitants of such general camp and community. B. Starkey Gulch Reservoir (95CW300). 1. Decreed on August 23, 1973, in Case No. W-321, District Court, Water Division 5. 2. Legal description of the point of diversion: The initial point of survey for said reservoir is located at a point whence the SW corner of Section 36, Township 6 South, Range 97 West of the 6th P.M., bears N 85° 37’ W, a distance of 8,774 feet. 3. Amount: 7,360 acre-feet (conditional). 4. Date of appropriation: February 20, 1967. 5. Source: Starkey Gulch, tributary to JUNE 2002 RESUME WATER DIVISION 5 PAGE 9

Parachute Creek, tributary to Colorado River. 6. Uses: Municipal, industrial, domestic and irrigation purposes. C. South Starkey Gulch Reservoir (95CW300). 1. Decreed on August 23, 1973, in Case No. W-321, District Court, Water Division 5. 2. Legal description of the point of diversion: The initial point of survey for said reservoir is located at a point whence the SW corner of Section 36, Township 6 South, Range 97 West of the 6th P.M., bears N 85° 03’ W, a distance of 12,000 feet. 3. Amount: 5,541 acre- feet (conditional) 4. Date of appropriation: February 20, 1967. 5. Source: South Starkey Gulch, tributary to Parachute Creek, tributary to the Colorado River. 6. Uses: Municipal, industrial, domestic, and irrigation purposes. D. Oil Shale Corporation Pipeline and Pumping Plant (95CW301) 1. Decreed on November 10, 1966, in Civil Action No. 4914, District Court, Garfield County. 2. Legal description of the point of diversion: Located on the right bank of the Colorado River at a point whence the SW corner of Section 32, Township 6 South, Range 95 West, 6th P.M., bears N 77° 37’ W, a distance of 122.16 By Case No. W-2785, an alternate point of diversion was granted for the water right on the right bank of the Colorado River at a point whence the East quarter of Section 6, Township 7 South, 95 West of the 6th P.M., bears N 35° 00’ E, a distance of 1,880 feet. 3. Amount: 100 cfs (conditional) 4. Date of appropriation: December 3, 1956. 5. Source: Colorado River and the water stored in and released from Green Mountain Reservoir discharged into the Blue River and thence into the Colorado River. 6. Uses: Industrial, mining, retorting, refining, power, domestic and all other purposes and uses necessary and related to the production of shale oil and its by-products, including all domestic purposes incident to the maintenance of a general camp and community and the inhabitants of such general camp and community. E. The subject water rights form part of an integrated system for the benefit of Applicants’ respective shale oil properties. Accordingly, diligence with respect to any part of each of Applicants’ systems constitutes diligence with respect to the entire system. APPLICATION FOR FINDING OF REASONABLE DILIGENCE 3. This Application for Finding of Reasonable Diligence is filed pursuant to the Water Right Determination and Administration Act of 1969, §37-92-302, C.R.S. During this diligence period, in continuing the development of the conditional water rights, Applicants have been engaged in the legal defense and protection of said water rights and has been diligent in the continued use and development of the water rights involved, including expenditures for legal, consulting, and engineering work. As well, Applicants are the owners of several other conditional water rights and all of Applicants’ conditional water rights are part of an integrated and unified water supply system, and diligence activities associated with any individual conditional water right is diligence on the entire unified water system. During this diligence period, Applicants have continued to be diligent in the development of the conditional water rights which are the subject of this application. The following summarizes said activity: A. Applicants have continued in planning and engineering associated with the current and future use of the land to most efficiently use the subject water rights. Applicants have also been engaged in discussions with the other owners of interests in the land relative to land mineral interest trades that would improve the development of the land and hasten the development and beneficial use of the subject conditional rights. B. Approximately 15 oil and natural gas wells have been drilled and are producing oil and natural gas on the Starkey Gulch land, with each well costing approximately $1,000,000 for drilling and completing. Exploration and development of oil and natural gas on the land is continuing toward beneficial use of the conditional rights. C. Applicants participated as an Amicus Curiae in Case No. 98SA377, before the Colorado Supreme Court, which case concerned preservation of conditional oil shale water rights. Also, Applicants have continued to investigate the use of the water in development of oil shale rights. However, it has not been economically feasible to use the water for oil shale development during the diligence period. D. Each month during the diligence period, Holder & Ciliberto, P.C. has reviewed the resume of applications as published by the Water Clerk for Water Division 5 and advised Applicants whether Statements of Opposition need to be filed to protect Applicants’ water rights. WHEREFORE, Applicant, Puckett Land Company and The Oil Shale Corporation, pray that this Court enter a decreed finding that Applicants have exercised reasonable diligence in the development of the conditional water rights, and for such other and further relief as this Court deems just and proper in the premises. (6 pages)

23. 02CW163 EAGLE COUNTY. Name, Address, and Telephone number of Protestant/Owner: Challenge Aspen, c/o Patrick, Miller & Kropf, P.C., 730 E. Durant, Suite 200, Aspen, CO 81611, (970) 920-1028. Description of the Water Right. Name of Structure: Ross Pipeline Location and Legal Description: The point of diversion is located in the SW1/4NW1/4 of Section 4, Township 8 South, Range 84 West of the 6th P.M., at a point whence the west quarter corner of said Section 4 bears S. 49°37’ West a distance of 1,710 feet. Court where decree entered: Water Court, Division 5. Date of Decree: August 23, 1976. Case No.: W-3155. Source: Unnamed tributary of Smith Creek, tributary to the Frying Pan River. Decreed Use(s): Irrigation, domestic, livestock. Appropriation Date: June 15, 1975. Decreed amount: 0.1 cfs, absolute. Amount listed as having been abandoned: 0.1 c.f.s. Former District Number and page Number where listed on Abandonment List: Water District 38; Page 2 of the December 31, 2001 Revised Abandonment List. State factual and legal basis for this protest: Pursuant to Section 37-92-401(5), C.R.S., Protestant, Challenge Aspen, a Colorado non-profit corporation, hereby protests the inclusion of the Ross Pipeline on the Revised Abandonment List of the Division Engineer, Water Division No. 5, dated December 31, 2001. As grounds therefore, Protestant states the following: Protestant is the owner of the Ross Pipeline water right. The original owners of this water right, Mr. & Mrs. John H. Ross, began utilizing this water in 1975, for its decreed uses.The subsequent owner of this property and water right, Chris Waters, hired Robert E. Daniels, Jr., P.E., with Banner & Associates, to design and coordinate physical improvements for the ditch structure and conveyance system in 1989, to repair damage resulting from the steep topography of the property and poor maintenance practices. Mr. Daniels, in designing the system consulted with Joe Bergquist, Water Commissioner, regarding the repairs and use of this water right. The property and water rights were subsequently transferred to Ms. Elizabeth Boyelston who retained Peter Belau, P. E., of Enartech, Inc. to redesign the irrigation system to enable the Ross Pipeline water to be diverted into ponds and then applied utilizing a pump-fed sprinkler JUNE 2002 RESUME WATER DIVISION 5 PAGE 10 system. This design was intended to prevent erosion of the ditch channel and inefficient application which occurred with the historic flood irrigation practices due to the steep grade of the property. Ms. Boyelston, before being able to construct such a system, transferred the property to Landmark Equities, Inc. Landmark Equities, Inc., adjudicated a series of ponds, Landmark Pond Nos. 1-8, to use as temporary irrigation control structures, and for other beneficial uses in Case No. 97CW213. Landmark Equities, Inc., completed construction of approximately five ponds on the property and filed Case No. 01CW44 to implement the recommendations made by Enartech, Inc.. In Case No. 01CW44, Landmark Equities, Inc., misidentified Pond No. 5 as an “alternate point of diversion” for the Ross Pipeline. The intent of the Application was to follow-through with the Enartech recommendations and to make the Ross Pipeline the feeder ditch for the ponds and to adjudicate an alternate point of diversion on Smith Creek, if necessary, to gravity fill all the ponds. Case No. 01CW44 is pending in Water Division No. 5 before Referee Daniel B. Petre. Protestant acquired the property from Landmark Equities, Inc., and hired the Robert Miller Company to design a campus to provide recreational and cultural experiences for individuals who have mental or physical “disabilities” and hired numerous consultants, including the undersigned counsel, to implement the irrigation plan described in the Enartech report. The Ross Pipeline is an integral component of the water supply plan for the campus. Abandonment of the water would cause unnecessary hardship on the Protestant which has expended time energy and money in constructing the ponds and interconnecting pipeline to utilize the Ross Pipeline. Water diverted by the Ross Pipeline has been diligently diverted and applied to its decreed use. At no time has the Protestant or its predecessors in interest to the ditch and water rights shown any intent to abandon the Ross Pipeline. “The critical element of abandonment is intent.” Haystack v. Fazzio, 997 P.2d 548, 552 (Colo. 2000), citing C.R.S. § 37-92-102(3). Abandonment of a water right is a question of fact dependent upon the particular facts of each individual water right, its use and the intention of the water right owner. City and County of Denver v. Middle Park Water Conservancy District, 925 P.2d 283 (Colo. 1996). Evidence of a water right owner’s intent not to discontinue use during any period of nonuse may rebut any presumption of abandonment. Consolidated Home Supply Ditch and Reservoir Co. v. Town of Berthoud, 896 P. 2d 260 (Colo. 1995); Southeast Colorado Water Conservancy District v. Twin Lakes Associates, Inc., 770 P. 2d 1231 (Colo. 1989). Wherefore, Protestant respectfully requests that the Court enter an order that the Ross Pipeline water right be deleted from said list and for such other relief as it deems proper in the premises. (6 pages)

24. 02CW164 – EAGLE COUNTY - EBY CREEK, TRIBUTARY TO THE EAGLE AND COLORADO RIVERS, Castle Ditch Company, a Colorado nonprofit corporation, c/o Tom Kinney, Hill, Edwards, Edwards & Kinney, LLC, 502 Main Street, Suite 201, Carbondale, CO 81623, (970) 963-3900, PROTEST TO REVISED ABANDONMENT LIST, Concerning the Revised Abandonment List of Water Rights in Water Division 5. Water right subject to protest. Neilson Ditch. Original decree. Civil Action No. 446, Eagle County District Court, June 4, 1907. Point of diversion. Originally decreed on the West bank of Eby Creek in the SW¼NE¼, Sec. 32, T4S, R84W, 6th PM. Diversion rate. 2.0 cfs. Appropriation date. May 1, 1886. Use. Irrigation. Subsequent change decree. Civil Action No. 468, Eagle County District Court, June 4, 1907, changing point of diversion for Neilson Ditch water right to headgate of Castle No. 2 Ditch located on West bank of Eby Creek at a point at or near the center of the North line of Sec. 20, T4S, R84W, 6th PM. Protestant owns 1.4721 cfs of the 2.0 cfs decreed in the Neilson Ditch. This water right has been continuously diverted at the headgate for the Castle No. 2 Ditch under the Neilsen Appropriation and used beneficially for irrigation since 1907. Protestant has never intended to abandon its 1.4721 cfs decreed in the Neilson Ditch. (14 pages).

