DISTRICT COURT, WATER DIVISION 1, COLORADO OCTOBER 2010 WATER RESUME PUBLICATION TO: ALL PERSONS INTERESTED IN WATER APPLICATIONS IN WATER DIV. 1 Pursuant to C.R.S. 37-92-302, you are notified that the following is a resume of all water right applications and certain amendments filed in the Office of the Water Clerk during the month of OCTOBER 2010 for each County affected. 10CW249 DMITRIY SOKOLOV AND YELENA SOKOLOVA, 7567 Wright Court, Arvada, CO 80005-3101. Telephone: (303) 513-2868. APPLICATION FOR UNDERGROUND WATER RIGHTS IN THE DENVER BASIN AQUIFERS IN JEFFERSON COUNTY. Sokolov Well No. 1, permit 259009 located SE1/4, NW1/4, S32, T2S, R69W of the 6th PM at a distance 2415 feet from North Section line and 2065 feet from West Section line. Street address: 12593 W. 75th Place. West 75th Place subdivision, Lot 1. Source: Laramie-Fox Hills aquifer. Depth: 1205 ft. Date of appropriation: 09-02-04. How appropriation was initiated: Change/expansion of use of an existing well constructed under cancelled permit No. 141773 and re-permitted for a change of use under permit No. 146965. Date water applied to beneficial use: 09-02-04. Claimed pumping rate: 15 gpm Conditional. Amount claimed in acre-feet annually: The annual withdrawal of groundwater from this well shall not exceed 1.4 acre-feet. Use: 2 single family dwellings, domestic animals. Area of lawns and gardens irrigated: not more than 15,000 sf. 10CW250 FERRERO-SHEPPARD FAMILY TRUST, LINDA SHEPPARD, NORTH FORK ASSOC, LLC AND MOUNTAIN MUTUAL RESERVOIR COMPANY, 1379 Kerr Gulch Rd., Evergreen, CO 80439. Telephone: (303) 526-7439. APPLICATION TO MAKE ABSOLUTE IN JEFFERSON COUNTY. Date of original decree: 10-21-04 in case 03CW278 in Water Division 1. Well located SW1/4, NE1/4, S21, T4S, R71W of the 6th PM. Street address: 1379 Kerr Gulch Rd. Pinedale Ranch subdivision, Lot 3, Block 2. Source: Groundwater. Appropriation date: 09-21-94. Depth: 702’. Claim to make absolute: Date water applied to beneficial use: 09-22-94. Amount: 3.6 gallons per minute. Use: household, watering domestic animals, irrigation of lawn, fire protection. Mountain Mutual augments stream depletions. No new diversion or storage structure. 10CW251 Buffalo Hills Property Inc., P.O. Box 668, Sterling, CO 80751 c/o Brammer Law Office, P.C., P.O. Box 1827 Sterling, CO 80751 (970)521-0700. Application for Approval of Plan for Augmentation and Change of Water Right in LOGAN COUNTY 2. Name(s) of structure(s) to be augmented and changed. Well No. 1- 44040; Well No. 2-45929; Well No. 3-51303A. Well No. 1-44040 Case number: W-4894 Name of Court: Water Division No. 1 Appropriation date: March 31, 1971;Amount: 0.11 cubic feet per second; Source of water (for example, unnamed tributary to North Clear Creek, tributary to Clear Creek, tributary to Platte River): Groundwater tributary to the South Platte River; Decreed uses: Domestic ;Proposed Change: To be changed to domestic, commercial, recreational, fire protection and irrigation; Are there other water rights diverted from this structure(s)? No. B. Well No. 2-45929; Case number: W-4894 Name of Court: Water Division No. 1 Appropriation date: August 3, 1971; Amount: 0.0334 cubic feet per second; Source of water (for example, unnamed tributary to North Clear Creek, tributary to Clear Creek, tributary to Platte River): Groundwater tributary to the South Platte River; Decreed uses: Domestic; Proposed Change: To be changed to domestic, commercial, recreational, fire protection and irrigation; Are there other water rights diverted from this structure(s)? No. C. Well No. 3-51303;Case number: W-4894 Name of Court: Water Division No. 1;Appropriation date: February 17, 1972; Amount: 0.0334 cubic feet per second Source of water (for example, unnamed tributary to North Clear Creek, tributary to Clear Creek, tributary to Platte River): Groundwater tributary to the South Platte River; Decreed uses:

Domestic; Proposed Change: To be changed to domestic, commercial, recreational, fire protection and irrigation; Are there other water rights diverted from this structure(s)? No.; D. Legal description of structure: (PLSS) (include perpendicular distances from section lines, and indicate 1/4 1/4, section number, township, range, meridian and county; mark the location of the structure on a USGS topographic map and attach to this application a legible 8 ½ x 11 inch copy of the applicable portion of the map). In areas where section lines have not been established, a bearing and distance to an established government monument is acceptable. In areas having generally recognized street addresses, include street address, and if applicable, the lot, block, and subdivision. 1-44040 – is located in the NW1/4 NW1/4 of Section 35, Township 8 North, Range 52 West of the 6th P.M., Logan County Colorado, at a point 1207 feet South and 528 feet East of the NW Corner of said Section 35; 2-45929 – is located in the SW1/4 of NW1/4 of Section 35, Township 8 North, Range 52 West of the 6th P.M., Logan County, Colorado, at a point 1336 feet South and 155 Feet East of the NW Corner of said Section 35; 3-51303 is located in the SW1/4 of NW1/4 of Section 35, Township 8 North, Range 52 West of the 6th P.M., Logan County Colorado, at a point 1392 feet South and 10 feet East of the NW corner of said Section 35.;3. Water right(s) to be used for augmentation: Country Club Hills Augmentation; A. Date of original and all relevant subsequent decrees: March 3, 1980 Case No: W-9206;B.Type of water right: Augmentation water right; C. Legal description of each point or diversion storage structure: (PLSS) (include perpendicular distances from section lines, and indicate 1/4 1/4, section number, township, range, meridian and county; mark the location of the structure on a USGS topographic map and attach to this application a legible 8 1/2 x 11 inch copy of the applicable portion of the map). In areas where section lines have not been established, a bearing and distance to an established government monument is acceptable. In areas having generally recognized street addresses, include street address, and if applicable, the lot, block, and subdivision.; Water is diverted into Springdale Ditch, which diverts water from the North Bank of the South Platte River at a point in the NW1/4NW1/4 Section 35, Township 7 North, Range 53 west of the 6th P.M., Logan County Colorado. Water is then diverted from the Springdale Ditch into Schuman Lake which is located in the SE1/4 of Section 36 Township 8 North, Range 53 West, and in the NW1/4 of Section 1, Township 7 North, Range 53 west of the 6th P.M. The South East Corner of the Lake is located at a point approximately 1036 feet West of the SE Corner of Section 36 near the South Section line.; D. Source of water (for example, unnamed tributary to North Clear Creek, tributary to Clear Creek, tributary to Platte River): South Platte River; E. Appropriation Date: April 10, 1958 Amount: 25.5 acre feet with the right to fill and re fill; Amount to be included in this plan for augmentation: 34.76 acre feet Current uses: Augmentation and recharge. In case No. W-9206, augmentation credit was provided for 180 wells in the Country Club Hills Subdivision and in the Country Club Hills West Subdivision. Based on the actual build out of these two subdivisions, only 84 wells have been or could be drilled in those areas. Pursuant to W-9206, the total consumptive use for the 180 wells and lake evaporation was 44.63 acre feet annually. Annually 44.63 acre feet is diverted into Schuman’s Lake through this decree, with only a portion of the wells actually having been drilled and/or used. As a result, there is excess water available for use to replace the depletions associated with the three wells herein.;4.Complete statement of plan for augmentation. Mark the location of historical use on a USGS topographic map and attach to this application a legible 8 ½ x 11 inch copy of the applicable portion of the map. Include records or summaries of records of actual diversions of each right the applicant intends to rely on for augmentation to the extent such records exist. §37-92-302(2)(a), Colo. Rev. Stat. In addition, you may submit a report by an engineer that includes this information. Please be aware that early in the proceedings, you will be required to supply detailed information, such as consumptive use, out-of-priority depletions, and amounts of replacement water on a monthly basis. You are encouraged to provide such information with this application. Map attached; 5.Change of Water Right: The three wells are currently decreed as domestic wells. This change would allow the wells to be used for

commercial, domestic, and recreational uses associated with 48 Recreational vehicle hook ups; 40 permanent mobile home hook ups; 10 seasonal camper hookups, plus two apartments, community bathrooms, laundry facilities and a swimming pool which has an adjacent baby pool. In addition, this change would allow for the irrigation of no more than 3 acres of bluegrass lawn and/or garden, and 12 acres of buffalo grass irrigation and would allow for fire protection. The depletions associated with these uses will be covered under the plan for augmentation applied for herein.; 6.Name(s) and address(es) of owner(s) or reputed owner(s) of the land upon which any new diversion or storage structure, or modification to any existing diversion or storage structure is or will be constructed or upon which water is or will be stored, including any modification to the existing storage pool. You must notify these persons that you are applying for this water right, and certify to the Court that you have done so by no later than ten days after filing this application. The certification form is on page 5 of this form.;Applicant and Chris Vandemoer; P.O. Box 668; Sterling, CO 80751. 10CW252, RHODA REIN AND DARREN MILLER, 667 S. Almstead Road, Watkins, CO 80137 (James J. Petrock, Petrock & Fendel, P.C., 700 17th Street, #1800, Denver, CO 80202). APPLICATION FOR PLAN FOR AUGMENATION, IN ARAPAHOE COUNTY. Description of plan for augmentation: A. Groundwater to be augmented: Approximately 6 acre-feet per year for 100 years of not nontributary Denver aquifer groundwater as decreed in Case No. 08CW180, District Court, Water Division 1, underlying 40.67 acres of land, being the SW1/4NE1/4 and the north 32.78 feet of the NW1/4SE1/4 of Section 17, T4S, R64W of the 6th P.M., as shown on Attachment A hereto ("Subject Property"). B. Water rights to be used for augmentation: Return flows from the use of the not nontributary Denver aquifer groundwater and return flows or direct discharge of nontributary Laramie-Fox Hills aquifer groundwater underlying the Subject Property as also decreed in Case No. 08CW180. C. Statement of plan for augmentation: The Denver aquifer groundwater will be used to supply water for two residential lots on the Subject Property, through individual wells, including an existing well Permit No. 81341, for inhouse, irrigation, and stockwatering use, including storage. Applicants reserve the right to amend and revise the amount and uses without amending or republishing this application. Sewage treatment for inhouse use will be provided by non-evaporative septic systems. It is estimated that approximately 90% of water used for inhouse use and 10% of the water used for irrigation will be returned to the stream system. D. During pumping Applicants will replace actual depletions to the South Platte River stream systems pursuant to Section 37-90-137(9)(c), C.R.S. Return flows from use of the subject water rights from inhouse and irrigation use will accrue to the South Platte River system and those return flows are sufficient to replace actual depletions while the subject groundwater is being pumped. Applicants will reserve an equal amount of nontributary Laramie-Fox Hills groundwater for post-pumping augmentation requirements (4 pages). 10CW253 Roy L. Sanford and Mary L. Sanford, 35534 Cloud Dance Court, Elizabeth, CO 80107 (Lisa S. Weinstein, Esq , #35668, 8200 S. Quebec St., Suite A3, #125, Centennial, CO 80112) APPLICATION FOR UNDERGROUND WATER RIGHTS FROM THE NONTRIBUTARY DENVER, ARAPAHOE AND LARAMIE-FOX HILLS AQUIFERS ELBERT COUNTY. 2.53 Acres in Saddlewood Subdivision, Filing 2, Lot 45 located in SE/4 NE/4 Section 5, T8S, R64 W of the 6th P.M. Source of Water Rights: Denver (1.14 AF), Arapahoe (.87 AF) and Laramie-Fox Hills (.84) aquifers. Date of Appropriation: 3-25-1998. Proposed uses: unified municipal water systems, municipal, domestic, industrial, commercial, irrigation, augmentation, stock watering, recreational, fire protection, water feature ponds and piscatorial habitat less than 1000 square feet, and wildlife. 3 pages. 10CW254 Alan J Hankus and Rita M. Hankus, 35504 Thistle Wood Court, Elizabeth, CO 80107 (Lisa S. Weinstein, Esq , #35668, 8200 S. Quebec St., Suite A3, #125, Centennial, CO

80112) APPLICATION FOR UNDERGROUND WATER RIGHTS FROM THE NONTRIBUTARY DENVER, ARAPAHOE AND LARAMIE-FOX HILLS AQUIFERS ELBERT COUNTY. 2.51 Acres in Saddlewood Subdivision, Filing 2, Lot 80 located in SE/4 NW/4 Section 5, T8S, R64 W of the 6th P.M. Source of Water Rights: Denver (1.15 AF), Arapahoe (.89 AF) and Laramie-Fox Hills (.87) aquifers. Date of Appropriation: 5-28-1986. Proposed uses: unified municipal water systems, municipal, domestic, industrial, commercial, irrigation, augmentation, stock watering, recreational, fire protection, water feature ponds and piscatorial habitat less than 1000 square feet, and wildlife. 3 pages. 10CW255 SARAH HUNTLEY-HORNING, TODD HORNING, PO BOX 3242 Parker, CO 80134. Telephone: (303) 726-0045. APPLICATION FOR UNDERGROUND WATER RIGHT IN ELBERT COUNTY. Huntley-Horning Well, permit 118063, located NW1/4, NE1/4, S34, T7S, R65W of the 6th PM at a distance 425 ft from North and 3015 ft from West. Street address: 36553 View Ridge Drive. Ponderosa Park Estates subdivision; Lot 44, Block 1. Source: groundwater. Depth: 475’. Date of appropriation: 12-11-80. How appropriation was initiated: Filed well permit app with state. Date water applied to beneficial use: 2-26-81. Amount: 11 gpm Absolute. Aquifer: Dawson. Amount claimed annually: 0.48 af. Area of lawns and gardens irrigated: 1000 sf. Use: Single family dwelling, watering of domestic animals. 10CW256, Kimberly A. Nickerson, 37575 Bluebird Lane, Elizabeth, CO 80107 (James J. Petrock, Petrock & Fendel, 700 17th Street, #1800, Denver, CO 80202), APPLICATION FOR UNDERGROUND WATER RIGHTS AND UNDERGROUND WATER RIGHTS FROM NONTRIBUTARY AND NOT NONTRIBUTARY SOURCES IN THE NONTRIBUTARY LOWER DAWSON, DENVER, ARAPAHOE, AND LARAMIE-FOX HILLS AND THE NOT NONTRIBUTARY UPPER DAWSON AQUIFERS, ELBERT COUNTY, 10 acres, being Lot 2, Unit 11 , Ponderosa Park Estates, generally located in the SE1/4NW1/4 and NE1/4SW1/4 of Section 26, T7S, R65W of the 6th P.M. (shown on Attachment A). Not nontributary Upper Dawson: 2 acre-feet (minus amount for existing well No. 140765); Nontributary Lower Dawson: 1 acre-feet; Denver: 3 acre-feet; Arapahoe: 4 acre-feet; and Laramie-Fox Hills: 2 acre-feet, for domestic, commercial, irrigation, stockwatering, and augmentation purposes, including storage, both on and off the Subject Property. Request Pursuant to Section 37-92-602(4), C.R.S.: Well Permit No. 140765 (Attachment B); Priority and Appropriation Date: August 13, 1985; Source and Well Depth: Upper Dawson aquifer/308 feet deep; Amount: 10 gpm/1 acre-foot (absolute); Use: Household use in one single family dwelling, irrigation of 13,000 square-feet of home gardens and lawn, and watering of domestic animals; Legal Description: Actual location in the SE1/4NW1/4 of Section 26, T7S, R65W of the 6th P.M., approximately 2590 feet from the north and 2500 feet from the west section lines. (6 pages). 10CW257 Soda Lakes Reservoir and Mineral Water Company, c/o Jerry Foster, Denver Water Department, 1600 West 12th Avenue, Denver, CO 80204, through their attorneys: Petrock & Fendel, P.C., Frederick A. Fendel, III. Atty. Reg. #10476, Kara N. Godbehere, Atty. Reg. #36742, 700 Seventeenth Street, Suite 1800, Denver, Colorado 80202, Telephone: (303) 534-0702. APPLICATION FOR FINDING OF REASONABLE DILIGENCE, IN JEFFERSON COUNTY. 2. Description of Conditional Water Rights: Soda Lakes Refill a) Structures: Soda Lakes, located in the NW1/4, the SW1/4, and the SE1/4, Section 1, Township 5 South, Range 70 West, 6th P.M., Jefferson County. b) Point of Diversion: Harriman Ditch Bear Creek headgate located in the NE1/4NE1/4, Section 2, T5S, R70W, 6th P.M. Jefferson County. c) Source: Bear Creek d) Use: Irrigation and municipal, including, without limitation, domestic, commercial, industrial, recreational, piscatorial, plus augmentation, replacement and exchange for the above uses, including reuse, successive uses and disposition to extinction. e) Manner of Use: Storage, exchange, augmentation of diversions and depletions from the above uses. f) Amount: 519 acre

feet absolute; 1622 acre feet conditional. The Soda Lakes may be refilled and successively filled in priority as often as water is available within each year, up to 2141 acre feet. g) Priority Date: 10/31/1945 h) Places of Use: Water may be used by any of the Company’s current or future shareholders (1) within and in connection with their lands, (2) in the case of public or corporate water distribution systems, in their service areas, (3) for irrigation of lands served by the Harriman Ditch and associated facilities, (4) at locations served by releases into Bear Creek or Turkey Creek, (5) at locations served by exchange, (6) within the Soda Lakes. 3. Previous Decrees: The original decree for the Soda Lakes was entered in a supplemental adjudication of rights from Bear Creek in Case No. 91471, District Court, City and County of Denver, September 24, 1935. In the original decree, the two Soda Lakes are treated as a single reservoir. a) From original decrees: Priority Amount Use Priority Dates

