DIVISION 5 WATER COURT-NOVEMBER 2007 RESUME 1. PURSUANT TO C.R.S., §37-92-302, AS AMENDED, YOU ARE NOTIFIED THAT THE FOLLOWING PAGES COMPRISE A RESUME OF THE APPLICATIONS AND AMENDED APPLICATIONS FILED WITH THE WATER CLERK FOR WATER DIVISION 5 DURING THE MONTH OF NOVEMBER 2007. 07CW196 PITKIN COUNTY, Sopris Creek, tributary to Roaring Fork River, Sopris Mountain Ranch Homeowners Association, c/o David C. Hallford, Esq. and Scott Grosscup, Esq., Balcomb & Green, P.C., P. O. Drawer 790, Glenwood Springs, CO 81602, (970) 945-6546. APPLICATION FOR CHANGES OF WATER RIGHTS. This Application requests: changes of the type and place of use of portions of the Sloss Ditch, Buffalo Ditch, Buffalo Ditch Nos. 1 through 7, Highland No. 2 Ditch, and Pearson Ditch water rights, currently decreed for irr. use, to also allow alternate uses for fire protection, stock watering, aesthetic, piscatorial, recreation and augmentation of such uses; an alternate point of diversion for Sloss Ditch water rights at the Highland No. 2 Ditch and an alternate place of use of Sloss Ditch rights on Applicant’s property and upon the properties of its members irrigated by the Highland No. 2 Ditch; change of the rights from direct flow to direct flow and storage in existing and future ponds located on Applicant’s property and upon the properties of its members; and changes of the place of use of a portion of the rights from some of the historically irrigated lands that have been removed from irrigation to use for landscape irrigation within lots of its members and within future areas within the Sopris Mountain Ranch. The Sopris Mountain Ranch is generally located in Secs. 27, 28, 29, 32, 33, and 34, T. 8 S., R. 87 W. of the 6th P.M. in Pitkin Cty., Colorado. Maps and diversion records are attached to Application on file with the Water Ct. Water Rights to be Changed. Sloss Ditch, Priorities Nos. 71, 162, and 541. Case Nos: Priority No. 71: C.A. 132, Priority No. 162: C.A. 132, Priority No. 541: C.A. 4033. Date Decree entered: Priority No. 71: May 11, 1889, Garfield Cty. Dist. Ct. Priority No. 162: May 11, 1889, Garfield Cty. Dist. Ct. Priority No. 541: October 24, 1952, Garfield Cty. Dist. Ct. Decreed point of diversion: West bank of the west branch of Sopris Creek, about seven miles from the mouth of said Creek, also described as whence the NW corner of Sec. 33, T. 8 S., R. 87 West of the 6th P.M. bears N. 32 degrees 55’ West, 4,440.98 ft. Source: Sopris Creek. Amounts: 12.66 cfs, abs. (amt. to be changed: 1.48 cfs). Priority No. 71: 2.5 cfs, Priority No. 162: 2.3 cfs, Priority No. 541: 7.86 cfs. Approp. Dates: Priority No. 71: June 30, 1883, Priority No. 162: August 15, 1886, Priority No. 541: August 8, 1947. The Sloss Ditch has historically irrigated approx. 195.82 acres of the Sopris Mountain Ranch located in Secs. 32, 33, and 28, T. 8 S., R. 87 West. Average diversions total 976 a.f. per year. Lands under the Sloss Ditch have been used to grow alfalfa (40 percent of the irrigated lands) and pasture grass (60 percent of the irrigated lands). Crop demands were calculated using the Modified Blaney-Criddle analysis for pasture grass and alfalfa. The consumptive use per acre of lands irrigated by the Sloss Ditch is 1.37 a.f. per acre. Approx. 22.83 acres of land historically irrigated by the Sloss Ditch have been dried up in recent years as a result of new construction and the placing these lands in conservation resulting in 31.36 a.f. of consumptive use credits per year. Buffalo Ditch, Priority No. 123, Case No.: Civil Action No. 350. Date Decree entered: April 28, 1890, Garfield Cty. Dist. Ct. The decreed pt. of diversion for the Buffalo Ditch is the west branch of the west fork of Sopris Creek, located on the north bank of said creek on the NE1/4 of Sec. 32, T. 8 S., R. 87 west of the 6th P.M. Source: Buffalo Creek. Amt: 0.5 cfs, abs. (amt. to be changed: 0.16 cfs). Approp. Date: June 5, 1885. The Buffalo Ditch has historically irrigated approx. 29.94 acres of pasture grasses on land located in the north half of Section 32, Average diversions total 338 a.f. per year. New development and the placement of 9.11 acres in permanent conservation have resulted in the dry-up of 9.36 acres of the historically irrigated areas under this water right. Crop demands for the lands historically irrigated by the Buffalo Ditch were calculated using the Modified Blaney-Criddle analysis for pasture grasses. The consumptive use per acre of these lands irrigated is 1.26 a.f. per acre resulting in 11.76 a.f. of consumptive use per year. Buffalo Ditch Nos. 1 through 7, Priority No. 536. Case No.: C.A. No. 4033. Date Decree entered: October 24, 1952, Garfield Cty. Dist. Ct. The Buffalo Ditch Nos. 1 through 7 have the following alternate pts. of diversion: Ditch No. 1: Whence the NE Corner of Sec. 32, T. 8 S., R. 87 W. of the 6th P.M. bears N. 58 degrees 57’ East 3,072.8 ft. Ditch No. 2: Whence the NE Corner of Sec. 32, T. 8 S., R. 87 W. of the 6th P.M. bears N. 56 degrees 22’ East 2,426.3 ft. Ditch No. 3: Whence the NE Corner of Sec. 32, T. 8 S., R. 87 W. of the 6th P.M. bears N. 54 degrees 28’ East 2,189.0 ft. Ditch No. 4: Whence the NE Corner of Sec. 32, T. 8 S., R. 87 W. of the 6th P.M. bears N. 47 degrees 04’ East 2,083.3 ft. Ditch No. 5: Whence the NE Corner of Sec. 32, T. 8 S., R. 87 W. of the 6th P.M. bears N. 41 degrees 40’ East 1,112.0 ft. Ditch No. 6: Whence the NE Corner of Sec. 32, T. 8 S., R. 87 W. of the 6th P.M. bears N. 24 degrees 23’ East 947.9 ft. Ditch No. 7: Whence the NE Corner of Sec. 32, T. 8 S., R. 87 W. of the 6th P.M. bears N. 7 degrees 24’ East 757.7 ft. Source: Buffalo Creek. Amt: 2.5 cfs, abs. (amt. to be changed: 0.78 cfs). Approp. Date: August 3, 1947. The Buffalo Ditch Nos. 1 through 7 historically irrigated the same land irrigated by the Buffalo Ditch. Diversions under these water rights were reported under the Buffalo Ditch prior to 1997. The amt. of dry-up and claimed consumptive use credit are accounted for under the Buffalo Ditch. Highland No. 2 Ditch, Priority Nos. 180 and 191. Case No.: C.A. No. 132. Date Decree entered: May 11, 1889, Garfield Cty. Dist. Ct. Decreed pt. of diversion: East Bank of West Sopris Creek, about 5 miles from where it forks with South Sopris Creek, also described as being in Lot 3, Sec. 33, T. 8 S., R. 87 W., of the 6th P.M., whence the NE corner of said Sec. 33 bears N. 43 degrees, 3’ east 3197.8 ft. Source: West Sopris Creek. Amt: Applicant owns 3 cfs out of a total of 5.61 cfs, abs. (amt. to be changed: 0.66 cfs): Priority No. 180: 2 cfs, Priority No. 191: 1 cfs. Approp. Date: Priority No. 180: June 8, 1887, Priority No. 191: June 5, 1888. The Highland No. 2 Ditch is decreed for a total of 5.61 cfs, of which the Applicant owns the entire amt. decreed to Priority No. 180, and one cfs of priority No. 191. Average diversions total 374 a.f. per year. Approx. 28.08 acres of Applicant’s land have been irrigated by this water right in recent history. New development has resulted in the permanent dry-up of 6.17 acres of the 28.08 acres. Crop demands for the lands historically irrigated by the Highland No. 2 Ditch were calculated using the Modified Blaney-Criddle analysis for pasture grasses. The consumptive use per acre of these lands irrigated is 1.17 a.f. per acre resulting in 7.24 a.f. of consumptive use credits per year. Pearson Ditch, Priority No. 632. Case No.: C.A. No. 4033, 06CW141. Date Decree entered: October 24, 1952, Garfield Cty. Dist. Ct. Decreed pt. of diversion: NE1/4 NE1/4 NE1/4, T. 9 S., R. 87 West, 6th P.M., Pitkin Cty. Colorado at a point whence the NE corner of Sec. 3, T. 9 S., R. 87 West, 6th P.M. bears N. 47

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degrees 01’ East 900 ft. That description can be restated as follows: 614 ft. from the N. sec. line and 658 ft. from the east sec. line of Sec. 3, T., 9 S., R. 87 West, 6th P.M. Source: Dry Creek tributary to Sopris Creek. Amt.: 2 cfs, abs. (amt. to be changed: 1.13 cfs). Approp. Date: October 10, 1951. As found in Case No. 06CW141, the Pearson ditch has been used to irrigate 44.3 acres located in the SE1/4 SE1/4 of Sec. 28, the SW1/4 of Sec. 27, the N1/2 of Sec. 33, and the N1/2 of Sec. 34, all in T. 8 S., R. 87 West, 6th P.M., Pitkin Cty., Colorado. Average diversions total 490 a.f. per year. Crop demands were calculated using the Modified Blaney-Criddle analysis for pasture grasses. The consumptive use per acre of lands irrigated by this water right is 1.18 a.f. per acre. Applicant proposes to permanently dry-up 14.20 acres of land historically irrigated by the Pearson Ditch resulting in 16.75 a.f. of consumptive use credits per year. Changes Requested: Alternate Point of Diversion and Change of Place of Use – Sloss Ditch. 1) Applicant requests to add an alternate point of diversion for up to 3 cfs of the Sloss Ditch at the Highland No. 2 Ditch and to change the place of use of the Sloss Ditch to include both lands under the Sloss Ditch and an alternate place of use on lands historically irrigated by the Highland No. 2 Ditch, generally located in Sections 27, 28 and 33, Township 8 South, Range 87 West, of the 6th P.M. and for delivery of Sloss Ditch consumptive use credits to lots to be served by the Highland No. 2 Ditch. 2) Applicant requests to change the type of use, place of use, and method of use for the consumptive use credits attributed to the changed Sloss Ditch, Buffalo Ditch, Buffalo Ditch Nos. 1 through 7, Highland No. 2 Ditch and the Pearson Ditch Water rights. The following table describes the distribution of the historical consumptive use credits for the surface water rights to be changed.

Month Sloss Ditch Buffalo Ditch Highland No. 2 Pearson Ditch Total April 0.02 0.06 0.05 0.00 0.12 May 3.44 1.63 0.91 2.32 8.30 June 8.88 3.85 2.64 5.50 20.87 July 10.01 3.97 2.44 4.90 21.32 August 6.06 1.30 0.88 2.43 10.68 September 2.59 0.73 0.25 1.22 4.80 October 0.36 0.23 0.06 0.37 1.02 Total 31.36 11.76 7.24 16.75 67.11

The total volumetric amt. of water to be changed is an average of 67.11 a.f. per irrigation season, which constitutes the historical consumptive use from the removal from irrigation (“dry-up”) attributed to the Sloss Ditch, Buffalo Ditch, Buffalo Ditch Nos. 1 through 7, Highland No. 2 Ditch, and Pearson Ditch water rights. Applicant requests to change these water rights to include both their decreed irr. use and alternative uses for fire protection, stockwatering, aesthetic, piscatorial, recreation and aug. of such uses. Applicant requests to change the place of use for the consumptive use credits available to the Sloss Ditch, Buffalo Ditch, Buffalo Ditch Nos. 1 through 7, Highland No. 2 Ditch, and Pearson Ditch from pasture lands historically irrigated by those rights to landscape irrigation on several properties that lie outside of the historically irrigated lands but all within the Ranch boundary as described herein. Irrigation within the identified locations will be no greater than 0.25 acre per lot on average. The legal descriptions for potential landscape irrigation are provided in Exhibit H on file with Water Ct. The new lands to be irrigated are described as follows: A. Sloss Ditch. Consumptive use credits attributed to the dry-up under the Sloss Ditch will be used for lawn and landscape irrigation on land not located within the historically irrigated areas. The parcels are known as Lot 5, Lot 6, Lot 8, Lot 13, Lot 14, Lot 15, Lot 23 and Lot 28. Credits available to the Sloss Ditch from the dry-up of historically irrigated lands may also be diverted at the Highland No. 2 Ditch for use at the several properties described as Lot 1, Lot 3, Lot 4, Lot 7, Lot 29, Lot 30, and Lot 31. Credits available to the Sloss Ditch may be delivered through the Sloss Ditch into Buffalo Creek where it will then be delivered through the Martin No 1 Ditch to Lot 6. The headgate for the Martin No. 1 Ditch is located at a point north 73 degrees 9’ West of the quarter corner common to Sections 28 and 33, 1528 ft., T. 8 S., R. 87 W. of the 6th P.M. B. Buffalo Ditch. Historical consumptive use credits attributed to the dry-up under the Buffalo Ditch will be used for lawn and landscape irrigation on land not located within the historically irrigated areas. These parcels are known as Lot 11, Lot 52, and Lot 53. C. Highland No. 2 Ditch. Historical consumptive use credits attributed to the dry-up under the Highland No. 2 Ditch will be used for lawn and landscape irrigation on lands not located within the historically irrigated areas. These parcels are known as Lot 1, Lot 3, Lot 4, Lot 7, Lot 29, Lot 30, and Lot 31. D. Pearson Ditch. Historical consumptive use credits attributed to the dry-up under the Pearson Ditch will be used for lawn and landscape irrigation lands not located within the historically irrigated areas. These parcels are known as Lot 32, Lot 33, Lot 34, Lot 35, Lot 36, Lot 37, Lot 40, Lot 41, Lot 42, Lot 45, Lot 49, Lot 50 and Lot 51. Applicant requests to change the rights from direct flow to direct flow and storage in ponds to be located on Applicant’s property and upon the properties of its members. The historical consumptive use credits will be stored in the ponds when such credits are available and water stored in the ponds may be subsequently used for irrigation, fire protection, stockwatering, aesthetic, piscatorial, recreation and augmentation of such uses. Applicant has identified 32 residential lots on which ponds have been or may be constructed and filled using the historical consumptive use credits changed herein. The lots will be limited to one pond per lot with a max. capacity not to exceed 0.25 a.f. on average, and total number of ponds covered by this change will not exceed 32 ponds, all of which shall be lined so as not to percolate or intercept ground water. The surface area of each pond is estimated at 1,800 square feet (0.04 acre) on average, with estimated yearly evaporation from each respective pond equal to 0.15 a.f.. The rate of fill for each pond will be limited to the decreed rate of the respective ditch’s changed rights that will provide water to the pond and described above. The total surface area of these 32 ponds shall not exceed 1.32 acres. A. Sloss Ditch Ponds.