25. 02CW165 GARFIELD, MESA AND PITKIN COUNTIES. APPLICATION FOR APPROVAL OF PLAN FOR AUGMENTATION. Name, address, and telephone number of Applicant: West Divide Water Conservancy District, c/o Janet Maddock, Secretary, P.O. Box 1478, Rifle, Colorado 81650, c/o Edward B. Olszewski, Esq., Edward B. Olszewski, P.C., Post Office Box 460654, Denver, CO 80246-0654, (303) 333-4191. Applicant proposes to augment various wells and surface diversions within Applicant’s “Alsbury Reservoir Service Area” boundaries. Applicant’s Alsbury Reservoir Service Area can generally be described as an area within the East Divide Creek water shed, upstream of the headgate of the Talmidge and Gibson Ditch, where no intervening calling water rights are present between the points of diversion and Alsbury Reservoir. Applicant’s Alsbury Reservoir Service Area was developed by Applicant and the Division Engineer’s Office and has been incorporated into an existing operational Temporary Substitute Supply Plan. Points of diversion lying within the Alsbury Reservoir Service Area can be augmented using Alsbury Reservoir water without causing injury to other water rights. A map depicting the Alsbury Reservoir Service Area is attached as Exhibit A and incorporated herein by this reference. Applicant has historically operated a temporary augmentation plan pursuant to a temporary substitute supply plan approved by the State Engineer’s Office. The within Application seeks to adjudicate an umbrella augmentation plan to augment current and future depletions for structures located within Applicant’s Alsbury Reservoir Service Area. Structures located in the Alsbury Reservoir Service Area will be augmented via releases from Alsbury Reservoir. Strict accounting and reporting requirements will be implemented to ensure proper administration by the State and Division Engineers. CLAIM FOR APPROVAL OF PLAN FOR AUGMENTATION. Structures to be augmented: Wells, surface water rights, and reservoirs, located in the Alsbury Reservoir Service Area. Water rights to be used for augmentation: Alsbury Reservoir. Describe water right: Date of Original Decree: July 9, 1965, Case Nos.: 4954 (81CW118, 85CW130, 89CW095, 95CW093, 98CW054). Court: Garfield County District Court/Water Division No. 5. Location: The point of intersection of the centerline of the dam axis with the right abutment at high water line is located at a point whence the NE corner of Section 36, Township 8 South, Range 91 West of the 6th P.M. bears S45E54'W a distance of 4,428.08 feet. Source: East Divide Creek, tributary to Divide Creek, tributary to the Colorado River. Appropriation Date: June 15, 1961. Amount: 249.76 acre feet. Uses: The 249.76 acre feet was originally decreed for irrigation. JUNE 2002 RESUME WATER DIVISION 5 PAGE 11

Remarks: Case No. 98CW054: 1) changed 67.76 acre feet of this water from irrigation only to domestic, municipal, recreation, fire protection, irrigation, piscatorial, wildlife, augmentation, hydro-electric, and livestock watering; 2) changed 50 acre feet of water from a conditional right to an absolute right, to be used as a conservation pool for overwintering fishery; and 3) made 132 acre feet of irrigation water absolute. Statement of Plan for Augmentation. Applicant seeks approval of a plan for augmentation to augment the out-of-priority depletions associated with various structures located in the Alsbury Reservoir Service Area. Augmentation will come via releases from Alsbury Reservoir. The depletions associated with the diversions at the various structures within the Alsbury Reservoir Service Area will be based upon the following assumptions: Lawn and Garden Irrigation. Water requirements associated with lawn and garden irrigation have been determined from a modified Blaney-Criddle assessment adjusted for precipitation and temperature conditions at 6000' - 6499' in elevation. Irrigation efficiency of 80% will be assumed for all sprinkler irrigation applications. Irrigation consumptive use (feet) is as follows: April - 0.039; May - 0.291; June - 0.421; July - 0.454; August - 0.356; September 0.253; October - 0.065; Total - 1.878. Domestic In-house Use. In-house diversions for single and multi-family residences will be 300 gallons per day per residence. Consumptive water use will be 15% for non-evaporative ISDS systems and 5% for central wastewater treatment systems. Livestock. Consumptive use for horses, cows and other types of livestock will be 11 gallons per day per animal. Evaporation. Replacement water for evaporation from ponds or other water surfaces will vary by elevation zone and will be determined by Applicant and the Division Engineer’s Office. Office Buildings. Water use for office buildings will be based on 20 gallons per capita day. Consumptive water use will be 15% for non-evaporative ISDS systems and 5% for central wastewater treatment systems. Water Hauling. All water hauled for commercial and industrial purposes is assumed to be 100 % consumptive. Other Uses. Water requirements for other uses, including commercial and industrial, will be determined on a case-by-case basis. These case-by-case water use estimates will be subject to review and approval by the Division Engineer. Delayed Depletions from Ground Water Diversions. Delayed depletions will be estimated for all ground water diversions in accordance with techniques and methods to be reviewed and approved by the Division Engineer. Transit Losses. Transit losses, as determined appropriate by the Division Engineer, will be applied to all releases from Alsbury Reservoir. Applicant will provide detailed accounting of diversions and depletions to the State and Division Engineers as required by the State and Division Engineers to administer the within augmentation plan. Measuring devices will be required for all surface and groundwater diversions. This plan for augmentation will be implemented over a period of time in a manner generally consistent with the following, and according to the procedure ultimately approved by the Court in this case. The Applicant suggests the following procedure for implementation of the subject plan for augmentation, but expects that the procedure may be refined further or even modified by the Court in the decree entered herein. West Divide Water Conservancy District contractees will submit to the Applicant an application form for water allotment contract that shall identify this plan for augmentation as the source of replacement water. The form of the contract application may be supplemented or amended from time to time to meet continuing requirements of the Applicant. Upon receipt of the application, related fees, and such other information as the Applicant may require, the Applicant shall submit the application to the State and Division Engineers for determination of whether the proposed diversion is an authorized Alsbury Reservoir Service Area diversion and can be administered under this plan. Upon submission of an application to the State and Division Engineers, the Applicant shall provide notice of the application by publication in a newspaper of general circulation in the county where the point of diversion is located and the place of use will occur, or by such other means as this Court may require. The notice will also provide that any affected person may file an objection or other comments with the State Engineer within a period to be prescribed by the decree herein. Any affected person not satisfied by the State Engineer's decision may then apply to this Water Court for a de novo hearing for a determination of whether the terms and conditions of the decree approving this plan for augmentation have been met with respect to the request for an authorized diversion. Such application to the Water Court shall be made within a prescribed period of the date of the State Engineer's decision. Diversions that are authorized by either an uncontested approval by the State Engineer or an Order of the Court shall be a part of the decree for this plan for augmentation. Names and addresses of owners or reputed owners of land upon which augmentation structures are located: U.S. Dept. of Agriculture, Rifle Ranger District, 0094 C.R. 244, Rifle, CO 81650. The locations of the authorized points of diversion and places of use will be determined at future dates as water allotment contractees seek to have their diversions approved under this umbrella augmentation plan. The location of the points of diversion and place of use will be provided to the State Engineer for consideration as part of the request for the authorized points of diversion. Approval of the subject Application will not result in injury to any vested or decreed conditional water rights. (6 pages and map).

26. 02CW166 MESA COUNTY, BIG CREEK, BIG CREEK RESERVOIR COMPANY. c/o Mr. Les Hill, 59628 Highway 330 East, Collbran, CO 81624 970-487-3725. Protest to Revised Abandonment List. Big Creek Reservoir No. 7; Big Creek Reservoir No. 5; Big Creek Reservoir No. 4; Big Creek Reservoir No. 3 (1911); Big Creek Reservoir No. 3 (1905); Big Creek Reservoir No. 1. Storage rights decreed to the Big Creek Reservoir Company are an important part of the Collbran Project, and have been operated and maintained for irrigation and for the production of hydroelectric power. Protestant maintains that it has utilized the decreed water and has at no time expressed an intent to abandon the same. (3 pages)

27. 02CW167 Garfield County; Roaring Fork River. Four Mile Ranch Homeowners Association, c/o Loyal E. Leavenworth, Esq., Leavenworth & Karp, P.C., P.O. Drawer 2030, Glenwood Springs, CO 81602. Application for Finding of Reasonable Diligence. Name of structures: Four Mile Ranch Company Well Nos. 1, 2, 3 and 4 and Four Mile Ranch Reservoir. Date of original decree: October 27, 1982, in Case No. 79CW207, in the District Court in and for Water Division No. 5. The Four Mile Ranch Company Well JUNE 2002 RESUME WATER DIVISION 5 PAGE 12

No. 1 is located at a point whence the South Quarter Corner, Section 27, Township 6 South, Range 89 West of the 6th P.M. bears North 82°31' West 1,304 feet. The Four Mile Ranch Company Well No. 2 is located at a point whence the South Quarter Corner, Section 27, Township 6 South, Range 89 West of the 6th P.M. bears South 88°41' West 1,304 feet. The Four Mile Ranch Company Well No. 3 is located at a point whence the South Quarter Corner, Section 27, Township 6 South, Range 89 West of the 6th P.M. bears South 80°07' West 1,340 feet. The Four Mile Ranch Company Well No. 4 is located at a point whence the South Quarter Corner, Section 27, Township 6 South, Range 89 West of the 6th P.M. bears South 24°20' East 1,383 feet. The Four Mile Ranch Company Reservoir: The east abutment is located at a point whence the Southeast Corner of Section 27, Township 6 South, Range 89 West of the 6th P.M. bears South 67°53' East 3,320 feet. Source: Roaring Fork River Watershed. Appropriation dates: Four Mile Ranch Well No. 1: November 26, 1979. Four Mile Ranch Well No. 2: November 26, 1979. Four Mile Ranch Well No. 3: November 26, 1979. Four Mile Ranch Well No. 4: November 26, 1979. Four Mile Ranch Reservoir: December 24, 1979. Amounts: Four Mile Ranch Well No. 1: 125 g.p.m. (0.275 c.f.s.), conditional. Four Mile Ranch Well No. 2: 125 g.p.m. (0.275 c.f.s.), conditional. Four Mile Ranch Well No. 3: 125 g.p.m. (0.275 c.f.s.), conditional. Four Mile Ranch Well No. 4: 75 g.p.m. (0.165 c.f.s.), conditional. Four Mile Ranch Reservoir: 10 acre feet, conditional. Use: Four Mile Ranch Well Nos. 1, 2, 3 and 4: Irrigation, municipal use, domestic use, fire protection and recreation. Four Mile Ranch Reservoir: Irrigation, municipal use, domestic use, fire protection and recreation, either directly or by exchange. The Application provides a detailed outline of the work performed and the expenditures made during the diligence period toward the development of the subject conditional water rights. (4 pages)