#30 1794 a.f. Irrigation February 11, 1893

#5D 598 a.f. Municipal February 11, 1893 4. Last finding of diligence: This is the first diligence application. APPLICATION FOR REASONABLE DILIGENCE 5. This Application for Finding of Reasonable Diligence is filed pursuant to the Water Right Determination and Administration Act of 1969, CRS 37-92-302. During this diligence period, in continuing the development of the water rights, Applicants and other parties have been engaged in the legal defense and protection of said water rights and have been diligent in the continued use and development of the water rights involved, including expenditures for consulting and engineering work. 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. In order to exercise this refill water right in a given year, the Soda Lakes must first be filled in that year under the original Soda Lakes water rights (Priority Nos. 30 and 5D). After that initial fill, some water will need to be used or evaporated out of the Soda Lakes to create storage space, and then there would have to be either free river or a call junior to 2000 affecting Bear Creek such that the Lakes could then be refilled with the refill right. These conditions have occurred in the past, such that a portion of this water right has been made absolute. However, this sequence of events did not occur within this diligence period so that the water right could be exercised during this time. Since this is a refill right, no new construction or facilities are required. During the diligence period, over four thousand, eight hundred dollars ($4,800.00) were spent on engineering fees and consultants to revise the accounting spreadsheet and report formats to accommodate the refill right decreed in Case No. 2000CW228. 6. The work and expenditures listed are illustrative and not exhaustive. Additional work and additional or revised expenditures may be claimed in support of this application. 7. Owner of lands on which new facilities will be built or water impounded: N/A. 8. To the extent, if any, that water is diverted in priority and used after the date of this application, Applicants may claim additional amounts absolute without further publication of notice (4 pages). 10CW258, Brian and Teree Zeestraten. 4220 Walker Road, Colorado Springs, CO 80908 (James Petrock, Petrock & Fendel, 700 17th Street, #1800, Denver, CO 80202), NONTRIBUTARY DENVER, ARAPAHOE, AND LARAMIE-FOX HILLS AND NOT NONTRIBUTARY DAWSON AND REQUEST FOR PLAN FOR AUGMENTATION, EL PASO COUNTY, 16 acres being the E1/2SW1/4SE1/4, except for south 250 feet, Section 11, T11S, R66W of the 6th P.M., Not nontributary Upper Dawson: 14 acre-feet and nontributary Denver: 14 acre-feet, Arapahoe: 7 acre-feet, and Laramie-Fox Hills: 5 acre-feet. Domestic, commercial, irrigation, livestock watering, fire protection, and augmentation purposes, including storage, both on and off the Subject Property. Groundwater to be augmented: Up to 3 acre-feet per year for 300 years of the Dawson aquifer groundwater requested herein. Water rights to be

used for augmentation: Return flows from the use of not nontributary Dawson aquifer groundwater herein and nontributary groundwater underlying the Subject Property requested herein. Statement of plan for augmentation: Applicants will use the Dawson aquifer water to serve three residential lots through individual wells, including the existing well (Permit 120392). Each well will use 1 acre-foot per year for inhouse (0.4 acre-feet), irrigation of up to 7500 square-feet of lawn, garden, and trees (0.45 acre-feet), and stockwatering of 4 large domestic animals and fire protection (0.15 acre-feet). Applicants reserve the right to amend these values based on final planning of the Subject Property without having to amend the application or re-publish the same. Sewage treatment for inhouse use is provided by non-evaporative septic systems. Return flow from inhouse use will be approximately 90% of water used for that purpose and return flow associated with irrigation use will be approximately 10% of water used for that purpose. Stockwatering and water used for fire protection is 100% consumptively used. During pumping Applicant will replace actual depletions to the affected stream system pursuant to Section 37-90-137(9)(c), C.R.S. Return flows from use of the subject water rights accrue to the South Platte River system, and those return flows are sufficient to replace all actual depletions while the subject groundwater is being pumped. Applicant will reserve an equal amount of nontributary groundwater underlying the Subject Property to meet post pumping augmentation requirements. 10CW259, Ted W. and Patricia A. Tedesco, 10407 E. Kettledrum Lane, Parker, CO 80138 (James Petrock, Petrock & Fendel, 700 17th Street, #1800, Denver, CO 80202), NONTRIBUTARY LOWER DAWSON, DENVER, ARAPAHOE, AND LARAMIE-FOX HILLS AND NOT NONTRIBUTARY DAWSON AND REQUEST FOR PLAN FOR AUGMENTATION, DOUGLAS COUNTY, 42.5 acres Located in the W1/2NE1/4 of Section 21, T6S, R65W of the 6th P.M., Not nontributary Upper Dawson: 11 acre-feet and nontributary Lower Dawson: 7 acre-feet, Denver: 25 acre-feet, Arapahoe: 17 acre-feet, and Laramie-Fox Hills: 12 acre-feet. Domestic, commercial, irrigation, livestock watering, fire protection, and augmentation purposes, including storage, both on and off the Subject Property. Groundwater to be augmented: All of the not nontributary Upper Dawson aquifer groundwater as requested herein and available under the Subject Property. Water rights for augmentation: Return flows from the use of not nontributary and nontributary groundwater and direct discharge of nontributary ground water. Statement of plan for augmentation: The Upper Dawson aquifer water will be used through wells, including the existing well (Permit 279671), for domestic, irrigation, stockwatering, and storage. Sewage treatment for inhouse use will be provided by a non-evaporative septic system. Return flow from inhouse use will be approximately 90% of the amount used for that purpose and return flow from irrigation use will be approximately 10% of the amount used for that purpose. During pumping Applicants will replace actual depletions to the affected stream system pursuant to Section 37-90-137(9)(c), C.R.S. Depletions may occur to the Cherry Creek or Coal Creek stream system. Return flows accrue to the South Platte River stream system, and those return flows are sufficient to replace actual depletions while the subject groundwater is being pumped. Applicants estimate that actual depletion after 100 years of pumping is approximately 0.5% of the annual amount withdrawn. Applicants will reserve an equal amount of nontributary groundwater requested herein to meet post pumping augmentation requirements. 10CW260 SEDALIA WATER AND SANITATION DISTRICT, c/o LEE STOLTZ, PRESIDENT, P.O. BOX 222, SEDALIA, COLORADO 80135, (303) 688-0341. Attorney: Timothy R. Buchanan, Buchanan and Sperling, P.C., 7703 Ralston Road, Arvada, Colorado 80002, E-mail: trb@tbvs.net, 303-431-9141. APPLICATION FOR DENVER BASIN WATER RIGHTS, IN DOUGLAS COUNTY. 2. Introduction: The Sedalia Water and Sanitation District (the “District”) is a Water and Sanitation District organized under the laws of the State of Colorado. The unadjudicated Denver Basin ground water that is the subject of this Application

has been conveyed to the District by the owners of the overlying land in conjunction with the inclusion of land within the boundaries and service area of the District. This Application seeks to adjudicate the District's rights in the unadjudicated Denver Basin ground water conveyed to the District by the owners of the overlying land in conjunction with the inclusion of that land within the boundaries and service area of the District. APPLICATION FOR UNDERGROUND WATER RIGHTS 3. Names of wells: The names of the wells to be constructed pursuant to this Application will be designated at the time that they are constructed. However, these water rights will be referred to collectively as the "New Denver Basin Water Rights" for the purposes of this Application. 4. Legal description of the wells: The District requests the right to locate wells at any point within the boundaries of the property described in ¶ 5 below, without the necessity of filing an amendment to this Application, republishing, or petitioning the Court for the opening of any decree hereafter entered. See 2 CCR 402-7, Rule 11. In addition, pursuant to the provision of 2 CCR 402-7, Rule 11, the New Denver Basin Water Rights may be withdrawn from existing wells. 5. Determination of Ground Water Rights: The District seeks a determination of rights to all available ground water in the Denver, Arapahoe and Laramie Fox-Hills Aquifers underlying the following parcels (collectively referred to as the "Property"), the general location of which is illustrated in attached Figures 1 and 2.: A. Parcel A: Consisting of approximately 9.38 acres located in the NW1/4 of the SW1/4 of Section 34 and the NE1/4 of the SE1/4 of Section 33, Township 6 South, Range 68 West of the 6th P.M., in Douglas County, Colorado, more particularly described in Exhibit A-1 attached hereto and made a part hereof. B. Parcel B: Consisting of approximately 20.26 acres located in the W1/2 of the SW1/4 of Section 34, Township 6 South, Range 68 West of the 6th P.M., in Douglas County, Colorado, more particularly described in Exhibit A-2 attached hereto and made a part hereof. C. Parcel C: Consisting of approximately 35.92 acres located in the NW1/4 of the NW1/4 of Section 14, the W1/2 of the SW1/4 of Section 11, and the E1/2 of the SE1/4 of Section 10, Township 7 South, Range 68 West of the 6th P.M., in Douglas County, Colorado, more particularly described in Exhibit A-3 attached hereto and made a part hereof. D. Parcel D: Consisting of approximately 87 acres located in the NW1/4 of Section 3, the NE1/4 of the NE1/4 of Section 4, Township 7 South, Range 68 West of the 6th P.M., and in the SW1/4 of the SW1/4 of Section 34, Township 6 South, Range 68 West of the 6th P.M., in Douglas County, Colorado, also consisting of Tract B and Lot 1 of the Owens Industrial Center Filing No.1, all of which is more particularly described in Exhibit A-4 attached hereto and made a part hereof. E. Parcel E: Consisting of approximately 1.15 acres located on Part lots 5, 6, 7 & 8 of Block 6, Part Lots 3 & 4 of Block 21, Part vacated Karcher Street & Alleys, Part Lots 3, 4, 9, 10, 11, 12, 13, & 14 and all of lots 5 & 6 of Block 21, Part vacated alley and Jones Street of the Town of Sedalia, all in the SW1/4 of the SW1/4 of Section 13, Township 7 South, Range 68 West of the 6th P.M., in Douglas County, Colorado, more particularly described in Exhibit A-5 attached hereto and made a part hereof. The street address for Parcel E is 5587 N. US Highway 85, Sedalia, CO 80135. F. Parcel F: Consisting of approximately 0.16 acres located on a portion of Lots 10, 11, 12, 13 and 14 of Block 21 and Karcher Street of the Town of Sedalia, all in the SW1/4 of the SW1/4 of Section 13, Township 7 South, Range 68 West of the 6th P.M., in Douglas County, Colorado, more particularly described in Exhibit A-6 attached hereto and made a part hereof. G. Parcel G: Consisting of approximately 1.51 acres located in the S1/2 of the SE1/4 of Section 14 in Township 7 South, Range 68 West of the 6th P.M., in Douglas County, Colorado, more particularly described in Exhibit A-7 attached hereto and made a part hereof. Also known as 4064 Douglas Avenue, Sedalia, CO 80135. H. Parcel H: Consisting of approximately 0.46 acres located on Part Lots 12, 13, & 14 of Block 6 of the Town of Sedalia and on Lot 1A of the Sedalia Second Amendement, also known as 3975 W. Platte Avenue, Sedalia, CO, all in the SW1/4 of the SW1/4 of Section 13 and the SE1/4 of the SE1/4 of Section 14, Township 7 South, Range 68 West of the 6th P.M., Douglas County, Colorado, more particularly described in Exhibit A-8 attached hereto and made a part hereof. I. Parcel I: Consisting of approximately 1.36 acres located in the NE1/4

of Section 23 and the SE1/4 of Section 14, Township 7 South, Range 68 West of the 6th P.M., Douglas County, Colorado, more particularly described in Exhibit A-9 attached hereto and made a part hereof. 6. Source: The District requests the right to withdraw and use all physically and legally available water from the Denver Basin aquifers underlying the Property. The ground water to be withdrawn from the Denver Aquifer underlying the boundaries of the Property is "not nontributary" ground water, as defined by Section 37-90-103(10.7), C.R.S., and as defined by 2 CCR 402-6, Rule 5. The ground water to be withdrawn from the Arapahoe Aquifer underlying Parcel-A of the Property is also "not nontributary" ground water, as defined by Section 37-90-103(10.7), C.R.S., and as defined by 2 CCR 402-6, Rule 5. The ground water in the Arapahoe and Laramie Fox Hills Aquifers underlying the boundaries of the remainder of the Property is "nontributary" ground water, as defined by Section 37-90-103(10.5), C.R.S., and as defined by 2 CCR 402-6, Rule 5. 7. Depth: The depth to the bottom of each aquifer will be ascertained at the time wells are constructed. The well depths will vary according to the actual topographical location of each of the wells and the depth of the aquifer at each location. 8. Date of appropriation: Not applicable. Pursuant to Sections 37-90-102(2) and 37-92-305(11), C.R.S., the Denver Basin ground water rights that are the subject of this Application are not subject to the doctrine of prior appropriation and need not include a date of initiation of the withdrawal project. 9. How appropriation was initiated: Not applicable. Pursuant to Sections 37-90-102(2) and 37-92-305(11), C.R.S., the Denver Basin ground water rights that are the subject of this Application are not subject to the doctrine of prior appropriation and need not include a date of initiation of the withdrawal project. 10. Date water applied to beneficial use: Not applicable. Pursuant to Section 37-90-102(2), C.R.S., the Denver Basin ground water rights that are the subject of this Application are not subject to the doctrine of prior appropriation and need not demonstrate diligence or application to beneficial use in any subsequent proceedings. 11. Estimated Amount and Rate of Withdrawal: The quantities of Denver Basin ground water described below are estimated quantities and the District requests that this Court retain jurisdiction pursuant to Section 37-92-305(11), C.R.S., for the purpose of adjusting the annual amount of withdrawal decreed from the Denver, Arapahoe, and Laramie-Fox Hills Aquifers, as they underlie the Property, to conform to actual local aquifer characteristics determined from well drilling or test holes. A. Not Nontributary Denver Aquifer: The estimated average number of feet of saturated aquifer materials in the not nontributary Denver Aquifer underlying portions of the Property is estimated to be between 180 feet and 341.7 feet. Pursuant to 2 CCR 402-6, Rule 6, the specific yield of the Denver Aquifer is 17%. Based on the overlying acreage of the Property, and an aquifer life of 100 years, the average annual amount of withdrawal is estimated as follows:

Parcel Acreage (acres) Saturated Thickness (ft)

Specific Yield

Total Amount (acre-feet)

Annual Amount (acre feet/year)

A 9.38 180.20 0.17 287.22 2.87

B 20.26 187.80 0.17 646.82 6.47

C 35.92 257.40 0.17 1571.87 15.72

D 7.07 185.90 0.17 223.43 2.23

E 1.15 331.80 0.17 64.87 0.65

F 0.16 333.00 0.17 9.00 0.09

G 1.51 341.50 0.17 87.61 0.88

H 0.46 329.30 0.17 25.75 0.26

I 1.36 341.70 0.17 79.00 0.79

TOTALS 77.27 2995.58 29.96 B. Nontributary Arapahoe Aquifer: The estimated average number of feet of saturated aquifer materials in the nontributary Arapahoe Aquifer underlying portions of the Property is estimated to be between 314.3 feet and 356.3 feet. Pursuant to 2 CCR 402-6, Rule 6, the specific yield of the nontributary Arapahoe Aquifer is 17%. Based on the overlying acreage of the Property, and an aquifer life of 100 years, the average annual amount of withdrawal is estimated to be as follows:

Parcel Acreage (acres)

Saturated Thickness (ft)

Specific Yield Total Amount (acre-feet)

Annual Amount (acre feet/year)

A 9.38 355.00 0.17 565.84 5.66

B 20.26 356.30 0.17 1227.17 12.27

C 35.92 314.30 0.17 1919.35 19.19

D 7.07 356.30 0.17 428.24 4.28

E 1.15 318.60 0.17 62.39 0.62

F 0.16 318.50 0.02 0.86 0.01

G 1.51 317.40 0.17 81.42 0.81

H 0.46 317.00 0.17 24.79 0.25

I 1.36 317.50 0.17 73.41 0.73

TOTALS 77.27 4383.47 43.83 C. Nontributary Laramie-Fox Hills Aquifer: The estimated average number of feet of saturated aquifer materials in the nontributary Laramie-Fox Hills Aquifer underlying portions of the Property is estimated to be between 169.8 feet and 173.2 feet. Pursuant to 2 CCR 402-6, Rule 6, the specific yield of the nontributary Laramie-Fox Hills Aquifer is 15%. Based on the overlying acreage of the Property, and an aquifer life of 100 years, the average annual amount of withdrawal is estimated to be as follows:

Parcel Acreage (acres)

Saturated Thickness (ft)

Specific Yield Total Amount (acre-feet)

Annual Amount (acre feet/year)

A 9.38 170.10 0.15 239.23 2.39

B 20.25 169.80 0.15 515.77 5.16

C 35.92 172.20 0.15 927.87 9.28

D 7.07 170.00 0.15 180.29 1.80

E 1.15 170.90 0.15 29.53 0.30

F 0.16 171.10 0.15 4.08 0.04

G 1.51 172.60 0.15 39.07 0.39

H 0.46 171.10 0.15 11.73 0.12

I 1.36 173.20 0.15 35.33 0.35

TOTALS 20.26 1982.89 19.83 12. Proposed use: The District proposes to apply the water withdrawn from the Denver, Arapahoe, and Laramie-Fox Hills Aquifers to the following beneficial purposes: municipal, domestic, commercial, industrial, irrigation, stock watering, recreation, fish and wildlife uses, augmentation, replacement, and exchange, including reuse and successive uses until such water has been entirely consumed. The water may be used though immediate application to beneficial uses, for storage and subsequent application to beneficial uses, for exchange purposes, for replacement of depletions and for augmentation purposes.13. Name(s) and address(es) of owner(s) of land on which wells will be located:

Parcel Name of Owner Address

A KL&G Rentals, LLC 18 Driver Lane, Littleton, Colorado 80123

B Chastain Properties, LLC 9612 North Rampart Range Road, Littleton, Colorado 80125

C Stephen Clapp (Aggregate Industries)

9665 S. Promenade Place, Littleton, Colorado 80216

D Ready Mixed Concrete Company

4395 Washington Street, Denver, Colorado 80216

E Inder Bains and Bhupinder Bains

5587 Highway 85, Sedalia, Colorado 80135

F David K. Mitchell 3958 Platte Avenue, Sedalia, Colorado 80135

G Eva M. Murphy and George E. Murphy

5423 Manhart Street, Sedalia, Colorado 80135

H Lee J. Stoltz 3976 Platte Avenue, Sedalia, Colorado 80135

I Ice Tong Land and Cattle Company, LLC

P.O. Box 349, Sedalia, Colorado 80315

14. Remarks: A. The allowed annual amount of withdrawal may exceed the allowed average annual amount of withdrawal so long as the total volume of water withdrawn from each aquifer does not exceed the product of the number of years since the date of entry of a decree in this case, time the allowed average annual amount of withdrawal. 2 CCR 402-7, Rule 8A. B. The ground water will be withdrawn at a pumping rate consistent with sound engineering principles and practices. Construction and equipping of the wells will be pursuant to the following conditions: I. Ground water production from each well will be limited to the aquifer into which the well is drilled. Plain, non-perforated casing will be installed and properly grouted so as to prevent withdrawal of water from more than one aquifer. II. A totalizing flow meter will be installed on the pump discharge prior to diversion of water for beneficial uses. 2 CCR 402-7, Rule 15. Annual records of all diversions will be maintained by the District and submitted to the Division Engineer upon request. III. Each well will be monitored so that the water level may be measures and monitored. IV. The bore hole of each well below the surface casing will be geophysically