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Historical consumptive use credits attributed to the Sloss Ditch water rights changed herein from direct flow diversions to include both direct flow and storage water for subsequent beneficial uses will be stored in several storage ponds to be located and constructed on the properties of several members as described below. These parcels are known as Lot 5, Lot 6, Lot 8, Lot 9, Lot 10, Lot 12, Lot 13, Lot 14, Lot 23 and Lot 28. Credits available to the Sloss Ditch may also be delivered through the Sloss Ditch into Buffalo Creek where it will then be delivered through the Martin No 1 Ditch to Lot 6. Credits available to the Sloss Ditch from the dry-up of historically irrigated lands may also be diverted at the Highland No. 2 Ditch for use at the several properties described as Lot 1, Lot 3, Lot 4, Lot 7, Lot 29, Lot 30, and Lot 31. B. Buffalo Ditch Ponds. Historical consumptive use credits attributed to the Buffalo Ditch water rights changed herein from direct flow diversions to include both direct flow and storage water for subsequent beneficial uses will be stored in several storage ponds to be located and constructed as described below. These parcels are known as Lot 11, Lot 52, and Lot 53. C. Highland No. 2 Ditch Ponds. Historical consumptive use credits attributed to the Highland Ditch No. 2 water rights from direct flow diversions to include both direct flow and storage water for subsequent beneficial uses will be stored in several storage ponds to be located and constructed as described below. These parcels are known as Lot 1, Lot 3, Lot 4, Lot 7, Lot 30, and Lot 31. D. Pearson Ditch Ponds. Historical consumptive use credits attributed to the Pearson Ditch water right from direct flow diversions to include both direct flow and storage water for subsequent beneficial uses will be stored in several storage ponds to be located and constructed as described below. These parcels are known as Lot 32, Lot 33, Lot 34, Lot 35, Lot 36, Lot 37, Lot 40, Lot 41, Lot 42, Lot 45, Lot 49, Lot 50, and Lot 51. Applicant also intends to construct one pond to be located on Lot 10 within the SW1/4 NW14 of Sec. 33 or the SE1/4 NE1/4 of Sec. 32, T. 8 S., R. 87 W of the 6th P.M. This pond will have a surface area not to exceed 5.0 acres and capacity of 45 a.f. Permanent Dry-up. Applicant has permanently dried-up 22.83 acres of land historically irrigated by the Sloss Ditch resulting in 31.36 acre feet of consumptive use credits. Applicant has permanently dried-up 9.36 acres of land historically irrigated by the Buffalo Ditch resulting in 11.76 a.f. of consumptive use credits. Applicant has permanently dried-up 6.17 acres of land historically irrigated by the Highland No. 2 Ditch resulting in 7.24 a.f. of consumptive use credits. Applicant has permanently dried-up 14.20 acres of land historically irrigated by the Pearson Ditch resulting in 16.75 a.f. of consumptive use credits. Names and addresses of owners or reputed owners of the land upon which any new diversion or storage structure, or modification to any existing diversion or storage structure is or will be constructed or upon which water is or will be stored, including any modification to the existing storage pool: Lot 1 Pond: Constance J. Nagle Trust and Mark A Nagle Trust, 1010 Spring Lake, Lake Forest, IL 60045; Lot 3 Pond: Cynthia Knight Revocable Trust, 4793 Rolling View Dr., Akron, OH 44333; Lot 4 Pond: Norman & Laura Clasen, 0160 Spring Creek Rd., Basalt, CO 81621; Lot 5 Pond: Applicant; Lot 6 Pond: Paul and Laura Sturz, 6 Autumn Ridge, Pound Ridge, NY 10576; Lot 7 Pond: Hans & Jill Roeschel, 50 Spring Creek Rd., Basalt, CO 81621; Lot 8 Pond: John Glismann, P.O. Box 4999, Aspen, CO 81612; Lot 9 Pond: James & Gay McGuckin, 3200 Santa Clara SE, Albuquerque, NM 87106; Lot 10 Pond: Applicant; Lot 11 Pond: Gale Vagneur Gates, 4950 W. Sopris Crk Rd., Basalt, CO 81621; Lot 12 Pond: Jan F. and Betty K. Rietdijk, 20026 Legend Oak Drive, Humble, TX 77346; Lot 13 Pond: Huffman Macy Family Trust 1/3, 7235 Senada Rd., Los Angeles, CA 90068; Lot 14 Pond: Ann & Tom Korologos, Hinman Straub PC, 121 State St., Albany NY 12207; Lot 23 Pond: Henry Lambert, 225 Girod St., New Orleans, LA 70130; Lot 28 Pond: Douglas & Barbara Sheffer, P.O. Box 2763 Basalt, CO 81612; Lot 30 Pond: Andrew C. Russell, 3100 Dominion Tower, #3100, 625 Liberty Av. Pittsburg, PA 15222; Lot 31 Pond: Richard & Sally Russo, 5555 S. Steele St., Greenwood Village, CO 80121; Lot 32 Pond: Collier Weiner & Patti Bernard, 2726 Bissonnet Blvd, #240-50, Houston, TX 77005; Lot 33 Pond: Marta T. Riordan, James M. Boyle, 0016 Sage Rim Circle, Basalt, CO 81621; Lot 34 Pond: Susan R. Halle Property Trust, c/o Peggy Lang, 20225 N. Scottsdale Rd., Scottsdale, AZ 85255; Lot 35 Pond: William and Lillian Schneider, 29 Waterford Lake, The Woodlands, TX 77381; Lot 36 Pond: Donald Fleisher, P.O. Box 4797, Basalt, CO 81621; Lot 37 Pond: Craig H. Sakin, 157 Beaver Dam Road, Katonah, NY 10536; Lot 40 Pond: Mary & Robert Rose, 4000 Sopris Mt. Ranch Rd., Basalt, CO 81621; Lot 41 Pond: Judy Joann Kates Egan Trust, PO Box 3285, Basalt, CO 81621; Lot 42 Pond: Michael Morgan, 3949 Austin Rd., Brawley, CA 92227; Lot 45 Pond: Keysha L. Bailey and Joseph Deery, 1301 Old Heron Road, Basalt, CO 81621; Lot 49 Pond: Bonnie M. Kloosterman Trust, P.O. Box 4360, Basalt, CO 81621; Lot 50 Pond: Christina E. Brumder, 2240 Old Heron Road, Basalt, CO 81621; Lot 51 Pond: Richard V. Filippini, 680 Picacho Lane, Montecito, CA 93108; Lot 52 Pond: Invercauld LLC, 1177 West Loop South, #1725, Houston, TX 77027; Lot 53 Pond: Pierre Louis Follari & Louise Marie Petosa, 16 Barney Park, Irvington, NY 10533. (28 pages) YOU ARE HEREBY NOTIFIED THAT YOU HAVE until the last day of JANUARY 2008 to file with the Water Clerk in quadruplicate a verified statement of opposition setting forth facts as to why this application should not be granted or why it should be granted in part or on certain conditions. A copy of such statement of opposition must also be served upon the applicant or the applicant’s attorney and an affidavit or certificate of such service shall be filed with the Water Clerk, as prescribed by Rule 5, CRCP. (Filing Fee: $90.00) KATHY HALL, Water Clerk, Water Division 5; 109 8th Street, Suite 104 Glenwood Springs, CO 81601 2. PURSUANT TO C.R.S., §37-92-302, AS AMENDED, YOU ARE NOTIFIED THAT THE FOLLOWING PAGES COMPRISE A RESUME OF THE APPLICATIONS AND AMENDED APPLICATIONS FILED WITH THE WATER CLERK FOR WATER DIVISION 5 DURING THE MONTH OF NOVEMBER 2007. 07CW197 Garfield County, Roseman Ditch, Colorado River. Application for Finding of Reasonable Diligence. Donald M. and Barbara L. Chaplin, c/o Jefferson V. Houpt, Beattie, Chadwick & Houpt, LLP, 932 Cooper Avenue, Glenwood Springs, CO 81601. (970) 945-8659. Puddin’s Pond. Decreed: 5/30/1995, Case No. 94CW30. Location: SW1/4 NE1/4 of Sec 1, T 6 S, R 92 W, 6th P.M. The

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outlet is located 1340 ft W of the E Sec line and 2200 ft S of the N Sec line of said Sec 1. Source: Seepage from Roseman Ditch, trib to the Colorado River. Appropriation date: 10/31/1988. Amount claimed: 2.0 af, conditional. Uses: Aesthetic, wildlife propagation, stockwater and erosion control purposes. Maximum height of dam: 8.5 ft. Length of dam: 35 ft. Total capacity of reservoir: 2.0 af. Active capacity: 1.5 af. Dead storage: 0.5 af. (4 pages) YOU ARE HEREBY NOTIFIED THAT YOU HAVE until the last day of JANUARY 2008 to file with the Water Clerk in quadruplicate a verified statement of opposition setting forth facts as to why this application should not be granted or why it should be granted in part or on certain conditions. A copy of such statement of opposition must also be served upon the applicant or the applicant’s attorney and an affidavit or certificate of such service shall be filed with the Water Clerk, as prescribed by Rule 5, CRCP. (Filing Fee: $90.00) KATHY HALL, Water Clerk, Water Division 5; 109 8th Street, Suite 104 Glenwood Springs, CO 81601 3. PURSUANT TO C.R.S., §37-92-302, AS AMENDED, YOU ARE NOTIFIED THAT THE FOLLOWING PAGES COMPRISE A RESUME OF THE APPLICATIONS AND AMENDED APPLICATIONS FILED WITH THE WATER CLERK FOR WATER DIVISION 5 DURING THE MONTH OF NOVEMBER 2007. 07CW198(99CW276/91CW58) PITKIN COUNTY-CAPITOL CREEK. Judith Ann Byrns; P.O. Box 54; Snowmass, CO 81654 (970)927-4274. JB Pump & Pipeline-Application for Change of Water Right. Decreed Point of Diversion- 1, 200 ft. from south line and 3,000 ft. from west line Southwest ¼ of Southeast ¼ of Sec. 34, T. 8 South, Range 86 West of the 6th P.M. Appropriation: April 15, 1991. Amount: 0.05 cfs. Historic Use: In Case No. 07CW167, irrigation of 1 acre from Capitol Creek via the RMI Pump (0.05 cfs) is claimed. Locations of RMI Pump and original JB Pump & Pipeline are shown in Exhibit A. Proposed change: Alternate point of diversion at RMI Pump irrigation of 1 acre shown in Exhibit B; 0.05 cfs; Applicant has been in communication with RMI and will enter agreement with them. New location: Southwest ¼ of Southeast ¼ of Sec. 34, T. 8 South, Range 86 West of the 6th P.M 5,000 ft. from the north sec. line and 700 ft. from the west sec. line. Name and address of owner 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: RMI, 1739 Snowmass Creek Rd.; Snowmass, CO 81654 and Pitkin County, 530 E. Main St., Aspen, CO 81611. (4 pages) YOU ARE HEREBY NOTIFIED THAT YOU HAVE until the last day of JANUARY 2008 to file with the Water Clerk in quadruplicate a verified statement of opposition setting forth facts as to why this application should not be granted or why it should be granted in part or on certain conditions. A copy of such statement of opposition must also be served upon the applicant or the applicant’s attorney and an affidavit or certificate of such service shall be filed with the Water Clerk, as prescribed by Rule 5, CRCP. (Filing Fee: $90.00) KATHY HALL, Water Clerk, Water Division 5; 109 8th Street, Suite 104 Glenwood Springs, CO 81601 4. PURSUANT TO C.R.S., §37-92-302, AS AMENDED, YOU ARE NOTIFIED THAT THE FOLLOWING PAGES COMPRISE A RESUME OF THE APPLICATIONS AND AMENDED APPLICATIONS FILED WITH THE WATER CLERK FOR WATER DIVISION 5 DURING THE MONTH OF NOVEMBER 2007. 07CW199 TWIN LAKES RESERVOIR AND CANAL COMPANY, P.O. Box 8, Ordway, Co 81063. Telephone: (719) 267-4411. (Mary Mead Hammond, Esq. and Karl D. Ohlsen, Esq., Carlson, Hammond & Paddock, LLC, 1700 Lincoln St., Suite 3900, Denver, CO 80203-4539, (303) 861-9000.) APPLICATION FOR FINDING OF REASONABLE DILIGENCE. 2. Name of Structure: New York Collection Canal Supplement for the Independence Pass Transmountain Diversion System. 3. Describe conditional water right: A. Date of original decree: This application pertains to the New York Collection Canal Supplement (“NYCC Supplement”), which was decreed by this Court in Case No. W-1869 on October 2, 1979. The decree entitles the Twin Lakes Reservoir and Canal Company (the “Twin Lakes Company”) to divert and use flows over and above those originally decreed for the New York Collection Canal by the District Court in and for Garfield County in Civil Action No. 3082, on August 25, 1936 (the “1936 Decree”), but subject to the overall limitation on the Independence Pass Transmountain Diversion System (“IPTDS”) originally appearing in the 1936 Decree that total system diversions through the transmountain tunnel, Tunnel No. 1, shall not exceed 625 c.f.s. The NYCC Supplement, together with the other features of the IPTDS, comprises an integrated project or system. B. Location: Headgate No. 1 of the New York Collection Canal (also known as the New York Gulch Diversion, and designated as Headgate No. 2 of the IPTDS) is located at a point on the east bank of West Fork Gulch, a tributary of Lincoln Creek, which is a tributary of the Roaring Fork River, whence the southwest corner of Section 6, Township 11 South, Range 82 West of the 6th P.M. bears North 58°6' East 24,724.6 feet. Headgate No. 2 of the New York Collection Canal (also known as the Brooklyn Gulch Diversion and designated as Headgate No. 3 of the IPTDS) is located at a point on New York Gulch whence the southwest corner of Section 6, Township 11 South, Range 82 West of the 6th P.M. bears North 57°24' East 23,997.4 feet. Headgate No. 3 of the New York Collection Canal (also known as the Tabor Gulch Diversion and designated Headgate No. 4 of the IPTDS) is located at a point on Tabor Gulch whence the SW¼ of Section 6, Township 11 South, Range 82 West of the 6th P.M., bears North 51°32' East 16,923.1 feet. C. Source: Certain tributaries of Lincoln Creek, a natural stream in former Water District No. 38, including West Fork Gulch, New York Gulch, and Tabor Gulch. D. Appropriation Date: April 30, 1973. E. Amounts (remaining conditional): 20 c.f.s. at Headgate No. 1 from the natural flow of West Fork Gulch; 35 c.f.s. at Headgate No. 2 from the natural flow of New York Gulch and from any other waters

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collected therein upstream on said canal; 61 c.f.s at headgate No. 3 from the natural flow of Tabor Gulch and from any other waters collected therein upstream on said canal. F. Uses: Irrigation, industrial, municipal, commercial, domestic, and all beneficial purposes (including storage for the aforesaid purposes). 4. Detailed outline of what has been done toward completion of the appropriation and application of water to beneficial use. A. The New York Collection Canal has been constructed to the capacity adjudicated to the NYCC Supplement that is the subject of this proceeding, and has diverted, and now diverts water, and the water has been and is applied to beneficial use. Throughout the diligence period the Twin Lakes Company has continued its sustained efforts to divert and apply to beneficial use the entire appropriation conditionally decreed to the NYCC Supplement. In addition, and in furtherance of its continuing efforts to perfect its full appropriation, the Twin Lakes Company has undertaken and performed the following actions in this diligence period: 1. During the diligence period, the Company negotiated, and, on November 30, 2004, entered into, an Agreement with the Southeastern Colorado Water Conservancy District and the Colorado River Water Conservation District regarding operation of the so-called “Twin Lakes Exchange” provided for in the Operating Principles of the Fryingpan-Arkansas Project, and providing for continuing operation of that exchange for a period of ten years from the date of the Agreement. 2. During the diligence period, the Company developed, in consultation with the Division Engineer for Water Division No. 2 and his staff, Operating Principles for operation of its system, including the IPTDS of which the NYCC Supplement is a part, which Operating Principles address operation of the Company’s various decrees, including diversions during the Water Year and accounting for operations. The Operating Principles were adopted by the Company’s Board of Directors on July 14, 2004, and revised on February 3, 2005. 3. During the diligence period, the Company entered into the Interim Agreement for Participation in the Sulphur Gulch Project, a proposed reservoir primarily intended to store and release water for the benefit of endangered fishes in the Colorado River to fulfill the responsibility of Colorado River water users, including the Company, to provide a permanent source of 10,825 acre-feet of water per year to the Recovery Implementation Program for Endangered Fish Species in the Upper Colorado River Basin. 4. In 2002 and 2003 the Company’s engineering consultant performed flow measurements at (a) the New York Collection Canal at the NYCC Headgate No. 3 (aka Brooklyn Gulch Diversion) and the NYCC Headgate No. 4 (aka Tabor Gulch Diversion); (b) the Lincoln Gulch Connection Canal between the outlet of Tunnel No. 2 and Grizzly Reservoir; (c) the Lost Man Diversion Dam (IPTDS Headgate No. 6); and (d) the outfall from Tunnel No. 1 into Lake Creek (showing total System diversions) in order to create or improve ratings curves from which annual diversions are calculated. In addition, he compared and calibrated flow measurements at the discharge of Tunnel No. 1 to the existing Parshall Flume and level transmitter. Further, an improved system for measuring flow at the Tunnel No. 1 discharge has been approved by the Division Engineer for Water Division No. 2 and is awaiting implementation. 5. During the diligence period, the Company replaced the diversion structure at the NYCC Headgate No. 2 (aka the Brooklyn Gulch Diversion). The new structure includes a trash guard/security screen, improvements to the water flow pattern to minimize losses, a spillway to allow diversions while releasing excess flows, and facilities for cleaning and maintaining the new structure. 6. During the diligence period, the Company designed, constructed, and installed a trash guard, and concrete grouted the diversion dam foundation, at NYCC Headgate No. 1 (aka the New York Gulch Diversion). These improvements were designed to minimize leakage at the diversion and minimize head losses through the structure. 7. During the diligence period, the Company designed, fabricated, and installed trash guards/security screens for the Lost Man Canal where it passes beneath Highway 82 (Independence Pass Road), and for the intake of Tunnel No. 2. The new trash guards incorporate design features to streamline water flow through the screen and minimize shock losses so as to maximize diversion capacity. 8. During the diligence period, the Company refurbished the intake to Tunnel No. 1 of the IPTDS, and replaced the trash guard/security screen. The new screen is designed to be self-cleaning and to improve efficiency and reliability. 9. During the diligence period, the Company worked with representatives of the Bureau of Reclamation and others on a design for a new V-notch weir for the discharge end of the outlet of the Roaring Fork Diversion Dam so that water may be passed for the Twin Lakes Exchange during the winter months. 10. The Company has participated as an Objector in approximately 29 cases in Water Division No. 5 during the diligence period in order to protect its decreed water rights, including the water rights conditionally decreed to the NYCC Supplement. B. The Company has expended at least $462,995.00 in legal, engineering, construction, and other expenses in connection with the actions described above during the diligence period. 5. Names and addresses 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: A. United States Forest Service, Aspen Ranger District, 806 West Hallan Street, Aspen, CO 81611. B. United States Bureau of Reclamation, Pueblo Field Office, 610 Pueblo Reservoir Road, Pueblo, CO 81005. WHEREFORE, the Company requests the Court to enter a finding of reasonable diligence in the development of the remaining conditionally decreed portion of the water rights originally decreed to the NYCC Supplement in Case No. W-1869. (6 pages) YOU ARE HEREBY NOTIFIED THAT YOU HAVE until the last day of JANUARY 2008 to file with the Water Clerk in quadruplicate a verified statement of opposition setting forth facts as to why this application should not be granted or why it should be granted in part or on certain conditions. A copy of such statement of opposition must also be served upon the applicant or the applicant’s attorney and an affidavit or certificate of such service shall be filed with the Water Clerk, as prescribed by Rule 5, CRCP. (Filing Fee: $90.00) KATHY HALL, Water Clerk, Water Division 5; 109 8th Street, Suite 104 Glenwood Springs, CO 81601