28. 02CW168 GARFIELD COUNTY, ROARING FORK RIVER. Application for Findings of Reasonable Diligence. Stirling-Sun Mesa, Inc., c/o Mark E. Hamilton, Esq., CALOIA, HOUPT & HAMILTON, P.C., 1204 Grand Ave, Glenwood Springs, CO 81601, (970) 945-6067, [email protected]. Structures: Stirling Wells M, N. O and P. Original Decree: 85CW139, Div. 5, 1/29/1985.Locations: Well M is in the SW¼ NW¼ of Sec. 29, T7S, R87W 6th P.M., at a point whence the NW corner of said Section bears N. 25° W., a distance of 1516 ft; Well N is located in the SE¼ NW¼ of Sec. 29, T7S, R87W, 6th P.M., at a point whence the NW corner of said Section bears N. 42°45’ W., a distance of 2,362 ft; Well O is located in the SE¼ NW¼ of Sec. 29, T7S, R87W, 6th P.M., at a point whence the NW corner of said Sec. bears N. 49 W. a distance of 2468 ft (note that an application to change the location for Well O is pending in Case No. 02CW135); Well P is located in the NW¼ NE¼ of Sec. 29, T7S, R87W, 6th P.M., at a point whence the NW corner of said Section bears N. 82 30’ W. a distance of 3386 ft. Amounts (each well): 0.033 c.f.s., conditional. Source (all wells): groundwater trib. to Roaring Fork Riv. Approp. date (all wells): 4/5/1986. Uses (all wells): domestic, household purposes, livestock watering, fire protection, and lawn and garden irrigation. The Application contains a detailed description of activity during the diligence period. (6 pages)

29. 02CW169 Eagle River; Eby Creek, Tributary to the Eagle River. Myron and Julie Alt, Mark and Patty Beagley, Robert Dullinger, Jim and Sheila Fritze, Bob and Alicia Morris, Jim and Ann Overlease and Joe Wassor, c/o David C. Hallford, Leavenworth & Karp, P.C., P.O. Drawer 2030, Glenwood Springs, CO 81602. Protest to Revised Abandonment List. Water right which is the subject of this Protest. Neilson Ditch, Priority No. 271. Original Decree: Civil Action No. 446, Eagle County District Court, June 4, 1907. Point of diversion: Headgate originally located on the West bank of Eby Creek in the SW¼ NE¼ of Section 32, Township 4 South, Range 84 West of the 6th P.M. Decreed diversion rate: 2.0 cfs, absolute by original construction. Appropriation date: May 1, 1886. Source: Eby Creek, tributary to the Eagle and Colorado Rivers. Use: Irrigation. Ditch No.: 1172. Subsequent Decree changing point of diversion of Neilson Ditch to Castle No. 2 Ditch. Change Decree: Civil Action No. 468, Eagle County District Court, June 4, 1907. Changed point of diversion at Castle No. 2 Ditch: The headgate of the Castle No. 2 Ditch is located on the West bank of Eby Creek at a point at or near the center of the North line of Section 20, Township 4 South, Range 84 West of the 6th P.M. Protestants own 0.5279 cfs of the 2.0 cfs decreed in the Neilson Ditch. This water right has been continuously diverted at the headgate for the Castle No. 2 Ditch under the Neilsen Appropriation and used beneficially for irrigation since 1907. Protestants have never intended to abandon its 0.5279 cfs decreed in the Neilson Ditch. (6 pages)

30. 02CW170 PITKIN COUNTY. CONUNDRUM CREEK. Lassie, LLC, c/o Patrick, Miller & Kropf, P.C., Kevin L. Patrick, Esq., 730 E. Durant, Suite 200, Aspen, CO 81611, (970) 920-1028. PROTEST TO REVISED ABANDONMENT LIST.FIRST CLAIM Description of the Water Right: Name of Structure: Highland Owl Springs and Ditch. Location and Legal Description: The location of the point of diversion of the Highland Owl Springs and Ditch is its headgate, whence Corner No. 3 of H.E.S. 112 in Township 11 South, Range 85 West of the 6th P.M. bears South 19°20’28” West 216.80 feet. Court where decree entered: Water Court, Division 5. Date of Decree: November 5, 1971, with a previous adjudication date of June 20, 1958. Case No.: CA5884. Source: Conundrum Creek, tributary to Castle Creek. Decreed Use(s): Irrigation, domestic and recreational purposes. Appropriation Date: December 31, 1923. Decreed amount: 1.5 c.f.s. Amount listed as having been abandoned: 1.5 c.f.s. Former District Number and page Number where listed on Abandonment List: District 38; Page 2 of the Division Engineer Revised Abandonment List dated December 31, 2001. SECOND CLAIM Description of the Water Right: Name of Structure: Crosby Ditch No. 2. Location and Legal Description: The point of diversion is identical with the headgate which is located at a point on the southerly bank of Conundrum Creek from which it derives its supply of water whence Cor. No. 3 of H.E.S. No. 112 located in Sec. 2, Township 10 South, Range 85 West of the 6th P.M. bears North 80 degrees 15 minutes East 1660 feet, in Water District No. 38. Court where decree entered: Water Court, JUNE 2002 RESUME WATER DIVISION 5 PAGE 13

Division 5. Date of Decree: August 25, 1949. Case No.: CA4033. Source: Conundrum Creek, tributary to Castle Creek. Decreed Use(s): Irrigation and other beneficial uses. Appropriation Date: September 7, 1947. Decreed amount: 1.0 c.f.s. Amount listed as having been abandoned: 1.0 c.f.s. Former District Number and page Number where listed on Abandonment List: District 38; Page 1 of the Division Engineer Revised Abandonment List dated December 31, 2001. State factual and legal basis for this protest: The Protestant has owned the property since September 1994 on which, upon Protestant’s information and belief, the Highland Owl Springs and Ditch and Crosby Ditch No. 2 are located and/or benefit. Protestant has irrigated approximately 4000 s.f. of lawns and gardens with the subject water rights since the time of purchase. Protestant purchased the property with a drip irrigation equipment already in place, and Protestant continues to use same irrigation equipment with subject water rights. Protestant has successfully secured land use approvals in the past few years, which will now allow the property to be improved and Protestant has the intention to replace and re-design the irrigation system. In addition, Protestant fills a small irrigation control pond structure jointly on land owned with a neighbor; water is released from this structure for irrigation use. The Protestant does not now have and never has had intent to abandon any of the Highland Owl Springs and Ditch and/or the Crosby Ditch No. 2 water rights. Abandonment of a water right is a question of fact dependent upon the particular facts of each individual water right, its use and the intention of the water right owner. City and County of Denver v. Middle Park Water Conservancy District, 925 P.2d 283 (Colo. 1996). Evidence of a water right owner’s intent not to discontinue use during any period of nonuse may rebut any presumption of abandonment. Consolidated Home Supply Ditch and Reservoir Co. v. Town of Berthoud, 896 P. 2d 260 (Colo. 1995); Southeast Colorado Water Conservancy District v. Twin Lakes Associates, Inc., 770 P. 2d 1231 (Colo. 1989). Remarks: None.

31. 02CW171 MESA COUNTY - SPRINGS TRIBUTARY TO RAPID CREEK, TRIBUTARY TO THE COLORADO RIVER. Name, address and telephone number of Protestant: Ron Smith, Saddle Mountain Ranch, c/o Robert M. Noone, Esq., ROBERT M. NOONE, P.C., P.O. Drawer 39, Glenwood Springs, CO 81602. Protest to Revised Abandonment List. Name of structure: Oak Springs Ditch. Location and legal description: The decreed location of The Oak Springs Ditch is four springs located in Sections 4 and 9, Township 11 South, Range 97 West of the 6th P.M., in Mesa County, Colorado, in Water District No. 42, more particularly described as follows: The sources of supply are as follows: Spring No. 1 is located in the Northwest Quarter of the Southwest Quarter of said Section 4; the headgate of Spring No. 1 is located on the north bank of the spring. Spring No. 2 is located in the Southwest Quarter of the Southwest Quarter of said Section 4; the headgate of Spring No. 2 is located on the northwest bank of the spring in the SW ¼ SW ¼ of said Section 4. Spring No. 3 is located in the Southeast Quarter of the Northwest Quarter of said Section 9; the headgate of Spring No. 3 is located on the west bank of the spring in the SE ¼ NW ¼ of said Section 9. Spring No. 4 is located in the Southeast Quarter of the Southeast Quarter of Section 4; the headgate of Spring No. 4 is located on the west bank approximately 400 feet east and 200 feet south of the Northwest corner of the SE ¼ SE ¼ of said Section 4. A survey performed in 2000 indicated that the locations of Spring Nos. 1 - 4 are as follows: Court where original decree entered: Mesa County District Court. Case No.: C.A. 8303. Date of original decree: July 21, 1959. Source: Springs tributary to Rapid Cree, tributary to the Colorado River in Mesa County. Decreed use: Irrigation of the Saddle Mountain Ranch. Appropriation date: May 3, 1914. Decreed amount: 0.520 c.f.s., absolute. Amount listed as having been abandoned: 0.520 c.f.s. Former district number and page number where listed on abandonment list: Water Division No. 5, Water District No. 72; listed on page 2 of the Division Engineer’s Revised Abandonment List. Contemporaneously with the filing of this Protest, Protestant is filing in this Court an Application for Change of Points of Diversion and for Surface Water Right in which he is requesting a change in the legal descriptions of the foregoing described water right to correctly describe the true locations of the structures in the field and the adjudication of the historic use of the water for stockwatering purposes. A detailed explanation of this protest is included. (5 pages).