logged prior to installation of final casing in conformance with the Statewide Nontributary Ground Water Rules. 2 CCR 402-7, Rule 9. C. Well permit applications will be filed with the Colorado Division of Water Resources ("State Engineer") at such times as the District is ready to drill the wells to access the water rights described herein. The District requests a determination and order that the State Engineer shall issue well permits in accordance with the decree entered herein. The District further requests a determination that should the District fail to construct any well prior to the expiration of the corresponding well permit, the District may reapply to the State Engineer for a new well permit and the State Engineer shall issue a new permit identical to the expired well permit. D. The District asserts that the New Denver Basin Water Rights that are the subject of this Application are not "conditional water rights," as that term is defined by Section 37-92-103(6), C.R.S., but are water rights determined by Section 37-90-137, C.R.S. Therefore, the District requests that the Court enter an order finding and determining that the District shall not be required to file applications for findings of reasonable diligence for the water rights that are the subject of this Application. E. Withdrawal of ground water from the nontributary Denver, Arapahoe, and Laramie-Fox Hills Aquifers will be subject to the relinquishment of 2% of the amount of water withdrawn as is required by Section 37-90-137(9)(b), C.R.S., and 2 CCR 402-6, Rule 8. F. Withdrawal of ground water from the not nontributary Denver Aquifer, will be pursuant to a judicially approved plan for augmentation pursuant to Sections 37-90-137(9)(c) and (c.5), C.R.S. G. The District requests the right to construct such "Additional Wells," as that term is defined pursuant to 2 CCR 402-7, Rule 4.A.1., and as may be required to maintain the annual appropriations for the New Denver Basin Water Rights determined herein. H. The District further requests, pursuant to 2 CCR 402-7, Rules 11 and 14, that once the District constructs wells to withdraw water available to the New Denver Basin Water Rights, that it may withdraw not only the total allowed annual amount of withdrawal for the parcel on which a well is located, but also the total allowed annual amount of withdrawal available from the same aquifer underlying any contiguous parcel of land from which the District has the right to withdraw the Denver Basin ground water underlying that contiguous parcel and the total allowed annual amount of withdrawal from any non-contiguous parcels identified by the District from which the District has the right to withdraw the Denver Basin ground water underlying that non-contiguous parcel, provided that the well or wells are located so that the cylinder or cylinders of appropriation, as defined and determined pursuant to 2 CCR 402-7, Rule 4.A.7, for the well or wells overlap, at least in part, with the non-contiguous parcel whose allowable annual appropriation is to be withdrawn. WHEREFORE, the District requests that the Court grant this application and enter a decree in conformance therewith. (5 pages). 10CW261 SEDALIA WATER AND SANITATION DISTRICT, c/o LEE STOLTZ, PRESIDENT, P.O. BOX 222, SEDALIA, COLORADO 80135, (303) 688-0341. Attorney: Timothy R. Buchanan, Buchanan and Sperling, P.C., 7703 Ralston Road, Arvada, Colorado 80002, E-mail: trb@tbvs.net, 303-431-9141. APPLICATION FOR CHANGE OF UNDERGROUND WATER RIGHTS, CHANGE OF DENVER BASIN WATER RIGHTS, CHANGE OF SURFACE WATER RIGHTS AND APPROVAL OF ADDITIONAL SOURCES OF REPLACEMENT WATER IN PLAN FOR AUGMENTATION, IN DOUGLAS COUNTY. 2. Introduction: The Sedalia Water and Sanitation District (the “District”) is a Water and Sanitation District organized under the laws of the State of Colorado. The previously adjudicated Denver Basin ground water that is the subject of this Application has been conveyed to the District by the owners of the overlying land in conjunction with the inclusion of land within the boundaries and service area of the District. The District currently supplies water for irrigation, municipal, residential, commercial and industrial purposes. Water is currently supplied by the District, in part, through Sedalia Well Nos. 1 and 2, which divert from the alluvium of East Plum Creek. The out-of-priority depletions to East Plum Creek associated with the operation of Sedalia Well Nos. 1 and 2 are currently augmented pursuant to the plan of

augmentation decreed in Case No. 93CW182, entered on November 16, 2001, by the District Court in and for Water Division No. 1. The current sources of replacement water includes Denver Basin ground water rights decreed in Case No. 93CW181, by the District Court in and for Water Division No. 1, on October 12, 1995. This Application seeks the following: (1) to change the decreed location of Sedalia Well Nos. 1 and 2; (2) to change the previously adjudicated Denver Basin ground water conveyed to the District so that the water associated with those water rights may be withdrawn by wells on various parcels of land as described below, and use the water within the Sedalia water supply systems; (3) to change the Stephen Sump/Ball Ditch water rights owned by the District, as described below, for use as a replacement source in the plan of augmentation decreed in Case No. 93CW182; and (4) judicial approval of the additional sources of water as augmentation supplies for the Sedalia Well Nos. 1 and 2, and any additional alluvial wells constructed by the District that divert water tributary to Plum Creek and the South Platte River. APPLICATION FOR CHANGE OF DENVER BASIN WATER RIGHTS The Denver Basin ground water rights decreed in Case No. 87CW94: A. Decreed name of structure for which change is sought; type of structure: See Paragraph No. 3.B.III below. B. From Previous Decree: Date of Original Decree; Case No.; Court: The original decree for these water rights was entered on July 31, 1989, in Case No. 87CW94 by the District Court, Water Division No. 1, Colorado ("87CW94 Decree"). II. Type of Water Right: Not nontributary Denver Basin ground water and nontributary Denver Basin ground water. III. Legal Description of Decreed Point of Diversion: a. Well OBDEN-1: Structure to be located in the NW1/4 of the NW1/4 of Section 3, Township 7 South, Range 68 West of the 6th P.M., Douglas County, Colorado, at a point approximately 1,200 feet from the North section line and 850 feet from the West section line of said Section 3. b. Well OBLFH-1: Structure to be located in the SW1/4 of the NW1/4 of Section 3, Township 7 South, Range 68 West of the 6th P.M., Douglas County, Colorado, at a point approximately 1,600 feet from the North section line and 850 feet from the West section line of said Section 3. Any well constructed pursuant to the 87CW94 Decree within 200 feet of the above described locations is deemed to have been drilled at the given location and does not require the approval of the Water Court or the State Engineer. In addition to the wells described above, the 87CW94 Decree permits the construction of such additional wells as are required to recover the entire amount of Denver Basin ground water decreed therein. As such additional wells are planned, permit applications are to be filed with the State Engineer. III. Source and Amount of Water Previously Decreed:

Aquifer Status Acreage Saturated Thickness (ft)

Specific Yield

Annual Amount (af)

Well Name

NNT* 80 185 0.17 25.16 Well OBDEN-1

Laramie-Fox Hills

NT** 80 170 0.15 20.4 Well OBLFH-1

*NNT stands for "not nontributary." **NT stands for "nontributary." IV. Appropriation Date: Not applicable. Pursuant to Sections 37-90-102(2) and 37-92-305(11), C.R.S., the Denver Basin ground water rights that are the subject of this Application were allocated based on ownership of the overlying land and are not subject to the doctrine of prior appropriation. Therefore, the District need not include a date of initiation of the withdrawal project. V. Decreed Uses: Municipal, domestic, industrial, commercial, irrigation, recreation, fire protection, exchange, replacement, residential, livestock, agricultural, augmentation, and all other beneficial purposes. In addition, the owner of the ground water right is entitled to the right to recapture, the right of reuse and successive use, and after use the right to lease, sell, or otherwise dispose of such water. The ground water may be produced for immediate application to beneficial use and/or for storage and subsequent application to beneficial use. Use of the ground water for augmentation purposes

cannot be made until a court approved plan for augmentation is obtained or the State Engineer has approved a substitute supply plan or exchange. VI. Historical Use: Not applicable to rights in Denver Basin ground water. Pursuant to Sections 37-90-102(2) and 37-92-305(11), C.R.S., the Denver Basin ground water rights that are the subject of this Application are not subject to the doctrine of prior appropriation and the water rights that are the subject of this Application are not subject to historical use limitations. C. Proposed Change: The District requests, pursuant to 2 CCR 402-7, Rules 11 and 14, that it may withdraw the total allowed annual amount of withdrawal of Denver Basin ground water available pursuant to the 87CW94 Decree not only from Well OBDEN-1, Well OBLFH-1, and any additional wells located on the overlying land identified in the 87CW94 Decree, but from a well or wells located on any contiguous parcel of land from which the District also has the right to withdraw the Denver Basin ground water from the same aquifer or aquifers underlying that contiguous parcel, and from any non-contiguous parcels identified by the District for which the District has the right to withdraw the Denver Basin ground water from the same aquifer or aquifers underlying that non-contiguous parcel, provided that the well or wells on the non-contiguous parcels are located so that the cylinder or cylinders of appropriation, as defined and determined pursuant to 2 CCR 402-7, Rule 4.A.7, for the well or wells overlap, at least in part, with the overlying land identified in the 87CW94 Decree. 4. The Denver Basin ground water rights decreed in Case No. 87CW95: A. Decreed name of structure for which change is sought; type of structure: See Paragraph No. 4.B.III below. B. From Previous Decree: I. Date of Original Decree; Case No.; Court: The original decree for these water rights was entered August 15, 1989, in Case No. 87CW95 by the District Court, Water Division No. 1, Colorado ("87CW95 Decree"). II. Type of Water Right: Nontributary Denver Basin ground water. II. Legal Description of Decreed Point of Diversion: Owens Brothers Arapahoe Well AD-7609, Well Permit No. 63898-F: The well is located in the SW1/4 of the NW1/4 of Section 3, Township 7 South, Range 68 West of the 6th P.M., Douglas County, Colorado, at a point approximately 1,400 feet from the North section line and 850 feet from the West section line of said Section 3. Any well constructed within 200 feet of the location described above, provided it is on land owned by the applicant, is considered to have been constructed at the decreed location and does not require court approval of an application for a change in point of diversion. A copy of Well Permit No. 63898-F, the well completion and pump installation report are attached as Exhibit A to this Application. A copy of the Special Warranty Deed conveying ownership of certain water rights, including Well Permit No. 63898-F, is attached as Exhibit B to this Application. Pursuant to the 87CW95 Decree, if the District needs to construct such additional wells as are required to recover the entire amount of ground water that the District is entitled to as decreed therein, the District shall file permit applications with the State Engineer. The State Engineer shall issue a permit in accordance with Section 37-90-137(10), C.R.S., and the terms of the 87CW95 Decree. Without being required to reopen the 87CW95 Decree, the District shall be allowed to withdraw some or all of the average annual amount of withdrawal decreed in the 87CW95 Decree from any such additional wells. III. Source and Amount of Water Previously Decreed:

Aquifer Status Acreage Saturated Thickness(ft)

Specific Yield

Annual Amount (af)

Well Name

Arapahoe NT* 80 370 0.17 50.32 AD-7609**

*NT stands for "nontributary." **This water right was used as a replacement source in the Plan for Augmentation decreed in Case No. 83CW364. IV. Appropriation Date:

Not applicable. Pursuant to Sections 37-90-102(2) and 37-92-305(11), C.R.S., the Denver Basin ground water rights that are the subject of this Application were allocated based on ownership of the overlying land and are not subject to the doctrine of prior appropriation. Therefore, the District need not include a date of initiation of the withdrawal project. V. Decreed Uses: All beneficial purposes, including but not limited to commercial, industrial, municipal, and augmentation purposes. The ground water may be produced for immediate application to beneficial use and/or for storage and subsequent application to beneficial use. In addition, the owner of the ground water right is entitled to the right to make any reuse, successive use, or disposition of the ground water free from any limitations, restrictions, or requirements as to the place of use, amount of discharge, or location of discharge after such reuse, successive use, or disposition, subject only to the requirement that no more than 98% of the water withdrawn annually shall be consumed. VI. Historical Use: Not applicable to rights in nontributary Denver Basin ground water. Pursuant to Sections 37-90-102(2) and 37-92-305(11), C.R.S., the Denver Basin ground water rights that are the subject of this Application are not subject to the doctrine of prior appropriation and the Denver Basin ground water rights that are the subject of this Application are not subject to historical use limitations. C. Proposed Change: The District requests, pursuant to 2 CCR 402-7, Rules 11 and 14, that it may withdraw the total allowed annual amount of withdrawal of Denver Basin ground water available pursuant to the 87CW95 Decree not only from the Owens Brothers Arapahoe Well AD-7609 and any additional wells located on the overlying land identified in the 87CW95 Decree, but from a well or wells located on any contiguous parcel of land from which the District also has the right to withdraw the Denver Basin ground water from the same aquifer or aquifers underlying that contiguous parcel, and from any non-contiguous parcels identified by the District for which the District has the right to withdraw the Denver Basin ground water from the same aquifer or aquifers underlying that non-contiguous parcel, provided that the well or wells on the non-contiguous parcels are located so that the cylinder or cylinders of appropriation, as defined and determined pursuant to 2 CCR 402-7, Rule 4.A.7, for the well or wells overlap, at least in part, with the overlying land identified in the 87CW95 Decree. 5. The Denver Basin ground water rights decreed in Case Nos. 85CW322 and 94CW228: Pursuant to a Special Warranty Deed, dated September 29, 2009, Sedalia Land Company, a Colorado Corporation, conveyed to the District a divided right, title and interest in and to fifty (50) acre-feet per year of ground water from the Denver Aquifer and fifty (50) acre-feet per year of ground water from the Arapahoe Aquifer, on or underlying certain real property which are subject to the decrees adjudicated by the District Court, Water Division No. 1, State of Colorado, in Case No. 85CW322, entered December 28, 1988, and Case No. 95CW228, entered June 30, 1995. A copy of the Special Warranty Deed From Sedalia Land Company to the District is attached as Exhibit C to this Application. A. Decreed name of structure for which change is sought; type of structure: See Paragraph Nos. 5.B. III.a. and 5.B. III.b. below. B. From Previous Decree: I. Date of Original Decree; Case No.; Court: a. The decree was entered on December 28, 1988, in Case No. 85CW322 by the District Court, Water Division No. 1, Colorado. b. The decree was entered on June 30, 1995, in Case No. 94CW228 by the District Court, Water Division No. 1, Colorado. II Type of Water Right: Not Nontributary Denver Basin ground water and Nontributary Denver Basin ground water. III. Legal Description of Decreed Point of Diversion: a. Decreed Points of Diversion in Case No. 85CW322. i. Well DEN-1: To be located in the SE1/4 of the SE1/4 of Section 11, Township 7 South, Range 68 West of the 6th P.M., Douglas County, Colorado, at a point approximately 200 feet from the South section line and 1,250 feet from the East section line. ii. Well A-1: To be located in the SE1/4 of the SE1/4 of Section 11, Township 7 South, Range 68 West of the 6th P.M., 180 feet from the South section line and 1,250 feet from the east section line of said section 11 in Douglas County, Colorado. iii. Well LFH-1: To be located in the SE 1/4 of the SE1/4 of Section 11, Township 7 South, Range 68 West of the 6th P.M., Douglas County, Colorado, at a point approximately 190 feet from the South section line and 1,250 feet from the East Section

line. Pursuant to the decree entered in Case No. 85CW322, the District may construct additional wells, as defined by the Statewide Nontributary Ground Water Rules, 2 CCR 402-7, as alternate points of diversion, to maintain water production levels and to recover the entire amount of Denver Basin ground water decreed therein. An additional well has been constructed as Well Permit No. 62607-F. A copy of Well Permit No. 62607-F, the well completion and pump installation report are attached as Exhibit D to this Application. In considering applications for permits for additional wells to withdraw the subject ground water, the State Engineer is bound by the decree entered in Case No. 85CW322 and shall issue permits in accordance with the provisions of Section 37-90-137(10), C.R.S. b. Decreed Points of Diversion in Case No. 94CW228. i. Sedalia DEN-2: To be located in the SE1/4 of the NW1/4, Section 14, Township 7 South, Range 68 West, 6th P.M., approximately 1,800 feet from the west section line and 1,950 feet from the north section line of said Section 14. ii. Sedalia A-2: To be located in the SE1/4 of the NW1/4, Section 14, Township 7 South, Range 68 West, 6th P.M., approximately 1,800 feet from the west section line and 1,940 feet from the north section line of said Section 14. iii. Sedalia LFH-2: To be located in the SE1/4 of the NW1/4, Section 14, Township 7 South, Range 68 West, 6th P.M., approximately 1,800 feet from the west section line and 1,960 feet from the north section line of said Section 14. Pursuant to the decree entered in Case No. 94CW228, the District may construct additional wells, as defined by the Statewide Nontributary Ground Water Rules, 2 CCR 402-7, as alternate points of diversion, to maintain water production levels and to recover the entire amount of Denver Basin ground water decreed therein. In considering applications for permits for additional wells to withdraw the subject ground water, the State Engineer is bound by the decree entered in Case No. 94CW228 and shall issue permits in accordance with the provisions of Section 37-90-137(10), C.R.S. III. Source and Amount of Water Previously Decreed: a. Case No. 85CW322.

Aquifer Status Acreage Saturated Thickness(ft)

Specific Yield

Total Amount (af)

Annual Amount (af)

Well Name

Denver NNT* 160 275 0.17 7480 74.8 Well DEN-1

Arapahoe

NT** 160 290 0.17 7888 78.88 Well A-1

Laramie-Fox Hills

NT** 160 170 0.15 4080 40.8 Well LFH-1

*NNT stands for "not nontributary." **NT stands for "nontributary." b. Case No. 94CW228.

Aquifer Status Acreage Saturated Thickness(ft)

Specific Yield

Total Amount (af)

Annual Amount (af)

Well Name

Denver NNT* 8.36 273 0.17 387.99 3.88 Sedalia DEN-2

Arapahoe

NT** 8.36 308 0.17 437.73 4.38 Sedalia A-2

Laramie-Fox Hills

NT** 8.36 172 0.15 215.69 2.16 Sedalia

LFH-2

*NNT stands for "not nontributary." **NT stands for "nontributary." IV. Appropriation Date: Not applicable. Pursuant to Sections 37-90-102(2) and 37-92-305(11), C.R.S., the Denver Basin

ground water rights that are the subject of this Application were allocated based on ownership of the overlying land and are not subject to the doctrine of prior appropriation. Therefore, the District need not include a date of initiation of the withdrawal project. V. Decreed Uses: a. Case No. 85CW322: All municipal purposes, including domestic, agricultural, industrial, commercial, irrigation, stock watering, recreation, fish and wildlife, and fire protection uses. Water may be produced for immediate application to beneficial use, for storage and subsequent application to beneficial use, for exchange purposes, for replacement of depletions resulting from the use of water from other sources, for relinquishment to the stream pursuant to C.R.S. § 37-90-137(9) and for all other augmentation purposes including the augmentation of not nontributary ground water diversion. Nontributary ground water produced from the Arapahoe and Laramie-Fox Hills aquifers is developed water with respect to any surface stream system or alluvial aquifer into which it might be introduced, and the rights approved and decreed pursuant to the decree in Case No. 85CW322 include the right of reuse, successive use and disposition by sale, exchange or otherwise, to extinction, of all such water, in accordance with Section 37-82-106(2), C.R.S. b.Case No. 94CW228. All municipal purposes, including domestic, agricultural, industrial, commercial, irrigation, stock watering, recreation, fish and wildlife, and fire protection uses. Water may be produced for immediate application to beneficial use, for storage and subsequent application to beneficial use, for exchange purposes, for replacement of depletions resulting from the use of water from other sources, for relinquishment to the stream pursuant to C.R.S. § 37-90-137(9) and for all other augmentation purposes including augmentation of not nontributary groundwater diversions. Nontributary groundwater produced from the Arapahoe and Laramie-Fox Hills aquifers pursuant to the 94CW228 Decree is developed water with respect to any surface stream system or alluvial aquifer into which it might be introduced, and the rights approved and decreed in the 94CW228 Decree include the right of reuse, successive use and disposition by sale, exchange or otherwise, to extinction, all of such nontributary groundwater in accordance with § 37-82-106(2), C.R.S., subject to the requirement that the owner shall relinquish the right to consume by such uses two percent (2%) of the amount of such ground water withdrawn. VI. Historical Use: Not applicable to rights in Denver Basin ground water. Pursuant to Sections 37-90-102(2) and 37-92-305(11), C.R.S., the Denver Basin ground water rights that are the subject of this Application are not subject to the doctrine of prior appropriation and the Denver Basin ground water rights that are the subject of this Application are not subject to historical use limitations. VII. Additional Comments: a. Pursuant to the 94CW228 Decree, the total allowed appropriation of the water rights decreed in the 85CW322 Decree and the 94CW228 Decree may be withdrawn through wells described in either case, and that all such wells comprise a wellfield pursuant to Rule 11.B of the Statewide Nontributary Ground Water Rules. Therefore the total estimated average amount of withdrawal from each well is as follows:

Wells Aquifer Average Amount of Withdrawal (acre-feet)