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5. PURSUANT TO C.R.S., §37-92-302, AS AMENDED, YOU ARE NOTIFIED THAT THE FOLLOWING PAGES COMPRISE A RESUME OF THE APPLICATIONS AND AMENDED APPLICATIONS FILED WITH THE WATER CLERK FOR WATER DIVISION 5 DURING THE MONTH OF NOVEMBER 2007. 07CW200 GARFIELD COUNTY. Coulter Creek, tributary to Roaring Fork River. Coulter Creek Valley Ranch, LLLP, c/o Scott Balcomb, Esq. and Scott A. Grosscup, Esq., Balcomb & Green, P.C., P. O. Drawer 790, Glenwood Springs, CO 81602, (970) 945-6546. Structure: Harley’s Diversion. Legal description of point of diversion: The point of diversion is located in Harley’s Pond, decreed in Case No. 05CW01, District Court Water Division No. 5, and located in the northwest corner of Lot 5 in the NW1/4NW1/4 of Section 5, Township 7 South, Range 87 West of the 6th P.M. at a point 1375 feet south of the north line and 750 feet east of the west line. The point of diversion consists of a 10-inch diameter PVC pipe that transports water from the pond to a field on the east side of Coulter Creek for irrigation. Overflow into the pond is captured by the pipe and delivered to the place of use. A map describing the point of diversion and place of use is on file with the Water Ct. Date of Appropriation: December 21, 1988, by construction of Harley’s Pond and forming intent to place water to beneficial use. See Case No. 05CW001, Dist. Ct., Water Div. No. 5. Date water applied to beneficial use: May 1, 1989 by diversion of water from Harley’s Pond for irrigation use. Source: Harley’s Pond is filled by waste water from the 0.5 cfs enlargement of the Coulter West Side Ditch decreed in Case No. 88CW293 with an appropriation date of July 15, 1988. The source of water for the Coulter West Side Ditch is Coulter Creek, tributary to the Roaring Fork River. Amt. claimed: 0.5 cfs, absolute. Use: Irrigation. (1)Number of acres irrigated: 2.33 acres; Legal description of acreage irrigated: 2.33 acres located in the northwest corner of Lot 5, located in the NW1/4 NW1/4 of Section 5, Township 7 South, Range 87 West of the 6th P.M. Name and address of owner of the land on which structure is locate, upon which the water is stored and placed to beneficial use: Applicant. (5 pages) YOU ARE HEREBY NOTIFIED THAT YOU HAVE until the last day of JANUARY 2008 to file with the Water Clerk in quadruplicate a verified statement of opposition setting forth facts as to why this application should not be granted or why it should be granted in part or on certain conditions. A copy of such statement of opposition must also be served upon the applicant or the applicant’s attorney and an affidavit or certificate of such service shall be filed with the Water Clerk, as prescribed by Rule 5, CRCP. (Filing Fee: $90.00) KATHY HALL, Water Clerk, Water Division 5; 109 8th Street, Suite 104 Glenwood Springs, CO 81601 6. PURSUANT TO C.R.S., §37-92-302, AS AMENDED, YOU ARE NOTIFIED THAT THE FOLLOWING PAGES COMPRISE A RESUME OF THE APPLICATIONS AND AMENDED APPLICATIONS FILED WITH THE WATER CLERK FOR WATER DIVISION 5 DURING THE MONTH OF NOVEMBER 2007. 07CW201 GARFIELD COUNTY, Coulter Creek, tributary to Roaring Fork River. Coulter Creek Valley Ranch, LLLP, c/o Scott Balcomb, Esq. and Scott A. Grosscup, Esq., Balcomb & Green, P.C., P. O. Drawer 790, Glenwood Springs, CO 81602, (970) 945-6546. First Claim – Change of Water Right. Name of Reservoir: Harley’s Pond. Date of Decree: Case No. 05CW01, entered by the District Court, Water Division 5, on January 15, 2007. Legal description of location of dam: The dam is located in the northwest corner of Lot 5 in the NW1/4NW1/4 of Section 5, Township 7 South, Range 87 West of the 6th P.M. at a point 1375 feet south of the north line and 750 feet east of the west line. Harley’s Pond is fed by wastewater from the Coulter West Side Ditch, decreed in Case No. 88CW293, with a point of diversion in the NE1/4 NE1/4 SW1/4 of Section 32, Township 6 South, Range 87 West of the 6th P.M. Date of Appropriation: December 21, 1988, Case No. 05CW001, Water Div. 5. Pursuant to the decree entered in Case No. 05CW001, Harley’s Pond is administered with a 2005 priority date. Date water applied to beneficial use: December 21, 1988 as recognized in the decree entered in 05CW001. Amt: 3.9 acre feet. Decreed Use: Irrigation. Number of acres irrigated: 2.33 acres; Legal description of acreage irrigated: 2.33 acres located in the northwest corner of Lot 5, located in the NW1/4 NW1/4 of Section 5, Township 7 South, Range 87 West of the 6th P.M. Changes Requested. Applicant requests to add livestock watering, aesthetic and wildlife uses to the claimed uses for Harley’s Pond. Applicant further requests that the decree for Harley’s Pond recognize that the pond is presently constructed and that until such time as a low level outlet is installed, the total storage of Harley’s Pond will constitute Dead Storage of 3.9 acre feet and that there is no Active Storage. The amendment to the application claimed that all 3.9 acre feet stored in the pond constituted dead storage. A copy of the Second Amendment is attached as Exhibit A on file with Water Ct. Second Claim – Application to Make Water Right Absolute. Name of Structure: Harley’s Pond. Claim to make absolute. Date: June 1, 2005, Amount: 3.9 acre-feet, Use: Livestock Aesthetic and wildlife watering. Description: Applicant has constructed and filled Harley’s pond using wastewater from the Coulter Creek West Side Ditch for livestock watering, aesthetic and wildlife uses. A stage capacity table for the pond is attached to the decree entered in Case No. 05CW001. Name and address of owner of the land on which structure is located, upon which the water is stored and placed to beneficial use: Applicant. (9 pages) YOU ARE HEREBY NOTIFIED THAT YOU HAVE until the last day of JANUARY 2008 to file with the Water Clerk in quadruplicate a verified statement of opposition setting forth facts as to why this application should not be granted or why it should be granted in part or on certain conditions. A copy of such statement of opposition must also be served upon the applicant or the applicant’s attorney and an affidavit or certificate of such service shall be filed with the Water Clerk, as prescribed by Rule 5, CRCP. (Filing Fee: $90.00) KATHY HALL, Water Clerk, Water Division 5; 109 8th Street, Suite 104 Glenwood Springs, CO 81601

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7. PURSUANT TO C.R.S., §37-92-302, AS AMENDED, YOU ARE NOTIFIED THAT THE FOLLOWING PAGES COMPRISE A RESUME OF THE APPLICATIONS AND AMENDED APPLICATIONS FILED WITH THE WATER CLERK FOR WATER DIVISION 5 DURING THE MONTH OF NOVEMBER 2007. 07CW202 (01CW109) Water Dist 38, Garfield County, Four Mile Creek, App for Reasonable Diligence and to Make Absolute. Oak Meadows Water Association, Inc. c/o Sherry A.Caloia, LLC 1204 Grand Ave, Glenwood Springs, CO 81601. Oak Meadows Spring No. 2 decreed 4/23/1971 in Case W-274, located in NW1/4 Sec 22 T7S R89W 6th PM at point whence NW Corner of Sec 22 bears N 30°30’ W 1635.3 feet. Source spring trib to Four Mile Creek and Roaring Fork River. Approp 11/1/1970 Amt 1.0 cfs. Uses, Domestic, irrigation, stockwater, and recreation. Water right is component of integrated water supply system for Oak Meadows Subdivision Filing II. Activities undertaken during diligence period toward completion of appropriation identified. Applicant has diverted and put to beneficial use water for irrigation purposes amt 0.25 cfs and asks to make absolute for irrigation purposes. (4 pages) YOU ARE HEREBY NOTIFIED THAT YOU HAVE until the last day of JANUARY 2008 to file with the Water Clerk in quadruplicate a verified statement of opposition setting forth facts as to why this application should not be granted or why it should be granted in part or on certain conditions. A copy of such statement of opposition must also be served upon the applicant or the applicant’s attorney and an affidavit or certificate of such service shall be filed with the Water Clerk, as prescribed by Rule 5, CRCP. (Filing Fee: $90.00) KATHY HALL, Water Clerk, Water Division 5; 109 8th Street, Suite 104 Glenwood Springs, CO 81601 8. PURSUANT TO C.R.S., §37-92-302, AS AMENDED, YOU ARE NOTIFIED THAT THE FOLLOWING PAGES COMPRISE A RESUME OF THE APPLICATIONS AND AMENDED APPLICATIONS FILED WITH THE WATER CLERK FOR WATER DIVISION 5 DURING THE MONTH OF NOVEMBER 2007. 07CW203 MESA COUNTY, BULKLEY WASH, COLORADO RIVER. Robert Hutchins & Thomas Hutchins, c/o Robert Hutchins, 1549 L Rd, Fruita, CO 81521, (970) 858-9436, with a copy to Mark A. Hermundstad, Williams, Turner & Holmes, P.C., P. O. Box 338, Grand Junction, CO 81502, (970) 242-6262. APPLICATION FOR SURFACE WATER RIGHTS. Structures: Franklin Diversion and Smith Diversion; Legal: The points of diversion as follows: Franklin Diversion: SW1/4 NW1/4, Sec. 1, T. 1 N., R. 3 W. , Ute Meridian, at a point approx. 751 ft E of the W section line and 871 ft N of the east-west center section line of Sec. 1. Smith Diversion: SW1/4 NW1/4, Sec. 1, T. 1 N., R. 3 W., Ute Meridian, at a point approx. 646 ft E of the W section line and 553 ft N of the east-west center section line of Sec. 1.Source: Franklin Diversion: Bulkley Wash, tributary to the Colorado River. Smith Diversion: Water flowing in an unnamed drainage ditch tributary to Bulkley Wash, tributary to the Colorado River; Appropriation Date: September 1, 1973; Amounts: Franklin Diversion: 1.5 c.f.s., absolute; Smith Diversion: 0.17 c.f.s., absolute; Uses: Stockwatering and supplemental irrigation of approximately 60 acres described as: That part of the SE/4 SE/2 of Sec. 2 and the NE/4 of Sec. 11, T1N, R3W, U.M., lying north and east of the Denver and Rio Grande Western Railroad right-of-way and the right-of-way for U.S. Highway 6 & 50; and that portion of the SW/4 SE/4 lying north of the right-of-way for U.S. Highway 6 & 50. Name and address of owner: Terry Klumker, 1278 15 Road, Loma, Colorado 81524. Remarks: Water is diverted at the two points of diversion. The water is then combined into one ditch which transports the water to the place of use. (5 pages) YOU ARE HEREBY NOTIFIED THAT YOU HAVE until the last day of JANUARY 2008 to file with the Water Clerk in quadruplicate a verified statement of opposition setting forth facts as to why this application should not be granted or why it should be granted in part or on certain conditions. A copy of such statement of opposition must also be served upon the applicant or the applicant’s attorney and an affidavit or certificate of such service shall be filed with the Water Clerk, as prescribed by Rule 5, CRCP. (Filing Fee: $90.00) KATHY HALL, Water Clerk, Water Division 5; 109 8th Street, Suite 104 Glenwood Springs, CO 81601 9. PURSUANT TO C.R.S., §37-92-302, AS AMENDED, YOU ARE NOTIFIED THAT THE FOLLOWING PAGES COMPRISE A RESUME OF THE APPLICATIONS AND AMENDED APPLICATIONS FILED WITH THE WATER CLERK FOR WATER DIVISION 5 DURING THE MONTH OF NOVEMBER 2007. 07CW204 (95CW203) GRAND COUNTY-TENMILE CREEK TRIBUTARY TO THE FRASER RIVER. Elk Valley Estates, LLC c/o Fred Hesse/Manager; P.O. Box 1578; Granby, CO 80446 (970)887-0700. Ecker Pond & Elk Valley Pond-Application for Finding of Diligence and To Make Absolute. Locations: Ecker Pond- SW¼SE¼ of Sec. 30, T.1N, R.76W. of the 6th P.M. 250 ft. from the north sec. line and 1,205 ft. from the east sec. line. Amount: 3.9 af, absolute/3.1 af, conditional. Elk Valley Pond- SW¼SE¼ of Sec. 30, T.1N, R.76W. of the 6th P.M. 920 ft. from the north sec. line and 1,360 ft. from the east sec. line. Amount: 10.0 af, conditional. Appropriation Date & Uses for Both Structures: Sept. 29, 1995; domestic, commercial, livestock, irrigation, recreational, piscatorial, fire protection and augmentation, for use directly or by exchange. A detailed description of work completed during the diligence period is included in the application. (10 pages) YOU ARE HEREBY NOTIFIED THAT YOU HAVE until the last day of JANUARY 2008 to file with the Water Clerk in quadruplicate a verified statement of opposition setting forth facts as to why this application should not be granted or why it should be granted in part or on certain conditions. A copy of such statement of opposition must also be served upon the applicant or the applicant’s attorney and an affidavit or certificate of such service shall be filed with the Water Clerk, as

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prescribed by Rule 5, CRCP. (Filing Fee: $90.00) KATHY HALL, Water Clerk, Water Division 5; 109 8th Street, Suite 104 Glenwood Springs, CO 81601 10. PURSUANT TO C.R.S., §37-92-302, AS AMENDED, YOU ARE NOTIFIED THAT THE FOLLOWING PAGES COMPRISE A RESUME OF THE APPLICATIONS AND AMENDED APPLICATIONS FILED WITH THE WATER CLERK FOR WATER DIVISION 5 DURING THE MONTH OF NOVEMBER 2007. 07CW205 CONCERNING THE APPLICATION FOR WATER RIGHTS OF THE DEPARTMENT OF TRANSPORTATION, SATE OF COLORADO IN GARFIELD COUNTY. APPLICATION TO MAKE CONDITIONAL WATER RIGHTS ABSOLUTE 1. Name, address and telephone number of applicant: Colorado Department of Transportation (“CDOT”), 606 South 9th Street, Grand Junction, CO 81501, Telephone: (970) 248-7360, c/o Jennifer Mele, Assistant Attorney General, 1525 Sherman Street, 7th Floor, Denver, CO 80203, Telephone: (303) 866-5033. CLAIM FOR ABSOLUTE UNDERGROUND WATER RIGHTS 2. Bair Ranch Well B A. Location: NE ¼ SW ¼, Section 15, Township 5 South, Range 87 West, 6th PM, at a point approximately 2540 feet from the South Section Line and 2690 feet from the East Section Line B. Depth: 88 feet C. Appropriation Date: May 26, 2000 D. Maximum Pumping Rate: 10 GPM, absolute E. Average annual amount of withdrawal: 30.26 acre-feet combined with Bair Ranch Well C F. Source: Alluvium tributary to the Colorado River G. Use: Irrigation H. Well Permit No.: 42776-F 3. Bair Ranch Well C A. Location: NE ¼ SW ¼, Section 15, Township 5 South, Range 87 West, 6th PM, at a point approximately 2363 feet from the South section line and 3167 feet from the East Section Line B. Depth: 59 feet C. Appropriation Date: May 26, 2000 D. Maximum Pumping Rate: 75 GPM, absolute E. Average annual amount of withdrawal: 30.26 acre-feet combined with Bair Ranch Well B F. Source: Alluvium tributary to the Colorado River G. Use: Domestic and Irrigation H. Well Permit No.: 42775-F 4. Cinnamon Creek Well No. 1 A. Location: SE ¼ NE ¼, Section 30, Township 5 South, Range 87 West, 6th PM, at a point approximately 3463 feet from the South Section Line and 956 feet from the East Section Line B. Depth: 98 feet C. Appropriation Date:May 26, 2000 D. Maximum Pumping Rate: 5 GPM, absolute E. Average annual amount of withdrawal: 0.57 acre-feet F. Source: Alluvium tributary to Cinnamon Creek which is tributary to the Colorado River G. Use: Domestic H. Well Permit No.: 41241-F 5. Cinnamon Creek Well No. 2 A. Location: SW ¼ NE ¼, Section 30, Township 5 South, Range 87 West, 6th PM, at a point approximately 3770 feet from the South Section Line and 1500 feet from the East Section Line B. Depth: 95 feet C. Appropriation Date: May 26, 2000 D. Maximum Pumping Rate: 30 GPM, absolute E. Average annual amount of withdrawal: 5.54 acre-feet combined with Cinnamon Creek Well No. 3 F. Source: Alluvium tributary to Cinnamon Creek which is tributary to the Colorado River G. Use: Industrial and Irrigation H. Well Permit No.: 57741-F 6. Cinnamon Creek Well No. 3 A. Location: SW ¼ NE ¼, Section 30, Township 5 South, Range 87 West, 6th PM, at a point approximately 3750 feet from the South Section Line and 1513 feet from the East Section Line B. Depth: 90 feet C. Appropriation Date: May 26, 2000 D. Maximum Pumping Rate: 30 GPM, absolute E. Average annual amount of withdrawal: 5.54 acre-feet combined with Cinnamon Creek Well No. 2 F. Source: Alluvium tributary to Cinnamon Creek which is tributary to the Colorado River G. Use: Industrial and Irrigation H. Well Permit No.: 57740-F 7. Hanging Lake Well No. 1 A. Location: NW ¼ NW ¼, Section 29, Township 5 South, Range 87 West, 6th PM, at a point approximately 4600 feet from the South Section Line and 5100 feet from the East Section Line B. Depth: 58 feet C. Appropriation Date: May 26, 2000 D. Maximum Pumping Rate: 30 GPM, absolute E. Average annual amount of withdrawal: 17.5 acre-feet F. Source: Alluvium tributary to the Colorado River G. Use: Irrigation H. Well Permit No.: 42662-F 8. Hanging Lake Well No. 2 A. Location: NW ¼ NE ¼, Section 30, Township 5 South, Range 87 West, 6th PM, at a point approximately 4200 feet from the South Section Line and 1700 feet from the East Section Line B. Depth: 60 feet C. Appropriation Date: May 26, 2000 D. Maximum Pumping Rate: 5 GPM, absolute E. Average annual amount of withdrawal: 11.51 acre-feet F. Source: Alluvium tributary to the Colorado River G. Use: Irrigation and Domestic H. Well Permit No.: 42661-F 9. No Name Rest Area Well No. 2 A. Location: NW ¼ SE ¼, Section 2, Township 6 South, Range 89 West, 6th PM, at a point approximately 2300 feet from the South Section Line and 1600 feet from the East Section Line B. Depth: 90 feet C. Appropriation Date: May 26, 2000 D. Maximum Pumping Rate: 38 GPM, absolute E. Average annual amount of withdrawal: 28.5 acre-feet F. Source: Alluvium tributary to the Colorado River G. Use: Industrial, domestic and irrigation H. Well Permit No.: 57739-F 10. Description of completion of the appropriation and application of water to a beneficial use as conditionally decreed: CDOT obtained conditional water rights for the Glenwood Canyon wells in 00CW73 to be used for the rest areas along I-70 through Glenwood Canyon, specifically the Bair Ranch Rest Area, Hanging Lake Rest Area, No Name Rest Area as well as the Hanging Lake Tunnel Complex. The Hanging Lake Tunnel Complex, served by the Cinnamon Creek Wells, the Bair Ranch Rest Area, served by the Bair Ranch Wells and the Hanging Lake Rest Area, served by the Hanging Lake Wells are located in Garfield County, Colorado, in Sections 15, 29 and 30, Township 5 South, Range 87 West, 6th PM. The No Name Rest area is served by the No Name Wells and is located in Garfield County, Colorado, in Section 2, Township 6 South, Range 89 West, 6th PM. The Hanging Lake Tunnel Complex, the rest areas and associated facilities are fully constructed, in use and open to the public, and all wells listed in this application have been used as decreed since the appropriation date of May 26, 2000. WHEREFORE, CDOT prays that this Court enter a decree finding that CDOT has developed the conditional water rights and therefore making the conditional water rights absolute, and for such other and further relief as this Court deems just and proper. (7 pages ) YOU ARE HEREBY NOTIFIED THAT YOU HAVE until the last day of JANUARY 2008 to file with the Water Clerk in quadruplicate a verified statement of opposition setting forth facts as to why this application should not be granted or why it