32. 02CW172 MESA COUNTY - SPRINGS TRIBUTARY TO RAPID CREEK, A TRIBUTARY OF THE COLORADO RIVER. Name, address and telephone number of Applicant: Ron Smith, Saddle Mountain Ranch, c/o Robert M. Noone, Esq., ROBERT M. NOONE, P.C., P.O. Drawer 39, Glenwood Springs, CO 81602. Application for Change of Points of Diversion and for Surface Water Right. Application For Change of Points of Diversion: Decreed name of structure for which change is sought: Oak Springs Ditch. Decreed points of diversion: The Oak Springs Ditch takes its supply of water from certain springs located in Sections 4 and 9, Township 11 South, Range 97 West of the 6th P.M., in Mesa County, Colorado, in Water District No. 42. The sources of supply are as follows: Spring No. 1 is located in the Northwest Quarter of the Southwest Quarter of said Section 4; the headgate of Spring No. 1 is located on the north bank of the spring. Spring No. 2 is located in the Southwest Quarter of the Southwest Quarter of said Section 4; the headgate of Spring No. 2 is located on the northwest bank of the spring in the SW ¼ SW ¼ of said Section 4. Spring No. 3 is located in the Southeast Quarter of the Northwest Quarter of said Section 9; the headgate of Spring No. 3 is located on the west bank of the spring in the SE ¼ NW ¼ of said Section 9. Spring No. 4 is located in the Southeast Quarter of the Southeast Quarter of Section 4; the headgate of Spring No. 4 is located on the west bank approximately 400 feet east and 200 feet south of the Northwest corner of the SE ¼ SE ¼ of said Section 4. Court where original decree entered: Mesa County District Court. Case No.: C.A.8303. Date of original decree: July 21, 1959. Source: Springs tributary to Rapid Creek, a tributary to the Colorado River in Mesa County. Decreed use: Irrigation. Appropriation date: May 3, 1914. Decreed amount: 0.520 c.f.s., absolute. Historic use: The irrigation of approximately 25 acres in Section 4, Township 11 S., Range 98 6th P.M. on Applicant’s Saddle Mountain Ranch, Mesa County, Colorado. Proposed changes: The legal descriptions appearing in the decree entered in C.A. 8303 inaccurately describe the true JUNE 2002 RESUME WATER DIVISION 5 PAGE 14 locations of the decreed structures in the field. The changes in the legal descriptions of the subject points of diversion, described below, are necessary to correctly describe the true locations of the structures in the field. STRUCTURE ID NO. LEGAL DESCRIPTION

Oak Springs Ditch - Headgate 812 39E 06.995' N, 108E 14.795' W or No. 1 4450' west of the eastline and 1300' north of the south line in Section 4, Township a/k/a Oak Springs No. 1 11 S., Range 98 6th P.M. Oak Springs Ditch - Headgate 1684 39E 06.816' N, 108E 14.800' W or No. 2 4500' west of the east line and 200' north of the south line of Section 4, Township a/k/a Oak Springs No. 2 11 S., Range 97 W, 6th PM Oak Springs Ditch - Headgate 1685 39E 06.218' N, 108E 13.998' W or No. 3 700' west of the east line and 1850' north of the south line of Section 9, Township a/k/a Oak Springs No. 3 11 S., Range 97 W, 6th PM Oak Springs Ditch - Headgate 1686 39E 06.030' N 108E 14.179' W or No. 4 1550' west of the east line and 700' north of the south line of Section 4, Township a/k/a Oak Springs No. 4 11 S., Range 97 W, 6th PM The foregoing locations are also depicted on the map attached as Exhibit A. Name and Address of Owner of Land on which point of diversion and place of use are located: Applicant: Application for Surface Water Right: Structure: Oak Springs Ditch. Location and legal description: See Table above. Date of Appropriation: May 3, 1914. How appropriation was Initiated: Application of water to claimed use. Amount: 0.520 c.f.s., absolute. Use: Stock watering (supplemental to the irrigation use decreed in C.A. No. 8303). Description of Irrigated Acreage: N/A. Name and Address of Owner of Land on points of diversion and place of use: Applicant. (5 pages).

33. 02CW173(PREVIOUSLY 95CW311) DISTRICT COURT, WATER DIVISION 5, APPLICATION TO MAKE CONDITIONAL WATER RIGHT ABSOLUTE 1. Name, address, and telephone number of the Applicant: State of Colorado, Division of Parks and Outdoor Recreation ("Parks"), 1313 Sherman Street, Room 618, Denver, Colorado 80203, Telephone Number: (303) 866-3437. 2. Name of structure and legal description: Highline Reservoir, initial point of the survey is located at a point whence the South ¼ corner of Section 5, Township 2 North, Range 3 West of the Ute Principal Meridian, bears south 46° 54' 14", a distance of 1733.85 feet. The reservoir lies in and inundates portions of Section 12, Township 9 South, Range 103 West of the 6th Principal Meridian and Section 5, Township 2 North, Range 3 West of the Ute Principal Meridian. The axis of the dam bears South 77º 57' East, 1373 feet from the initial point of the survey. 3. Description of originally decreed Conditional Water Right: (1) Date of original decree: June 26, 1996, Case No.95CW311, Water Division 5. (2) Appropriation Date: October 20, 1995. (3) Use: The proposed use of the water is for storage and subsequent release for all of the following beneficial uses – irrigation, domestic, commercial, recreation, stock watering, fire protection, piscatorial, wildlife, and augmentation; including the right to use, reuse and successively use to extinction either directly or by augmentation all of the return flows associated with the aforementioned beneficial uses. (4) Amount: 2,350 acre-feet conditional. (5) Source: Mack Wash, tributary to the Colorado River, and Camp 7 Dump Station of the Government Highline Canal. 4. Description of project features: This is for a storage refill water right for the Highline Reservoir in Highline State Park in Mesa County, Colorado. Highline State was established in 1969 and has 160 surface acres for water recreation with 27 surrounding campsites. It is open to the public year-round and provides the major water-based recreation site in Mesa County. 5. Description of work done toward completion of the appropriation and application of water to a beneficial use as conditionally decreed: a. The applicant, Parks, has exercised its use of waste water from the Government Highline Canal annually since 1996. By doing so, the applicant has made a showing that the conditional water storage right has become absolute by reason of the completion of the appropriation. b. Applicant’s claim for absolute water storage right is based on engineering estimates of evaporation and seepage losses associated with Highline Reservoir. c. Since 1996, the applicant has maintained a reservoir elevation at the level of the primary spillway using a maximum annual refill amount of 2,350 acre-feet. d. To date, Parks has incurred approximately $61,000 in regard to implementing a water quality study plan and has spent about $10,000 on engineering fees relating to the Highline Reservoir. 6. Water Right Made Absolute: The activities of Parks in placing this water right to beneficial use have completed the original appropriation and the water right has vested as an absolute water right. 7. Owner of Property: Parks owns the real property on which the water right claimed herein is diverted and used. (4 pages)

34. 02CW174(PREVIOUSLY 95CW310), DISTRICT COURT, WATER DIVISION 5, APPLICATION TO MAKE CONDITIONAL WATER RIGHT ABSOLUTE 1. Name, address, and telephone number of the Applicant: State of Colorado, Division of Parks and Outdoor Recreation ("Parks"), 1313 Sherman Street, Room 618, Denver, Colorado 80203, Telephone Number: (303) 866-3437. 2. Name of structure and legal description: Mack-Mesa Reservoir, initial point of the survey is located at a point whence the Southwest corner of Section 13, Township 9 South, Range 103 West, 6th P.M., Mesa County, Colorado, bears South 79° 11' 30" West for a distance of 1217.49 feet with the dam and embankment extending therefrom South 47° 44' 18" West for 244.5 feet. 3. Description of originally decreed Conditional Water Right: (1) Date of original decree: June 26, 1996, Case No.95CW310, Water JUNE 2002 RESUME WATER DIVISION 5 PAGE 15

Division 5. (2) Appropriation Date: October 20, 1995 (3) Use: The proposed use of the water is for storage and subsequent release for all of the following beneficial uses – irrigation, domestic, commercial, recreation, stock watering, fire protection, piscatorial, wildlife, and augmentation; including the right to use, reuse and successively use to extinction either directly or by augmentation all of the return flows associated with the aforementioned beneficial uses. (4) Amount: 275 acre-feet conditional. (5) Source: Waste water from the Government Highline Canal, diverted at a point on the East edge of said canal. 4. Description of project features: This is for a storage refill water right for the Mack-Mesa Reservoir in Highline State Park in Mesa County, Colorado. Mack-Mesa Reservoir, in conjunction with Highline, comprises the two water features of Highline State Park. Mack-Mesa has 18 surface acres at the high water line and has a storage capacity of 130.9-acre feet. The original storage right for Mack-Mesa Reservoir (Priority No. 1005) was decreed in Case No. 13368 with an appropriation date of October 15, 1951 and an adjudication date of July 21, 1959. 5. Description of work done toward completion of the appropriation and application of water to a beneficial use as conditionally decreed: a. The applicant, Parks, has exercised its use of waste water from the Government Highline Canal annually since 1996. By doing so, the applicant has made a showing that the conditional water storage right has become absolute by reason of the completion of the appropriation. b. Applicant’s claim for absolute water storage right is based on engineering estimates of evaporation and seepage losses associated with Mack-Mesa Reservoir. c. Since 1996, the applicant has maintained a reservoir elevation at the level of the primary spillway using a maximum annual refill amount of 275 acre-feet. 6. Water Right Made Absolute: The activities of Parks in placing this water right to beneficial use have completed the original appropriation and the water right has vested as an absolute water right. 7. Owner Property: Parks owns the real property on which the water right claimed herein is diverted and used. (4 pages)

35. 02CW175 (PREVIOUSLY 02CW83) DISTRICT COURT, DIVISION 5, PROTEST IN SUPPORT OF NON- ABANDONMENT 1. Name of Protestor: Colorado Water Conservation Board, Mailing address: 1313 Sherman Street, Room 721, Denver, CO 80203. 2. Name of ditch or structure: As more fully described in the application. 3. State factual and legal basis for protest: a. The CWCB has leased water rights from the Applicant for instream uses in Willow Creek, Cathedral Creek, and East Douglas Creek. b. The Applicant is protesting the listing of the Bowman Ditch on the Revised Abandonment List. The Applicant has leased these water rights to the CWCB for instream flow purposes. c. The CWCB intends to file a change of water rights within the next two years. The leasing of these water rights to the CWCB demonstrates a clear intent on the part of the United States not to abandon these water rights. d. The application does not present sufficient information to fully evaluate the extent to which the CWCB’s instream flow rights may be injured. e. The CWCB is unable to determine from the application whether additional grounds for protest exist, and therefore reserves the right to assert other grounds for protest as they become known. 4. This protest in support of non-abandonment is continuing in nature and is intended to apply to any and all future amendments to the original application. (4 pages).