Well DEN-1 and/or Sedalia DEN-2

Denver 78.7

Well A-1 and/or Sedalia A-2 Arapahoe 83.3 Well LFH-1 and/or Sedalia LFH-2

Laramie-Fox Hills 43

b. Pursuant to the Statewide Nontributary Ground Water Rules, 2 CCR 402-7, Rule 8.A., and Paragraphs 11 and 13, respectively of the decrees entered in Case Nos. 85CW322 and 94CW228, the “allowed annual amount of withdrawal” of the District’s Denver Basin ground water rights, may exceed the “allowed average annual amount of withdrawal” as long as the total volume of water withdrawn from the wells does not exceed the product of the number of years

since the date or dates of issuance of the well permit or permits or the date or dates of determination or determinations of right to ground water by the Water Court, whichever comes first, times the allowed average annual amount of withdrawal. “Allowed Annual Amount of Withdrawal” is defined in The Statewide Nontributary Ground Water Rules, Rule 4.1.2, as “the maximum amount of water in acre-feet that a permittee may withdraw from a well in a calendar year.” The portion of the Denver Basin ground water rights deeded to the District (50 acre-feet per year of adjudicated water from the Denver Aquifer of Petitioner’s 78.7 acre-feet as decreed in Case Nos.85CW322 and 94CW228, and 50 acre-feet per year of adjudicated water from the Arapahoe Aquifer of Petitioner’s 83.3 acre-feet as decreed in Case Nos.85CW322 and 94CW228) is the property of the District and therefore the District has the right to “bank” the Denver Basin ground water pursuant to Paragraphs 11 and 13, respectively of the decrees entered in Case Nos. 85CW322 and 94CW228. The District intends to use "banked" Denver Basin ground water as a replacement source in the plan for augmentation decreed in Case No. 93CW182 or any other plans for augmentation operated by the District to the extent that it is available to the water rights decreed in Case Nos. 85CW322 and 94CW228. C. Proposed Change: The District requests, pursuant to 2 CCR 402-7, Rules 11 and 14, that it may withdraw fifty (50) acre-feet of ground water per year from the Denver Aquifer and fifty (50) acre-feet of ground water from the Arapahoe Aquifer available pursuant to the decrees in Case Nos. 85CW322 and 94CW228 not only from the wells decreed in Case Nos. 85CW322 and 94CW228, and any additional wells located on the overlying land identified in the decrees in Case Nos. 85CW322 and 94CW228, but from a well or wells located on any contiguous parcel of land from which the District also has the right to withdraw the Denver Basin ground water from the same aquifer or aquifers underlying that contiguous parcel, and from any non-contiguous parcels identified by the District for which the District has the right to withdraw the Denver Basin ground water from the same aquifer or aquifers underlying that non-contiguous parcel, provided that the well or wells on the non-contiguous parcels are located so that the cylinder or cylinders of appropriation, as defined and determined pursuant to 2 CCR 402-7, Rule 4.A.7, for the well or wells overlap, at least in part, with the overlying land identified in the decrees in Case Nos. 85CW322 and 94CW228. APPLICATION FOR CHANGE OF SURFACE WATER RIGHT 6. Decreed name of structure for which change is sought: Stephen Sump No. 1/Ball Ditch. 7. From previous decree: A. Date entered, Case No., and Court: The water right for the Ball Ditch, Priority No. 50, was originally decreed in the District Court of the Fourth Judicial District for the County of Douglas, with an appropriation date of April 19, 1872, and a decree dated of December 10, 1883. An alternate point of diversion at Stephen Sump No. 1 for the portion of the Ball Ditch, Priority No. 50, water right, now owned in part by the District was decreed on November 3, 1976 in Case No. W-2127 by the Water Court in and for Water Division No. 1, State of Colorado. The point of diversion, type of use, and place of use of that portion of the Stephen Sump No.1/Ball Ditch water right now owned by the District was changed in Case No. 83CW364, entered December 3, 1996, by the District Court, in and for Water Division No. 1, State of Colorado. B. Decreed point of diversion: The original decreed point of diversion was the headgate of the Ball Ditch located on West Plum Creek in the NW 1/4 of the NW1/4 of Section 26, township 8 South, Range 68 West of the 6th P.M., Douglas County, Colorado. The Stephen Sump No. 1 is an alternate point of diversion for 0.4286 cfs of the Ball Ditch, Priority No. 50, water right. The decreed alternate point of diversion at the Stephen Sump No. 1 is located 335 feet South and 75 feet West of the Northeast Corner of the NW 1/4 of the SW 1/4 of Section 23, Township 8 South, Range 68 West of the 6th P.M., Douglas County, Colorado. The point of diversion of a portion of the Stephen Sump No. 1/Ball Ditch water right, now owned by the District, was changed in Case No. 83CW364, entered December 3, 1996, by the District Court, in and for Water Division No. 1, State of Colorado, so that the water available to the portion of the Stephen Sump No. 1/Ball Ditch water right now owned by the District was left in West Plum Creek as a source of replacement water

pursuant to a plan for augmentation decreed in that case. C. Source: The headgate for the Ball Ditch, priority No. 50, diverted water from West Plum Creek, a tributary to Plum Creek and the South Platte River. Pursuant to the decree entered on November 3, 1976 in Case No. W-2127 by the Water Court in and for Water Division No. 1, State of Colorado, 0.4286 cfs of the Ball Ditch, priority No. 50, water right was changed to allow diversion at the Stephen Sump No. 1, as an alternate point of diversion, the source for which is groundwater from the alluvium of and tributary to West Plum Creek, a tributary to the South Platte River. In Case No. 83CW364, 0.116 cfs of the Stephen Sump No. 1/Ball Ditch water right was changed to include augmentation use, whereby 0.116cfs of the water available to the Stephen Sump No.1/Ball Ditch water right decreed in Case No. W-2127 would be left in West Plum Creek as a source of replacement water pursuant to the augmentation plan decreed in that case, with the decreed source now being water from West Plum Creek, a tributary to Plum Creek and the South Platte River. D. Appropriation date: April 19, 1872. E. Historic use: Water attributable to 27.1 percent of the Stephen Sump No. 1/Ball Ditch water right historically irrigated approximately 8.1 acres of land located in the NW1/4 of the SW1/4 of Section 23, Township 8 South, Range 68 West, of the 6th P.M., Douglas County, Colorado. Pursuant to the decree entered in Case No. 83CW364 (the "83CW364 Decree"), the use of 27.1 percent of the Stephen Sump No. 1/Ball Ditch water right was changed from irrigation to domestic, commercial, industrial, municipal, irrigation, augmentation, and exchange purposes for the benefit of a concrete batch plan operation pursuant to the plan of augmentation adjudicated in 83CW364 Decree. The average historical consumptive use attributable to 27.1 percent of the Stephen Sump No. 1/Ball Ditch water right was quantified in the 83CW364 Decree as 13.0 acre-feet per year. Pursuant to the 83CW364 Decree, water attributable to 27.1 percent of the Stephen Sump No. 1/Ball Ditch water right was included as a replacement source for the out of priority depletions to Plum Creek from the Owens SP Well No. 1, located in the SW1/4 of the NW 1/4 of Section 3, Township 7 South, Range 68 West, of the 6th P.M., Douglas County, Colorado, at a point approximately 1,400 feet from the North section line and 650 feet from the West section line of said Section 3. Paragraph 21(b) of the 83CW364 Decree specifically limits the availability of replacement water credits from the 27.1 percent of the Stephen Sump No. 1/Ball Ditch water right during period when the flow in Plum Creek at the Louviers stream gauge is less than 4.0 cfs and the Mission Viejo Company (or its successor and assigns) is entitled to divert and is diverting on it Lower Plum Creek Ditch priority pursuant to the decree entered on April 17, 1980 in Case No. W-6072, Water Division No. 1, Colorado. Except as provided in Paragraph 21(b) of the 83CW364 Decree, the monthly augmentation credits available to the 21.1 percent of the Stephen Sump No. 1/Ball Ditch water right for the replacement of out-of-priority stream depletions, are as follows:

Month Replacement Water Credits April 0.5 acre-feet May 1.1 acre-feet June 2.1 acre-feet July 2.1 acre-feet August 1.5 acre-feet September 1.5 acre-feet October 1.1 acre-feet November 1.1 acre-feet December 0.7 acre-feet January 0.7 acre-feet February 0.6 acre feet

8. Proposed Change: The District seeks to change the decreed location of use of the 27.1 percent of the Stephen Sump No. 1/Ball Ditch Water Right. The District will use all or part of the water attributable to the 27.1 percent of the Stephen Sump No. 1/Ball Ditch Water Right for the replacement of out of priority depletions to East Plum Creek and Plum Creek from withdrawals of water through Sedalia Well Nos. 1 and 2, and any other wells, pursuant to the plan for augmentation decreed in Case No. 93CW182. The District also seeks the right to use water available to the District's 27.1 percent of the Stephen Sump No. 1/Ball Ditch Water Right in any future plans for augmentation seeking to replace out of priority depletions to Plum Creek from alluvial wells owned or operated by the District, provided the water rights are properly included as a replacement source in the decrees for those augmentation plans or in an approved substitute water supply plan pursuant to Section 37-92-308(4), C.R.S. APPLICATION FOR APPROVAL OF ADDITIONAL SOURCES OF REPLACEMENT WATER IN PLAN FOR AUGMENTATION 9. Description of Structures to be Augmented: All structures augmented pursuant to the terms of the Findings of Fact, Conclusions of Law, Ruling of the Referee, and Decree of the Court entered by the District Court in and for Water Division No. 1 on November 16, 2001 in Case No. 93CW182 ("Case No. 93CW182 Decree") are proposed to be augmented with the additional sources of replacement water described in this Application. Pursuant to the Case No. 93CW182 Decree, the out of priority depletions of these structures are currently augmented and will continue to be augmented with fully consumable Denver Basin ground water decreed to the District in Case No. 93CW181, by the District Court in and for Water Division No. 1, on October 12, 1995 and other sources identified in the 93CW182 Decree. The current structures used by the District are the following: A. Name of Structure: Sedalia Well No. 1. Date of Original Decree and all relevant subsequent decrees; Case No.; Court. Findings of Fact, Conclusions of Law, Ruling of the Referee, and Decree of the Court entered on October 24, 2001, in Case No. 93CW182, by the District Court in and for Water Division No. 1, State of Colorado. II. Type of water right: Underground water right. III. Legal description of structure: The Southeast Quarter (SE1/4) of the Southwest Quarter (SW1/4) of Section 13, Township 7 North, Range 68 West of the 6th P.M., Douglas County, Colorado at a point 600 feet from the South section line and 2000 feet from the West section line of Section 13. IV. Decreed source: The alluvium of East Plum Creek. V. Appropriation date: August 31, 1888. VI. Total amount decreed to structure: 150 gallons per minute. VII. Decreed use or uses: Municipal, domestic, industrial, commercial, irrigation, and livestock purposes within the District. Water is used for immediate application to beneficial uses; for storage and subsequent application to beneficial uses; for substitution and exchange; and for replacement of depletions. B. Name of Structure: Sedalia Well No. 2. I. Date of Original Decree and all relevant subsequent decrees; Case No.; Court. Findings of Fact, Conclusions of Law, Ruling of the Referee, and Decree of the Court entered on October 24, 2001, in Case No. 93CW182, by the District Court in and for Water Division No. 1, State of Colorado. II. Type of water right: Underground water right. III. Legal description of structure: The Southeast Quarter (SE1/4) of the Southwest Quarter (SW1/4) of Section 13, Township 7 South, Range 68 West of the 6th P.M., Douglas County, Colorado at a point 200 feet from the South section line and 1600 feet from the West section line of said Section 13. IV. Decreed source: The alluvium of East Plum Creek. V. Appropriation date: July 1, 1991. VI. Total amount decreed to structure: 126 gallons per minute. VII. Decreed use or uses: Municipal, domestic, industrial, commercial, irrigation, and livestock purposes within the District. Water is used for immediate application to beneficial uses; for storage and subsequent application to beneficial uses; for substitution and exchange; and for replacement of depletions. This plan of augmentation will also replace the depletions associated with any replacement well, as defined by Section 37-90-103(13), C.R.S., and constructed in connection with any of the wells augmented pursuant to the Case No. 93CW182 Decree. 10. Water Rights to be Used for Augmentation: In addition to the sources of replacement water described in the Case No. 93CW182 Decree, the District proposes to augment out-of-priority depletions to East

Plum Creek and Plum Creek occurring as a result of withdrawals of water through Sedalia Well Nos. 1 and 2, or any additional wells added to the plan of augmentation, with the fully consumable water from the following water rights: A. New Denver Basin Water Rights. The District has filed an Application for Denver Basin Water Rights in the not nontributary Denver Aquifer , the not nontributary Arapahoe Aquifer, the nontributary Arapahoe Aquifer, and the nontributary Laramie-Fox Hills Aquifer underlying lands included within the boundaries of the District, the Application Denver Basin Water Rights seeks to adjudicate the District's rights in the unadjudicated Denver Basin ground water conveyed to the District by the owners of the overlying land in conjunction with the inclusion of that land within the boundaries and service area of the District ("New Denver Basin Water Rights"). The Application for Denver Basin Water Rights was filed this same date. The water rights to be used for augmentation include: I. Denver Aquifer not nontributary ground water: Approximately 29.96 acre-feet per year. II. Arapahoe Aquifer nontributary ground water: Approximately 43.83 acre-feet per year. III. Laramie-Fox Hills nontributary ground water: Approximately 19.83 acre feet per year. The precise quantity of water available from each aquifer will be determined in the other water court proceeding. The Application for Denver Basin Water Rights in the other proceeding filed this same date, seeks a decree allowing use of water for the following uses: municipal, domestic, commercial, industrial, irrigation, stock watering, recreation, fish and wildlife uses, augmentation, replacement, and exchange, including reuse and successive uses until such water has been entirely consumed. The water may be used though immediate application to beneficial uses, for storage and subsequent application to beneficial uses, for exchange purposes, for replacement of depletions and for augmentation purposes. B. The Denver Basin ground water rights decreed in Case No. 87CW94, described in Paragraph No. 3 of this Application. C. The Denver Basin ground water rights decreed in Case No. 87CW95, described in Paragraph No. 4 of this Application. D. The Denver Basin ground water rights decreed in Case Nos. 85CW322 and 94CW228, described in Paragraph No. 5 of this Application. E. Stephen Sump No. 1/Ball Ditch (27.1 percent, or 0.116 cfs) water right, described in Paragraph Nos. 6 though 8 of this Application. 13. Statement of Use of Additional Water Sources Under Plan of Augmentation: This Application contemplates adding additional replacement sources that will be utilized pursuant to the Case No. 93CW182 Decree and pursuant to the terms and conditions of this Application. The Denver Basin ground water rights decreed in Case No. 93CW181, by the District Court in and for Water Division No. 1, on October 12, 1995, shall continue to be used to replace the out-of-priority depletions of the Sedalia Well Nos. 1 and 2 pursuant to the terms of the Case No. 93CW182 Decree. The District proposes to continue the operation of its plan of augmentation on the same terms and conditions adjudicated in the Case No. 93CW182 Decree. However, the District reserves the right to propose alternative methodologies in this proceeding based on information developed during this case. Out-of-priority depletions to the alluvial aquifer of East Plum Creek and Plum Creek from Sedalia Well Nos. 1 and 2, and any additional wells added pursuant to the terms of a final decree in this case, will be replaced with the following sources: (1) return flows from diversions by the Sedalia Well Nos. 1 and 2, and any additional wells added to this plan of augmentation, from the alluvium of East Plum Creek; (2) the New Denver Basin Water Rights described in Paragraph No. 12.A of this Application; (3) the changed Stephen Sump No. 1/Ball Ditch water right that is the subject of this Application; (4) the Denver Basin ground water rights decreed in Case No. 87CW94; (5) the Denver Basin ground water rights decreed in Case No. 87CW95; and (6) the portion of the Denver Basin water rights decreed in Case Nos. 85CW322 and 94CW228 that are owned by the District. Replacement of out-of-priority depletions to the alluvial aquifer of East Plum Creek and Plum Creek from Sedalia Well Nos. 1 and 2 through return flows shall be pursuant to the terms and conditions of the Case No. 93CW182 Decree. Water diverted under the New Denver Basin Water Rights that are the subject of this Application will be diverted and either (1) provided as return flows by pumping the water into Sedalia Water and Sanitation District's water delivery system or (2) direct release to either

East Plum Creek or Plum Creek. Water diverted under the Denver Basin ground water rights decreed in Case Nos. 87CW94, 87CW95, 85CW322, and 94CW228 will be diverted and either (1) provided as return flows by pumping the water into Sedalia Water and Sanitation District's water delivery system or (2) direct release to either East Plum Creek or Plum Creek. The amount of water from the New Denver Basin Water Rights and the Denver Basin ground water rights decreed in Case Nos. 87CW94, 87CW95, 85CW322, and 94CW228 necessary to replace the out-of-priority depletions of the Sedalia Well Nos. 1 and 2, and any additional wells shall be according to the methodologies provided in the terms and conditions of the Case No. 93CW182 Decree for both fully consumable not nontributary and nontributary water from the Denver Basin Aquifers. The Stephen Sump No. 1/Ball Ditch Water Right that is the subject of this Application may only be used as a replacement source subject of this Application subject to the terms of the 83CW364 Decree, specifically ¶ 21(a) of the 83CW364 Decree, which quantifies the monthly available replacement credits pursuant to the Stephen Sump No. 1/Ball Ditch Water Right, and ¶ 21(b) of the 83CW364 Decree, limiting the availability of replacement water credits from the Stephen Sump No. 1/Ball Ditch Water Right during periods when the flow of water in Plum Creek at the Louviers stream gauge is less than 4.0 cfs and the Mission Viejo Company (or its successor and assigns) is entitled to divert and is diverting on its Lower Plum Creek Ditch priority pursuant to the decree entered on April 17, 1980 in Case No. W-6072, Water Division No. 1, Colorado. 14. Names and addresses of owners or reputed owners of land upon which any new diversion or water storage structure, or modification to any existing diversion or storage structure is or will be constructed or upon which water will be stored, including any modifications to the existing storage pool:

Name of Owner Address Sedalia Water and Sanitation District

Sedalia Water and Sanitation District, c/o Lee Stoltz, President, 3967 West Platte, Sedalia, Colorado 80135

KL&G Rentals, LLC 18 Driver Lane, Littleton, Colorado 80123

Chastain Properties, LLC 9612 North Rampart Range Road, Littleton, Colorado 80125 Stephen Clapp (Aggregate Industries)

9665 S. Promenade Place, Littleton, Colorado 80216

Ready Mixed Concrete Company

4395 Washington Street, Denver, Colorado 80216

Inder Bains and Bhupinder Bains

5587 Highway 85, Sedalia, Colorado 80135

David K. Mitchell 3958 Platte Avenue, Sedalia, Colorado 80135 Eva M. Murphy and George E. Murphy

5423 Manhart Street, Sedalia, Colorado 80135

Lee J. Stoltz 3976 Platte Avenue, Sedalia, Colorado 80135 Ice Tong Ice Tong Land and Cattle Company, LLC Sedalia Land Company 6855 S. Havana Street, Suite 300, Centennial, CO 80112

WHEREFORE, the District requests that the Court grant this application and enter a decree in conformance therewith. (10 Pages)