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should be granted in part or on certain conditions. A copy of such statement of opposition must also be served upon the applicant or the applicant’s attorney and an affidavit or certificate of such service shall be filed with the Water Clerk, as prescribed by Rule 5, CRCP. (Filing Fee: $90.00) KATHY HALL, Water Clerk, Water Division 5; 109 8th Street, Suite 104 Glenwood Springs, CO 81601 11. PURSUANT TO C.R.S., §37-92-302, AS AMENDED, YOU ARE NOTIFIED THAT THE FOLLOWING PAGES COMPRISE A RESUME OF THE APPLICATIONS AND AMENDED APPLICATIONS FILED WITH THE WATER CLERK FOR WATER DIVISION 5 DURING THE MONTH OF NOVEMBER 2007. 07CW206 Eagle County, Eagle River, Dis 38, Application for Reasonable Diligence, Town of Eagle c/o Sherry Caloia, LLC 1204 Grand Ave, Glenwood Springs CO. Town of Eagle Well No 1 and No 2 decreed: 11/19/1980 in Case W-3677, Well No. 1 is in Sec 33, T4S R84W 6th PM at point whence SW Corner of Sec 33 bears S 40 degrees Ε 30' W 3870 ft. Well No. 2 is in Sec 33 T4S R84W 6th PM at point whence the SW Corner of Sec 33 bears S 37 degrees Ε 30' W 3640 feet, Source: groundwater trib to Eagle River Approp: 1/30/1977, Amt: 0.55 cfs cond per well for Municipal uses including irrigation, domestic, manufacturing, commercial, industrial, mechanical, fire protection, power generation, fish and wildlife propagation, recreational, and storage for system balance and adjustment purposes. Detailed outline of what has been done toward completion of the appropriation and application of water to a beneficial use as conditionally decreed, including expenditures provided. (5 pages) YOU ARE HEREBY NOTIFIED THAT YOU HAVE until the last day of JANUARY 2008 to file with the Water Clerk in quadruplicate a verified statement of opposition setting forth facts as to why this application should not be granted or why it should be granted in part or on certain conditions. A copy of such statement of opposition must also be served upon the applicant or the applicant’s attorney and an affidavit or certificate of such service shall be filed with the Water Clerk, as prescribed by Rule 5, CRCP. (Filing Fee: $90.00) KATHY HALL, Water Clerk, Water Division 5; 109 8th Street, Suite 104 Glenwood Springs, CO 81601 12. PURSUANT TO C.R.S., §37-92-302, AS AMENDED, YOU ARE NOTIFIED THAT THE FOLLOWING PAGES COMPRISE A RESUME OF THE APPLICATIONS AND AMENDED APPLICATIONS FILED WITH THE WATER CLERK FOR WATER DIVISION 5 DURING THE MONTH OF NOVEMBER 2007. 07CW207 Grand County, North Fork of the Colorado River. Application for Conditional Water Right, Water Storage Right, Underground Water Right and Appropriative Right of Exchange and Approval of Plan for Augmentation. Rick and Linda Richmond Family Trust (10/12/98), Beattie, Chadwick & Houpt, LLP, Jefferson V. Houpt, 932 Cooper Avenue, Glenwood Springs, CO 81601, 970-945-8659. First Claim: Water Storage Right for Richmond Pond located at a point, measured from the center of the pond, 1,000 ft N of S sec line and 1413 ft E of W sec line in the SE1/4 SW1/4 of Sec 24, T 4 N, R 76 W 6th P.M. Ditch used to fill pond: Pitcher Ditch, located in the SW1/4 NW1/4 of sec 24, T 4 N, R 76 W 6th P.M., 3855.37 ft from S sec line and 1236.77 ft from W sec line of sec 24. The Pitcher Ditch also diverts water from an unnamed trib of the North Fork of the Colorado River at a point in the SW1/4 NW1/4, sec 24, T 4 N, R 76 W 6th P.M. 2755 ft N from S sec line and 25 ft E from W sec line of sec 24. Source: North Fork of the Colorado River and an unnamed trib thereto. Date of appropriation: 9/21/07. Amount claimed: 6.25 af, conditional, with right to fill and refill. Max rate of fill: 0.5 cfs, conditional. Uses: Recreational, piscatorial, wildlife watering, stockwatering, fire protection and aesthetic purposes. Surface area: 1.25 acres. Max height of dam: 9.0 ft. Length of dam: 150 ft. Total capacity: 6.25 af. The pond will be filled and refilled in priority and augmented when out of priority. Overflow from the pond will be returned to the North Fork of the Colorado River via the Henry Ditch. Second Claim: Surface Water Right for Pitcher Ditch Richmond Enlargement. Pitcher Ditch location and source: see above. Date of appropriation: 9/21/07. Amount claimed: 0.5 c.f.s., conditional. Uses: Stockwatering and to fill and refill Richmond Pond for the purposes set forth in First Claim above. Third Claim: Underground Water Right for Richmond Well No. 1. Location: SW1/4 SW1/4 sec 24, T 4 N, R 76 W 6th P.M., 929 ft from S sec line and 952 ft from W sec line of sec 24. Source: Groundwater trib to the North Fork of the Colorado River. Depth: 300 ft. Date of appropriation: 9/21/07. Amount claimed: 50 g.p.m., conditional. Uses: Domestic use for up to three single family dwellings, irrigation, fire protection and other beneficial purposes. Acres proposed to be irrigated: 1.5 acres. When out of priority, the well will operate per the aug plan described herein. Fourth Claim: Approval of Plan for Augmentation for Richmond Pond, Pitcher Ditch Richmond Enlargement, and Richmond Well No. 1. Water rights for aug: water will be delivered into the Colorado River per a Contract between Applicant and the Middle Park Water Conservancy District (“MPWCD”). The water may be delivered from the two sources described herein as: (a) Windy Gap Project: A portion of the 3000 af which the Municipal Subdistrict, NCWCD has agreed to annually place in storage in Granby Reservoir, which is located on the Colorado River upstream from the confluence of the Fraser and Colorado Rivers in Grand County, Colorado. Additional provisions of the agreement are outlined in the Agreement Concerning the Windy Gap Project and the Azure Reservoir and Power Project, approved by the Water Court, Water Division No. 5, Civil Action 1768, by Interlocutory Decree dated 10/27/80, and Supplement to Agreement of 4/30/80, and decreed in Case No. 85CW135. Granby Reservoir is located in parts of T 3 N, R 76 W, and T 2 N, R 75 W 6th P.M., and delivers water into the Colorado River; (b) Wolford Mountain Reservoir: A portion of the storage right confirmed by decree entered 11/20/89, in Case No. 87CW283, District Court, Water Division No. 5. MPWCD has an interest in 3,000 af of this Wolford Mountain water by virtue of an agreement between the CRWCD, the Board of County Commissioners of Grand County, and the MPWCD, dated 12/17/92. Plan for augmentation: Applicant is the owner of real property in SW1/4SW1/4 sec 24, T 4 N, R 76 W 6th PM. Applicant desires to provide potable water from an existing

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well for up to three single-family residences and to provide water for the irrigation of up to 1.5 acres of lawn and garden from the well. Waste-water treatment will be provided by individual sewage disposal system. Return flows from such use will accrue to the North Fork of the Colorado River. Applicant intends to construct Richmond Pond and to fill and refill Richmond Pond with water diverted through the Pitcher Ditch. The Pitcher Ditch is an existing ditch that traverses the Property. It is authorized to divert 4.0 c.f.s. from the North Fork of the Colorado River under the water right confirmed by decree entered in Case No. W-3149, District Court in and for Water Division No. 5. Applicant proposes to divert an additional 0.5 c.f.s. through the Pitcher Ditch under the new water right described in the Second Claim herein. When that water right is out of priority, Applicant will continue to run water through the Richmond Pond, refilling evaporative and seepage losses and providing freshening flows to Richmond Pond. Out-of-priority depletions to the North Fork of the Colorado River resulting from the operation of the Richmond Well, Richmond Pond, and Pitcher Ditch Richmond Enlargement will be replaced with water released into the Colorado River from the sources described above, per a water allotment contract between Applicant and MPWCD. Water so released will be exchanged to or above the points of depletion pursuant to the appropriative right of exchange described in below. Total annual depletions will be 4.95 af. Fifth Claim: Richmond Exchange. Downstream Terminus: A point located on the N bank of the Colorado River at the confluence with Muddy Creek in SW1/4 SE1/4 of sec 18, T 1 N, R 80 W 6th P.M. (when water is supplied from Wolford Mountain Reservoir), and Lake Granby, described above (when water is supplied from Lake Granby). Upstream terminus: Points of diversion of Pitcher Ditch Richmond Enlargement and Richmond Well, described above. Date of appropriation: 11/30/07. Max rate of exchange: 0.25 cfs, conditional, not to exceed 5.0 af annually. (13 pages) YOU ARE HEREBY NOTIFIED THAT YOU HAVE until the last day of JANUARY 2008 to file with the Water Clerk in quadruplicate a verified statement of opposition setting forth facts as to why this application should not be granted or why it should be granted in part or on certain conditions. A copy of such statement of opposition must also be served upon the applicant or the applicant’s attorney and an affidavit or certificate of such service shall be filed with the Water Clerk, as prescribed by Rule 5, CRCP. (Filing Fee: $90.00) KATHY HALL, Water Clerk, Water Division 5; 109 8th Street, Suite 104 Glenwood Springs, CO 81601 13. PURSUANT TO C.R.S., §37-92-302, AS AMENDED, YOU ARE NOTIFIED THAT THE FOLLOWING PAGES COMPRISE A RESUME OF THE APPLICATIONS AND AMENDED APPLICATIONS FILED WITH THE WATER CLERK FOR WATER DIVISION 5 DURING THE MONTH OF NOVEMBER 2007. 07CW208 Salt Creek tributary to Brush Creek, tributary to Eagle River. Application for Finding of Reasonable Diligence and to Make Water Rights Absolute in Part. Michael and Linda Rippy, c/o Lori J.M. Satterfield, Holland & Hart LLP, 555 Seventeenth Street, Suite 3200, Denver, CO 80202. 303-295-8000. Information from previous decree for conditional water rights decreed in Case No. 00CW296 (hereinafter the conditional water rights may collectively be called the “Subject Water Rights”): Original Decree: Case No. 00CW296, Date Entered: November 19, 2001, District Court, Water Division No. 5. Name of structure: Rippy Pump & Pipeline No. 1. Located in Section 30, Township 5 South, Range 83 West, 6th P.M., at a point 380 feet from the North line and 1650 feet from the East line of said Section 30. Appropriation date: prior to June 1, 1971. Amount: 0.25 cfs, absolute for irrigation and stockwatering; conditional for all other uses. The 0.25 cfs is the total combined diversion under the Rippy Pump & Pipeline Nos. 1 and 2. Decreed conditional use: fill and refill Rippy Pond when in priority, fire protection and augmentation. Augmentation occurs through storage in and releases from Rippy Pond. Name of structure: Rippy Pump & Pipeline No. 2: Located in Section 30, Township 5 South, Range 83 West, 6th P.M., 170 feet from the North line and 2000 feet from the East line of said Section 30. Appropriation date: prior to June 1, 1971. Decreed amount: 0.25 cfs, absolute for irrigation; conditional for all other uses. The 0.25 cfs is the total combined diversion under the Rippy Pump & Pipeline Nos. 1 and 2. Decreed conditional use: fill and refill Rippy Pond when in priority, fire protection, stockwatering and augmentation. Augmentation occurs through storage in and releases from Rippy Pond. Name of structure: Rippy Pond. The dam is located in Section 30, Township 5 South, Range 83 West, 6th P.M., at a point 150 feet from the North line and 1675 feet from the East line of said Section 30. Appropriation date: October 7, 2000. Amount: 0.6 AF, conditional, to be filled and refilled when in priority by the Rippy Pump & Pipeline Nos. 1 and 2. Decreed conditional use: augmentation, aesthetic, fire protection and stockwatering. Decreed surface area of high water line: 0.1 acre. Maximum height of dam: 10 feet. Length of dam: approximately 80 feet. Total decreed capacity of reservoir: 0.6 AF, conditional, all active capacity. Name of structures: Rippy Well Nos. 1 and 2. Rippy Well No. 1: located in Section 30, Township 5 South, Range 83 West, 6th P.M., 200 feet from the North line and 1800 feet from the East line of said Section 30. Located on Lot 1 Salt Springs Subdivision. Rippy Well No. 2: located in Section 30, Township 5 South, Range 83 West, 6 P.M., at a point 120 feet from the North line and 2030 feet from the East line of said Section 30. Located on Lot 3 Horse Mountain Subdivision. Appropriation date: October 7, 2000. Decreed amount: 0.066 cfs, conditional (total diversion of one or combination of Rippy Well Nos. 1 and 2). The Subject Water Rights, together with other water rights owned by Applicants, are part of an integrated system for delivery of water to Lot 1 Salt Springs Subdivision, and Lot 3 Horse Mountain Subdivision. See e.g., paragraph II.9 of the Decree in Case No. 00CW296. The Application on file with the Court contains a detailed outline of diligence activities relating to the Subject Water Rights; the outline is not intended to be inclusive and may be supplemented by additional evidence. Applicants request confirmation that the following water rights have been made absolute by virtue of diversion of water and application to beneficial use: Rippy Pump and Pipeline No. 1: 0.25 cfs absolute for fill and refill of Rippy Pond when in priority (for the current estimated active capacity of 0.16 acre feet), fire