36. 02CW 176 GARFIELD COUNTY, IRRIGATION WELL NO. 1, STANFORD DERE and BEVERLY JOHNSTON. Beverly Johnston and Stanford Dere, P.O. Box 1424, Grand Junction, CO 81502 970-434-7087. Protest to Revised Abandonment List. Irrigation Well No. 1. Irrigation Well No. 1 is an important part of Protestants’ facilities. The well is utilized for the irrigation of up to 20 acres, the watering of livestock, domestic and fire protection. The maximum pumping rate of this well does not exceed 200 gallons per minute. The well is covered by well permit No. 53598-FR which replaced the prior well which was utilized under permit No. 53598-F. Although there was a brief period of time between the failure of the original well and the drilling of the new well, there was never an intent to abandon the water right decreed in Case No. W-2612. The new well has been drilled within 200 feet of the decreed location in Case No. W-2612. (3 pages)

37. 02CW177 (93 CW 130), GARFIELD COUNTY, TRIBUTARY TO ROARING FORK RIVER. Panorama Ranches Homeowners Association, c/o Glenn D. Chadwick, Beattie & Chadwick, 710 Cooper Avenue, Suite 200, Glenwood Springs, Colorado, 81601, (970) 945-8659. APPLICATION FOR FINDING OF REASONABLE DILIGENCE. Panorama Ranches Well No. 1, First Enlargement. Decreed 6/20/1996. Legal: SW 1/4, NW 1/4 of Section 16, T.7S. R.87 W. of the 6th P.M. at a point 2,022 feet south of the north line and 1,085 feet east of the west line of said Section 16. Source: Pleistocene basalt formation in the watershed of the Roaring Fork River. Approp. Date: 1/26/1993. Amount: 50 g.p.m. maximum pumping rate; conditional. Total combined annual diversion from both wells will not exceed 13.378 acre-feet per year (for this enlargement). Use: in-house domestic for three single family dwellings; irrigation of up to 5.79 acres; livestock watering; and fire protection. Depth: 350 feet. Panorama Ranches Well No. 2, First Enlargement. Decreed 6/20/1996. Legal: SE 1/4, NE 1/4 of Section 17, T.7S. R.87W. of the 6th P.M. at a point 1,790 feet south of the north line and 55 feet west of the east line of said Section 17. Source: Pleistocene basalt formation in the watershed of the Roaring Fork River. Approp. Date: 1/26/1993. Amount: 50 g.p.m. maximum pumping rate; conditional. Total combined annual diversion from both wells will not exceed 13.378 acre-feet per year (for this enlargement). Use: in-house domestic for three single family dwellings; irrigation of up to 5.79 acres; livestock watering; and fire protection. Depth: 350 feet. Notes regarding both wells: (1) Either well may be used as alternate point of diversion for the other, and total combined amount of water diverted from both wells shall not exceed 13.378 acre- feet per year for this enlargement (in addition to the 15.8 acre-feet decreed in Case Nos. W-3404 and W-3926, 83CW128, and 90CW59); (2) A plan of augmentation was approved as part of the Decree. Outline of what has been done toward completion of appropriation: Applicant has maintained and paid for augmentation water contracts and has monitored water use pursuant to decree. JUNE 2002 RESUME WATER DIVISION 5 PAGE 16

Applicant has used, maintained, and improved wells and distribution facilities. Applicant intends to fully use and develop water rights consistent with decree as the subdivision is built out. Application contains more detailed information. (4 pages).

38. 02CW178 EAGLE COUNTY - ROAD GULCH, TRIBUTARY TO HOMESTAKE CREEK, TRIBUTARY TO THE COLORADO RIVER. Protestants/Owners: Jack E. Holmes and Homestake Creek, Ltd. c/o Lori J.M. Satterfield, Anne Marie Callahan, Balcomb & Green, P.C., P.O. Drawer 790, Glenwood Springs, CO 81602, (970) 945-6546, Fax (970) 945-8902. Protest to Revised Abandonment List. Name of Structure: Bottolfson Ditch. Location and legal description: Water is currently diverted from four undecreed points of diversion in the NW¼ NW¼ of Sec. 5, T. 7 S., R. 80 W., of the 6th P.M. The headgate and point of diversion were decreed in C.A. 1193 as located at a point on the north bank of Road Gulch whence the W.C. Sec. corner of the SW corner of Sec. 32, T. 6 S., R. 90 W., of the 6th P.M. bears N. 64° W. 707.7 ft. The first actual point of diversion is located in the NW¼ NW¼ of Sec. 5, T. 7 S., R. 80 W., of the 6th P.M., at GPS coordinates 039° 28' 27.2" N, 106° 21' 44.8" W, map coordinates 110°, 1259 ft. The second actual point of diversion is located in the NW¼ NW¼ of Sec. 5, T. 7 S., R. 80 W., of the 6th P.M., at GPS coordinates 039° 28' 28.8" N, 106° 21' 48.5" W, map coordinates 109.6°, 955 ft. The third actual point of diversion is located in the NW¼ NW¼ of Sec. 5, T. 7 S., R. 80 W., of the 6th P.M., at GPS coordinates 039° 28' 28.0" N, 106° 21' 47.0" W, map coordinates 107°, 1071.3 ft. The fourth actual point of diversion is located in the NW¼ NW¼ of Sec. 5, T. 7 S., R. 80 W., of the 6th P.M., at GPS coordinates 039° 28' 29.7" N, 106°21' 53.5" W, map coordinates 109°, 558.3 ft. Court where decree entered: District Court of Eagle County, Colorado. Date of Decree: 7/23/1958. Case No.: C.A. 1193. Decreed use: Irr. Historic use or uses: Irr., dom., and stockwatering. Appropriation Date: 12/31/1905. Decreed Amount: 2.0 c.f.s., abs. Amount listed as having been abandoned: 2.0 c.f.s., abs. Former District Number and Page Number where listed on Abandonment List: Water District No. 37, Page 1 of the December 31, 2001 Abandonment List. A detailed explanation of this protest is on file with the Court. (7 pages)

39. 02CW179 GARFIELD COUNTY. CATTLE CREEK. Turnberry Ranch, LLC, c/o Patrick, Miller & Kropf, P.C., Ramsey L. Kropf, Esq., 730 E. Durant, Suite 200, Aspen, CO 81611, (970) 920-1028. PROTEST TO REVISED ABANDONMENT LIST. Description of the Water Right. Name of Structure: Sweedes Ditch. Location and Legal Description: According to the original decree, the headgate is located on the south bank of Cattle Creek, 7 ½ miles above the mouth, in Section 8, Township 7 South, of Range 87 West. According to the Division 5 Tabulation, the headgate is located at the NE ¼ of the NW ¼ of the NW ¼ of Section 9, Township 7 South, Range 87 West, of the 6th P.M. Court where decree entered: Water Court, Division 5. Date of Decree: May 11, 1889. Case No.: CA132. Source: Cattle Creek, tributary to the Roaring Fork River. Decreed Use(s): Irrigation. Appropriation Date: June 1, 1886. Decreed amount: 0.5 c.f.s. Amount listed as having been abandoned: 0.5 c.f.s. Former District Number and page Number where listed on Abandonment List: Water District 38; Page 3 of the December 31, 2001 Revised Abandonment List, Protest No. D5PN050. State factual and legal basis for this protest: Aspen Blue Sky Holdings, LLC, purchased the property formerly known as the Williams Ranch, located on Cattle Creek in July of 2000. Aspen Blue Sky Holdings, LLC filed a June 2001 Protest to Inclusion of Right on the Abandonment List, attached as Exhibit “1,” on file with the Court Clerk. As of May 15, 2002, the property served by the Sweedes Ditch was conveyed to Protestant. The Applicant owns 0.33 cfs of the 0.5 cfs decreed to the Sweedes Ditch, and the deed evidencing the conveyance is attached as Exhibit “2,” on file with the Court Clerk. The property consists of approximately 80 acres of which about 54 acres are irrigated from three irrigation ditches, which all divert from Cattle Creek. The irrigation ditches which serve the Applicant’s property include: Lewis Ditch, Sommers Ditch, and the Sweedes Ditch. Turnberry Ranch, LLC does not now have and its predecessors did not have any intent to abandon the Sweedes Ditch water right. “The critical element of abandonment is intent.” Haystack v. Fazzio, 997 P.2d 548, 552 (Colo. 2000), citing C.R.S. § 37-92-102(3). Abandonment of a water right is a question of fact dependent upon the particular facts of each individual water right, its use and the intention of the water right owner. City and County of Denver v. Middle Park Water Conservancy District, 925 P.2d 283 (Colo. 1996). Evidence of a water right owner’s intent not to discontinue use during any period of nonuse may rebut any presumption of abandonment. Consolidated Home Supply Ditch and Reservoir Co. v. Town of Berthoud, 896 P. 2d 260 (Colo. 1995); Southeast Colorado Water Conservancy District v. Twin Lakes Associates, Inc., 770 P. 2d 1231 (Colo. 1989). The Sweedes Ditch has been and continues to be used in an integrated water delivery system for irrigation on the ranch. The past owners used the Sweedes Ditch water right and structure during the claimed period of abandonment. Please see the affidavit of Mathew Wieben, irrigator for the Williams Ranch, attached as “Exhibit 3,”on file with the Court Clerk. Prior to the sale to Protestant, the ranch property was larger in scope. Previous owners have spent thousands of dollars pursuing other applications and appropriations in furtherance of their own water rights, further evidencing no intent to “discontinue permanently the use of all or part of the water available…” C.R.S. §37-92-103(2). In the sale of the Ranch property from J. Winston Williams to Aspen Blue Sky Holdings, LLC, the conveyance specifically included the Sweedes Ditch, indicating that the owner considered the water right to be a valuable asset. See Exhibit “4,” on file with the Court Clerk. Historically, a rotation existed between the Sweedes Ditch, the Lewis Ditch and the Sommers Ditch. The Sweedes Ditch historically diverted via a small pipeline, rather than a concrete headgate. During the ownership and management of the ranch property by Austin Heuschkel, there was continuous and consistent use of the Sweedes Ditch water right. The affidavit of Austin Heuschkel demonstrates that the historic practice was to rotate the three water rights through various structures. See affidavit of Austin Heuschkel, attached as Exhibit “5,” on file with the Court Clerk. Since the purchase of the ranch in July 2000 by Aspen Blue Sky Holdings, LLC, work has been performed to improve the Sweedes Ditch structure so that the water right may continue to be beneficially used. Aspen Blue Sky Holdings, LLC, hired an JUNE 2002 RESUME WATER DIVISION 5 PAGE 17 engineer to assist in the water rights administration on the ranch, and evaluate the required work for improving and maintaining the Sweedes Ditch. Please see the affidavit of Chris Cohan, Ranch Manager for Aspen Blue Sky Holdings, LLC, attached as Exhibit “6,” on file with the Court Clerk. An appropriation of water for irrigation is not abandoned, if the ditch structure is destroyed, but the water right is diverted into another ditch of the same owner. Boulder & Larimer County Irrigating & Mfg. Ditch and Reservoir v. Culver, 63 Colo. 32, 164 P. 510 (Colo. 1917). The capacity of the Sommers Ditch and Lewis Ditch is such that they can physically carry both the decreed amounts for their own water rights and the Sweedes Ditch water right. Therefore, to the extent the headgate was not functioning at the Sweedes Ditch, Sweedes Ditch water could be rotated through either the Sommers Ditch or the Lewis Ditch. See affidavit of Micheal Erion, attached as Exhibit “7,” on file with the Court Clerk. PETITION TO REMOVE SWEEDES DITCH FROM ABANDONMENT LIST. Based upon the foregoing information, the Protestant respectfully petitions this Court to find that there was and is no intent to permanently abandon use of the Sweedes Ditch water right. Wherefore, the Protestant respectfully requests that the Court remove the Sweedes Ditch from the abandonment list, and that the water right be continued as absolute and in full force and effect. (30 pages)