10CW262 CITY OF BOULDER, P.O. Box 791, Boulder, Colorado 80306, 303-441-3200, EllinghouseC@bouldercolorado.gov (Attorney: Veronica A. Sperling, Buchanan and Sperling, P.C., 7703 Ralston Road, Arvada, Colorado 80222, 303-431-9141. APPLICATION FOR FINDING OF REASONABLE DILIGENCE AND TO MAKE CONDITIONAL WATER RIGHT ABSOLUTE IN BOULDER COUNTY. 2. Name of structure: Windy Gap Exchange. 3. Describe conditional water right giving the following from the Referee's Ruling and Judgment

and Decree: A. Date of original decree, case number and court: October 15, 2004, Case No. 2000CW226, District Court, Water Division 1. B. Description of substitution and exchange: An appropriative right of substitution and exchange on Boulder Creek, Middle Boulder Creek and North Boulder Creek, whereby water available to Boulder from its 37 units of Windy Gap Project water is delivered to Boulder Creek at the outlet of the Boulder Creek Supply Canal to supply downstream appropriators, and an equivalent amount of water is diverted from Middle Boulder Creek at Barker Meadow Reservoir and/or Boulder City Pipeline #3 and/or from North Boulder Creek at Lakewood Pipeline, Silver Lake Pipeline, Silver Lake Reservoir, Island Lake, Goose Lake, Lake Albion, Green Lakes Reservoir #1, Green Lakes Reservoir #2, and/or Green Lakes Reservoir #3, for direct use or for storage for subsequent use by Boulder for the uses described in paragraph 3.H. below. The substitution and exchange reach on Boulder Creek/Middle Boulder Creek is between the outlet of the Boulder Creek Supply Canal, as described in paragraph 3.C. below, and Barker Meadow Reservoir, as described in paragraph 3.D.(2) below, and the substitution and exchange reach on Boulder Creek/North Boulder Creek is between the outlet of the Boulder Creek Supply Canal, as described in paragraph 3.C. below, and Goose Lake and Green Lakes Reservoir #3, as described in paragraphs 3.D.(7) and 3.D.(11) below. C. Location of exchange-from structure: Boulder Creek Supply Canal: The outlet of the Boulder Creek Supply Canal is located on the north bank of Boulder Creek in the NW1/4 SW1/4, Section 13, Township 1 North, Range 70 West, 6th P.M., at a point located approximately 200 feet from the west section line and 2,500 feet from the south section line of said Section 13, Boulder County, Colorado. D. Location of exchange-to structures (all in Boulder County, Colorado): (1) Boulder City Pipeline #3: The pipeline intake from Barker Reservoir, located at a point whence the northwest corner of Section 17, Township 1 South, Range 72 West, 6th P.M., bears North 16 degrees 04' West a distance of 1920± feet. (2) Barker Meadow Reservoir: Barker Meadow Reservoir is located on the mainstem of Middle Boulder Creek in the W1/2 of Section 17 and in Section 18, Township 1 South, Range 72 West, of the 6th P.M., and in the E1/2 of Section 13, Township 1 South, Range 73 West, of the 6th P.M. (3) Lakewood Pipeline: The pipeline intake from Lakewood Reservoir also known as Headgate No. 1 of the Boulder City Pipeline (Lakewood Pipeline), located on North Boulder Creek at a point whence the SE corner of Section 1, Township 1 South, Range 73 West of the 6th P.M., bears South 3 degrees 15' East a distance of 2300± feet. (4) Silver Lake Pipeline: Headgate No. 3 of the Boulder City Pipeline, located at a point whence the NW corner of Section 34, Township 1 North, Range 73 West of the 6th P.M., bears North 77 degrees 35' West a distance of 1076± feet. (5) Silver Lake Reservoir: Silver Lake Reservoir is located in Sections 20, 21, 28 and 29 of Township 1 North, Range 73 West, 6th P.M. (6) Island Lake: Island Lake is located in Sections 20 and 29, Township 1 North, Range 73 West, 6th P.M. (7) Goose Lake: Goose Lake is located in Section 19 and 30, Township 1 North, Range 73 West, 6th P.M. (8) Lake Albion: Lake Albion is located in Section 18, Township 1 North, Range 73 West, 6th P.M. (9) Green Lakes Reservoir #1: Green Lakes Reservoir #1 is located in Section 18, Township 1 North, Range 73 West, 6th P.M. (10) Green Lakes Reservoir #2: Green Lakes Reservoir #2 is located in Section 18, Township 1 North, Range 73 West, 6th P.M. (11) Green Lakes Reservoir #3: Green Lakes Reservoir #3 is located in Section 18, Township 1 North, Range 73 West, 6th P.M. E. Water and water rights to be used for substitution and exchange: Boulder owns a Water Allotment Contract with the Municipal Subdistrict, Northern Colorado Water Conservancy District, a political subdivision of the State of Colorado, for 37 units of Windy Gap Project water. Boulder’s pro rata share of the total of 480 units of the Windy Gap Project yields a maximum of 6,937.5 acre-feet per year. Boulder may divert up to 6,937.5 acre-feet per year of Windy Gap Project water for use as the substitute supply for the substitution and exchange. The water rights for the Windy Gap Project consist of the Jasper Pump and Pipeline, Jasper Reservoir, Windy Gap Pump, Pipeline and Canal, Windy Gap Pump, Pipeline and Canal First Enlargement, Windy Gap Pump, Pipeline and Canal Second Enlargement, and Windy Gap Reservoir. These water rights were originally decreed in Case No. C.A. 1768, Grand County District Court, on October 27,

1980, and in Case Nos. W-4001 and 80CW108, District Court, Water Division No. 5, on October 27, 1980. Windy Gap Project water is introduced, stored, carried and delivered in and through the components of the Colorado-Big Thompson Project, operated by the Northern Colorado Water Conservancy District. The source of water for the Windy Gap Project is the Colorado River. F. Date of appropriation: December 20, 2000. G. Amount: 200 cfs maximum rate of diversion at any one or a combination of the exchange-to structures described in paragraph 3.D. above, 92 cfs of which was decreed ABSOLUTE for diversion at Barker Meadow Reservoir for all uses in Case No. 2000CW226, and the remainder of which is CONDITIONAL. H. Use: All municipal purposes including, without limitation, domestic, irrigation, commercial, industrial, power generation, fire protection, recreation, fish and wildlife preservation and propagation, exchange, substitution, augmentation, replacement and recharge, and all other beneficial uses, within the Applicant’s service area and outside Applicant’s service area for such extraterritorial customers as Applicant may serve from time to time pursuant to City Charter and contracts. Such use shall include the right to make a fully consumptive first use of the water for the above described purposes and to use, reuse and successively use the water to extinction for the above described purposes. 4. Provide a detailed outline of what has been done toward completion or for completion of the appropriation and application of water to a beneficial use as conditionally decreed, including expenditures: The subject substitutions and exchanges are components of Applicant’s unified water supply system. During the diligence period, the Windy Gap Exchange was operated to Barker Meadow Reservoir in 2004, 2005, 2006, 2008 and 2009. The maximum rate of operation of the Windy Gap Exchange during the diligence period was 200 cfs on May 31, 2009, including the 92 cfs decreed absolute in Case No. 2000CW226. Water stored by exchange in Barker Meadow Reservoir under the Windy Gap Exchange, both prior to and after May 31, 2009, was placed to beneficial use beginning October 16, 2004 and subsequently. During the diligence period, Applicant has continued to plan for and pursue the use of the Windy Gap Exchange in its unified water supply system. During the diligence period, Applicant initiated and completed a Source Water Master Plan, which was, in part, an update of its 1988 Raw Water Master Plan, at an approximate cost of $119,545. The Source Water Master Plan was accepted by City Council on April 7, 2009. The Windy Gap Exchange water right was evaluated as part of the Source Water Master Plan work. The Source Water Master Plan requires that development and planning for use of Applicant’s conditional water rights within the Applicant’s system be continued and that the conditional water rights be exercised when hydrological and decree conditions permit. In addition, in furtherance of the use of the Windy Gap Exchange in its unified water supply system, Applicant has during the diligence period expended approximately $15.3 million for construction of new facilities and reconstruction or upgrade of existing facilities necessary to divert, treat and place water to beneficial use under the Windy Gap Exchange. This work includes, but is not limited to, improvements to Betasso Water Treatment Plant, approximately $3,221,100; repair of Barker system pipelines, approximately $3,098,400; reconstruction of Betasso pipelines, approximately $3,467,300; dam repairs, approximately $93,900; and initiation and completion of litigation related to non-compliant welds and defective pipe lining for the reconstruction of the Lakewood Pipeline, approximately $5,409,900. During the diligence period, Applicant has also spent in excess of $2,875,000 for legal and engineering services in connection with the water rights that are part of its unified water supply system and for participating as an objector in various Water Court cases to protect its water rights, including the subject Windy Gap Exchange, from injury due to claims of other water users. 5. If claim to make absolute – water applied to beneficial use: A. Date: October 16, 2004, and subsequently. Amount: 108 cfs absolute for diversion at Barker Meadow Reservoir, for a total of 200 cfs absolute at Barker Meadow Reservoir including the 92 cfs which was decreed absolute in Case No. 2000CW226. Use: Municipal. B. Description of place of use where water is applied to beneficial use: Within Applicant’s service area. 6. Name and address of owner of land upon which any new diversion or storage structure or modification to any existing diversion or storage

structure or existing storage pool is or will be constructed or upon which water is or will be stored, including any modification to the existing storage pool: No new diversion or storage structures or modification to any existing diversion or storage structure or existing storage pool is or will be constructed. Applicant is the owner of the land upon which water is or will be stored. WHEREFORE, Applicant requests the Court to enter a decree finding and determining that Applicant has exercised reasonable diligence in the development of the subject conditional water right, and that the subject conditional water right has been made absolute in the amount of 200 cfs at Barker Meadow Reservoir for all decreed purposes, and continuing the remaining portion of the subject conditional water right in full force and effect for an additional diligence period. (7 pages) 10CW263 Perry Park Water and Sanitation District, by and through its attorneys Tienken & Hill, LLP, for its Application for Change of Water Right and for Integration into Existing Plan for Augmentation Plan in DOUGLAS COUNTY, states as follows: GENERAL 1.1The name and address of the Applicant is: Perry Park Water & Sanitation District 5676 West Red Rock Drive Larkspur, Colorado 80118Please forward all correspondence or inquiries regarding this matter to: Alan G. Hill TIENKEN & HILL, LLP801 Main Street, Suite 120Louisville, Colorado 800271.2Applicant seeks a decree in this matter changing its interest in the water right decreed to the Pleasant Park Ditch, as more particularly described herein, and integration of said changed water rights into the Plan for Augmentation decreed to Perry Park Water and Sanitation District in Case No. 89CW225, Water Division No. 1, entered on November 22, 1994. 1.3 The land and water rights involved herein are not included within the boundaries of any designated ground water basin.1.4 Applicant is a water and sanitation district organized under the laws of Colorado. Approximately 8,700 acres of land in Douglas County, Colorado are included within the boundaries of the Applicant's current service area. A major portion of the Applicant's service area consists of platted subdivisions. The Applicant currently provides water and sewer services to residents within the current service area. Wastewater is treated at the Waucondah Wastewater Treatment Facility (WWTF) and the Sageport Wastewater Treatment Facility (SWTF). Wastewater collected from the western portion of the Applicant's service area is treated at WWTF and discharged as treated effluent to Bear Creek, a tributary of West Plum Creek. Wastewater collected from the eastern portion of the Applicant's service area is treated at the SWTF and discharged as treated effluent to East Plum Creek.1.5 Existing Plan for Augmentation. The decree in Case No. 89CW225 approves a plan for augmentation which allows tributary ground water to be withdrawn from various tributary wells for municipal uses. Replacement of out-of-priority depletions resulting from this withdrawal and use of tributary ground water is made from the historical consumptive use of certain tributary water rights previously used for irrigation, by treated wastewater return flows generated by the Applicant's municipal uses, or by direct discharge to the stream of nontributary ground water. The plan for augmentation also provides for storage of replacement water in the existing Waucondah Reservoir, the proposed Waucondah Reservoir No. 2, and the proposed Gravel Pit Reservoir. The stored water may be subsequently released as an additional augmentation water source. The Applicant adjusts its use of tributary and nontributary water sources in its potable water supply system in order to generate wastewater return flows which in combination with the Applicant's other replacement water sources are sufficient to replace and offset out-of-priority depletions caused by the Applicant's use of tributary ground water.1.6 Applicant seeks, in this application, to change a 50% interest in the water right decreed to the Pleasant Park Ditch from irrigation to multiple uses, including municipal, augmentation and replacement, for diversion at alternate points of diversion and storage, and to integrate the consumptive use associated with this water right as a replacement water source into the previously approved augmentation plan. Applicant proposes that the accounting of the use of Applicant’s 50% interest in the Pleasant Park Ditch water right, which is the subject of this Application, will be added to, and integrated in the Applicant’s existing plan

for augmentation accounting. Applicant is not seeking to reopen, or in any way modify, the terms and conditions decreed in Case No. 89CW225; instead, Applicant is seeking to quantify the historical consumptive use associated with its 50% interest in the Pleasant Park Ditch water right, and incorporate that consumptive use water as an augmentation and replacement source. CHANGE OF WATER RIGHT FOR THE PLEASANT PARK DITCH2.1 Applicant seeks to change the type of use, place of use and the point of diversion for its 50% interest in the Pleasant Park Ditch water right. A water right was previously decreed to the Pleasant Park Ditch as follows: Date entered: December 10, 1883Case No.: Original Adjudication for Water District 8Court: District Court, Douglas County Type of water right: Surface Legal description of the point of diversion in original decree: NW 1/4 Section 14, T9S, R68W of the 6th P.M., Douglas County, Colorado Source: Bear Creek (also known as Bear Springs Creek), tributary of West Plum Creek Amount: 7.56 cfs Date of appropriation: August 30, 1867Use: Irrigation J. Owner of land on which the Pleasant Park Ditch headgate is located: Perry Park Metropolitan District, PO Box 183, Larkspur, CO 80118.2.2The actual location of the Pleasant Park Ditch point of diversion from Bear Creek is in the SW 1/4 of SE 1/4 of Section 15, T9S, R68W of the 6th P.M. Douglas County, Colorado, at a point approximately 1,100 feet from the south section line and 1,400 feet from the east section line of said Section 15.2.3The Applicant owns 3.78 cfs (50%) of the 7.56 cfs decreed entitlement of the Pleasant Park Ditch, which is the subject of this application. In addition, Applicant owns 2.30 cfs (30.4%) of the 7.56 cfs decreed entitlement of the Pleasant Park Ditch, which was changed to multiple uses in Case No. 89CW225, and was approved for replacement and augmentation purposes, as well as for diversion at alternate points of diversion and storage.2.4Diversion records are available for the Pleasant Park Ditch from 1911 to the present, except for the years 1912-1914, 1917, 1950-1960, and 2008. A summary of the historical diversion records is attached as Exhibit B and incorporated by this reference.2.5The Applicant's 3.78 cfs ownership was used to irrigate approximately 150 acres of pasture grasses. Said lands are identified on the map attached hereto as Exhibit A and incorporated by this reference. The average annual consumptive use associated with the historical irrigation by this 3.78 cfs on these 150 acres is approximately 100 acre-feet. The acreage historically irrigated by this Pleasant Park Ditch water is subject to a dry-up covenant. 2.6 The Applicant claims the following alternate points of diversion and storage for its interest in the Pleasant Park Ditch water right:BC-1 Well located and described as follows:1.Legal description of the point of diversion: NE 1/4 of SE 1/4 of Section 15, T9S, R68W of the 6th P.M., Douglas County, Colorado, at a point approximately 1,000 feet from the east section line and 1,600 feet from the south section line of said Section 15.2. Source: Bear Creek alluvium.3. Amount: 1.000 cfs Conditional4. Date of appropriation: November 13, 19895. Decree Information: 89CW225, November 22, 19946.Owner of land on which BC-1 well is located: Perry Park Water and Sanitation District, 5676 West Red Rock Drive, Larkspur, Colorado 80118.Waucondah No. 2 Reservoir located and described as follows: Date entered: May 12, 1986Case No: 83CW344Court: District Court, Water Division 1Type of water right: Storage Legal description of the point of diversion: SE 1/4 of SE 1/4 of Section 15, T9S, R68W of the 6th P.M., Douglas County, Colorado. The axis of the right abutment of the dam is located approximately North 39 degrees West, 1,700 feet from the southeast corner of said Section 15.Source: Bear Creek, a tributary of West Plum Creek Amount: 125 acre-feet Conditional. Diligence was found in decrees entered in Water Division No. 1 on May 21, 1993 in Case No. 90CW021, November 10, 1999 in Case No. 99CW075, and August 28, 2008 in Case No. 06CW21.Appropriation date: June 30, 1982.Decreed use: Municipal, irrigation, domestic, fire protection, recreational, piscatorial, power production, and as replacement storage. Owner of land on which the Waucondah No. 2 Reservoir is located: Perry Park Water and Sanitation District, 5676 West Red Rock Drive, Larkspur, Colorado 80118. Gravel Pit Reservoir located as described as follows: Date entered: May 12, 1986Case No.: 83CW345Court: District Court, Water Division 1Type of water right: Storage Legal description of the point of diversion: SW 1/4 of NE 1/4 of Section 22, T9S, R68W of the 6th P.M., Douglas

County, Colorado. The axis of the right abutment of the dam is located South 55 degrees West, 3,200 feet from the north east corner of said Section 22.Source: Bear Creek, a tributary of West Plum Creek Amount: 125 acre-feet Conditional. Diligence was found in decrees entered in Water Division No. 1 on June 18, 1993 in Case No. 90CW020, and January 15, 2010 in Case No. 99CW089.Appropriation date: February 24, 1983Decreed use: Municipal, irrigation, domestic, fire protection, recreational, piscatorial, power production, and as replacement storage. Owner of land on which the Gravel Pit Reservoir is located: Terry Draper, 5655 West Red Rock Drive, Larkspur, Colorado 80118.Waucondah Reservoir located and described as follows: Waucondah Reservoir is an on-stream reservoir located on Bear Creek, a tributary to West Plum Creek. The dam forming Waucondah Reservoir is located in the SE 1/4 of Section 15 and the NE 1/4 of Section 22, T9S, R68W of the 6th P.M., Douglas County, Colorado. The estimated capacity of Waucondah Reservoir is 335.5 acre feet. Waucondah Reservoir has two water storage right priorities decreed to it: September 1, 1888 for 114.8 acre feet by the decree entered March 3, 1890, in the District Court for Douglas County, and February 22, 1969 for 220.7 acre feet by the decree entered in Case No W-7202 by the District Court for Water Division No. 1. The Perry Park Country Club is the current operator of, and owner of most of the water decreed to Waucondah Reservoir. The Applicant has obtained permission from the Perry Park Country Club to store water in the reservoir by virtue of a Storage Agreement dated April 20, 1992. Applicant is not claiming a storage priority with respect to Waucondah Reservoir. The Applicant seeks to impound fully consumable water from Applicant’s interest in the Pleasant Park Ditch water at times when there is physical space available, and all storage capacity is not being used by the owners of the storage water rights decreed to the reservoir. Owner of land on which the Waucondah Reservoir is located: Perry Park County Club, 7047 Perry Park Blvd. Larkspur, CO 80118.2.7 Applicant requests a change in type of use for its 50% interest in the Pleasant Park Ditch from irrigation to the following uses: Municipal, domestic, industrial, commercial, irrigation, fire protection, recreational, aesthetic, piscatorial, and wildlife preservation uses within the Applicant's current or future service area. Applicant also claims the right to use the Pleasant Park Ditch water right for immediate application to beneficial uses; for storage and subsequent application to beneficial uses; for substitution and exchange; for replacement of depletions; and for augmentation, including the right to use, reuse and successively use to extinction, and for uses outside of the Applicant’s service area by lease, trade, exchange, sale or such other arrangement entered into by the Applicant.2.8Applicant seeks approval to modify the Bear Creek Administration Procedure that is set forth in Exhibit D to the decree in Case No. 89CW225 to reflect the change of the 50% interest in the Pleasant Park Ditch water right that is described herein. WHEREFORE, Applicant seeks a decree granting the changes requested herein, including the type and place of use, quantification of the annual historical consumptive use and allowing the diversion of the Pleasant Park Ditch water right at the alternate points of diversion and storage described herein, and a determination that said changes will not injure the vested or decreed water rights of others. INTEGRATION OF PLEASANT PARK DITCH WATER RIGHTINTO PLAN FOR AUGMENTATION3.1 Applicant seeks a decree which will allow the Applicant’s 50% interest in the water right decreed to the Pleasant Park Ditch to be integrated into the plan for augmentation decreed in Case No. 89CW225, as an augmentation and replacement source, and to allow that water to be diverted and stored at the alternate points described herein. WHEREFORE, Applicant seeks a decree integrating the Pleasant Park Ditch water right as an augmentation source in the plan for augmentation approved in Case No. 89CW225, consistent with the terms and conditions for augmentation sources in that decree. 10CW264 John Yocam. Application for Underground Water Rights and Approval of Plan for Augmentation in MORGAN COUNTY. Applicant, John Yocam, by and through his undersigned counsel, respectfully submits this Application for Underground Water Rights and Approval of Plan for Augmentation and states as follows: 1. Name, Address, and Telephone