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protection and augmentation purposes. Date water applied to beneficial use to fill Rippy Pond: June 2005. Rippy Pump and Pipeline No. 2: 0.25 cfs absolute for fill and refill of Rippy Pond when in priority (for the current estimated active capacity of 0.16 acre feet), stockwatering, fire protection and augmentation purposes. Date water applied to beneficial use to fill Rippy Pond: June 2005. Rippy Pond: 0.16 acre feet absolute for augmentation, aesthetic, fire protection and stockwatering. Date water applied to beneficial use: June 2005. Rippy Well No. 2: 15 gpm absolute for domestic, irrigation and fire protection purposes within Lot 3 Horse Mountain Subdivision. The domestic and irrigation uses of diversions from Rippy Well No. 2 are made pursuant to the Decree in Case No. 00CW296. Date water applied to beneficial use: May 1, 2003. Applicants reserve the right to divert and use the Subject Water Rights to the full extent allowed under the Decree in Case No. 00CW296. (7 pages) YOU ARE HEREBY NOTIFIED THAT YOU HAVE until the last day of JANUARY 2008 to file with the Water Clerk in quadruplicate a verified statement of opposition setting forth facts as to why this application should not be granted or why it should be granted in part or on certain conditions. A copy of such statement of opposition must also be served upon the applicant or the applicant’s attorney and an affidavit or certificate of such service shall be filed with the Water Clerk, as prescribed by Rule 5, CRCP. (Filing Fee: $90.00) KATHY HALL, Water Clerk, Water Division 5; 109 8th Street, Suite 104 Glenwood Springs, CO 81601 14. PURSUANT TO C.R.S., §37-92-302, AS AMENDED, YOU ARE NOTIFIED THAT THE FOLLOWING PAGES COMPRISE A RESUME OF THE APPLICATIONS AND AMENDED APPLICATIONS FILED WITH THE WATER CLERK FOR WATER DIVISION 5 DURING THE MONTH OF NOVEMBER 2007. 07CW209 RICHARD C. BLUM FAMILY PARTNERSHIP, L.P. - APPLICATION FOR FINDING OF REASONABLE DILIGENCE, IN PITKIN COUNTY, COLORADO. Applicant, Richard C. Blum Family Partnership, L.P., requests a finding of reasonable diligence pursuant to Colo. Rev. Stat. § 37-92-301(4). As grounds for this request, Applicant states as follows: 1. Name, Address, and Telephone Number of Applicant: Richard C. Blum Family Partnership, L.P., P.O. Box 2202, Aspen, CO 81612, (970) 925-1133. Please direct all pleadings/correspondence to Applicant’s counsel, Christopher L. Thorne and Tasha M. Newland, Holland & Hart LLP, 555 Seventeenth Street, Suite 3200, Post Office Box 8749, Denver, Colorado 80201-8749, (303) 295-8000. 2. Names of structure: Brattleboro Well No. 1 (Well Permit No. 204465 - exempt). 3. Information from previous decree for Brattleboro Well No. 1: Original decree - Case No. 01CW011, date entered - November 19, 2001, District Court, Water Division No. 5. Decreed point of diversion - Brattleboro Well No. 1 is located in the SE1/4 NE1/4 Section 22, Township 9 South, Range 85 West of the 6th P.M. in Pitkin County, Colorado, at a point 2,217 feet South of the North section line and 344 feet West of the East section line. 4. Source: Mancos Shale Formation; ground water tributary to Woody Creek, which is tributary to the Roaring Fork River, which is tributary to the Colorado River. 5. Appropriation information: The appropriation date for Brattleboro Well No. 1 is October 17, 1996. 6. Amount: The decreed amount of water for Brattleboro Well No. 1 is 15 gpm absolute for ordinary household purposes within two single-family dwellings, and 15 gpm conditional for all other permitted uses, including fire protection, the watering of poultry, domestic animals, and livestock on a farm or ranch, the irrigation of not over one acre of home gardens and lawns, and use in one additional single family dwelling. 7. Decreed use: On November 19, 2001, in Case No. 01CW011, the Court for Water Division No. 5 awarded to Brattleboro Well No. 1 an absolute water right for use for ordinary household purposes within two single-family dwellings, and conditional rights for all other permitted uses as described above. 8. Evidence of reasonable diligence: During the diligence period, Applicant has continued to take steps to diligently develop the decreed conditional water rights associated with the Brattleboro Well No. 1, including, without limitation, the activities identified in the list below. This list is not intended to be inclusive and may be supplemented by additional evidence. A. Applicant has conducted regular and necessary maintenance activities concerning the Brattleboro Well No. 1 and associated equipment to keep the water facilities in working order, so that water may be available in sufficient quantities for the conditional uses. B. Applicant has and continues to consult with its water resources consultants and others concerning plans to make actual use of water from the Brattleboro Well for the conditional purposes. 9. Owner of the land upon which any new diversion structure or modification to any existing diversion structure is or will be constructed: The Brattleboro Well No. 1 is located on property owned by the Richard C. Blum Family Partnership, L.P. WHEREFORE, Applicant respectfully requests that the Court enter an order and decree: A. Finding that the Richard C. Blum Family Partnership, L.P. has been reasonably diligent in the development of the conditional water rights that are the subject of this Application. B. Finding that all of the conditional water rights continue in full force and effect. C. Granting such further relief to Applicant as the Court deems just and proper. (4 pages). YOU ARE HEREBY NOTIFIED THAT YOU HAVE until the last day of JANUARY 2008 to file with the Water Clerk in quadruplicate a verified statement of opposition setting forth facts as to why this application should not be granted or why it should be granted in part or on certain conditions. A copy of such statement of opposition must also be served upon the applicant or the applicant’s attorney and an affidavit or certificate of such service shall be filed with the Water Clerk, as prescribed by Rule 5, CRCP. (Filing Fee: $90.00) KATHY HALL, Water Clerk, Water Division 5; 109 8th Street, Suite 104 Glenwood Springs, CO 81601

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15. PURSUANT TO C.R.S., §37-92-302, AS AMENDED, YOU ARE NOTIFIED THAT THE FOLLOWING PAGES COMPRISE A RESUME OF THE APPLICATIONS AND AMENDED APPLICATIONS FILED WITH THE WATER CLERK FOR WATER DIVISION 5 DURING THE MONTH OF NOVEMBER 2007. 07CW210 IN EAGLE AND SUMMIT COUNTIES. APPLICATION FOR WATER RIGHT AND APPROVAL OF PLAN FOR AUGMENTATION AND EXCHANGE. IN THE MATTER OF THE APPLICATION FOR WATER RIGHTS OF VAIL ASSOCIATES, INC., AND THE UNITED STATES OF AMERICA. IN EAGLE AND SUMMIT COUNTIES, COLORADO. DISTRICT COURT, WATER DIVISION 5, STATE OF COLORADO. 109 - 8th Street, Suite 104 Glenwood Springs, CO 81601. 1. Name and address of applicant: Vail Associates, Inc. ("VA") c/o General Counsel, 390 Interlocken Crescent, Suite 1000, 9th Floor, Broomfield, Co 80021. Direct all pleadings to: Glenn E. Porzak, Porzak Browning & Bushong LLP, 929 Pearl Street, Suite 300, Boulder, CO 80302. Name and address of co-applicant ONLY as to Tea Cup Bowl Well No. 1: United States of America (“United States”), c/o U.S.D.A. Forest Service, Regional Hydrologist, 740 Simms Street, Golden, CO 80401, Direct all pleading to: James J. DuBois, 1961 Stout Street, 8th Floor, Denver, CO 80294. 2.Description of the structure to be adjudicated and augmented. By this application VA and the United States seek to adjudicate a conditional water right for the Tea Cup Bowl Well No. 1, claimed for 15 gpm conditional, for snowmaking purposes, with an appropriation date of June 12, 2007, the source of which is groundwater tributary to Two Elk Creek, which is tributary to the Eagle River, to be located within the NW1/4 of the SW1/4 of Section 27, T. 5 S., R. 80 W., 6th P.M., 1383 feet from the South line and 404 feet from the West line of the NW1/4 SW1/4 of said Section 27. 3. The source of augmentation water. Up to 12 shares of stock owned by VA in the Eagle Park Reservoir Company which entitles VA to the annual release and/or diversion of 1.2 acre feet from Eagle Park Reservoir, decreed by the District Court in and for Water Division No. 5 (the “Water Court”) in Case Nos. 92CW340 and 93CW301, for a combined total capacity of 27,600 acre feet, with an appropriation date of March 16, 1991, for 5300 acre feet, and May 18, 1993, for 22,300 acre feet, together with the right to divert at the rate of 80 cfs under the August 10, 1956 appropriation date of the Pando Feeder Canal pursuant to the decree of the Water Court in Case No. 97CW288, for mining, milling, industrial, snowmaking, municipal, domestic, stock watering, recreation, fish and wildlife, irrigation, agricultural, exchange, replacement, augmentation and all other beneficial purposes. The north abutment of the dam crest is located approximately 160 feet north of the south section line and 650 feet east of the west section line of Section 28, T. 7 S., R. 79 W., 6th P.M., Eagle County, Colorado. The source of Eagle Park Reservoir is the East Fork of the Eagle River including runoff, surface flow and seepage from the area above the reservoir and tributary thereto, and water tributary to Tenmile Creek, a tributary of the Blue River. In addition to the tributary area upstream of the reservoir, the specific points of diversion into storage for Eagle Park Reservoir are as follows: (a) The East Fork Interceptor Ditch, which has a capacity of 48 cfs and diverts from unnamed tributaries of the East Fork of the Eagle River at the following points, all of which are located in Eagle County, Colorado: (1) 900 feet south of the north section line and 1100 feet west of the east section line of Section 5, T. 8 S., R. 79 W., 6th P.M. (2)1250 feet south of the north section line and 700 feet east of the west section line of Section 4, T. 8 S., R. 79 W., 6th P.M. (3) 1200 feet north of the south section line and 800 feet east of the west section line of Section 33, T. 7 S., R. 79 W., 6th P.M. (4) Runoff, surface flow, and seepage from the area above the East Fork Interceptor Ditch as it runs between the above-described points of diversion and Eagle Park Reservoir. (b) The Chalk Mountain Interceptor Ditch, which has a capacity of 12 cfs and diverts runoff and seepage as it runs a distance of approximately 3.4 miles from Fremont Pass, located in the W/2 of Section 11, T. 8 S., R. 79 W., 6th P.M., northwesterly along State Highway 91 and the South side of Robinson Tailing Pond, thence westerly to the south of Chalk Mountain Reservoir and Robinson Reservoir, thence northwesterly to Eagle Park Reservoir. The Chalk Mountain Interceptor Ditch diverts water from the headwaters of Tenmile Creek in Summit County and from the headwaters of the East Fork of the Eagle River in Eagle County. (c) The East Interceptor Ditch, which has a capacity of 20 cfs and runs northeasterly from a point whence the northeast corner of Section 2, T. 8 S., R. 79 W., 6th P.M. bears North 77°20' East a distance of 850 feet at the north fork of McNulty Creek, thence along the east side of Robinson and Tenmile Tailing Ponds into Supply Canal No. 1 described below. The East Interceptor Ditch diverts water from the north fork of McNulty Creek and surface flow, seepage, and runoff from watersheds above it that are tributary to Tenmile Creek. (d)The Supply Canal No. 1, which has a capacity of 10 cfs and diverts water from the following tributaries of Tenmile Creek at the following points: (1) On the west bank of Humbug Creek at a point whence the southwest corner of Section 18, T. 7 S., R. 78 W. bears South 71°35' West a distance of 3250 feet. (2) On the south bank of Mayflower Creek at a point whence the northeast corner of Section 24, T. 7 S., R. 79 W., 6th P.M. bears North 16°55' East a distance of 2250 feet. (3) Runoff, surface flow, and seepage from the area above the Supply Canal No. 1 as it runs between the above-described points of diversion and the Climax Mill. (e) The Supply Canal No. 2, which has a capacity of 10 cfs and diverts water from the following tributaries of Tenmile Creek at the following points: (1) On the west bank of Searle Creek at a point whence U.S.L.M. Kokomo bears South 45°58' East 3740 feet (located in the NW1/4 of the SE1/4 of Section 13, T. 7 S., R. 79 W., 6th P.M.). (2) On the south bank of Kokomo Creek at a point whence U.S.L.M. Kokomo bears North 39°36' East 2635 feet (located in the SE1/4 of Section 22, T. 7 S., R. 79 W., 6th P.M.). (3)Runoff, surface flow, and seepage from the area above the Supply Canal No. 2 as it runs between the above-described points of diversion and the Climax Mill. (f) The East Fork Pumping Plant, which has a capacity of 6 cfs and diverts from the East Fork of the Eagle River at a point in the SE1/4 NE1/4 of Section 32, T. 7 S., R. 79 W., 6th P.M. at a point whence the NE corner of said Section 32 bears N. 31°53' E. a distance of 2414 feet. as Eagle Park Reservoir is augmented by exchange by decree of the Water Court in Case No. 95CW348 and as the East Fork Pumping Plant is augmented by exchange by decree of the Water Court in Case No. 03CW211. 4. Description of plan for augmentation by exchange. (a) By this application, VA seeks approval of a plan to augment by exchange out of priority depletions resulting from diversions at the structure described in

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paragraph 2, up to a maximum of 1 consumptive acre feet per year. To augment such out of priority depletions, VA will cause the annual release of up to 1 acre feet from Eagle Park Reservoir described in paragraph 3, plus any amount required for transit losses. For purposes of determining the extent of out of priority depletions, all diversions from the structure described in paragraph 2 will be metered and the snowmaking use shall be assumed to be 100% consumptive to the Eagle River at the time of diversion, with 80% of all snowmaking diversions returning to the Eagle River basin in the ensuing spring and summer. (b) The upstream terminus of the exchange is the groundwater well described in paragraph 2. The downstream terminus of the exchange is the confluence of Two Elk Creek and the Eagle River. The rate of exchange is 15 gpm. The priority date of the exchange is October 15, 2007, the date that the U.S. Forest Service approved the construction of the claimed Tea Cup Bowl Well. (c) The proposed well will be operated in amounts and at times such that the impact to the instream flow decreed on Two Elk Creek will be diminimus or appropriate mitigation will be provided. Thus, no direct augmentation water is required on Two Elk Creek. (d) So as to assure the operation of the subject augmentation plan, VA will install and maintain such water measuring devices and implement such accounting procedures as may be required to verify that the amount of augmentation water equals the amount of consumptive use resulting from the out of priority diversions augmented herein. (e) VA claims all rights to the snowmaking return flows augmented pursuant to this plan for augmentation and exchange. 5. Remarks. Pursuant to the water use facilities provision of the U.S. Forest Service permit for the Vail Ski Area, the water right for the well described in paragraph 2 shall be jointly adjudicated in the name of VA and the United States of America, Department of Agriculture. However, the source of augmentation water and the augmentation and exchange plan shall be adjudicated in the name of VA and will be retained by VA in the event of permit termination. WHEREFORE, VA requests that this Court enter a decree which: (i) Adjudicates the application by VA and the United States for the water right described in paragraph 2 above; (ii) Approves VA’s plan for augmentation by exchange described in paragraph 4; and (iii) Finds that as a result of VA’s augmentation and exchange plan there will be no injury to any owner of or persons entitled to use water under a vested water right or decreed conditional right. (6 pages) YOU ARE HEREBY NOTIFIED THAT YOU HAVE until the last day of JANUARY 2008 to file with the Water Clerk in quadruplicate a verified statement of opposition setting forth facts as to why this application should not be granted or why it should be granted in part or on certain conditions. A copy of such statement of opposition must also be served upon the applicant or the applicant’s attorney and an affidavit or certificate of such service shall be filed with the Water Clerk, as prescribed by Rule 5, CRCP. (Filing Fee: $90.00) KATHY HALL, Water Clerk, Water Division 5; 109 8th Street, Suite 104 Glenwood Springs, CO 81601 16. PURSUANT TO C.R.S., §37-92-302, AS AMENDED, YOU ARE NOTIFIED THAT THE FOLLOWING PAGES COMPRISE A RESUME OF THE APPLICATIONS AND AMENDED APPLICATIONS FILED WITH THE WATER CLERK FOR WATER DIVISION 5 DURING THE MONTH OF NOVEMBER 2007. 07CW211 (01CW153) Summit County, Groundwater tributary to Miners Creek. APPLICATION FOR FINDING OF REASONABLE DILIGENCE AND FOR CHANGE OF WATER RIGHT. Board of County Commissioners of Summit County (“Summit County”) c/o Charles B. White, Esq., Petros & White, LLC, 1999 Broadway, Suite 3200, Denver, Colorado 80202, (303) 825-1980 CLAIM FOR FINDING OF REASONABLE DILIGENCE Name of structures: Blumenhein Well Nos. 1 and 2. Description of conditional water rights: A. Decrees: The Blumenhein Well Nos. 1 and 2 were originally adjudicated by the decree entered on March 17, 1973 in Case No. W-1204, District Court, Water Division No. 5, Colorado. Subsequent decrees have been entered finding reasonable diligence for the Blumenhein Well Nos. 1 and 2, the most recent on November 14, 2001 in Case No. 01CW153, District Court, Water Division No. 5, Colorado. B. Locations: i. The decreed location of Blumenhein Well No. 1 is in the SE1/4 SW1/4 of Section 35, Township 5 South, Range 78 West of the 6th P.M. at a point 2,000 feet east of the west line and 1,000 feet north of the south line of said Section 35. ii. The decreed location of Blumenhein Well No. 2 is in the NW1/4 SE1/4 of Section 35, Township 5 South, Range 78 West of the 6th P.M., at a point 3,000 feet east of the west line and 1,500 feet north of the south line of said Section 35. C. Source: Groundwater tributary to the Blue River. D. Appropriation date: June 26, 1972. E. Amount: 0.50 c.f.s. each. F. Use: Domestic, mechanical, municipal, industrial, and irrigation. 4. Evidence of reasonable diligence: The conditional water rights decreed for the Blumenhein Well Nos. 1 and 2 are an integral part of Summit County’s water rights portfolio. During the diligence period (November 2001 to present), Summit County expended significant sums on legal and engineering services and other work relating to development and protection of its water rights, including the conditional water rights adjudicated to the Blumenhein Well Nos. 1 and 2. Summit County’s efforts to develop the conditional water rights and apply the water to beneficial use during the diligence period support a finding of reasonable diligence. The application contains a summary of the work undertaken during the six-year diligence period to apply the subject water rights to beneficial use, and is available for inspection at the office of the Water Clerk. CLAIM FOR CHANGE OF WATER RIGHT Name and description of structures: Blumenhein Well Nos. 1 and 2, as more fully described in Paragraph 3, above. Historic use: N/A, as the Blumenhein Well Nos. 1 and 2 are conditional water rights. Proposed change: Summit County requests approval to add the following specific alternate points of diversion for the water rights decreed for the Blumenhein Well Nos. 1 and 2, individually or in combination: A. County Well No. 1, located in the NE1/4 SE1/4 of Section 35, Township 5 South, Range 78 West of the 6th P.M., at a point 535 feet from the east line and 1,751 feet from the south line of said Section 35. B. County Well No. 2, located in the NE1/4 SE1/4 of Section 35, Township 5 South, Range 78 West of the 6th P.M., at a point 510 feet from the east line and 1,773 feet from the south line of said Section 35. County Wells Nos. 1 & 2 are