40. 02CW180 PITKIN COUNTY. 285 Conundrum Road, LLC, c/o Patrick, Miller & Kropf, P.C. 730 E. Durant, Suite 200, Aspen, CO 81611, (970) 920-1028. PROTEST TO REVISED ABANDONMENT LIST. Description of the Water Right. Name of Structure: The Maddalone Ditch. Location and Legal Description: is located at a point from which the Corner No. 1 of the H.E.S. 112, Township 11 South, Range 85 West, 6th P.M., bears North 29°48’ East 1695.62 feet. Court where decree entered: Water Court, Division 5. Date of Decree: November 5, 1971. Case No.: CA5884. Source: Castle Creek, a tributary of the Roaring Fork River. Decreed Use(s): Domestic and irrigation purposes. Appropriation Date: September 1, 1957. Decreed amount: 0.1 c.f.s. Amount listed as having been abandoned: 0.1 c.f.s. Former District Number and page Number where listed on Abandonment List: District 38, Page 2 of the Division Engineer’s Revised Abandonment List of December 31, 2001. State factual and legal basis for this protest: Protestant is the owner of property located at 285 Conundrum Creek Road, Aspen, Colorado. The property was sold to the Protestant with 0.01 c.f.s. of the Maddalone Ditch, Priority No. 767, Structure No. 553. Approximately one (1) acre of the Protestant’s property has been historically irrigated. There is an historic pond on the property, which has historically been used as an irrigation control structure. There has also been historic use for the watering of domestic livestock on the Protestant’s property. There is an existing water tank and infrastructure for irrigation on the Protestant’s property which has been in constant operation for at least twenty (20) years. Upon information and belief, the source of the water for irrigation and the pond is the Maddalone Ditch, as evidenced by the General Warranty Deed, shown as Exhibit A and kept on file with the Court Clerk. Protestant does not now have, nor has ever had an intention to abandon the Maddalone Ditch water right. Abandonment of a water right is a question of fact dependent upon the particular facts of each individual water right, its use and the intention of the water right owner. City and County of Denver v. Middle Park Water Conservancy District, 925 P.2d 283 (Colo. 1996). Evidence of a water right owner’s intent not to discontinue use during any period of nonuse may rebut any presumption of abandonment. Consolidated Home Supply Ditch and Reservoir Co. v. Town of Berthoud, 896 P. 2d 260 (Colo. 1995); Southeast Colorado Water Conservancy District v. Twin Lakes Associates, Inc., 770 P. 2d 1231 (Colo. 1989).

41. 02CW 181, Rio Blanco County Flag Creek, tributary to the White River. Lowell Klinglesmith, POB 1164, Meeker, CO 81641 c/o Traylor, Tompkins, Black & Gaty, P.C., 443 N. 6th Street, Grand Junction, CO 81501. Protest to revised Abandonment List: Seely pipeline HG No. 2 Information from previous decree: Date of Decree: 11/21/1966, Case No: 703 Conditional, 1265 Absolute, Court where decree entered: Rio Blanco District Court, State of Colorado. Location and legal description: in the NW 1/4 of the NE 1/4, Section 34, Township 1 South, range 94 West, Sixth Principal Meridian, at a point on Flag Creek whence the NE corner of Section 34, Township 1 South, range 94 West, Sixth Principal Meridian bears North 11°49' east 11,060 feet. Source: Flag Creek, tributary to the White River. Appropriation Date: 9/8/1961, Decreed Amount: 2.0 c.f.s, Amount listed as having been abandoned: 2.0 c.f.s Decreed use or uses: Irrigation. Applicant seeks a ruling finding that the rights have not been abandoned. (3 pages)

42. 02CW182 District Court, Water Division 5, Colorado Diligence Application 1.Name, address and telephone number of app.: Jack T.Evans c/o Billie G. Burchfield Attorney for App. P. O. Box 475 Parachute, CO 81635 (970) 285-7990 Name of structure: Evans Pond No. 1, Evans Pond No. 2, Evans Ditch. 2. Description of conditional water right: The center of Evans Pond No. 1, is located at a pt. 300 ft from the W. sec. line and 300 ft from the N. sec. line of Sec. 10, T. 7 S., R. 95 W. of the 6th P.M. The center of Evans Pond No. 2 is located at a point 600 ft from the N. sec. line and 1000 ft. from the W. sec. line of Sec. 10, T. 7 S., R. 95 W. of the 6th P.M. The Evans Ditch point of diversion is located on the right bank of Battlement Crk. at a pt. 340 ft. from the W. sec. line and 1250 ft. from the N. sec. line of Sec. 10, T. 7 S., R. 95 W. of the 6th P. 4.May 24th, 1996, in Case No. 95 CW 344, Division 5 Water Court awarded Evans Pond No. 1, 10.0 AF, and awarded Evans Pond No. 2, 10.0 AF, both conditional for the uses of livestock watering, wildlife watering, irrigation of 30 acres, piscatorial, fire protection, storage and wetlands creation with the right to fill and refill in priority, with an appropriation date of Sept. 21, 1995. Each ponds surface area of high water line is 2 acres, max ht. of the dams 15 ft, and length of dams 300 ft. The source of the water is from the Evans Ditch, trib. to Battlement Crk., trib. to the Colo. River. The Evans Ditch was awarded 2.0 c.f.s. conditional with an appropriation date of Sept. 21, 1995, for storage in the Evans Pond Nos.1, and 2, livestock watering, wildlife watering, fire protection, irrigation of 30 acres, and piscatorial uses. 5. App. has done the following toward completion of the appropriation and app. of water to beneficial use as follows :Purchased a 2 inch pump and in 1997/1998 diverted water to the Evans Ditch and irrigated acreage via said pump. App. has had a professional survey JUNE 2002 RESUME WATER DIVISION 5 PAGE 18 the prop. to determine elevation for diversion of water to the Evans Ditch and permit gravity flow to Evans Ponds from Battlement Crk. App. has removed brush and enhanced natural depressions in the terrain on the subject property for development of Evans Pond Nos.1, and 2. (3 pages)

43. 02CW183 District Court, Water Division 5, Colorado Diligence Application:1.Name, address and telephone number of app.: Del Dawson c/o Billie G. Burchfield Attorney for App. P. O. Box 475 Parachute, CO 81635 (970) 285-7990. 2. Name of structure: Brook Pond, Native Pond, Brown Pond, Rainbow Pond, Brook Spring. 3. Description of conditional water right: All of the ponds are located in Sec.30, T. 10 S., R. 96 W. of the 6th P.M.. The center of the dam of each pond is located as follows Pond Ft. Pond Feet from South Feet from East Surface Area Length

Section line of Section line of of high water of Dam

Said Section 30 Said Section 30 line in acres

Brook Pond 1950 3500 0.5 150 ft

Native Pond 2250 3500 0.75

180 ft

Brown Pond 2600 3400 1.0

210 ft

Rainbow Pond 2550 2800 1.0 210 ft Max. ht. for of dam for each pone is 15 ft. Ht. of water stored in each pond not to exceed 10 vertical ft. Brook Spring is located at a point 1900 ft. from the S. sec. and 3500 ft. from the E. sec. line of Sec.30, T. 10 S., R. 96 W. of the 6th P.M. 4. Source: Ponds is Brook Sprg., run-off, see page and return flows, and source of Brook Spring trib. to Tate Crk., tributary Mesa Crk., trib. to Plateau Creek, trib. to the Colo. River. 5. May 28, 1996, Case No. 95CW345, Water Court Water Div. 5, awarded Brook Pond, 2.5 AF, Native Pond, 5.0 AF, Brown Pond, 7.5 AF, Rainbow Pond, 8.0 AF, and Brook Sprg., 0.50 c.f.s., all conditional, all with appropriation date of Feb. 13, 1995, with the right to fill and refill ponds in priority, each with the following uses; storage, irrigation, livestock watering, domestic, piscatorial, wet lands creation, wildlife watering, evaporation losses, fire protection, augmentation and exchange. 6. App. has done the following toward completion of the appropriation: Stockpiled dam fill material in two locations, in an amount not less than 350 cubic yards of material for construction of pond. Calculated and located the balance of the required material on-site for completion of dam construction estimated to be 1027 total yards. The property was surveyed for location of construction of ponds at an expense of $3,100.00.

44. 97CW02(97CW002 and 97CW136-Consolidated) EAGLE COUNTY. Roark Partners, LLLP c/o Priscilla S. Fulmer, Bendelow Law Firm, P.C., 1120 Lincoln Street, Ste. 1000, Denver, CO 80203 (303) 837-9600. Fourth Amended Application for Water Rights, Change of Water Rights, Storage Rights and Appropriative Right of Exchange. General Description of the Application: A. Applicant filed its applications in Case Nos. 97CW002 and 97CW136 to adjudicate certain new water rights and to request certain of its decreed water rights to be changed for use in a residential/commercial development of up to 899 residential units. Amendments to the applications added new water rights, revised capacities of certain storage facilities, corrected points of diversion of the EI and IE Springs and indicated that Applicant shall provide all irrigation water for the development while water for domestic purposes of the development shall be obtained from the Town of Gypsum (the “Town”). B. In accordance with this Fourth Amended Application, all irrigation water for the development shall be provided from Applicant’s decreed water rights and water rights decreed herein as follows: JUNE 2002 RESUME WATER DIVISION 5 PAGE 19

