DISTRICT COURT, WATER DIVISION NO. 2, COLORADO --------------------------------------------------------------------------------------------------------- RESUME OF CASES FILED DURING MAY 2008 --------------------------------------------------------------------------------------------------------- TO: ALL INTERESTED PARTIES Pursuant to C.R.S. 37-92-302, you are hereby notified that the following is a resume of applications and certain amendments filed during May 2008, in Water Division No. 2. The names and addresses of applicants, description of water rights or conditional water rights involved and description of ruling sought as reflected by said applications, or amendments, are as follows: --------------------------------------------------------------------------------------------------------- CASE NO. 02CW134 - ANTE PEROS AND VIRGINIA S. PEROS, 137 W. Dream Home Drive, Leadville, CO 80461 (Chris D. Cummins and Michael J. Gustafson, Felt, Monson & Culichia, LLC, Attorneys for Applicants, 319 North Weber Street, Colorado Springs CO 80903; (719) 471-1212) Motion for Amendment of Decree LAKE COUNTY, COLORADO Applicants, Ante Peros and Virginia S. Peros (“Applicants”), by their attorneys, Felt, Monson, & Culichia, LLC, move the Court for an order to amend the Decree herein entered on August 7, 2003, and state as follows: 1. This case involved the approval of conditional water rights for the following two structures and a plan for augmentation to replace depletions associated with diversions from the structures utilizing 1 full share of Twin Lakes Reservoir and Canal Company (“Twin Lakes”) stock: (A) Peros Well A located 2350 feet from the north line and 1260 feet from the east line in a tract of land being in the Southeasterly quarter of the SW 1/4 NE 1/4 of Section 21, Township 8 South, Range 80 West of the 6th P.M., Lake County, Colorado. The property upon which Peros Well A is located is Parcel II of the Rancha Domovina Subdivision as recorded in the records of Lake County, Colorado at Book 558 Page 159 Reception No. 325928 (“Parcel II”); and (B) Peros Well B located 2400 feet from the north line and 610 feet from the east line in a tract of land being in the Southeasterly quarter of the SW 1/4 NE 1/4 of Section 21, Township 8 South, Range 80 West of the 6th P.M., Lake County, Colorado. This property upon which Peros Well B is located is Parcel III of the Rancha Domovina Subdivision as recorded in the records of Lake County, Colorado at Book 558 Page 159 Reception No. 325928 (“Parcel III”). 2. Peros Well A and Peros Well B (collectively the “Peros Wells”) were each conditionally approved for use as domestic water supply in one single family dwelling and irrigation of 0.015 acres (approximately 653 sq. ft.) of shrubbery and trees with maximum annual diversion from each well not to exceed 0.424 acre feet annually. 3. Annual depletions from the Peros Wells were determined to be 0.039 acre feet from each well for domestic purposes and 0.032 acre feet from each well for irrigation purposes. The maximum combined annual depletions from both wells that are required to be augmented was determined to be 0.142 acre-feet. 4. One (1) share of capital stock of the Twin Lakes Reservoir and Canal Company, represented by Stock Certificate No. 8441 was dedicated as the