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existing structures, presently unpermitted. Groundwater diverted from County Well Nos. 1 & 2 is tributary to Miners Creek and Dillon Reservoir. These structures are included in Summit County’s augmentation plan decreed in Case No. 95CW122, although the actual locations of the structures (described above) are incorrectly described in said decree. In addition to the foregoing specific alternate points of diversion, Summit County requests approval to alternately divert the water rights decreed for the Blumenhein Well Nos. 1 and 2, individually or in combination, through additional and supplemental wells to be constructed within the boundaries of the County Commons PUD property, consisting of approximately 130.3 acres, described as follows: Government Lots 22 & 23, in the SE1/4 of Section 35, Township 5 South, Range 78 West of the 6th P.M, Summit County, Colorado; and Government Lots 11, 13, 15 & 18, in the SW1/4 of Section 36, Township 5 South, Range 78 West of the 6th P.M., Summit County, Colorado. The specific locations of such additional and supplemental wells shall be subsequently identified in accordance with the requirements of State Engineer’s Policy Memorandum 99-1. Water diverted for irrigation purposes at the foregoing alternate points of diversion will be used on approximately 15 acres located within the County Commons PUD property. The change of water right requested herein will not injure any other water rights, as diversions of the water rights decreed for the Blumenhein Well Nos. 1 and 2 at the alternate points of diversion shall not exceed the original contemplated draft of the conditional water rights sought to be changed. Names(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: A. The County Well Nos. 1 and 2 are located on the County Commons PUD property, owned by Summit County. B. Blumenhein Well No. 1 is located on property owned by Mountain Side Homeowners Association, P.O. Box 647, Frisco, CO 80443. C, Blumenhein Well No. 2 is located on property owned by either Judith Ryan, 7254 South Olive Way, Englewood, CO 80112, or David Armitage, 27677 Camargo Drive, Golden, CO 80401. WHEREFORE, Summit County respectfully requests that the Court enter a decree that: A. Grants this Application; B. Finds reasonable diligence for the conditional water rights decreed to the Blumenhein Well Nos. 1 and 2 in Case No. W-1204; C. Approves the change of water right described above; and D. Grants such other relief to Applicant as the Court deems just and proper. (7 pages) YOU ARE HEREBY NOTIFIED THAT YOU HAVE until the last day of JANUARY 2008 to file with the Water Clerk in quadruplicate a verified statement of opposition setting forth facts as to why this application should not be granted or why it should be granted in part or on certain conditions. A copy of such statement of opposition must also be served upon the applicant or the applicant’s attorney and an affidavit or certificate of such service shall be filed with the Water Clerk, as prescribed by Rule 5, CRCP. (Filing Fee: $90.00) KATHY HALL, Water Clerk, Water Division 5; 109 8th Street, Suite 104 Glenwood Springs, CO 81601 17. PURSUANT TO C.R.S., §37-92-302, AS AMENDED, YOU ARE NOTIFIED THAT THE FOLLOWING PAGES COMPRISE A RESUME OF THE APPLICATIONS AND AMENDED APPLICATIONS FILED WITH THE WATER CLERK FOR WATER DIVISION 5 DURING THE MONTH OF NOVEMBER 2007. 07CW212 SUMMIT COUNTY, George B. and Pamela D. Beardsley, 2 Inverness Drive East, Suite 200, Englewood, Colorado 80112, c/o James R. Montgomery, Moses, Wittemyer, Harrison and Woodruff, P.C., P.O. Box 1440, Boulder, CO 80306; APPLICATION FOR FINDING OF REASONABLE DILIGENCE AND TO MAKE ABSOLUTE. 2. Name of structure: Lost Lake Ditch. 3. Describe conditional water right giving the following from the Referee’s Ruling and Judgment and Decree: a. Date of original decree: July 5, 1916, unnumbered civil action, District Court for Summit County, Colorado. b. Decreed point of diversion: On the north bank of North Brush Creek at a point whence the northeast corner of Section 10, Township 3 South, Range 79 West of the 6th P.M. bears N44º45’E 7,511 feet. c. Source: North Fork Brush Creek. d. Appropriation date: June 9, 1915. e. Amount: 4.0 cfs. f. Decreed use: Irrigation. 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 is contained in the application. 5. If claim to make absolute: a. Date water applied to beneficial use: At least since 1951. b. Amount: 4.0 cfs. c. Use: Irrigation. d. Description of place of use where water is applied to beneficial use: Lands of applicant described on the map attached to the application as Exhibit A. Water from Lost Lake Ditch has been captured in other ditches lying down-gradient from the Lost Lake Ditch and reapplied to a total of about 80 acres. 6. Names and addresses of owners or reputed owners of the land upon which any new diversion or storage structure, or modification to any existing diversion or storage structure is or will be constructed or upon which water is or will be stored, including any modification to the existing storage pool: The original headgate was on U.S. Forest Service land; the new points of diversion sought in Case No. 05CW267 are on land owned by the Beardsleys and in one ditch on land owned by the United States Forest Service, whose address is 900 Grand Avenue, P.O. Box 948, Glenwood Springs, Colorado 81602-0948. 7. Relief requested: Beardsleys request the Court to rule that no finding of reasonable diligence or decree to make absolute is necessary. In the alternative, Beardsleys request the Court to find that the full amount of 4.0 cfs was diverted and used at least as of 1951 and to issue a decree making absolute 2.0 cfs for a total absolute water right of 4.0 cfs. (6 pages). YOU ARE HEREBY NOTIFIED THAT YOU HAVE until the last day of JANUARY 2008 to file with the Water Clerk in quadruplicate a verified statement of opposition setting forth facts as to why this application should not be granted or why it should be granted in part or on certain conditions. A copy of such statement of opposition must also be served upon the applicant or the applicant’s attorney and an affidavit or certificate of such service shall be filed with the Water Clerk, as

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prescribed by Rule 5, CRCP. (Filing Fee: $90.00) KATHY HALL, Water Clerk, Water Division 5; 109 8th Street, Suite 104 Glenwood Springs, CO 81601 18. PURSUANT TO C.R.S., §37-92-302, AS AMENDED, YOU ARE NOTIFIED THAT THE FOLLOWING PAGES COMPRISE A RESUME OF THE APPLICATIONS AND AMENDED APPLICATIONS FILED WITH THE WATER CLERK FOR WATER DIVISION 5 DURING THE MONTH OF NOVEMBER 2007. 07CW213 In The Matter Of The Application For Water Rights Of Robert And Karin Weber. In Eagle County, Colorado. Application To Make Water Rights Absolute And For Finding Of Reasonable Diligence. Applicants, Robert and Karin Weber (“Applicants”), by and through their undersigned counsel, respectfully submit this Application to Make Water Rights Absolute and for Finding of Reasonable Diligence, and as grounds therefore states as follows: 1. Name and address of applicant. Robert and Karin Weber, PMB 387, Box 3000, Edwards, CO 81632. Copies of all pleadings to: Richard A. Johnson, Leah A. Kukowski, Johnson & Repucci LLP, 2521 Broadway, Suite A, Boulder, Colorado 80304, (303) 442-1900. 2. Original Decree. The water rights described in paragraphs 3 and 4, below, were first decreed by the Water Court in Case No. 00CW295 (Water Div. 5) on November 27, 2001. This decree granted three conditional water rights and approved a plan for augmentation, including exchange. The conditional water rights, including right of exchange, granted in that decree are the subject of this Application. 3. Description of Underground Water Right. a. Structure: Weber Well No. 1. b. Legal description of well: The Weber Well No. l is located in the SW¼ of the SE¼, Section 4, Township 5 South, Range 83 West, of the 6th P.M. at a point 1,950 feet West of the East section line and 800 feet North of the South section line. c. Depth: 600 feet. d. Source: groundwater tributary to the Eagle River. e. Date of appropriation: October 26, 2000. f. Amount: 0.033 cfs (2.82 AF annually), conditional. g. Use: domestic, fire protection, irrigation of up to 1.0 acre of lawns and gardens, pond filling, and evaporative replacement. h. Name and address of owner of land on which said well is located: Applicants. 4. Description of Storage Water Rights. a. Names of structures: Weber Pond Nos. 1 and 2. b. Legal descriptions: (i) Weber Pond No. 1 is located in the SW¼ of the SE¼, Section 4, Township 5 South, Range 83 West, of the 6th P.M., 1,934 feet West of the East section line and 600 feet North of the South section line. (ii) Weber Pond No. 2 is located in the SW¼ of the SE¼ of Section 4, Township 5 South, Range 83 West, of the 6th P.M. at a point 2,396 feet West of the East section line and 1,127 feet North of the South section line. c. Sources: (i) Weber Pond No. 1: surface runoff tributary to Warren Gulch, tributary to Eagle River and the Weber Well No. 1. (ii) Weber Pond No. 2: surface runoff tributary to Warren Gulch, tributary to the Eagle River. d. Date of appropriation for both ponds: October 26, 2000. e. Amounts: (i) Weber Pond No. 1: 0.389 acre feet, conditional. (ii) Weber Pond No. 2: 3.2 acre feet, conditional. f. Rate of diversion in cfs for filling the reservoirs: (i) Weber Pond No. 1: 0.25 cfs. (ii) Weber Pond No. 2: 0.25 cfs. g. Uses: (i) Weber Fond No.1: Fire protection, piscatorial and recreational. (ii) Weber Pond No. 2: Fire protection, irrigation of up to 1.0 acre, filling Weber Pond No. 1, and augmentation. h. Surface area of high water line: (i) Weber Pond No. 1: 0.119 acre. (ii) Weber Pond No. 2: 0.4 acre. i. Maximum Height of Dam in feet for both reservoirs: less than 10 feet. j. Length of dam in feet: (i) Weber Pond No. 1: 45 feet. (ii) Weber Pond No. 2: 240 feet. k. Total capacity of reservoirs in acre feet: (i) Weber Pond No. 1: 0.389 acre foot, 100% active capacity. (ii) Weber Pond No. 2: 3.2 acre feet, 100% active capacity. l. Name and address of owner of land on which structures are located: Applicants. 5. Right of Exchange. As part of Applicants’ plan for augmentation, Applicants’ were decreed an exchange of augmentation water, described in paragraphs 10-13 of the Original Decree, for 2.45 acre feet to Applicants’ decreed points of diversion (paragraphs 3.B and 4.B) from the confluence of Warren Gulch and the Colorado River, with an appropriation date of December 31, 2000. 6. Claim to Make Absolute. Applicants claim the right to have the Weber Well No.1 underground water right made absolute for irrigation uses, fire protection pond filling, and evaporative replacement for 0.033 cfs (2.82 acre feet annually). Applicants also claim the right to have the Weber Pond No. 1 made absolute for fire protection, recreational, and piscatorial uses for its decreed capacity of 0.389 acre feet. At the time of the Original Decree, the Weber Pond No. 1 was an existing, but undecreed, structure. The Weber Pond No. 1 was first filled under its decreed right via the Weber Well No. 1 during the summer of 2002 and has been filled in this manner each season since that time. The Weber Well No. 1 was constructed in its decreed location during 2002 pursuant to a well permit issued by the Colorado Division of Water Resources, Office of the State Engineer, Well permit No. 57005-F. It became operational during June 2002 and, as permitted under the terms of the well permit, was first used for irrigation of one acre during 2002. During each year since, the Weber Well No. 1 underground water right has been used to supply the sprinkler irrigation system for Applicant’s property and for the filling and evaporative replacement of Weber Pond No. 1. On July 1, 2003, Applicants submitted an application to deepen the existing well constructed under Well Permit No. 57005-F. A new well permit, Well Permit No. 57540-F was issued by the State Engineer on July 2, 2003. A pump installation and test report was filed with the State Engineer on July 24, 2003. Well Permit No. 57540-F allows for use of Weber Well No. 1 in accordance with the plan for augmentation decreed for this structure in Case No. 00CW295 (Water Div. 5). Use of the Weber Well No. 1 has been augmented in accordance with the decreed plan for augmentation pursuant to a contract with the Colorado River Water Conservation District, Contract No. CW01001A&B. 7. Claim of Reasonable Diligence. Applicants’ intent to complete appropriation of the Weber Pond No. 2 storage water right, the right of exchange, and the conditional portion of the Weber Well No. 1 underground water right (domestic use) is evidenced by the following: a. The Weber Well No. 1, the Weber Pond No. 1, and the Weber Pond No. 2, as well as the exchange of augmentation to those structures, are a part of an integrated water system to allow for continued operations pursuant to a decreed plan for augmentation. Applicants’ efforts with respect to the construction, maintenance, and operation of the Weber Well No. 1 and the Weber Pond No. 1 demonstrate Applicants’ continuing diligence to fully

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develop this system to include the Weber Pond No. 2 and the exchange. b. During the diligence period, Applicants constructed and later deepened of the Weber Well No. 1, after obtaining appropriate approvals and permits from the Colorado Division of Water Resource, at a cost of approximately $18,000. During 2003, Applicants replaced the metering device on the Weber Well No. 1 at a cost of approximately $1,000. In 2002, Applicants installed a sprinkler system to facilitate irrigation from the Weber Well No. 1 at a cost of approximately $70,000. The Weber Well No. 1 water right has been placed to beneficial use for irrigation, as well as for the filling of and replacement of evaporative depletions from the Weber Pond No. 1. Applicants’ activities and significant financial expenditures with respect to this well and pond system demonstrate their continuing diligence to place their conditionally decreed water rights, including exchange, to beneficial use, including as necessary exchanges to and releases from the planned Weber Pond No. 2. c. Applicants have obtained and maintained, through payment of all invoices, a contract with the Colorado River Water Conservation District to allow for operation of the structures that are the subject of this Application. d. Applicants’ counsel has monitored water court filings in Water Division 5 to determine whether it has been necessary to file statements of opposition to protect Applicant’s water rights. WHEREFORE, Applicants respectfully request that the Court enter a decree finding that: A. The Weber Well No. 1 underground water right (for all uses except domestic) and the Weber Pond No. 1 storage water right (for all uses) have been made absolute by the completion of appropriation and placement of such water to beneficial use; B. That the activities identified herein demonstrate that Applicants have exercised reasonable diligence in completing the appropriation of the Weber Well No. 1 underground water right (for domestic use), the Weber Pond No. 2 storage water right, and the exchange; C. That, for any portions of the Weber Well No. 1 underground water right and the Weber Pond No. 1 storage water right not granted an absolute water right, that the activities identified herein demonstrate that Applicants have exercised reasonable diligence in completing the appropriation of such rights; D. Continuing all conditional water rights, including exchange, or conditional portions of these water rights, in full force and effect. (7 pages) YOU ARE HEREBY NOTIFIED THAT YOU HAVE until the last day of JANUARY 2008 to file with the Water Clerk in quadruplicate a verified statement of opposition setting forth facts as to why this application should not be granted or why it should be granted in part or on certain conditions. A copy of such statement of opposition must also be served upon the applicant or the applicant’s attorney and an affidavit or certificate of such service shall be filed with the Water Clerk, as prescribed by Rule 5, CRCP. (Filing Fee: $90.00) KATHY HALL, Water Clerk, Water Division 5; 109 8th Street, Suite 104 Glenwood Springs, CO 81601 19. PURSUANT TO C.R.S., §37-92-302, AS AMENDED, YOU ARE NOTIFIED THAT THE FOLLOWING PAGES COMPRISE A RESUME OF THE APPLICATIONS AND AMENDED APPLICATIONS FILED WITH THE WATER CLERK FOR WATER DIVISION 5 DURING THE MONTH OF NOVEMBER 2007. 07CW214 THE City and County of Denver, acting by and through its Board of Water Commissioners’ APPLICATION to amend the decree ENTERED IN C.A. NOS. 1529 AND 1548, CONCERNING THE WATER RIGHTS OF THE CITY AND COUNTY OF DENVER, acting by and through its BOARD OF WATER COMMISSIONERS IN EAGLE COUNTY, Patricia L. Wells, General Counsel, Casey S. Funk, No. 11638, Daniel J. Arnold, No. 35458, Attorneys for Applicant, the City and County of Denver, acting by and through its Board of Water Commissioners, Address: 1600 West 12th Avenue, Denver, Colorado 80204-3412, Phone Number: 303-628-6460, Fax Number: 303-628-6478, E-mail: casey.funk@denverwater.org, The City and County of Denver, acting by and through its Board of Water Commissioners (“Denver”), acting by and through its attorneys, hereby requests the court to amend the decree entered in Civil Action Nos. 1529 and 1548 to fix the priority date of the Eagle River Unit and Colorado River Unit of the Eagle Colorado Collection System to December 31, 2007. As ground for this application, Denver states as follows: I. Introduction and Background 1. In C.A. Nos. 1529 and 1548 (“Decree”) this court confirmed appropriation dates of November 28, 1971 to the Eagle River Unit and November 30, 1971 to the Colorado River Unit of the Eagle-Colorado Collection System for storage in the proposed Eagle Colorado Reservoir in the amount of 350,000 acre feet (“Eagle Colorado Project”). Exhibit A, Findings of Fact, Conclusions of Law, Judgment and Decree (“Decree”), Civil Action Nos. 2371, 1529 and 1548. This decree was subject to a Memorandum of Agreement dated December 15, 1986 (“1986 MOA”), which was attached and incorporated into the decree at page 5, paragraph 16. Exhibit A, Decree, which incorporates the attached 1986 MOA. The 1986 MOA provides that: Denver agrees that notwithstanding its priority for the Eagle-Colorado Project it will operate that project in a manner that: *** b) Will not place a call on in-basin water rights for non-industrial use upstream of the project perfected at the time a contract is let for construction of any dam which will be part of the Eagle-Colorado Project. Snow-making for recreational purposes is not deemed an industrial use for purposes of this agreement. c) Does not reduce the supply of water to downstream customary municipal and irrigation water rights for in-basin uses perfected at the time a contract is let for construction of any dam which will be part of the Eagle-Colorado Project. Customary municipal use does not include water delivered through a municipal treated water system for extraordinary industrial uses. **** . Exhibit A, MOA ¶ III.B.(3).(b), (c), p.5-6. Thus the priority of the Eagle Colorado Project does not vest until such time as a contract is let for the construction of any dam which will be part of the Project. (footnote 1: The 1986 MOA also contains identical terms and conditions which would apply to a replacement reservoir for Green Mountain Reservoir if Denver decided to pursue the Green Mountain Pumpback Project. Exhibit A, 1986 MOA, § IV.D.4 and 5 p. 7.) 2. In Case No. 02CW125, Denver filed an application for a finding of diligence for the conditional water rights included in the Decree. On November 28, 2007, the diligence case was resolved by means of a Settlement Agreement among Denver; Objectors Eagle River Water and Sanitation District and Upper Eagle Regional