(1) Applicant will continue to divert its senior J.P.O. Ditch direct flow rights as decreed, without any change, for irrigation at the original points of diversion in the amount of up to 7 cfs decreed as follows: (a) J.P.O. Ditch No. 1: Priority No. 293, as decreed in Civil Action No. 548 on February 28, 1911, District Court, County of Eagle, for a rate of flow of 2 cfs for irrigation purposes, with appropriation date of June 3, 1908, absolute. The decreed point of diversion is located at a point on the left bank of the West fork of Hernage Creek, whence the northwest corner of Section 30, T-5-S, R-84-W of the 6th P.M., bears North 20 degrees 08’ West, 10,029 feet (water delivered to property via Alkali Creek). (b) J.P.O. Ditch No.2: Priority No. 293, as decreed in Civil Action No. 548 on February 28, 1911, District Court, County of Eagle, for a flow of 1 cfs for irrigation purposes, with an appropriation date of June 3, 1908, absolute. The decreed point of diversion is located at a point on Abrams Creek, whence the northwest corner of Section 30, T-5-S, R-84-W of the 6th P.M., bears North 8 degrees 40’ West, 3069 feet (water delivered to property via Alkali Creek). (c) J.P.O. Ditch Extension and Enlargement: Priority 359, as decreed in Civil Action No. 841 on December 3, 1926, District Court, County of Eagle, for a rate of flow of 4 cfs (2 cfs out of Abrams Creek and 2 cfs out of Hernage Creek), for irrigation and domestic purposes, with an appropriation date of April 1, 1916, absolute. (2) To certain of its decreed irrigation rights, specifically the PJL Spring, the EI Spring and the IE Spring, Applicant adds the additional uses of storage, piscatorial, recreation, dust control and other construction uses, so that these rights may be stored in ponds for later use in the development as described below. (3) Applicant requests certain junior water rights, specifically the LPL Spring and the Secret Spring for the uses of irrigation, storage, piscatorial, recreation, dust control and other construction uses so that these rights may be stored in ponds for later use in the development as described below. (4) Applicant also requests a junior water right (the “Eagle River Right”) in the amount of 1.5 cfs, conditional, at a point of diversion on the Eagle River located in the SW1/4NE1/4 of Section 1, Township 5 South, Range 85 West of the 6th P.M., at a point whence the SW corner of Section 2, Township 5 South, Range 85 West of the 6th P.M. bears South 68°38 32 West a distance of 8815 feet, through an existing diversion structure designated as Eagle Ranch Pump and Pipeline. This Eagle River Right will be piped up to and stored in ponds for later use as described below. (5) Applicant requests storage rights for ponds designated as Ponds 1, 2 and 3 and the IE Pond to store all junior water rights and all water from all the Springs as requested herein. (6) Applicant shall secure 50 acre-feet of Wolford Mountain Reservoir water by contract for a plan of exchange. The exchange water shall be delivered into the Colorado River to insure that the Applicant may continue to divert its junior water rights in the event a call is placed on the Colorado River. The reach of the exchange shall be from the confluence of the Colorado and Eagle Rivers up to the Eagle River Right described below. (7) Applicant will use its decreed water rights and junior water rights requested herein to irrigate its development. In addition, Applicant may deliver a portion of its Eagle River Right to property adjacent to the northwest boundary of Applicant’s property (the “Holy Cross Property”) for irrigation. The Holy Cross Property is described as Parcels A, B and C on Exhibit A. The Holy Cross Property is depicted on the map attached as Exhibit B. REQUEST FOR CHANGE OF WATER RIGHTS Decreed name of structures for which change is sought: A. PJL Spring (1) The PJL Spring as decreed by the District Court, Water Division 5, in Case No. 92CW174 on October 29, 1992, with an appropriation date of April 1, 1946 in the amount of 0.033 cfs, absolute. The point of diversion is located in the SW1/4 SE1/4 of Section 11, T-5-S, R-85-W of the 6th P.M. at a point 300 feet from the South section line and 1600 feet from the East section Line of said Section 11. (2) Source: Spring tributary to Alkali Creek, tributary to the Eagle River. (3) Historic Use: Irrigation and domestic use. (4) Proposed Use: Irrigation, storage, piscatorial, recreation, dust control and other construction uses. B. EI Spring (1) The EI Spring as decreed by the District Court, Water Division 5, in Case No. 92CW178 on October 29, 1992 in the amount of 0.50 cfs, absolute, for domestic and irrigation purposes. The point of diversion of EI Spring is hereby corrected, or in the alternative described as an alternate point of diversion, at a point located in the SW1/4 NW1/4 of Section 11, T-5-S, R-85-W of the 6th P.M. at a point approximately 1000 feet from the West section line and 2,200 feet from the North section line of said Section 11. The applicant owns the right to 0.434 cfs of the decreed 0.50 cfs. (2) Source: Spring tributary to Alkali Creek, tributary to the Eagle River. (3) Historic Use: Irrigation and domestic use. JUNE 2002 RESUME WATER DIVISION 5 PAGE 20

(4) Proposed Use: Irrigation, storage, piscatorial, recreation, dust control and other construction uses. C. IE Spring (1) The IE Spring as decreed in Case No. 92CW178 by the District Court, Water Division 5, on October 29, 1992 in the amount of 0.75 cfs, absolute for domestic and irrigation purposes. The point of diversion of IE Spring (Upper) is hereby corrected, or in the alternative described as an alternate point of diversion, at a point located in the NE1/4 SW1/4 of Section 11, T-5-S, R-85-W of the 6th P.M. at a point 1500 feet from the West section line and 2100 feet from the South section line of said Section 11. (2) Source: Spring tributary to Alkali Creek, tributary to the Eagle River. (3) Historic Use: Irrigation and domestic use. (4) Proposed Use: Irrigation, storage, piscatorial, recreation, dust control and other construction uses. REQUEST FOR WATER RIGHTS 4. Name of Structure: A. Secret Spring (1) Legal description: The Secret Spring is located in the SW1/4 SE1/4 of Section 11, T-5-S, R-85-W of the 6th P.M. at a point approximately 300 feet from the South section line and 1700 feet from the East section line of said Section 11. (2) Source: Spring tributary to Alkali Creek, tributary to the Eagle River. (3) Amount: 15 gpm, conditional (4) Historic Use: Applicant’s predecessor’s domestic use beginning in 1983. (5) Appropriation: July 2, 1997 by developing intent to appropriate and undertaking technical work in support of the application. (6) Proposed use: Irrigation, storage, piscatorial, recreation, dust control and other construction uses. (7) Remarks: The new Secret Spring water right is junior to the Colorado Water Conservation Board’s Eagle River instream flow right (“CWCB Eagle River Flow Right”), and will not be diverted under this new right when the CWCB Eagle River Flow Right is not satisfied. B. LPL Spring (1) Legal description: The LPL Spring is located in the NE1/4 SE1/4 of Section 24, T-5-S, R-85-W of the 6th P.M. at a point approximately 900 feet from the East section line and 2250 feet from the South section line of said Section 24. (2) Source: Spring tributary to Alkali Creek, tributary to the Eagle River. (3) Amount: .051 cfs, 27 acre-feet per year, conditional. (4) Appropriation: April 28, 1997, by developing intent to appropriate and subsequent measurement of flow for the specified uses. (5) Proposed use: Irrigation, storage, piscatorial, recreation, dust control and other construction uses. (6) Remarks: The new LPL Spring water right is junior to the CWCB Eagle River Flow Right, and will not be diverted under this new right when the CWCB Eagle Flow Right is not satisfied. C. Eagle River Right (1) Legal description: The Eagle River Right is located in the SW1/4NE1/4 of Section 1, Township 5 South, Range 85 West of the 6th P.M., at a point whence the SW corner of Section 2, Township 5 South, Range 85 West of the 6th P.M. bears South 68°38 32 West a distance of 8815 feet. (2) Source: Eagle River. (3) Amount: 1.5 cfs, conditional (4) Appropriation: March 1, 2002, by developing intent to appropriate and undertaking technical work in support of the application. (5) Proposed use: Irrigation, storage, piscatorial, recreation, dust control and other construction uses on Applicant’s property. Applicant may deliver a portion of its Eagle River Right to the Holy Cross Property adjacent to the northwest boundary of Applicant’s property for irrigation. The Holy Cross Property is described as Parcels A, B and C on Exhibit A. The Holy Cross Property is depicted on the map attached as Exhibit B. (6) Remarks: The new Eagle River Right is junior to the CWCB Eagle River Flow Right and will not be diverted under this new right when the CWCB Eagle River Flow Right is not satisfied. REQUEST FOR STORAGE RIGHTS 5. Names of Reservoirs on Applicant’s property that will be constructed such that they do not intercept groundwater. A. Buckhorn Pond No. 1 (1) Legal Description: The dam is located in the SW1/4 SE1/4 of Section 11, T-5-S, R-85-W of the 6th P.M., approximately 730 feet from the South section line and 1890 feet from the East section line of said Section 11. (2) Source: LPL Spring, Secret Spring, PJL Spring, EI Spring, IE Spring, Ponds 2 and 3, and the Eagle River Right. JUNE 2002 RESUME WATER DIVISION 5 PAGE 21

(3) Appropriation: Appropriation was initiated on July 2, 1997 by developing intent to appropriate and performing technical work to locate ponds. (4) Amount Claimed: Total active capacity of Pond 1 will be 75 acre-feet fill and refill, conditional. (5) Use: Applicant will store its water rights for irrigation, piscatorial, recreation, dust control and other construction uses. (6) Surface Area of High Water Line: The structure will be a non-jurisdictional dam with a total surface area at the high water line of approximately 4.8 acres. (7) Pond 1 will serve as an alternate point of storage for water stored in Ponds 2 and 3 described below. (8) Remarks: The new diversions to storage of the Eagle River Right and Spring rights described in Paragraph 4 into Buckhorn Pond No. 1 storage right are junior to the CWCB Eagle River Flow Rights, and will not be diverted under this new right when the CWCB Eagle River Flow Rights are not satisfied. B. Buckhorn Pond No. 2 (1) Legal Description: The dam is located in the SE1/4 SE1/4 of Section 11, T-5-S, R-85-W of the 6th P.M., approximately 700 feet from the South section line and 1250 feet from the East section line of said Section 11. (2) Source: LPL Spring, Secret Spring, PJL Spring, EI Spring, IE Spring, Ponds 1 and 3, and the Eagle River Right. (3) Appropriation: Appropriation was initiated on July 2, 1997 by developing intent to appropriate and performing technical work to locate ponds. (4) Amount Claimed: Total active capacity of Pond 2 will be 29.90 acre-feet fill and refill, conditional. (5) Use: Applicant will store its water rights for irrigation, piscatorial, recreation, dust control and other construction uses. (6) Surface Area of High Water Line: The structure will be a non-jurisdictional dam with a total surface area at the high water line of approximately 2.58 acres. (7) Pond 2 will serve as alternate point of storage for water stored in Ponds 1 and 3. (8) Remarks: The new diversions to storage of the Eagle River Right and Spring rights described in Paragraph 4 into Buckhorn Pond No. 2 storage right are junior to the CWCB Eagle River Flow Rights, and will not be diverted under this new right when the CWCB Eagle River Flow Rights are not satisfied. C. Buckhorn Pond No. 3 (1) Legal Description: Buckhorn Pond No. 3 will be located in the NW1/4 NW1/4 of Section 11, T-5-S, R-85- W of the 6th P.M., approximately 10 feet from the North section line and 200 feet from the West section line of said Section 11. (2) Source: EI Spring, IE Spring, LPL Spring, Ponds No. 1 and 2, Secret Spring, PJL Spring and the Eagle River Right. (3) Appropriation: Appropriation was initiated on December 12, 1997, by developing intent to appropriate and performing technical work to locate ponds. (4) Amount Claimed: Total active capacity of Pond 3 will be up to 20 acre-feet fill and refill, conditional (5) Use: Applicant will store its water rights for irrigation, piscatorial, recreation, dust control and other construction uses. (6) Surface Area of High Water Line: The structure will be a non-jurisdictional dam with a total surface area at the high water line of up to five acres. (7) Pond 3 will serve as an alternate point of storage for water stored in Ponds 1 and 2 described above. (8) Remarks: The new diversions to storage of the Eagle River Right and Spring rights described in Paragraph 4 into Buckhorn Pond No. 3 storage right are junior to the CWCB Eagle River Flow Rights, and will not be diverted under this new right when the CWCB Eagle River Flow Rights are not satisfied. D. IE Pond (1) Legal Description: IE Pond will be located in the NE1/4 SW1/4 of Section 11, T-5-S, R-85-W of the 6th P.M., approximately 1400 feet from the West section line and 2100 feet from the South section line of said Section 11. (2) Source: IE Spring (3) Appropriation: Although appropriation was initiated earlier, the date of appropriation claimed is June 9, 1982, based on aerial photographs. (4) Amount Claimed: Total active capacity of IE Pond will be 5 acre-feet, conditional. (5) Use: Applicant will store its water rights from the IE Spring, as described above for irrigation, piscatorial, recreation, dust control and other construction uses. (6) Surface area of high water line: The structure will be a non-jurisdictional dam with a surface area of approximately one acre. (7) The new IE Pond Storage right is junior to the CWCB Eagle River Flow Right, and will not be diverted for storage under this new storage right when the CWCB Eagle Flow Right is not satisfied. JUNE 2002 RESUME WATER DIVISION 5 PAGE 22