Number of Applicant. Mr. John Yocam, 21056 County Road 1, Orchard, Colorado 80649, Phone: (970) 645-2285. Copies of all pleadings to: Stephen C. Larson, Esq., David F. Bower, Esq., Johnson & Repucci LLP, 2521 Broadway, Suite A, Boulder, Colorado 80304, Phone: (303) 442-1900. 2. Overview. This application seeks underground water rights for four ponds, Yocam Pond Nos. 1 through 4 (collectively, the “Yocam Ponds”). The Yocam Ponds are generally located in portions of the NW1/4 of the SE1/4 and the NE1/4 of the SW1/4 of Section 17 and the NW1/4 of the NW1/4 of Section 20, Township 4 North, Range 60 West, of the 6th P.M. All four ponds are tributary to the alluvium of the mainstem of the South Platte River. A map showing the location of the subject structures is attached hereto as Exhibit A. Applicant is also requesting approval of a plan for augmentation in order to replace net out-of-priority evaporative depletions from the Yocam Ponds. Applicant will replace the out-of-priority depletions with augmentation credits made available to Applicant from the Riverside Irrigation District at or above the calling senior water right in order to prevent injury to decreed and conditional water rights. I. APPLICATION FOR UNDERGROUND WATER RIGHTS. 3. Name and Description of Structures and Water Rights. A. Name of Well. Yocam Pond No. 1. i. Permit Information. Applicant will apply for a well permit upon approval of a substitute water supply plan or plan for augmentation. ii. Legal Description of Well. Yocam Pond No. 1 is located in the NW1/4 NW1/4 of Section 20, Township 4 North, Range 60 West, of the 6th P.M., at a point approximately 200 feet from the north section line and 382 feet from the west section line of said Section 20. Iii. Source of Water. Ground water tributary to the South Platte River. iv. Appropriation Date. July 1, 1978. v. Amount Claimed. 1.7 acre-feet per year, absolute, with a maximum rate of withdrawal of 1.2 gallons per minute. vi. Uses or Proposed Uses. Recreation, piscatorial, wildlife habitat and fire protection. B. Name of Well. Yocam Pond No. 2. i. Permit Information. Applicant will apply for a well permit upon approval of a substitute water supply plan or plan for augmentation. ii. Legal Description of Well. Yocam Pond No. 2 is located in the NW1/4 SE1/4 of Section 17, Township 4 North, Range 60 West, of the 6th P.M., at a point approximately 1,535 feet from the south section line and 1,800 feet from the east section line of said Section 17. iii. Source of Water. Ground water tributary to the South Platte River. iv. Appropriation Date. June 1, 1963. v. Amount Claimed. 1.7 acre-feet per year, absolute, with a maximum rate of withdrawal of 1.6 gallons per minute. vii. Uses or Proposed Uses. Recreation, piscatorial and wildlife habitat. C. Name of Well. Yocam Pond No. 3. i. Permit Information. Applicant will apply for a well permit upon approval of a substitute water supply plan or plan for augmentation. ii. Legal Description of Well. Yocam Pond No. 3 is located in the NW1/4 SE1/4 of Section 17, Township 4 North, Range 60 West, of the 6th P.M., at a point approximately 1,740 feet from the south section line and 2,430 feet from the east section line of said Section 17. iii. Source of Water. Ground water tributary to the South Platte River. iv. Appropriation Date. October 9, 1989. v. Amount Claimed. 3.1 acre-feet per year, absolute, with a maximum rate of withdrawal of 3.2 gallons per minute. vii. Uses or Proposed Uses. Recreation, piscatorial and wildlife habitat. D. Name of Well. Yocam Pond No. 4. i. Permit Information. Applicant will apply for a well permit upon approval of a substitute water supply plan or plan for augmentation. ii. Legal Description of Well. Yocam Pond No. 4 is located in the NW1/4 SE1/4 of Section 17, Township 4 North, Range 60 West, of the 6th P.M., at a point approximately 2,335 feet from the south section line and 2,210 feet from the east section line of said Section 17. iii. Source of Water. Ground water tributary to the South Platte River. iv. Appropriation Date. October 9, 1989. v. Amount Claimed. 1.5 acre-feet per year, absolute, with a maximum rate of withdrawal of 1.7 gallons per minute. vii. Uses or Proposed Uses. Recreation, piscatorial and wildlife habitat. 4. Name and Address of Landowner Upon which any New or Modified Diversion Structure is Located. The Yocam Ponds are all on land owned by Applicant. II. APPLICATION FOR APPROVAL OF PLAN FOR AUGMENTATION. 5. Name of Structures to be Augmented. A. Yocam Pond No. 1, as more particularly described in ¶ 3.A above. B. Yocam Pond No. 2, as more particularly described in ¶ 3.B above. C. Yocam Pond No. 3, as more

particularly described in ¶ 3.C above. D. Yocam Pond No. 4, as more particularly described in ¶ 3.D above. 6. Water Rights to be Used for Augmentation. A. Augmentation Credits from Riverside Irrigation District. The Riverside Irrigation District (“Riverside”) operates numerous recharge projects in the South Platte River basin near Applicant’s property, including those decreed in Case Nos. W-2919 (Goodrich), 86CW387 and 88CW221 (Vancil), 88CW264 (National Hog Farm), 88CW239 (Equus), 89CW27 (Sublette), 90CW189 (Headley) and 02CW86 (Riverside). Applicant will utilize augmentation credits available to Riverside from its various recharge projects, or any other augmentation credits that may be made available to Riverside in the future, to replace net evaporative depletions caused by the Yocam Ponds at or above the calling senior water right. B. Additional or Alternative Supplies of Augmentation Water. Applicant reserves the right, pursuant to C.R.S. § 37-92-305(8), to use additional or alternative sources of water for replacement under this plan for augmentation or an approved substitute water supply plan, on a temporary or permanent basis, including water leased or owned by Applicant. Applicant further reserves the right to use additional or alternative sources of water for replacement under this plan for augmentation pursuant to an interruptible water supply agreement approved pursuant to C.R.S. § 37-92-309. 7. Complete Statement of Plan for Augmentation. Applicant shall replace net out-of-priority evaporative depletions resulting from the Yocam Ponds with augmentation credits made available to Applicant from Riverside, as described in ¶ 6.A above, and/or from any other additional or alternative source of replacement water approved for such use by the Water Court and/or the State Engineer’s Office. Applicant’s projected net annual evaporative depletions under this plan are approximately 8.0 acre-feet per year. Timing of evaporative depletions from exposed ground water has been estimated using a Glover ground water analysis for well pumping depletions. The hydrogeologic characteristics of the South Platte River alluvium for the subject area are based on information published by the Colorado Division of Water Resources. 8. Name and Address of Landowner Upon which any New or Modified Diversion Structure is Located. The Yocam Ponds are all on land owned by Applicant. WHEREFORE, Applicant respectfully requests that the Court (1) find that there will be no injury to any owner of, or person entitled to use, water under a vested water right or conditionally decreed water right as a result of Applicant’s requested underground water rights and plan for augmentation; (2) enter a decree granting underground water rights for the Yocam Pond Nos. 1 through 4 described in Section I above; and (3) approve the plan for augmentation described in Section II above. 10CW265 John B. Jensen, 5901 S.W. Frontage Rd., Fort Collins, CO 80525; (970) 289-6000 (business). APPLICATION FOR FINDING OF REASONABLE DILIGENCE OF STORAGE WATER RIGHT IN LARIMER COUNTY. Future correspondence and pleadings to: Sara J.L. Irby, Fischer, Brown, Bartlett & Gunn, P.C., 1319 E. Prospect Rd., Fort Collins, CO 80525, (970) 407-9000. 2. Structure: Harris Reservoir A. 3. Conditional water right: A. Date of Original Decree: April 9, 1998, Case No. 88CW213, District Court, Water Division No. 1, Weld County, CO. B. Date of Diligence Decree: October 6, 2004, Case No. 04CW098, District Court, Water Division No. 1, Weld County, CO. C. Legal description: i. The Harris Reservoir A is located in a portion of the S1/2 of the NW1/4, Sec. 10, T6N, R68W of the 6th P.M., Larimer County, CO. ii. The outlet structure is an outlet tube. The center line of the outlet tube along the axis of the dam is located at a point described as 2,260.7 feet South and 1,849.8 feet East from the NW corner of Sec. 10, T6N, R68W of the 6th P.M. A map showing the approximate configuration of the reservoir is attached to the application as Exhibit A. D. Source: Natural runoff and return flows from lands lying generally to the west of the reservoir tributary to the Cache la Poudre River. E. Appropriation Date: March 2, 1987. F. Amount of water claimed: 100 acre feet, CONDITIONAL, with the right to fill and refill the reservoir when water is legally available, with the maximum amount of annual refill to be 50 acre feet, CONDITIONAL. G. Uses of water: Augmentation, wildlife propagation, piscatorial, recreation, replacement and

exchange, and irrigation of approximately 6.0 acres situate in the SE corner of the real property shown on the map attached to the application as Exhibit A, and of approximately one-half acre of trees generally located in the NE1/4 of the NW1/4, Sec. 10, T6N, R68W, Larimer County, CO. The augmentation, replacement and exchange uses herein decreed relate solely to the Harris Reservoir B (a.k.a. Harris Gravel Pit), generally located in the E1/2 of the NW1/4 of Sec. 10, T6N, R68W of the 6th P.M., Larimer County, CO and decreed in Case No. 88CW213, District Court, Water Division No. 1. 4. Diligence: During this diligence period Applicant continued to develop the Harris Reservoir A and its related structures. Specifically, Applicant installed a headgate and placed riprap around the headgate in June 2004, constructed and completed a dyke on August 20, 2005, and completed excavation of the reservoir on August 15, 2007. In addition, Applicant built up the north side of the reservoir in order to improve access around the reservoir and added sand on the shoreline of the south side of the reservoir. In total, during the last six years, Applicant expended approximately $55,000 towards these improvements. Applicant reserves the right to assert and demonstrate that during the diligence period other or additional activities have been undertaken or accomplished toward completion of the appropriation. 5. Ownership: John B. Jensen, 5901 SW Frontage Rd., Fort Collins, CO 80525. WHEREFORE, Applicant respectfully requests a ruling and decree for the following: A. Applicant has exercised due and reasonable diligence during the six years following entry of the decree in Case No. 04CW98 toward completion or for completion of the appropriation and application of water therein decreed, and for such other relief as the Court may determine proper; B. Applicant further prays that this Court continue in full force and effect all such conditional water rights for an additional six-year period, and for such other relief as the Court may deem proper; and C. Applicant has demonstrated continued intent and progress toward finalizing the conditional water rights and further demonstrated that he has satisfied the requirements of “can and will”. 10CW266, (84CW131, 88CW188, 95CW80 and, 02CW374 03CW140) Colorado Division of Wildlife and the Wildlife Commission, 6060 Broadway, Denver,CO 80216. Telephone 303-297-1192. APPLICATION FOR FINDING OF REASONABLE DILIGENCE AND TO CONTINUE CONDITIONAL WATER RIGHT YUMA COUNTY, C/O BETH VAN VURST, Assistant Attorney General, Natural Resources Section, Attorneys for the Colorado Division of Wildlife and the Wildlife Commission, 1525 Sherman Street, 7th floor, Denver, Colorado 80203. Telephone: (303) 866-5054. Name, Address, and Telephone Number of Applicant: Colorado Division of Wildlife and the Wildlife Commission, 6060 Broadway Denver, CO 80216. Telephone 303-297-1192. Name of Structures: Wray-2 Reservoir, Wray-2 Hatchery Ponds and Wray-2 Ditch/Pipeline. Description of Conditional Water Rights: Date of Original Decree: November 2, 1984. Case No. 84CW131, Water Division: 1. Subsequent Decrees Awarding Findings of Diligence: 03CW140 (entered Oct. 5, 2004); 95CW80 (entered March 17, 1997); and 88CW188 (entered April 4, 1989). Legal Description: All structures are in Yuma County, specifically: Wray-2 Reservoir is located in the SE1/4 of Section 7, T1N, R44W, 6th P.M. Wray-2 Hatchery Ponds are located in the N1/2NE1/4 of Section 18, T1N, R44W, 6th P.M. Wray-2 Ditch/Pipeline point of diversion is located on the east bank of the North Fork of the Republican River in the NW1/4, NE1/4 of Section 18, T1N, R44W, 6th P.M. Source: Surface flows of the North Fork of the Republican River. Appropriation Date: November 27, 1983. Amounts: Wray-2 Reservoir – 150 acre feet. Wray-2 Hatchery Ponds – 160 acre feet. Wray-2 Ditch/Pipeline – 10 cfs. Uses: Wray-2 Reservoir – Piscatorial, wildlife, recreation, augmentation, and augmentation of the existing structures and additional ponds to be constructed at the existing Wray Hatchery. Wray-2 Hatchery Ponds – Piscatorial and augmentation. Wray-2 Ditch/Pipeline – Piscatorial, wildlife and recreation. Additional Remarks: Wray-2 Reservoir was originally conditionally decreed for piscatorial, wildlife, recreation and augmentation uses. In Case No. 02CW374 (entered January 18, 2005), this water right was changed to add the following beneficial use: augmentation of “the existing structures and additional ponds to be

constructed at the existing Wray Hatchery.” The Decree entered in that case specifically requires that “[a]n application for finding of reasonable diligence with respect to the 150 AF conditional water right changed herein shall be filed pursuant to the original decree for this water right in Case No. 84CW131 and subsequent diligence decrees therefore.” Consequently, through this Application, DOW seeks a Finding of Reasonable Diligence on both the originally decreed uses for all three of the above water rights, as well as one for the additional beneficial use decreed in Case No. 02CW374. Description of what has been done toward completion or for completion of the appropriation and application of water to a beneficial use as conditionally decreed, including expenditures: The Wray-2 Reservoir, Wray-2 Hatchery Ponds and Wray-2 Ditch/Pipeline (collectively “Wray-2 Water Rights”) will be located within the Sandsage State Wildlife Area. The source of water for these rights is the North Fork of the Republican River. DOW intends to use the Wray-2 Water Rights at both the Sandsage State Wildlife Area and the Wray Hatchery. Sandsage State Wildlife Area is located in Yuma County and is over three hundred acres in size. During the last diligence period, DOW has continued to actively maintain and manage this state wildlife area such that it now provides many recreational opportunities such as hunting, fishing, hiking and wildlife viewing. For example, DOW has annually stocked that portion of the North Fork of the Republican River which runs through the Sandsage State Wildlife Area with rainbow trout, managed vegetation and noxious weeds to provide better wildlife habitat, posted new signs for visitors, and maintained the parking areas. DOW staff has determined that additional water supplies are needed in order to further develop the recreational and wildlife uses at Sandsage State Wildlife Area. Area personnel have met to discuss how water could be best utilized. The Wray-2 Water Rights will become an integral component of the Sandsage State Wildlife Area. DOW continues to investigate the feasibility of using the Wray-2 Water Rights at the nearby Wray Hatchery where there is an identifiable need for more water. The Wray Hatchery is located on a tributary to the North Fork of the Republican River and supplies some 40% of the warm water fish stocked in Colorado. Over the years DOW personnel have become increasingly concerned with the declining water supply at the Wray Hatchery and have actively sought out additional sources of water. As mentioned above, in January of 2005, DOW obtained court decreed plan for augmentation and change of water rights which specifically identifies Wray-2 Reservoir as an augmentation source for the Wray Hatchery. DOW staff has continued to explore the possibility of using the Wray-2 Water Rights at the Wray Hatchery, including use of the Wray-2 Ditch/Pipeline for direct flow piscatorial use, as well as use of Wray-2 Reservoir and the Wray-2 Hatchery Ponds to augment out-of-priority depletions at Wray Hatchery. Numerous internal meetings and site visits were conducted to discuss the operations and maintenance of the Wray Hatchery, as well as opportunities to make improvements to the water system. Water availability and feasibility has been studied and discussed at length. As a result of those discussions, DOW prepared studies evaluating both the trends in water supply at the current Wray Hatchery as well as the effects of Republican River Compact compliance issues on water availability and potential need for additional augmentation supplies. DOW’s Engineering Section also prepared cost estimates for a pipeline to deliver water from the North Fork Republican River to the Wray Hatchery. DOW has actively protected its water rights at the Wray Hatchery and nearby State Wildlife Areas from potential injury. DOW has performed monthly reviews of the water court resume to determine whether the filing of Statements of Opposition was necessary to protect its water rights in Water Division No. 1, including the Wray-2 Water Rights. Name and address of owners of the land on which structure is or will be located, upon which water is or will be stored, or upon which water is or will be placed to beneficial use:Colorado Division of Wildlife and the Wildlife Commission, 6060 Broadway, Denver, CO 80216. 10CW267, High Plains Properties, LP, 9777 N. Hwy. 85, Littleton, CO 80125 (James Petrock, Petrock & Fendel, 700 17th Street, #1800, Denver, CO 80202), NOT NONTRIBUTARY UPPER ARAPAHOE AND LARAMIE-FOX HILLS AND REQUEST FOR PLAN FOR

AUGMENTATION, DOUGLAS COUNTY. 1.85 acres located in the S1/2NW1/4 of Section 28, T6S, R68W of the 6th P.M. as described in application. Not nontributary Upper Arapahoe: 1 acre-foot and Laramie-Fox Hills: 0.5 acre-feet. Domestic, commercial, industrial, irrigation, fire protection, and augmentation purposes, including storage, both on and off the Subject Property. Groundwater to be augmented: Up to 1 acre-foot per year of Upper Arapahoe aquifer groundwater requested herein. Water rights to be used for augmentation: Return flows from the use of not nontributary Upper Arapahoe aquifer groundwater and direct discharge or return flows from use of nontributary Laramie-Fox Hills decreed in Case No. 07CW289, located in the NE1/4 of Section 4, T8S, R68W of the 6th P.M. Statement of plan for augmentation: The Upper Arapahoe aquifer groundwater will be used for commercial and industrial use on the Subject Property through an existing well Permit 277810. Sewage treatment for commercial use will be provided by a non-evaporative septic system. During pumping Applicant will replace an amount equal to 4% of the annual amount withdrawn pursuant to Section 37-90-137(9)(c), C.R.S. Depletions may occur to the Plum Creek stream system. Return flows from use of the water on the Subject Property accrue to the South Platte River stream system, and those return flows will exceed the required replacement of 4% of the annual amount withdrawn while the groundwater is being pumped. Applicant will reserve an equal amount of nontributary groundwater described above to meet post pumping augmentation requirements. 10CW268 (96CW1034) TWO MILE RANCH CATTLE FEEDERS CO., LLC, 60773 North Highway 71, Stoneham, Colorado 80754; c/o Brian M. Nazarenus, Esq. and Kristen E. Cunningham, Esq, Ryley Carlock & Applewhite, 1999 Broadway Suite 1800, Denver, Colorado 80202, (303) 863-7500 and NORTH STERLING IRRIGATION DISTRICT, P.O. Box 103, Sterling, Colorado 80751, (970) 522-2025; c/o Timothy R. Buchanan, Esq. and Veronica A. Sperling, Esq., Buchanan & Sperling, P.C., 7703 Ralston Rd., Arvada, Colorado 80002, (303) 431-9141. APPLICATION FOR GROUND WATER RIGHTS AND TO ADD WELLS TO THE NORTH STERLING AUGMENTATION PLAN in LOGAN COUNTY. 2. TWO MILE RANCH’S APPLICATION FOR CONDITIONAL GROUND WATER RIGHT A. Name of Well: Windmill Well. B. Legal Description of Well: In the Northwest Quarter of the Northeast Quarter (NW1/4NE1/4) of Section 19, Township 9 North, Range 52 West of the 6th P.M., Logan County, Colorado. C. Source: Ground water tributary to the South Platte River and its tributaries. D. Date of Appropriation: October 29, 2010. E. How Appropriation was Initiated: Through the filing of this Application. F. Date Water Applied to Beneficial Use: N/A G Amount Claimed: 50 gallons per minute, CONDITIONAL. H. Uses: Stock watering, feedlot use, and commercial and industrial purposes. Water may be fully consumed for these purposes. I. Name and Address of Owner of Land on which the Structures are Located: The Windmill Well is located on land owned by Two Mile Ranch. 3. TWO MILE RANCH’S APPLICATION FOR ABSOLUTE GROUND WATER RIGHT A. Name of Well: i. Name of Well: Shop Well ii. Well Permit No. 196-WCB issued on April 2, 1957. See Well Permit, attached hereto as Exhibit 1. B. Legal Description of Well: In the Northwest Quarter of the Northeast Quarter (NW1/4NE1/4) of Section 19, Township 9 North, Range 52 West of the 6th P.M., Logan County, Colorado. C. Source: Ground water tributary to the South Platte River and its tributaries. D. Date of Appropriation: March 4, 1957. E. How Appropriation was Initiated: Commencement of drilling. F. Date Water Applied to Beneficial Use: March 4, 1957. G. Historic Use: Feedlot purposes. H. Amount Claimed: 50 gallons per minute, ABSOLUTE. I. Uses: Stock watering, feedlot use, and commercial and industrial purposes. Water may be fully consumed for these purposes. J. Name and Address of Owner of Land on which the Structures are Located: The Shop Well is located on land owned by Two Mile Ranch. See Quit Claim Deed, verifying Two Mile Ranch’s ownership of the Shop Well property, attached hereto as Exhibit 2. 4. APPLICATION TO ADD WELLS TO AUGMENTATION PLAN A. Augmentation Plan: Co-Applicant the North Sterling Irrigation District (“North Sterling”) operates the augmentation plan decreed in this Case No.