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Water Authority (collectively “Objectors”); and the parties to the 1986 MOA, which parties were the Colorado River Water Conservation District (“River District”), the Northern Colorado Water Conservancy District (“Northern”), and the Municipal Subdistrict, Northern Colorado Water Conservancy District (“Subdistrict”). The parties to the Settlement Agreement in Case No. 02CW125 agreed to amend the 1986 MOA to fix the priority of the Eagle Colorado Reservoir. Exhibit B, Settlement Agreement. 3. Under the Settlement Agreement, Denver, Objectors, and parties to the 1986 MOA agreed to amend the 1986 MOA to “[p]rovide that Denver will file an application in the Water Court to obtain a fixed priority date of December 31, 2007 for the Eagle Colorado project, or such later date as may be decreed by the Water Court.” Exhibit B, Settlement Agreement p. 2. 4. Pursuant to the Settlement Agreement, Denver and the parties to the 1986 MOA entered into an Amendment to the 1986 MOA (“Amendment”), which deleted Sections III.B.3 (b), (c) and (d) and Sections IV. D. 4 and 5. The Amendment provided that “the Eagle-Colorado Project shall be entitled to a fixed priority date of December 31, 2007, or such later date as may be decreed by the Water Court,” and that “Denver shall file an application to amend the current decree for the Eagle-Colorado Project to obtain such fixed priority date.” Exhibit C, Amendment to 1986 MOA. 5. In the Amendment and Settlement Agreement, the parties also agreed that the uses of the Eagle Colorado Project would be limited to on-site recreation, direct beneficial uses within the Colorado River basin, indirect beneficial uses by replacement, substitution or exchange by West Slope and East Slope water users, and endangered fish flow purposes. II. AMENDMENT TO THE DECREEIn accordance with the 2007 Settlement Agreement and the Amendment to the 1986 MOA, Denver requests the Court to make the following modifications to the Decree in Case Nos. 1529 and 1548 for the Eagle-Colorado Project. 1. Amend page 10, paragraph 7 of the Decree as follows:

7. Date of Appropriation: Eagle River Unit: Colorado River Unit:

November 28, 1971 December 31, 2007 November 30, 1971 December 31, 2007

2. Include the following administration provision: “The conditional water rights for the Eagle River Unit and Colorado River Unit of the Eagle Colorado Project shall be administered as having been filed in calendar year 2007, and shall be junior to all priorities having been filed in previous years. As between all rights filed in calendar year 2007, the priority shall be determined by the dates of appropriation set forth above and not affected by the date of entry of the amendment to this decree.” 3. Amend page 5, paragraph 16 of the Decree to incorporate the following changes: 16. The Board entered into a Memorandum of Agreement dated December 15, 1986, and an Amendment to 1986 Memorandum of Agreement dated November 28, 2007 with the Colorado River Water Conservation District, the Northern Colorado Water Conservancy District, and the Municipal Subdistrict, Northern Colorado Water Conservancy District (a copy of which is attached hereto and incorporated by reference). Said Memorandum of Agreement and Amendment provides for certain terms and conditions and for a stipulated settlement of this case, and further provides, among other matters, that this Decree shall be entered simultaneously with a Decree in favor of the Colorado River Water Conservation District in Case No. 84CW070. 4. Amend page 12, paragraph 12 of the Decree to state: 12. This Decree is subject to and shall be administered in accordance with the terms and conditions of the attached Memorandum of Agreement dated December 15, 1986, as amended by the November 28, 2007 Amendment to 1986 Memorandum of Agreement. 5. Amend page 12, paragraph 9 of the decree to add the following at the end of the paragraph: “Notwithstanding the foregoing, the uses of the appropriations described above for the Eagle Colorado Project are limited to on-site recreation, direct beneficial uses within the Colorado River basin, indirect beneficial uses by replacement, substitution or exchange by West Slope and East Slope water users, and endangered fish flow purposes.” III. REQUEST FOR RELIEF WHEREFORE, Denver respectfully requests that the Court approve Denver’s application to amend the decree in C.A. Nos.1529 and 1548 by Order and Decree. (52 pages ) YOU ARE HEREBY NOTIFIED THAT YOU HAVE until the last day of JANUARY 2008 to file with the Water Clerk in quadruplicate a verified statement of opposition setting forth facts as to why this application should not be granted or why it should be granted in part or on certain conditions. A copy of such statement of opposition must also be served upon the applicant or the applicant’s attorney and an affidavit or certificate of such service shall be filed with the Water Clerk, as prescribed by Rule 5, CRCP. (Filing Fee: $90.00) KATHY HALL, Water Clerk, Water Division 5; 109 8th Street, Suite 104 Glenwood Springs, CO 81601 20. PURSUANT TO C.R.S., §37-92-302, AS AMENDED, YOU ARE NOTIFIED THAT THE FOLLOWING PAGES COMPRISE A RESUME OF THE APPLICATIONS AND AMENDED APPLICATIONS FILED WITH THE WATER CLERK FOR WATER DIVISION 5 DURING THE MONTH OF NOVEMBER 2007. 07CW215 - GRAND COUNTY, PROTEST OF PROPOSED ABANDONMENT OF WATER RIGHTS. 1. Protesters: Grand Creek Ranch, LLC, and John K. Coors and Sharna L. Coors, 34386 Ranchero Road, Evergreen, CO, 80439. All pleadings should be directed to: Zach C. Miller and Steven E. Marlin, Davis Graham & Stubbs LLP, 1550 17th Street, Suite 500, Denver, CO, 80201-0185, 303-892-9400. 2. Name of Structure: Bohm Ditch and related water rights; 3. Legal Description: Section 17, Township 1 South, Range 78 West, of the 6th P.M., in Grand County, Colorado, as decreed by the Grand County District Court in Case No. CA0183 on August 8, 1911, with an appropriation date of June 8, 1887. 4. Protest: Protesters own and request that the Bohm Ditch and related water rights be removed from the Division 5 Revised Abandonment List and be deemed not to be abandoned. 5. Additional Information: See Protest for additional details (9 pages).

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YOU ARE HEREBY NOTIFIED THAT YOU HAVE until the last day of JANUARY 2008 to file with the Water Clerk in quadruplicate a verified statement of opposition setting forth facts as to why this application should not be granted or why it should be granted in part or on certain conditions. A copy of such statement of opposition must also be served upon the applicant or the applicant’s attorney and an affidavit or certificate of such service shall be filed with the Water Clerk, as prescribed by Rule 5, CRCP. (Filing Fee: $90.00) KATHY HALL, Water Clerk, Water Division 5; 109 8th Street, Suite 104 Glenwood Springs, CO 81601 21. PURSUANT TO C.R.S., §37-92-302, AS AMENDED, YOU ARE NOTIFIED THAT THE FOLLOWING PAGES COMPRISE A RESUME OF THE APPLICATIONS AND AMENDED APPLICATIONS FILED WITH THE WATER CLERK FOR WATER DIVISION 5 DURING THE MONTH OF NOVEMBER 2007. 05CW52 SECOND AMENDMENT TO APPLICATION FOR CHANGE OF WATER RIGHT IN THE COLORADO RIVER OR ITS TRIBUTARIES IN GARFIELD COUNTY EnCana Oil & Gas (USA), Inc. (“EnCana”) c/o Christopher Durrant, 370 17th Street, Suite 1700, Denver, Colorado 80202, 303.623.2300 Direct pleadings to: James R. Montgomery, Richard J. Mehren, Moses, Wittemyer, Harrison and Woodruff, P.C., P. O. Box 1440, Boulder, Colorado 80306-1440, 303.443.8782. 2. Amendment of Application. Applicant hereby amends its Application as follows to correct the legal descriptions for the Last Chance Ditch, Unabridge and Debeque Alternate Points of Diversion and to correct the names and addresses of the owners or reputed owners of the land upon which the Last Chance Ditch, Unabridge and Debeque alternate points of diversion are or will be constructed: A. Paragraph 4.a.(1) of the Application is amended to state as follows: “The headgate of the Last Chance Ditch is located on the South bank of the old channel of the Colorado River in the NE1/4 SE1/4, Section 10, Township 6 South, Range 92 West of the 6th P.M., 890 feet from the East section line and 1,600 feet from the South section line of said Section 10. B. Paragraph 4.d.(1) of the Application is amended to state as follows: “Located on the North bank of the Colorado River in the SW1/4 NW1/4, Section 34, Township 7 South, Range 96 West of the 6th P.M., 758 feet from the West section line and 2,725 feet from the North section line of said Section 34. C. Paragraph 4.e.(1) of the Application is amended to state as follows: “Located on the South bank of the Colorado River in the SW1/4 NE1/4, Section 27, Township 8 South, Range 97 West of the 6th P.M., 2,554 feet from the East section line and 2,688 feet from the South section line of said Section 27. D. Paragraph 6.a. of the Application is amended to state the following name and address of the owner or reputed owner of land upon which the Last Ditch Alternate Point Diversion is or will be constructed: Thom and Camille Toler, 361 County Road 311, Silt, Colorado 81652-9601 E. Paragraph 6.d. of the Application is amended to state the following name and address of the owner or reputed owner of land upon which the Unabridge Alternate Point of Diversion is or will be constructed: William R. Patterson, Rodney C. Power, Ronald and Marie Tipping, P.O. Box 1329, Grand Junction, CO 81052 F. Paragraph 6.e. of the Application is amended to state the following name and address of the owner or reputed owner of land upon which the Debeque Alternate Point of Diversion is or will be constructed: William and Margaret Prather, P.O. Box 242, De Beque, CO 81630-0242. Except as amended herein and in the amendment of August 17, 2005, the original Application filed March 31, 2005 remains unchanged. ( 4 pages ) YOU ARE HEREBY NOTIFIED THAT YOU HAVE until the last day of JANUARY 2008 to file with the Water Clerk in quadruplicate a verified statement of opposition setting forth facts as to why this application should not be granted or why it should be granted in part or on certain conditions. A copy of such statement of opposition must also be served upon the applicant or the applicant’s attorney and an affidavit or certificate of such service shall be filed with the Water Clerk, as prescribed by Rule 5, CRCP. (Filing Fee: $90.00) KATHY HALL, Water Clerk, Water Division 5; 109 8th Street, Suite 104 Glenwood Springs, CO 81601 22. PURSUANT TO C.R.S., §37-92-302, AS AMENDED, YOU ARE NOTIFIED THAT THE FOLLOWING PAGES COMPRISE A RESUME OF THE APPLICATIONS AND AMENDED APPLICATIONS FILED WITH THE WATER CLERK FOR WATER DIVISION 5 DURING THE MONTH OF NOVEMBER 2007. 07CW43(W1137) EAGLE COUNTY-TEPEE CREEK, TRIBUTARY TO THE COLORADO RIVER. Michael & Edith Lederhause; 29633 Colorado River Rd.; McCoy, CO 80463 (970)653-9691. White Cotton Ditch-Amended Application for Change of Water Right. Decreed Point of Diversion- NW¼NW¼ of Sec. 9, T.2S, R.84W. of the 6th P.M. at a point whence Angle Point No. 3 of Tract 41, Sec. 4, said township and range, bears: N. 68º 57’ E. 2872.75 ft. Historic Use: Diversion of up to 2.0 cfs, absolute, of water from Tepee Creek for irrigation of up to 24.2 acres by open ditch for irrigation and livestock water on land located in the N½NW¼ S.9, T.2S, R.84W. of the 6th P.M. Appropriation: Sept. 30, 1928. Proposed Change: Applicant requests two alternate points of diversion from Tepee Creek (Location 1)-NW¼NW¼ of Sec. 9, T.2S, R. 84W. of the 6th P.M, 217 m/712 ft. from the north sec. line and 5 m/16 ft. from the west sec. line. (Location 2)-SE¼ SE¼. of Sec. 5, T.2S., R. 84W. of the 6th P.M., 150.4 m/493 ft. from the south sec. line and 360.7 m/1,183 ft. from the east sec. line. 5. Use: This change will allow the head pressure necessary for the installation of a pipeline and sprinkler irrigation, resulting in more efficient use of the water along with less contamination of the Colorado River from tail water. Name and address of owner of the land upon which new diversion is or will be constructed: BLM, Glenwood Springs Resource Area, 50629 U.S. Hwy. 6, Glenwood Springs, CO 80461. (20 pages) YOU ARE HEREBY NOTIFIED THAT YOU HAVE until the last day of JANUARY 2008 to file with the Water Clerk in quadruplicate a verified statement of opposition setting forth facts as to why this application should not be granted or why it

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should be granted in part or on certain conditions. A copy of such statement of opposition must also be served upon the applicant or the applicant’s attorney and an affidavit or certificate of such service shall be filed with the Water Clerk, as prescribed by Rule 5, CRCP. (Filing Fee: $90.00) KATHY HALL, Water Clerk, Water Division 5; 109 8th Street, Suite 104 Glenwood Springs, CO 81601. 23. PURSUANT TO C.R.S., §37-92-302, AS AMENDED, YOU ARE NOTIFIED THAT THE FOLLOWING PAGES COMPRISE A RESUME OF THE APPLICATIONS AND AMENDED APPLICATIONS FILED WITH THE WATER CLERK FOR WATER DIVISION 5 DURING THE MONTH OF NOVEMBER 2007. 07CW164 River Bend Colorado, LLC c/o Related Westpac Attn: Rockwell Shepard 132 West Main St, Suite A, Aspen, CO 81611 Phone: 970-544-0620 Fax: 970-920-3384 c/o Brownstein Hyatt Farber Schreck, P.C. James S. Lochhead #9065410 17th Street, Suite 2200, Denver, CO 80202 Phone: (303) 223-1100 Fax: (303) 223-1111 and P.O. Box 357 Glenwood Springs, CO 81602-0357 Phone: (970) 945-5302 Fax: (970) 945-2360. First Amended Application for Water Rights, for Approval of Plan for Augmentation and for Appropriative Right of Exchange in GARFIELD, PITKIN, SUMMIT AND EAGLE COUNTIES. The Applicant River Bend Colorado, LLC, (“Applicant”) by and through its attorneys, respectfully requests the Court to enter a decree approving the following application and as grounds therefore states as follows: INTRODUCTION: Applicant is the owner of approximately 280 acres of land to become a residential and commercial development located in Garfield County, Colorado (the “Development”). A map and legal description of such property is attached hereto as Exhibits A and B, respectively. Applicant has pending in case No. 01CW187, Water Division No. 5, an Application for Change of Water Right and for Approval of Plan for Augmentation (the “Existing Application”). The Existing Application seeks approval of a water supply to provide potable water service through the Roaring Fork Water and Sanitation District, for up to 349.55 EQRs as defined in the policies of the Roaring Fork Water and Sanitation District. The Existing Application contemplates that the final Development may include different configurations of residential and commercial EQRs, but subject to the overall limitation of 349.55 EQRs as defined by the policies of the Roaring Fork Water and Sanitation District. As of the date of this Application, the Existing Application has been submitted to the Referee for Water Division No. 5 for a Ruling. The purpose of this Application is to supplement the Existing Application to provide potable water service through the Roaring Fork Water and Sanitation District for a total of up to 1200.00 EQRs as defined in the policies of the Roaring Fork Water and Sanitation District (including the 349.55 EQRs applied for in the Existing Application). Applicant has entered into an existing inclusion agreement with the Roaring Fork Water and Sanitation District for water service under the Existing Application under the water rights available pursuant to a water allotment contract between Sanders Ranch Holdings, LLC and the Basalt Water Conservancy District (the "Allotment Contract"). The Allotment Contract has been assigned to the Applicant. Applicant intends to enter into an additional or amended inclusion agreement with the Roaring Fork Water and Sanitation District, under which the Roaring Fork Water and Sanitation District would provide water service to the Development under the Existing Application and/or this Application to a total of up to 1200.00 EQRs as defined in the policies of the Roaring Fork Water and Sanitation District. The Applicant will dedicate the water rights included in this Application and the Existing Application to the District pursuant to such inclusion agreement. 1. Name, address and telephone number of Applicant River Bend Colorado, LLC c/o Related Westpac Attn: Rockwell Shepard 132 West Main St, Suite A Aspen, CO 81611 Phone: 970-544-0620 Fax: 970-920-3384 c/o BROWNSTEIN HYATT FARBER SCHRECK, P.C. James S. Lochhead #9065 410 17th Street, Suite 2200 Denver, CO 80202 Phone: (303) 223-1100 Fax: (303) 223-1111 And P.O. Box 357 Glenwood Springs, CO 81602-0357 Phone: (970) 945-5302 Fax: (970) 945-2360 E-mail: jlochhead@bhfs.com FIRST CLAIM – Application for Conditional Underground and Surface Water Right 2. Name of structure: River Bend Enlargement. Applicant seeks approval to withdraw up to 1.25 c.f.s. at the following alternate points of withdrawal owned and operated by the Roaring Fork Water and Sanitation District: Aspen Glen Well Nos. 1 through 7 ("Aspen Glen Wells"); Coryell Ranch Well Nos. 1 through 14 ("Coryell Ranch Wells"); and the Coryell Ranch Roaring Fork Diversion ("Roaring Fork Diversion"), in addition to all or part of its 0.5 c.f.s. allotment of the Basalt Conduit water right under the Existing Application. The maximum total rate of withdrawal through the alternate points of withdrawal under the River Bend Enlargement water right in this Application shall be 1.25 c.f.s. The total diversions under this Application and the Existing Application shall be 1.75 c.f.s. The water right applied for herein right may be diverted at any one or any combination of the Aspen Glen and Coryell Ranch Wells, and the Roaring Fork Diversion. 3. Locations of Alternate Points of Withdrawal: The locations of the Aspen Glen and Coryell Ranch Wells and the Roaring Fork Diversion are indicated on Exhibit C. The Aspen Glen Wells are located in T.7S., R.88 W., 6th P.M., in Garfield County, Colorado, and are described as follows: Aspen Glen Well No. 1 located in the SE1/4 SW1/4, Sec. 20, at a point from whence the SE Corner of Sec. 20 bears S. 78º15' E., 3,830 feet. Aspen Glen Well No. 2 located in the NW1/4 NE1/4, Sec. 29, at a point from whence the NE Corner of Sec. 29 bears N. 70º45' E., 2,330 feet. Aspen Glen Well No. 3 located in the NW1/4 NE1/4, Sec. 29, at a point from whence the NE Corner of Sec. 29 bears N. 74º71' E., 1,855 feet. Aspen Glen Well No. 4 located in the NW1/4 NE1/4, Sec. 29, at a point from whence the NE Corner of Sec. 29 bears N. 72º15' E., 2,585 feet. Aspen Glen Well No. 5 located in the NW1/4 NE1/4, Sec. 29, at a point from whence the NE Corner of Sec. 29 bears N. 72º45' E., 2,150 feet. Aspen Glen Well No. 6 located in the NW1/4 NE1/4, Sec. 29, at a point from whence the NE Corner of Sec. 29 bears N. 82º E., 2,300 feet. Aspen Glen Well No. 7 located in the NE1/4 NW1/4, Sec. 29, at a point from whence the NE Corner of Sec. 29 bears N. 82º25' E., 2,730 feet. The Coryell Ranch Wells also are located in said T.7S., R.88W. and are described as follows:

NOVEMBER 2007 RESUME WATER DIVISION 5

PAGE 20

A. The Roaring Fork Diversion is located on the West bank of the Roaring Fork River in the NE1/4 NE1/4, Section 29, Township 7 South, Range 88 West, 6th P.M., at a point whence the NE corner of said Section 29 bears North 53º18' East, a distance of 1,357.4 feet. 4. Source: The source of water for the Aspen Glen and Coryell Ranch Wells is

groundwater tributary to the Roaring Fork River. The source of water for the Roaring Fork Diversion is the Roaring Fork River. 5. A. Date of initiation of appropriation: September 27, 2007 B. How appropriation was initiated: By the formation of an intent to make the appropriation described herein and overt acts constituting a substantial step towards the appropriation, including engineering and design of the proposed development and notice at the developed alternate points of diversion described herein. C. Date water applied to beneficial use: N/A 6. Amount claimed: 1.25 c.f.s., conditional 7. Proposed use: Domestic and municipal purposes, including but not limited to, fire protection uses and park and landscape irrigation on up to three acres of land within the Development. 8. Name and address of owners of land on which structures are located: The Aspen Glen and Coryell Ranch wells and the Roaring Fork Diversion are located on easements owned by the Roaring Fork Water and Sanitation District. SECOND CLAIM – Application for Approval of Plan for Augmentation Names of structures to be augmented: River Bend Enlargement, as applied for herein. There are other water rights decreed for withdrawal from these structures, including the Basalt Conduit right which is subject to the Existing Application. This plan for augmentation shall apply only to those out-of-priority depletions associated with withdrawals from these structures under the River Bend Enlargement water right for service to the Development pursuant to this Decree. Water rights used for augmentation: Pursuant to the Allotment Contract, River Bend is entitled to use up to 62.6 acre feet, total, of augmentation water from any of the three sources described below (Ruedi Reservoir, Green Mountain Reservoir and the Troy and Edith Ditches). An estimated amount of 25.17 acre feet of the 62.6 acre feet of Allotment Contract water will be dedicated to augmentation of out of priority depletions from the Aspen Glen and Coryell Ranch Wells and the Roaring Fork Diversion, pursuant to this Application. Portions of the 62.6 acre feet of water available under the Allotment Contract will also be dedicated to augmentation of evaporation losses from Bair Chase Lakes Nos. 1-5, pursuant to two separate applications filed by River Bend in Case Nos. 01CW188 and 01CW189, and dedicated to augmentation of diversions from the Aspen Glen and Coryell Ranch Wells and the Roaring Fork Diversion, pursuant to the Existing Application. Ruedi Reservoir: Previous decrees: Ruedi Reservoir is a component of the Frying Pan-Arkansas Project and was originally decreed for the storage of up to 140,697.3 acre feet of water in Civil Action No. 4613, Garfield County District Court, on June 20, 1958, with a date of appropriation of July 29, 1957. Subsequently, in Case No. W-789-76, the decreed storage capacity for this Reservoir was reduced to 102,369 acre feet. By decree of the water court in Case No. 81CW34, Ruedi Reservoir was decreed a refill right in the amount of 101,280 acre feet, conditional. In Water Court case No. 95CW95, 44,509 acre feet was made absolute. Legal description: Ruedi Reservoir is an on-channel reservoir located in Sections 7, 8, 9, 11, and 14 through 18, Township 8 South, Range 84 West, of the 6th P.M. in Pitkin and Eagle Counties. Source: Frying Pan River, tributary of Colorado River Decreed amount: 102, 369 acre feet (originally decreed for 140, 697.3 acre feet; reduced to 102,369 acre feet in Case No. W-789-76; decreed for refill right of 101,280 acre feet, conditional, 44,509 acre feet subsequently made absolute) Adjudication date: June 20, 1958 Appropriation date: July 29, 1957 Decreed uses: Generation of electric energy, domestic, municipal, industrial, irrigation and stock watering Remarks: Augmentation water may be released from Ruedi Reservoir into the Frying Pan River, tributary to the Roaring Fork River, tributary to the Colorado River, to augment out of priority depletions caused by withdrawals through the Coryell Ranch and Aspen Glen Wells and the Roaring Fork Diversion. Green Mountain Reservoir: Previous decrees: Water storage rights for Green Mountain Reservoir were originally decreed in Case Nos. 2782, 5016, and 5017, United States District Court, District of Colorado, October 12, 1955. Legal description: Green Mountain Reservoir is an on-channel reservoir and is located approximately 16 miles Southeast of the Town of Kremmling in Summit County, Colorado, and more particularly in all or parts of Sections 11, 12, 13, 14, 15, and 24 of Township 2 South, Range 80 West, and of Sections 17, 18, 19, 20, 21, 28, 29, and 34, Township 2 South, Range 79 West of the 6th P.M. Source: Blue River, tributary of Colorado River Decreed amount: 154,645 acre feet Adjudication date: October 12, 1955 Appropriation date: August 1, 1935 Decreed uses: In accordance with paragraph 5(a), (b), and (c) of the section entitled "Manner of Operation of Project Facilities and Auxiliary Facilities" in Senate Document No. 80. Remarks: Augmentation water from Green

Well No. Quarter Quarter Location in Section 29

Distance from North line of Section 29

Distance from East Line of Section 29

1 NE NE 1268.54 1021.95 2 SW NE 1849 2064.12 3 SE NE 2086.54 86.95 4 SE NE 1808.54 301.95 5 SE NE 1508.54 486.95 6 NE NE 1218.54 666.95 7 NE NE 928.54 966.95 8 NW NE 774 1284.12 9 SW NE 1469 1294.12 10 SW NE 1609 1604.12 11 SW NE 1739 1839.12 12 NW NE 879 1619.12 13 SE NE 1733.54 831.95 14 SE NE 1873.54 971.95

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Mountain Reservoir may be delivered to the Colorado River to augment out of priority depletions through the Coryell and Aspen Glen Wells and the Roaring Fork Diversion below the confluence of the Colorado and Roaring Fork Rivers. Troy Ditch and Edith Ditch Water Rights:

Structure

Priority

Court Case No.

Adj. Date

App. Date

Decreed Amount (c.f.s.)

Use (4)

AMOUNT SOLD, TRANSFERRED OR RESERVED

AMOUNT REMAINING (10)

(5) (6) (7) (8) (9) C.F.S.

AF

Troy Ditch (1)

370 3082 08/25/1936

05/01/1906

5.10 1 0.000

0.000

0.095

0.064

0.035

4.906 N/A

Troy Ditch 1stt Enlg

427 3082 08/25/1936

05/01/1928

10.80 1 0.000

0.000

0.200

0.134

0.073

10.393

N/A

Troy Ditch 2nd Enlg

669 4613 06/20/1958

06/01/1942

6.20 1 0.000

0.000

0.115

0.077

0.042

5.966 N/A

Edith Ditch

353 3082 08/25/1936

05/01/1904

2.72 1 0.110

0.132

0.050

0.000

0.018

2.410 N/A

Edith Ditch 1st Enlg

673 4613 06/20/1958

07/01/1946

3.23 1 0.000

0.000

0.060

0.000

0.022

3.148 N/A

Troy Ditch Water System aka

(2) W-2281

15.50(3)

I, D, M, C, P

0.110

0.132

0.520

0.275

0.190

14.273

412.89

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PAGE 22

Lower Headgate

Originally diverted from Miller Creek. All others originally diverted from Frying Pan River. Alternate point for all priorities of Troy and Edith Ditches. Combined amount limited to 15.5 c.f.s. and 453 AF of consumptive use, 300 AF of which can be stored. I = Irrigation, D = Domestic, M = Municipal, C = Industrial and P = Piscatorial. Transferred to Edith Ditch Well in Case No. 80CW1 with 1.0 AF. Transferred to three springs on Cap K Ranch in Case No. 82 CW189 (1.29 AF assumed to be included). Deeded to George Yates with 15.4 AF in 1983. 0.2 c.f.s. and 10.60 c.f.s. was included in Case No. 82CW357 for Ruedi South Shores augmentation plan. Deeded to Joan Wheeler in 1987 for diversion at the Troy Ditch 1st and 2nd Enlargement (16.9 AF assumed to be included). Reserved for augmentation of Cap K Ponds with 5.52 AF. Case No. 91CW220. A total of 40.11 AF of the original 453.00 AF has been sold or transferred. The total amount remaining to the Basalt District under all the said Troy and Edith Ditch water rights is 412.89 acre feet. In Case No. W-2281, Division 5, the Court decreed that 453 acre feet of annual consumptive-use credits were available to these ditches, and that 300 acre feet could be stored in an unnamed reservoir. The Basalt District owns 412.89 acre feet of the 453 acre feet, and makes the water rights available to contract allotees for use pursuant to an approved substitute supply plan or decree of the Court. Augmentation water from the Troy and Edith Ditches may be delivered to the Roaring Fork River by bypassing water at the headgates to those ditches on the Frying Pan River. 11. Statement of Plan for Augmentation: A. In addition to the 349.55 EQRs decreed in the Existing Application, the Development will consist of approximately 850.45 residential or commercial EQRs as defined in the policies of the Roaring Fork Water and Sanitation District attached hereto as Exhibit D. B. The Roaring Fork Water and Sanitation District will provide domestic and municipal water service to the Development. The Roaring Fork Water and Sanitation District will withdraw water under the River Bend Enlargement water right through its Coryell Ranch and Aspen Glen Wells and through the Roaring Fork Diversion, at a rate of up to 1.25 c.f.s, for use within the Development. All out of priority depletions associated with such withdrawals will be augmented by releases of up to 25.17 acre feet of the 62.6 acre feet of Allotment Contract water from the sources of augmentation supply available under the Allotment Contract, including, Ruedi Reservoir, Green Mountain Reservoir and the Troy and Edith Ditch water rights. This augmentation plan will be administered under the direction of the Division Engineer in the course of administering the Basalt Water Conservancy District's water supply program. C. The domestic and municipal water requirements for the Development and the estimated augmentation requirements are described in the table attached as Exhibit E. The estimated amount of augmentation water required amounts to 25.17 acre feet per year, based on the projections described in Exhibit E, including a 5% transit loss for water released from Ruedi and Green Mountain Reservoirs. In the event that transit losses are increased in the future, Applicant, its successors, or assigns, shall allocate additional augmentation water to compensate for such increase, and shall modify any accounting form pertaining to this plan accordingly. So long as any additional augmentation water is from the same sources as the augmentation water available under the Allotment Contract (Green Mountain Reservoir, Reudi Reservoir, or the Troy and Edith Ditches), no amendment or supplementation of any Ruling and Decree entered pursuant to this Application shall be required to effect such change. D. The current sources of supply available to the Roaring Fork Water and Sanitation District are the Aspen Glen Well Nos. 2, 3 and 4 and the Coryell Ranch Well Nos. 11 and 13. Glover analyses on the Aspen Glen and Coryell Ranch Wells show that stream impacts from pumping such wells occur in the same month as the well pumping. If the RFWSD brings other sources of supply on line in the future, lagged pumping impacts may need to be re-evaluated. This can be done administratively in consultation with the Division Engineer and incorporated into the water use accounting form. E. Wastewater treatment for the Development will be provided at the Roaring Fork Water and Sanitation District's Water Treatment Plant ("Treatment Plant"), located one half mile upstream from the Development on the west side of the Roaring Fork River. Treated effluent will be discharged to the Roaring Fork River at the Treatment Plant outfall. The location of the outfall is depicted on Exhibit C. Applicants will take credit for such return flows in their accounting and will only be required to augment out of priority depletions associated with withdrawals for municipal and domestic in-house uses. F. Municipal use within the Development shall include irrigation of up to four acres of parks and landscaped areas. Return flows from irrigation shall accrue to the Roaring Fork River. Applicants will take credit for such return flows in their accounting and will be required to augment only out of priority depletions associated with withdrawals for irrigation. Estimated irrigation requirements and associated augmentation requirements are set forth in Exhibit E. Except for the four acres of parks and landscaping irrigation, water for outdoor and irrigation uses (including irrigation of lawns and gardens) within the Development will be supplied from the Roaring Fork River and Cattle Creek through the Glenwood and Staton Ditches, which uses are addressed in a separate application. G. This plan for augmentation and change of water rights will be administered based on an accounting plan to be developed in conjunction with the State Engineer's Office. The accounting plan, at a minimum, will account for the elements described in Exhibit E. THIRD CLAIM – Appropriative Right of Exchange 12. Appropriative Right of Exchange. This Application incorporates an appropriative right of exchange of water rights currently stored in Green Mountain Reservoir for use in the Roaring Fork River to augment out of priority depletions caused by withdrawals under the Basalt Conduit water right through the alternate points of withdrawal. Green Mountain Reservoir is located on the Blue River, tributary to the Colorado River, at the point described in paragraph 10.B., above. Augmentation water may be released from Green Mountain Reservoir and delivered to the confluence of the Colorado and Roaring Fork Rivers. The reach of the exchange is between

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the confluence of the Colorado and the Roaring Fork Rivers, and the points of withdrawal for the Coryell Ranch Well No. 3 (which is the farthest upstream alternate point of diversion), described in paragraph 3, above. The rate of the exchange is the rate of diversion under the River Bend Enlargement water right, up to 1.25 c.f.s. The appropriation date of the exchange shall be administered as September 27, 2007. WHEREFORE, the Applicant respectfully requests the Court to enter a decree granting the Application and approving the requested water right, plan for augmentation and appropriative right of exchange, and specifically determining that: 1. Water may lawfully be withdrawn under the River Bend Enlargement water right at the alternate points of diversion described in this Application. 2. Augmentation is required only when the River Bend Enlargement water right is out of priority and the estimated annual augmentation requirements, amounting to 25.17 acre feet annually, are appropriate and reasonable. 3. The appropriative right of exchange as applied for herein may operate in the amount and priority date for which application herein is made. (26 pages) YOU ARE HEREBY NOTIFIED THAT YOU HAVE until the last day of JANUARY 2008 to file with the Water Clerk in quadruplicate a verified statement of opposition setting forth facts as to why this application should not be granted or why it should be granted in part or on certain conditions. A copy of such statement of opposition must also be served upon the applicant or the applicant’s attorney and an affidavit or certificate of such service shall be filed with the Water Clerk, as prescribed by Rule 5, CRCP. (Filing Fee: $90.00) KATHY HALL, Water Clerk, Water Division 5; 109 8th Street, Suite 104 Glenwood Springs, CO 8160