REQUEST FOR APPROPRIATIVE RIGHT OF EXCHANGE 6. Operation of the Exchange: A. Applicant shall secure 50 acre-feet of Wolford Mountain Reservoir water pursuant to a water allotment contract with the River District for a plan of exchange. The Wolford Mountain water shall be delivered into the Colorado River to insure that Applicant may continue to divert its junior water rights in the event a call is placed on the Colorado River that would call out Applicant’s junior water rights. The reach of the exchange shall be from the confluence of the Colorado and Eagle Rivers up to the Eagle River Right. B. Applicant acknowledges that this right of exchange is junior to the CWCB Eagle River Flow Rights, and Applicant will not operate this exchange when the CWCB Eagle River Flow Rights are not satisfied. C. Applicant acknowledges that this right of exchange is junior to the Town’s exchange rights in the reach between Gypsum Creek and the confluence of the Eagle and Colorado Rivers as decreed in Case Nos. 85CW600 and 93CW326. D. This appropriative right of exchange will operate in the amount of 1.5 cfs, under a priority date of November 28, 2000, the date on which Applicant filed its Third Amendment to the Application to include an exchange.(8 Pages)

45. 01CW079 (94CW138) EAGLE COUNTY. Tributary to Casteel Creek, tributary to West Lake Creek, tributary to Lake Creek, tributary to the Eagle River, tributary to the Colorado River. Amended Application for Finding of Reasonable Diligence and to Make Water Rights Absolute. Jean Graham, c/o Scott Balcomb, Balcomb & Green, P.C., P.O. Drawer 790, Glenwood Springs, CO 81602. Phone (970) 945-6546. Fax (970) 945-6546. Name of structure: Graham Spring No. 1, Graham Pond Nos. 1 and 2. Information from previous decree for subject conditional water rights: Original Decree Date: 04/04/1995. Case No.: 94CW138 Water Court, Water Division 5. Graham Spring No. 1. Location: Located in the NW1/4NW1/4 of Sec. 30, T 5 S, R 82 W of the 6th P.M. at a point 520 ft. from the N line and 950 ft. from the W line of said Sec. 30. Appropriation Date: Appropriation was initiated on May 05/02/1994 by field location of the spring and formation of intent to divert the spring for beneficial use. Amt.: 0.005 c.f.s., conditional. Use: Irrigation, aesthetic, recreation, and stockwatering. Graham Pond No. 1. Location: Location of Dam: Located in the NW1/4NW1/4 of Sec. 30, T 5 S, R 82 W of the 6th P.M. at a point 110 ft. from the N line and 1040 ft. from the W line of said Sec. 30. The pond is an on-channel reservoir. Appropriation Date: Appropriation was initiated in June of 1993 by construction of the pond and filling with water. The water has been put to beneficial use for fish habitat and recreation purposes. Amt.: 0.17 A.F., absolute for piscatorial and recreational uses, conditional for all other uses. Use: Domestic, irrigation, stockwatering, piscatorial, recreation, fire protection and augmentation purposes. Surface Area of High Water Line: 0.07 Acres. Maximum Height of Dam: 9 ft. Length of Dam: 50 ft.. Total capacity of reservoir in Acre Ft.: 0.17 A.F. Active Capacity: 0.17 A.F. Dead Storage: 0.0 A.F. Graham Pond No. 2. Location: The pond is an on-channel reservoir whose dam is located in the NW1/4NW1/4, Sec. 30, T 5 S, R 82 W of the 6th P.M. at a point 550 ft. from the N line and 810 ft. from the W line of said Sec. 30. Source: Casteel Creek, tributary to West Lake Creek, tributary to Lake Creek, tributary to the Eagle River, tributary to the Colorado River. Appropriation Date: Appropriation was initiated in June of 1993 by construction of the pond and filling with water. The water has been put to beneficial use for fish habitat and recreation purposes. Amt.: 0.13 A.F., absolute for piscatorial and recreational uses, conditional for all other uses. Use: Domestic, irrigation, stockwatering, piscatorial, recreation, fire protection and augmentation purposes. Surface Area of High Water Line: 0.04 Acres. Maximum Height of Dam: 9 ft.. Length of Dam: 55 ft.. Total capacity of reservoir in Acre Ft.: 0.13 A.F. Active Capacity: 0.13 A.F. Dead Storage: 0.0 A.F. In the six years preceding the filing of this Application, Applicant has diligently pursued development of the subject conditional water rights and the Applicant's other conditional rights. Examples of work done to establish diligence include: The Spring and ponds have been constructed and used. The Applicant has used the water for irrigating the meadow every summer. One of the spring’s ditches has been lined to mitigate erosion and to increase water flow into the lower pond. This was done the summer of 2000. This work also provides diversion for irrigation purposes. The spring and its accumulated water is relied on for fire protection for the surrounding 19+ acres due to the extreme dryness of the area. The spring northwest of the cabin is piped and has historically been used for potable water for the cabin. The receiving area was enclosed about 4-5 years ago. The Applicant is currently planning a replacement of the pipe. The Applicant has been using the ponds for watering her horses on an intermittent basis. Since the entry of the conditional decree, the Applicant believes she has constructed the facilities and placed the waters described herein to beneficial use. Since the entry of the conditional decree, the Applicant believes she has constructed the facilities and placed the waters described herein to beneficial use for all their decreed purposes. Applicant continues to rely upon the subject water rights and has no intention to abandon them. Applicant seeks an absolute decree for the Graham Spring No. 1 and the Graham Pond Nos. 1 and 2. (6 pages).

46. Amended Application 01CW236 - GRAND COUNTY, COLORADO RIVER, WATER DISTRICT NO. 5. Applicant: Irene G. Pitt, c/o C.L. Ericka Pitt, Post Office Box 726, Tabernash, CO. 80478, (970)726-1331, Attorney: Stanley W. Cazier, P.O. Box 500, Granby, Colorado, 80446, (970)887-3376. APPLICATION FOR UNDERGROUND WATER RIGHT. Name of Structure: Shadrick Homestead Well No.1. Source: Tributary to Crooked Creek, tributary to Colorado River. Location: Sec.1, T 1 S, R 76 W, 6th P.M., 200 feet East of the West line of said Sec. 1, 2700 feet South of the North section line of said Sec. 1. The property is part of Lot 8, Block 2, of E.J. Vulgamott’s Third Addition to Tabernash, and a portion of Lot 12, of said Section 1, also known as Lot 277, CR522. Use: Household, stock watering and irrigation. Type of Structure: Well. Appropriation: 1920. Quantity: 15 gpm, absolute. Well is exempt as provided by C.R.S. 37-92-602. Additional Information: Attached to the application are copies of excerpts of various Deeds. (7 Pages) JUNE 2002 RESUME WATER DIVISION 5 PAGE 23

47. 01CW246(94CW121)GRAND COUNTY- UPPER TROUBLESOME FORMATION AND/OR ALLUVIUM HYDRALICALLY CONNECTED TO RANCH CREEK. Harry W. & Marilee A. Utter; 1488 Wazee St., #3C; Denver, CO 80202 (303)446-0040; Michael D. & Etta M. West; 1488 Wazee St., #3A; Denver, CO 80202 (303)436-1366. High Lonesome Trail Well Exemption IV, Lot 4-1: Amended Application To Make Absolute and Change of Water Right. Location: T.1S., R.75W., 6th P.M., NE1/4NW1/4 of sec. 23, 400 ft. from North line and 2,600 ft. from West Line. Proposed alternative point of diversion: T.1S., R. 75W., 6th P.M. NE1/4NW1/4 of Sec. 23, 1,100 ft. from North line and 1,700 ft. from West line. Appropriation: May 20, 1994. Amount: 15 gpm., not to exceed 0.357 af., absolute. Yield has been limited to 7 gpm. Use: ordinary household purposes inside one single family dwelling. A detailed outline of the proposed change and work completed during the diligence period is included in the application. (6 pages)

48. 01CW317 PITKIN COUNTY; LITTLE ELK CREEK, CAPITOL CREEK, SNOWMASS CREEK, ROARING FORK RIVER. Amended Application for Surface Water Right. Applicant: Mamm Creek Properties, Inc., a Colorado Corporation (as to an undivided 77.5 percent undivided interest) and the Douglas R. Casey Trust dated November 13, 1988 (as to an undivided 22.5 percent undivided interest), c/o Bradley N. Switzer, P.O. Box 816, Montrose, Colorado, 81402, (970) 249-8749. Structure: Wieben Spring. Location: The Spring is located in the SW1/4 SW1/4, Section 18, Township 9 South, Range 86 West, 6th P.M. at a point which is 200 feet North of the South line and 110 feet East of the West line of said Section 18. Appropriation Date: January 20, 1920. Amount claimed: 30 gallons per minute (0.067 c.f.s.), absolute. Uses: Domestic, irrigation and stock watering. (3 pages)

49. 02CW116 RIO BLANCO COUNTY-MOELLER CREEK, TRIBUTARY TO FAWN CREEK, TRIBUTARY TO THE WHITE RIVER. Julius Poole; 210 Ridge Road; Rangely, CO 81648 970-675-8994. Moeller Pumpsite & Pipeline No. 1, Moeller Spring No. 1 and Moeller Reservoir-Application for Finding of Diligence and to Make Absolute. Moeller Pumpsite & Pipeline No. 1 -Location: Tract 38, Sec. 17, T.1N., R.90W., 6th P.M., at a point whence Corner No. 8 of said Tract 38 bears S. 70°30’E. 1000 ft. Appropriation: February 2, 1972. Amount: 1.0 cfs. Use: domestic and irrigation. Moeller Spring No. 1- Tract 38, Sec. 17, T. 1N., R. 90W., 6th P.M., at a point whence Corner No. 8 of said Tract 38 bears N. 75°30’E. 450 ft. Appropriation: February 2, 1972. Amount: 0.01 cfs. Use: domestic and irrigation. Moeller Reservoir- Location: Tract 38, Sec. 17, T.1N., R.90W., 6th P.M., at a point whence Corner No. 8 of said Tract 38 bears S. 70°30’E. 1000 ft. Appropriation: February 2, 1972. Amount: 2.0 af. Use: domestic. Detailed outline of work completed during the diligence period is included in the application. (6 pages)

YOU ARE HEREBY NOTIFIED THAT YOU HAVE until the last day of AUGUST 2002 to file with the Water Clerk in quadruplicate a verified statement of opposition setting forth facts as to why a certain application should not be granted or why it should be granted in part or on certain conditions. A copy of such statement of opposition must also be served upon the applicant or the applicant’s attorney and an affidavit or certificate of such service shall be filed with the Water Clerk, as prescribed by Rule 5, CRCP. (Filing Fee: $45.00) KATHY HALL, Water Clerk, Water Division 5; 109 8th Street, Suite 104 Glenwood Springs, CO 81601.