96CW1034 (the “North Sterling Augmentation Plan”). Paragraph 65 of the Decree in Case No. 96CW1034 allows the addition of wells to the North Sterling Augmentation Plan upon proper application and subject to notice and terms and conditions. The purpose of this Application is to add the Windmill and Shop Wells described in Paragraphs 2 and 3, respectively, as wells to the existing North Sterling Augmentation Plan. B. Water Rights to be Used for Augmentation Pursuant to the Plan for Augmentation. Two Mile Ranch and North Sterling propose that the sources of substitute supply listed in the North Sterling Augmentation Plan at ¶ 58 be used to augment otherwise out-of-priority depletions attributable to the Windmill and Shop Wells. These sources of substitute supply include: i. North Sterling Recharge Water Rights as described in the Determination of Direct Flow Water Right section of the 96CW1034 Decree: 1. North Sterling Recharge Water Right. 2. North Sterling Recharge Water Right, First Enlargement ii. The Changed Amount of the North Sterling Reservoir Water Right, as changed pursuant to the 96CW1034 Decree at ¶¶ 35-55. iii. Other sources of water that may be authorized in the North Sterling Augmentation Plan. C. Description of Augmentation Plan and Proposed Terms and Conditions: i. Water demand for the 10,000 head of cattle projected to require water at the Two Mile Ranch Feedlot is estimated at 120,000 gallons per day, or 0.368 acre-feet per day. This demand translates into approximately 84 gallons of pumping per minute from the Windmill and Shop Wells together. The water demand is assumed to be 100 percent consumptive. ii. Pumping from both wells will be metered and therefore actual pumping will provide the basis for the depletions calculation in the accounting. These depletions will be lagged to the South Platte River using the Glover Method as contained in the Alluvial Water Accounting System (AWAS) model. This methodology assumes that the boundary of the alluvial aquifer represents a “no-flow” condition, and that depletions and/or accretions to the river at a specific well/recharge location can be estimated using the Analytical Stream Depletion Model as contained in AWAS and the aquifer characteristics at the well location, referred to herein as Glover parameters. iii. Out-of-priority depletions to Cedar Creek attributable to the Windmill and Shop Wells will be replaced pursuant to the existing North Sterling Augmentation Plan. North Sterling has the authority to curtail well pumping if needed in order to ensure that all out-of-priority depletions from the subject wells’ pumping can be replaced in the forthcoming years. iv. On-going out-of-priority depletions attributable to pumping of the Shop Well beginning in 1974 will be replaced. v. North Sterling will integrate the Windmill and Shop Wells into its existing plan for augmentation accounting, and will cover out-of-priority depletions from the two wells. The Windmill and Shop Wells will be fitted with flow meters so that monthly pumping can be measured and recorded for accounting purposes, in accordance with North Sterling’s measurement and accounting program. vi. The terms and conditions for the Windmill and Shop Wells will be the same as those applied to the other wells in North Sterling Augmentation Plan. The consumptive use factor will be 100% for water withdrawn by the Windmill and Shop Wells for commercial feedlot purposes. vii. Out-of-priority depletions from use of the Windmill and/or Shop Wells that have occurred prior to the date the Court allows the well to be added to the North Sterling Augmentation Plan will be replaced by Two Mile Ranch in compliance with an applicable Water Court Decree or substitute water supply plan approved by the State Engineer. viii Out-of-priority depletions that occur after the Court enters a decree adding the wells to the North Sterling Augmentation Plan shall be replaced by Two Mile Ranch under the terms and conditions of North Sterling Augmentation Plan and any additional terms and conditions ordered by the Court in connection with adding the well. ix. Pursuant to C.R.S. § 37-92-305(8), the State Engineer shall curtail all out-of-priority diversions, the depletions from which are not so replaced to prevent injury to vested water rights. WHEREFORE, Co-Applicants Two Mile Ranch and North Sterling request the Court: (1) Enter a Decree establishing the ground water rights sought by Two Mile Ranch in this Application; (2) Add the Windmill Well and the Shop Well to the North Sterling Augmentation Plan pursuant to ¶ 65 of the Decree in Case No. 96CW1034. Number of pages in Application: Eight, plus four pages of exhibits.

AMENDMENTS 03CW404 UNION DITCH COMPANY AND UNION WELL AUGMENTATION GROUP, LTD., 3005 W. 29th Street, Suite G-1, P. O. Box 445, Greeley, Colorado 80632, c/o James A. Gustafson, Esq., 1010 Ninth Avenue, P. O. Box 1417, Greeley, Colorado 80632, (970) 356-8200; Fifth Amended Application for Change of Water Rights, Application for New Water Right and Approval of Plan of Augmentation in WELD COUNTY. 1. Name, mailing address, telephone number of applicant: Union Ditch Company, 3005 W. 29th Street, Suite G-1, P. O. Box 445, Greeley, Colorado 80632, (970) 353-6121; Union Well Augmentation Group, Ltd, 3005 W. 29th Street, Suite G-1, P. O. Box 445, Greeley, Colorado 80632, (970) 353-6121. All future correspondence and pleadings to: James A. Gustafson, Esq., P. O. Box 1417, Greeley, Colorado 80632. 2. Purposes of Application: Co-Applicant, Union Ditch Company, is a non-profit mutual irrigation company organized pursuant to §7-42-101, et seq., Colorado Revised Statutes. Co-Applicant, Union Well Augmentation Group, Ltd. (UWAG), are well owners under or in the vicinity of the Union Ditch system. Hereinafter, Union Ditch Company and UWAG will be referred to as Union or applicant. The purpose of this Application is: (a) To obtain a new water right for augmentation, replacement, exchange, storage, and recharge purposes; (b) To change the use of certain water rights that applicant owns or has the right to use that are currently decreed for irrigation to allow said water to also be used for augmentation, replacement exchange, storage, recharge and substitute water supply purposes, either directly or following storage; (c) To provide the ability to use recharge locations where water rights and the changed water rights can be delivered and used for storage and recharge purposes; (d) To adjudicate a plan for augmentation that uses the net consumptive use of water associated with the water rights to be changed herein, as well as other water rights to which applicant is entitled to utilize, either on a direct flow or release from storage basin, to replace out-of-priority depletions associated with well pumping from wells described hereinafter and/or to replace historical return flows from the changed water rights or additional water rights, to the extent necessary to prevent legal injury to other water rights; (e) To provide for the inclusion of additional replacement water, including that provided by retiming wells, augmentation wells, by-passed senior water rights, leased water rights, excess augmentation credits obtained by augmentation plans of The Lower Latham Reservoir Company, The New Cache La Poudre Irrigating Company, The Ogilvy Ditch Company, Central Colorado Water Conservancy District, the City of Longmont, the City of Loveland, or any other entity with water sources available, and use of other structures or water rights which applicant obtains the right to use in the future and which are legally available for augmentation use, into the plan for augmentation applied for herein; (f) To change the use of Union Ditch Company and Union Reservoir Company water rights of well users under this plan of augmentation and the points of diversion of water rights to allow for storage or for delivery to recharge sites for augmentation when said water is available for said use; (g) To provide for the dry-up and temporary dry-up of irrigated ground of well users under the plan of augmentation, if insufficient replacement water is available. CLAIM NO. 1, CHANGE OF WATER RIGHTS, (Union Reservoir Water): 1. Name of Water Rights for Which Change is Sought: (a) Union Reservoir. The applicant seeks to change 5.75 shares in the storage rights decreed to Union Reservoir, a storage reservoir sometimes known as Calkins Lake. Union Reservoir is owned by the Union Reservoir Company, a non-profit mutual reservoir company, incorporated in Colorado. Union Reservoir is located in portions of Sections Thirty (30), Thirty-One (31), and Thirty-Two (32), Township Three (3) North, Range Sixty-Eight (68) West of the 6th P.M., and Sections Five (5) and Six (6), Township Two (2) North, Range Sixty-Eight (68) West of the 6th P.M., Weld County, Colorado. The feeders of Union Reservoir are the Oligarchy Ditch, which diverts water from St. Vrain Creek, and a ditch from Spring Gulch, which collects drainage water and discharges into St. Vrain Creek. The Oligarchy Ditch headgate is located on St. Vrain Creek in

the Northeast Quarter (NE1/4) of Section Twenty-Seven (27), Township Three (3) North, Range Seventy (70) West of the 6th P.M., Boulder County, Colorado, at a point whence the East Quarter Corner (E1/4 Cor) of said Section Twenty-Seven (27) bears South 27º26' East a distance of 560 feet, more or less; the East line of the Northeast Quarter (NE1/4) of said Section Twenty-Seven (27) as bearing North 00º32'42" West with all bearings relative thereto. The head of the ditch from Spring Gulch is located in Weld County, Colorado, at a point whence the Southwest Corner (SW Cor) of Section Thirty-One (31), Township Three (3) North, Range Sixty-Eight (68) West of the 6th P.M. bears South 12º West a distance of 800 feet. The outlet of Union Reservoir is on Spring Gulch near its confluence with St. Vrain Creek. (See attached Map A.) (b) Existing Decrees. Union Reservoir has the following absolute storage right decreed to it: Case No. CA 4790, Adjudication date: 3/13/1907, Appropriation date: 10/6/1902, Amount: 13,219 acre feet; Case No. W-7486, Adjudication date: 3/11/1977, Appropriation date: 5/1/1973, Amount: 5,879 acre feet. The above water rights were originally adjudicated for agricultural purposes (irrigation). The water rights decreed in Case No. CA 4790 are sometimes referred to herein as the Senior Union Decree. The water right decreed in Case No. W-7486 is sometimes referred to herein as the Refill Decree. The Senior Union Decree and the Refill Decree are sometimes collectively referred to as the Reservoir Rights. (c) Shares to be Changed. Union Ditch Company owns 5.75 shares out of the total 250 issued and outstanding shares of capital stock of the company. Applicant seeks to change the use of these shares as stated herein. (d)Water from the 5.75 shares of Union Reservoir has historically been used as supplemental irrigation water to irrigate lands below the Union Ditch. Because these rights have been historically used for supplemental irrigation water, historical use did not fall into any uniform pattern and varied from year to year depending on cropping patterns, weather conditions, and availability of other sources of water. Applicant will quantify a representative pattern of historical use and will maintain return flow replacement obligations, as necessary, to prevent injury to other water rights by releasing water to the South Platte River from any or all of the augmentation sources identified herein. (e) The above water rights were originally adjudicated for agricultural purposes, but all 250 shares in the Union Reservoir Company, including the 5.75 shares owned by applicant, were changed to augmentation, replacement, exchange, municipal and other uses by the City of Longmont in Case No. 87 CW 222. It was decreed in Case No. 87 CW 222 that average annual releases from the Union Reservoir to the St. Vrain Creek over a representative study period (1929 through 1972) were 3,827 acre feet (15.3 acre feet per share) and that the historical use of the shares resulted in an average consumptive use of 50% of the reservoir releases and the remaining 50% of the releases are attributable to return flows and ditch losses. 2. Proposed Change. Applicant seeks to change the use of the 5.75 shares to include augmentation, replacement, and exchange for use by applicant as provided herein, as well as the decreed changes in Case No. 87 CW 222, with the right to the totally consumable portion of the water, either by first use, successive use, or disposition. Since the historical use of the shares and the terms and conditions for the use of the shares for augmentation, replacement and exchange have already been decreed in Case No. 87 CW 222, applicant is merely seeking Court confirmation of its right to make such uses itself at the location(s) provided in the augmentation plan. 3. Proposed Plan of Operation. This combined Application for Change of Water Right, for a Junior Water Right and Approval of Plan of Augmentation will obtain the necessary Water Court approval for an integrated water supply plan which will provide a source of augmentation water for the wells listed herein. 4. The Name and Address of Owner of Structures. The Union Reservoir is owned by Union Reservoir Company, c/o Donna Coble, Secretary, 3005 W. 29th Street, Suite G-1, Greeley, Colorado 80631. CLAIM NO. 2, APPLICATION FOR DIRECT FLOW AND STORAGE WATER RIGHT: 1. Name of Structure: Union Ditch 2. Legal Description of Structure: The headgate of the Union Ditch is located in the Northeast Corner (NE Cor) of Section Eighteen (18), Township Four (4) North, Range Sixty-Six (66) West of the 6th P.M., Weld County, Colorado. 3. Source: Unappropriated water which is tributary to the Union Ditch and the South Platte River. 4. Date of Appropriation:

December 19, 2003, by the filing of this water application. 5. How Appropriation Will Be Initiated: Applicant will divert unappropriated water through Union Ditch and deliver it into the recharge or storage pond(s) listed herein when it is available. 6. Amount Claimed: 135 c.f.s. with the right to store and recharge up to 2,200 acre feet per year. 7. Type of Use: Augmentation, replacement, exchange, irrigation, domestic, municipal, commercial, industrial, fire protection, watering of livestock, recreational, piscatorial, wildlife propagation, storage, and other uses approved by the Court. (a) Place of Use: Weld County. Properties of the well users listed herein under the Union Ditch consisting of approximately 2,020 acres. 8. Name and Address of Owner of Land on Which Water May be Stored and Used for Recharge and Augmentation (See attached Map B): Harry Strohauer SE1/4 NW1/4 and SW1/4 NE1/4 of Sec. 5, Twp. 19595 WCR 50 4N., Rng. 65 W. of the 6th P.M. LaSalle, CO 80645 Harry Strohauer Part NE1/4 of Sec. 5, Twp. 4 N., Rng. 65 W. of 19595 WCR 50 the 6th PM LaSalle, CO 80645 Miller Feed Lots, Inc. S1/2 of Sec. 1, Twp. 4 N., Rng. 66 W. of the 6th P. O. Box 237 P.M. LaSalle, Colorado 80645 Mike Boulter Part SW1/4 of Sec. 27, Twp. 5 N., Rng. 65 W. 22019 WCR 54 of the 6th P.M. Greeley, Colorado 80631 CLAIM NO. 3, APPLICATION FOR APPROVAL OF AUGMENTATION PLAN: 1. Name of Structures to Be Augmented: Table 1. Wells included in the Union/UWAG augmentation plan:

WDID Well Owner Permit No Case No

Ditch Company Service Area T R S q40 Q160

2-5218 Gary Alles 7196 W459 Union 5N 65W 23 NW SE 2-8232 Gary Alles 7226 W1486 Union 5N 65W 23 SW NE 2-5225 John L. Alles 11348F W561 Union 5N 65W 33 NW NW 2-5223 Mike Boulter 10395 W562 Union 5N 65W 27 SW NE

2-5215 James Alles, John Alles and Harold G. Alles 1033 W562 Union 5N 65W 33 NW NE

2-5221 James Alles, John Alles and Harold G. Alles 1034 W562 Union 5N 65W 33 SW NW

2-5224 James Alles, John Alles and Harold G. Alles 12801 W562 Union 5N 65W 33 SW NE

2-5220 M. Mallard, Conservator 16094 W924 Union 5N 65W 26 SW NW 2-5449 Mad Tat, Inc. 10725 W2398 Union 5N 65W 34 SE SW 2-5450 Mad Tat, Inc. 10726 W2398 Union 5N 65W 34 SW SW 2-5529 Mad Tat, Inc. 264 W664 Union 5N 65W 34 SW NW 2-8109 Mike Boulter 1763 W172 Union 5N 65W 27 SW SW 2-8110 Mike Boulter 1764 W172 Union 5N 65W 27 SW SW 2-6962 Mike Boulter R13565 W401 Union 5N 65W 27 SW NW 2-6978 Rex & Mary Ann Craven 10415 W290 Union 4N 65W 4 SW NW 2-7101 William J. Franklin 13151 W2828 Union 5N 65W 28 SW SE 2-6596 Vera Hoff 13033R W4270 Union 5N 65W 27 NW NE 2-5588 Hoshiko Farms, Inc. 1 13086F W785 Union 5N 65W 23 SW SW 2-5041 Hoshiko Farms, Inc. ¹ 5923 W4270 Union 5N 65W 23 NW NE 2-6979 Jessie & Bill Kallas 10416 W290 Union 4N 65W 4 NW SE

2-6780 Keiser Family Trust 13981 W1778 Union 5N 65W 33 NW SW 2-5731 Strohauer Farms, Inc. 384 W696 Union 4N 65W 5 NW NE 2-7142 George Maxey 15889 W4323 Union 5N 65W 24 NW SE 2-8233 George Maxey 7227 W1486 Union 5N 65W 24 SW NW 2-8049 SB Farms, Inc. 1-7211 W277 Union 4N 65W 5 SW NW 2-8051 SB Farms, Inc. 2-7213 W277 Union 4N 65W 5 SE NW 2-7241 Miller Feed Lots, Inc. 1-13856 W4209 None 4N 66W 1 SW SW 2-5237 Stephen E. Mokray 04131F W315 Union 5N 65W 27 NW NW 2-6686 Janet L. Ream 8641 W640 Union 5N 65W 14 SW SE 2-5443 Harry Strohauer 7225 W2108 Union 5N 65W 32 SW SE 2-6178 Harry Strohauer/R. Boulter 0170 W3025 Union 5N 65W 33 SW SE NA Janet L. Ream (Ream Pond) 2 NR 2000CW159 Union 5N 65W 14 SE SE 1 Wells owned by Hoshiko Farms, Inc. are also included in an independent application for augmentation (Case Number 03CW250). 2 The Ream Pond was built during 2010. NA=WDID is not available NR=structure is not registered

Groundwater depletions caused by the wells in this plan averaged 135 acre feet for 1974 through 2004. The 32 wells listed above (member wells) include 30 wells under the Union Ditch system, 1 well which does not make use of surface water shares and the Ream pond. (See attached Map C). (a) Groundwater depletions caused by the wells in this plan averaged 135 acre feet for 1974 through 2004. 2. Replacement Water Sources: (a) Recharge ponds listed below: Recharge Site Legal Description Strohauer #1 SE1/4 NW1/4 and SW1/4 NE1/4 of Sec. 5, Twp. 4 N.,

Rng. 65 W., 6th P.M. Strohauer #2 Part NE1/4 of Sec. 5, Twp. 4 N., Rng. 65 W., 6th P.M. Miller S1/2 of Sec. 1, Twp. 4 N., Rng. 66 W., 6th P.M. Boulter Part SW1/4 of Sec. 27, Twp. 5 N., Rng. 65 W., 6th P.M. Any other site deemed appropriate and approved by the Division Engineer. (b) The development of recharge and storage structures upon the properties listed herein or any other sites that are approved by the Division Engineer. The above 4 potential recharge structure locations in the vicinity of the Union Ditch service area will provide a long-term water replacement option for well members. Union proposes to develop recharge structures to the extent needed to augment well depletions of augmentation plan members. The changed water rights and junior water rights applied for herein (and other water rights available) will be diverted through the Union Ditch into the recharge structures so they can be utilized for replacement and augmentation purposes to replace depletions caused by member wells. (c) Union owns 5.75 shares of Union Reservoir Company that have been leased by applicant on an annual basis. Applicant will utilize the consumptive use of these shares to replace depletions caused by well members. (d) Applicant has secured or will secure agreements from well members who own permitted augmentation wells (retiming wells) listed below. (e) UWAG will utilize 1 share of Union Ditch Company that it owns for augmentation purposes. (f) UWAG will utilize senior water rights it leases on a long term basis for replacement water to offset depletions caused by applicant’s well pumping until its recharge site is fully operational. (g) UWAG members may dedicate an appropriate number of shares of Union Ditch Company they own and dry up an appropriate number of acres of farm

ground under the Union Ditch and change the use of these shares for augmentation purposes. (h) The following retiming wells to be utilized in the plan are: Well Well Owner Permit No. Legal Description SB Farms, Inc. 19595 WCR 50 LaSalle, CO 80645 (970) 284-6526 2-7213 SE1/4 NW1/4 of Sec. 5, Twp. 4 N., Rng. 65 W., 6th P.M. SB Farms, Inc. 19595 WCR 50 LaSalle, CO 80645 (970) 284-6526 1-7211 NW1/4 SW1/4 of Sec. 5, Twp. 4 N., Rng. 65 W., 6th P.M. H. Strohauer 19595 WCR 50 LaSalle, CO 80645 (970) 284-6526 7225 SW1/4 SE1/4 of Sec. 32, Twp. 5 N., Rng. 65 W., 6th P.M. Stream depletions caused by the pumping of the retiming wells will be determined with the Glover or other acceptable methodology. (i) Applicant has secured or will secure agreements from The Lower Latham Reservoir Company, The New Cache La Poudre Irrigating Company, The Ogilvy Ditch Company, the City of Longmont, the City of Loveland, Central Colorado Water Conservancy District, or any other entity with water sources available or with excess augmentation credits that are legally available for augmentation use to utilize in the augmentation plan. (j) Union well members will have the ability to bypass a portion of their Union Ditch Company water during periods of time when there are insufficient replacement waters available for their depletions if other augmentation resources are not available. (k) Union well members will agree that to the extent the forecasted depletions cannot be replaced by suitable augmentation sources that their well pumping will be curtailed to the extent necessary to prevent injury to other vested senior water rights. 3. Applicant will provide appropriate accounting as to the operation of this plan of augmentation as required by the Division Engineer. (a) Depletions from well pumping are to be determined using totalizing flow meters affixed to each well, in conjunction with a presumptive depletion factor based on the historic consumptive use of water under the Union Ditch system. Out-of-priority depletions to the river will be replaced at the appropriate time, location, quantity and quality. The lagged effects of ground water pumping will be estimated using Glover or other acceptable methodology. CLAIM NO. 4, APPLICATION FOR CHANGE OF WATER RIGHTS, (Union Ditch Water): 1. Name of Water Rights and Structures on which Change is Sought: (a) Union Ditch Company shares of well members. Applicant seeks a change of use/bypass of 127 shares that the well users own of the total 250 shares under the Union Ditch to use in their augmentation plan listed herein. (b) Union Ditch water rights are direct flow rights, by original appropriation, decreed to the Union Ditch from the South Platte River. (i) Decree entered: April 28, 1883, in Case No. CA6009. (ii) Appropriation dates and amounts: Appropriation date: 11/5/1874 for 100 c.f.s. Appropriation date: 11/2/1881 for 84.03 c.f.s. (iii) Decreed point of diversion: The headgate of the Union Ditch is located in the Northeast Corner (NE Cor) of Section Eighteen (18), Township Four (4) North, Range Sixty-Six (66) West of the 6th P.M., Weld County, Colorado. 2. Source: South Platte River 3. The 127

shares of Union Ditch have been historically diverted at the Union Ditch headgate and used for agricultural irrigation on approximately 2,020 acres of farm ground under the Union Ditch service area located in §§ 2 and 3, Twp. 4 N., Rng. 66 W., and §§ 3, 4, 5, and 6, Twp. 4 N., Rng. 65 W., and §§ 14, 22, 23, 24, 25, 26, 27, 28, 31, 32, 33, and 34, Twp. 5 N., Rng. 65 W., and §§ 7, 16, 19, and 27, Twp. 5 N., Rng. 64 W. of the 6th P.M., Weld County. (Map D is provided in the ditch-wide analysis.) One share of Union Ditch Company owned by UWAG will have its use changed as set forth hereinafter in paragraph 4 so it can be run into the recharge sites listed herein and used for augmentation and recharge purposes. One hundred twenty-seven (127) shares of Union Ditch Company owned by UWAG well members and nine (9) shares of the capital stock of the Union Ditch Company owned by Gary Alles (3), Susan Alles (1), Ted Buderus (1), Bill Jerke (2), and Howard Moran (2) will also be quantified in this case. Until the shares are actually used for augmentation or a purpose other than irrigation as provided in a new application filed with District Court, Water Division No. 1, these shares will continue to be used by the owners of said shares for irrigation. So long as the changed shares continue to be used only for irrigation purposes and have not been used for augmentation or recharge purposes, then diversions for irrigation use will not be limited by the volumetric limits of the Decree entered in this case. After a changed share is first used for any of the changed uses, all subsequent use, including irrigation, of each changed share shall be subject to the monthly, annual and long-term average (10 year) volumetric limits on deliveries as shown in the table set forth herein. Front Range Feedlots has 4 shares of Union Ditch Company that it changed the use of to augmentation in District Court, Water Division 1, Case No. 06CW114, that will be quantified in this case based upon a ditch-wide analysis. Union Ditch Farm Headgate Delivery Limits (units = acre-feet)

Nov Dec Jan Feb Mar Apr May Jun Jul Aug Sep Oct

Monthly 3.8 0.0 0.0 0.0 7.5 11.7 16.0 21.5 22.8 21.3 16.6 15.0 Avg. Annual 76.5 Max. Annual 96.6 10-yr Average 83.2

4. Change Sought: During times when there is insufficient replacement water available for this Plan of Augmentation, applicant may bypass the water associated with certain of the 127 shares belonging to the well members. UWAG members will dedicate an appropriate number of shares of Union Ditch Company they own and dry up an appropriate number of acres of farm ground under the Union Ditch and change the use of these shares for augmentation purposes. To prevent injury to other water rights, and to prevent expanded use of the senior water rights, a portion of the above well members’ farm ground will be temporarily dried up on a seasonal basis whenever such bypass occurs. Return flow obligations for these changed shares shall be accounted for and replaced. The use of the shares shall be for augmentation, replacement, exchange, irrigation, domestic, municipal, commercial, industrial, fire protection, watering of livestock, recreational, piscatorial, wildlife propagation, storage, and other uses approved by the Court. The maps designating historic irrigated acreage, currently irrigated acreage and formerly irrigated lands currently dried-up and removed from irrigation under the Union Ditch Company system as provided in the ditch-wide analysis will be incorporated into the Decree entered in this case. Applicant or any other owner of shares in the Union Ditch Company system may rely on the findings made herein regarding historic consumptive use, amount and location of use and dried-

up historically irrigated acreage and related matters determined herein in any future applications for change of use of the subject water rights reflected by Union Ditch Company shares, which determinations shall be res judicata in the absence of showing of subsequent events which were not addressed by this Court herein and which are germane to the question of injury. See Concerning Application for Water Rights of Midway Ranches Property Owners’ Association, 938 P.2d 515, 526 (Colo. 1997). 04CW143 (W-5205) (W-5205-79) (83CW125) (87CW097) (95CW149) Tucson Water Company, Inc., 12490 Salem Street, Henderson, CO 80640. APPLICATION FOR FINDING OF REASONABLE DILIGENCE AND TO MAKE ABSOLUTE IN ADAMS COUNTY. Attorney for Applicant: Gilbert Y. Marchand, Jr., #19870, Gilbert Y. Marchand, Jr., P.C., 2737 Mapleton Avenue, Suite 202, Boulder, CO 80304, 303-444-4256, gym@gymlaw.com. Introductory remarks: An application for finding of reasonable diligence and to make absolute was filed on May 28, 2004. An amended application was filed on October 27, 2004. No statements of opposition were filed, and the water court referee entered a ruling on May 4, 2005. The ruling granted the request for a finding of reasonable diligence and to make absolute an additional 40 gallons per minute (“gpm”) of the water right associated with Tucson Well No. 2 described herein. No protests were filed to the referee’s ruling. For unknown reasons, the ruling was not signed by the Judge, and the case therefore remains open. In a case management order entered on June 16, 2010, modified by minute order on July 9, 2010, the court ordered applicant to submit this second amended application by October 14, 2010. The order stated that the second amended application should be a superseding application that replaces the original application in 04CW143 and the amended application filed on October 27, 2004. The order also stated that the second amended application should contain such additional claims to make absolute as the applicant desires. Therefore, the following second amended application is being submitted. 1. Name, address, and telephone number of applicant: Tucson Water Company, Inc. (“Tucson”), 12490 Salem Street, Henderson, CO 80640, (303) 654-9879. 2. Names of structures and description of conditional water rights: 2.A. Bankers Land Company Well No. 1-0420 (permit no. 420-R). A water right for this well in the amount of 0.533 cubic feet per second (“cfs”), absolute, and 0.355 cfs, conditional, with an appropriation date of August 1, 1946, was granted in Case No. W-5205 in a decree entered by the District Court, Water Division No. 1, on June 17, 1975. Decrees finding diligence in the completion of the appropriation associated with this water right were entered by this Court in Case Nos. W-5205-79, 83CW125, 87CW097, and 95CW149. The decreed location of the well is in the SW1/4 NW1/4 of Section 36, Township 1 South, Range 67 West, of the 6th P.M., Adams County, Colorado, at a point 2050 feet South and 850 feet East of the northwest corner of said Section 36. The decreed use of water from the well is irrigation of approximately 137 acres in the NW1/4 of said Section 36 (including 57 “absolute” acres, and 80 “conditional” acres). The source is groundwater tributary to the South Platte River. Depth: 48 feet. 2.B. Bankers Land Company Well No. 2-0421 (permit no. 421-RR). A water right for this well in the amount of 0.333 (“cfs”), conditional, with an appropriation date of August 1, 1951, was granted in Case No. W-5205 in a decree entered by the District Court, Water Division No. 1, on June 17, 1975. Decrees finding diligence in the completion of the appropriation associated with this water right were entered by this Court in Case Nos. W-5205-79, 83CW125, 87CW097, and 95CW149. The decreed location of the well is in the SE1/4 NW1/4 of Section 36, Township 1 South, Range 67 West, of the 6th P.M., Adams County, Colorado, at a point 2000 feet South and 1425 feet East of the northwest corner of said Section 36. The location of the replacement well is 2017 feet South and 1528 feet East of same northwest corner. The decreed use of water from the well is irrigation of approximately 137 acres in the NW1/4 of said Section 36 (including 57 “absolute” acres, and 80 “conditional” acres). The source is groundwater, tributary to the South Platte River. Depth: 99 feet. 3. Detailed outline of what has been done toward completion of

the appropriations, including expenditures: Bankers Land Company Well No. 1-0420 (hereinafter “Tucson Well No. 1”) has at one time operated as the only source of irrigation water to the 57 acres serviced by Tucson within the NW1/4 of Section 36. Since the time of previous diligence Case No. 95CW149, there have been a few additional improvements: (1) A fire hydrant was added by volunteers as part of an eagle scout project to provide the Brighton Fire Department with a high volume water source to refill its tankers during fire emergencies in the immediate area, cost $1,200. (2) During remodeling of the community grade school, Henderson Elementary also installed a fire hydrant at the request of the BFD. Routine maintenance at this well has included leak repair for the pressurized 3 inch PVC distribution system and the replacement (by R&R Well & Pump of Greeley) of submersible pumps, motors, check valves and pipes for the well supply system at an expense of $8,328. Tucson has performed preliminary engineering studies and cost benefit analysis toward a replacement well(s) to provide additional water development at this well site which is now almost 60 years old. Throughout the period from 1995-2010, a continuous augmentation plan for the water rights associated with both this well and the second well below has been maintained by contract with Central Colorado Water Conservancy District at a cost of approximately $5,391. A replacement well was drilled for Bankers Land Company Well No. 2-0421 (permit no. 421-RR) (hereinafter “Tucson Well No. 2”), and it is now providing beneficial use to up to 57 acres of the NW1/4 of Section 36, supplementing the primary well (Tucson Well No. 1) by providing an additional 150 gpm of pressurized water to the common irrigation distribution system. The installed pumping system is capable of delivering the full 150 gpm appropriated to this well, and the full 150 gpm has actually been pumped and put to beneficial use on a somewhat regular basis since approximately July 2007. In July 2003, a replacement well permit for Tucson Well No. 2 was applied for and received from the State Engineer’s Office, permitted as Well No. 421-RR (cost $200). New 200A electrical service was ordered and installed from the United Power, REA, at a cost of $2,751. An electrical permit from the state electrical board was obtained allowing Tucson to install its own electrical system (total cost of $1,300 in permits and materials and $750 in donated labor). An underground concrete vault (6 feet x 6 feet x 12 feet) for housing the pump’s electrical control system and 3 inch pressurized PVC plumbing, valve, and water metering system was obtained from Vaughn Concrete at a cost of $4,196. As a good neighbor, Vaughn discounted the vault cost by almost $4,000. Donated labor and heavy equipment time valued at $1,465 was provided for excavation/backfill, the installation of the concrete vault and its internal electrical, ventilation, and plumbing systems. Over 400 hours of deeply discounted consulting and construction fees were donated at a value of $16,000. Plumbing, required safety equipment, and water meter material costs for the vault and connection to the existing 3 inch pressurized irrigation system totaled approximately $4,269. John’s Drilling of Henderson was paid $4,408 for the drilling, casing installation, gravel pack and development of the new well. In addition, Tucson paid $3,380 directly (to 2M Supply) for the Johnson well screen and silica sand. KK Pumps of Henderson was paid $11,874 for the installation of the 15HP Hitachi 3-phase Motor, 150 gpm Grundfos pump, 80A - 230V Yaskawa VFD electrical motor controller and related plumbing and wiring costs. The Variable Frequency Drive control system allows the well’s pump/motor to be adjusted down to match the maximum production well yield (currently 150 gpm). Additional consulting, labor charges, volunteer gift certificates, miscellaneous vendor’s materials and small gifts bring the total costs for the new replacement well to $38,822. About $22,215 was saved in donated labor and materials. During this project, Tucson negotiated with the State to allow Tucson to operate as a private well driller and private pump installer to operate within the law and save on outside labor costs. In the time period between the filing of the original application and this second amended application (May 28, 2004 through September 2010), Tucson has continued to operate and maintain the two wells and the associated irrigation system. The total amount of expenditures in this time period related to irrigation system upgrades is $28,694.38, and the total amount of expenditures in this time period related to irrigation system

operation and maintenance is $30,867.79. A spread sheet describing and reflecting such expenditures is being submitted with the second amended application being filed with the court. Additionally, Tucson filed its own supplemental augmentation plan related to the two subject wells. Tucson has incurred $42,978.05 in engineering fees related to that plan (including substitute water supply plans), and $8,482.70 in attorney fees related to that plan (Case No. 08CW23). A spread sheet reflecting such expenditures is attached to the second amended application being filed with the court. 4. If claim to make absolute: 4.A. Date water applied to beneficial use, amount and type of use: Beginning April 14, 2004, 40 gpm has been pumped from Tucson Well No. 2 and placed to irrigation use within the above-described 57 acres in the NW1/4 of Section 36. This amount of 40 gpm was made absolute in the May 4, 2005 ruling entered herein. Since approximately July 2007, 150 gpm has been pumped from Tucson Well No. 2 and placed to irrigation use within the same area. Applicant believes that there were free river periods at times when it pumped at 150 gpm. The water right for Tucson Well No. 2 should be made fully absolute. 4.B. Description of place where water is applied to beneficial use: NW1/4 of Section 36, Township 1 South, Range 67 West, 6th P.M., Adams County, Colorado, on landscaping, lawns and gardens at 36 home sites in Tucson Estates Subdivision; during this diligence period, Tucson’s well water was also used for landscaping (primarily playgrounds) of Henderson Elementary School, Adams County School District 27-J, immediately west of the Tucson Estates Subdivision, also in the NW1/4 of Section 36, totaling 57 acres, but such use is no longer active. In addition, a fire hydrant is available for the Brighton Fire Department to refill its tankers for emergencies. A map marking the location of such irrigated acreage is already in the Court’s file for this case. 5. Name(s) and address(es) of owner(s) or reputed owners of the land upon which any new diversion or storage structure, or modification to any existing diversion or storage structure, is or will be constructed or upon which water is or will be stored, including any modification to the existing storage pool: Not applicable. WHEREFORE, Tucson requests the Court to enter a decree making fully absolute the water right for Tucson Well No. 2, finding that Tucson has shown reasonable diligence in the completion of the appropriations associated with the water rights for Tucson Well Nos. 1 and 2, continuing such water rights in full force and effect including previous amounts made absolute, and for such other relief deemed appropriate in the circumstances. THE WATER RIGHTS CLAIMED BY THESE APPLICATIONS MAY AFFECT IN PRIORITY ANY WATER RIGHTS CLAIMED OR HERETOFORE ADJUDICATED WITHIN THIS DIVISION AND OWNERS OF AFFECTED RIGHTS MUST APPEAR TO OBJECT WITHIN THE TIME PROVIDED BY STATUTE OR BE FOREVER BARRED. YOU ARE HEREBY NOTIFIED that any party who wishes to oppose an application, or an amended application, may file with the Water Clerk, P. O. Box 2038, Greeley, CO 80632, a verified Statement of Opposition, setting forth facts as to why the application should not be granted, or why it should be granted only in part or on certain conditions. Such Statement of Opposition must be filed by the last day of December 2010 (forms available on www.courts.state.co.us or in the Clerk’s office), and must be filed as an Original and include $158.00 filing fee. A copy of each Statement of Opposition must also be served upon the Applicant or Applicant’s Attorney and an affidavit or certificate of such service of mailing shall be filed with the Water Clerk.