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source of augmentation water. 5. At current administrative levels as considered by the Office of the State Engineer, each share of Twin Lakes stock has a firm consumptive use yield of 0.78 annual acre-feet of water that can be used to replace depletions. As such, 1/4 (1/8 per well) of a full Twin Lakes Reservoir and Canal Company share provides sufficient augmentation water to replace the 0.142 annual acre feet of depletions associated with the Peros Wells. 6. Applicants sold Parcel II and Peros Well A to David W. Lowrance, III and Roopal Patel on June 4, 2007. Applicants also sold one half (½) share of the Twin Lakes Reservoir and Canal Stock represented by Certificate No. 8441 to Mr. Lowrance and Mrs. Patel. That ½ share is currently represented by Stock Certificate No. 8545 issued on April 23, 2007. Certificate No. 8545 contains a legend that states that the share is “subject to the decree in said Case No. 02CW134.” 7. Applicants sold Parcel III and Peros Well B to Darin R. Larson on October 8, 2003. Applicants also sold one half (½) share of the Twin Lakes Reservoir and Canal Stock represented by Certificate No. 8441 to Mr. Larson. That ½ share is currently represented by Stock Certificate No. 8460 issued on November 12, 2003. Certificate No. 8460 contains a legend that states that the share is “subject to the decree in said Case No. 02CW134.” 8. Applicants have entered into an agreement with Mr. Larson to re-purchase 25 percent (1/8 of a full share) of the Twin Lakes Reservoir and Canal Company Stock represented by Certificate No. 8460. 9. Mr. and Mrs. Peros have entered into an agreement with Mr. Lowrance and Mrs. Patel to re-purchase 50 percent (1/4 of a full share) of the Twin Lakes Reservoir and Canal Company Stock represented by Certificate No. 8545. 10. Applicants desire to amend the Decree to remove 1/8 of the full share of Twin Lakes Reservoir and Canal Company Stock represented by Certificate No. 8460 and 1/4 of the full share of Twin Lakes Reservoir and Canal Company Stock represented by Certificate No. 8545 from dedication to the plan for augmentation decreed herein. 11. The 5/8 of a full share of Twin Lakes Stock that will remain dedicated to the plan for augmentation after the requested amendment is made has an annual consumptive use yield of 0.48 annual acre feet that can be used to replace depletions associated with the Peros Wells. An annual consumptive use yield of 0.48 acre feet is more than sufficient to replace the 0.142 annual acre feet of depletions associated with diversions from the Peros Wells. 12. Darin R. Larson as the owner of Parcel III, Peros Well B, and the ½ share of Twin Lakes Stock represented by Certificate No. 8460 consents to the filing of this motion and the relief requested herein. A consent form signed by Mr. Larson is attached to the Motion as Exhibit A. All exhibits mentioned herein are incorporated by reference and may be inspected at the office of the Clerk of this Court. 13. David W. Lowrance, III and Roopal Patel as the owners of Parcel II, Peros Well A and the ½ share of Twin Lakes Stock represented by Certificate No. 8545 consent to the filing of this motion and the granting of the relief requested herein. A consent form signed by Mr. Lowrance and Mrs. Patel is attached to the Motion as Exhibit B. 14. The only objector to the original Application filed in this case, Twin Lakes Reservoir and Canal Company, represented by Carlson, Hammond & Paddock, LLC was provided with a copy of this motion on May 15, 2008 via e-mail, and does not object to the relief

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requested. 15. Notice of this motion and the relief requested will be published in the May 2008 Water Resume. WHEREFORE Applicants move the Court for an order removing 1/8 of a full Twin Lakes share represented by Stock Certificate No. 8460 and 1/4 of a full Twin Lakes share represented by Stock Certificate No. 8545 from dedication to the augmentation plan approved and decreed in this case. ------------------------------------------------------------------------------------------------------------ CASE NO. 05CW6(W-44) - CHEROKEE METROPLITAN DISTRICT, c/o Kevin I. Petersen, General Manager, 6250 Palmer Park Blvd., Colorado Springs, CO 80915 (Attorneys for Applicant: James W. Culichia and David M. Shohet, Felt, Monson & Culichia, LLC, 319 North Weber Street, Colorado Springs, Colorado 80903, (719) 471-1212) First Amended Application for Finding of Diligence and to Make Absolute Conditional Water Rights EL PASO COUNTY II. Amendment. This application involves the adjudication of Applicant’s groundwater rights referred to as the Sweetwater Wells decreed in Case No. 53483 on April 28, 1972. The Sweetwater Wells are located within the Upper Black Squirrel Ground Water Management District in eastern El Paso County. Cherokee filed its Application in Case No. 05CW06 on February 14, 2005, seeking to make absolute Cherokee Municipal Well Nos. 14, 15, and 16, also known as Sweetwater Nos. 9, 8, and 3, respectively. Case No. 05CW20, filed by Cherokee on March 9, 2005, seeks continuing diligence on the remaining conditional Sweetwater Well water rights decreed in Case No. 53483. Those two applications have been consolidated into this case pursuant to an Order of the Referee dated November 2, 2007. This amendment corrects the original 05CW06 application to claim the following corrected amounts of water applied to beneficial use from Cherokee No. 14 (a.k.a. Sweetwater 9), Cherokee No. 15 (a.k.a. Sweetwater 8), and Cherokee No. 16 (a.k.a. Sweetwater 3):

Well

Annual Acre Feet G.P.M.

Cherokee No. 14

32 120

Cherokee No. 15

308 350

Cherokee No. 16

219 250

Applicant will abandon the portions of these well’s conditional rights not requested to be made absolute herein. Applicant further seeks to amend its application to include the following additional new claim to make absolute: A. Names of Structure: Cherokee Municipal Well No. 17 a/k/a Sweetwater No. 11. B. Description of conditional water right: 1. Date of original decree. The original decree was entered on April 28, 1972, in Case No. 53483 by the Pueblo County District Court. 2. Legal Description. Cherokee Municipal Well No. 17 is located in the SW1/4 of the SE1/4 of Section 35, Township 15 South, Range 63 West of the 6th P.M., 50 feet south section line of Section 35 and 2700 west feet from the section line of Section 35. 3. Source. The source of Cherokee Municipal Well No. 17 is groundwater tributary to Black Squirrel Creek. 4.

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Appropriation Date. The appropriation and priority date for Cherokee Municipal Well No. 17 is December 31, 1965, for 4.0 c.f.s., with a local priority number of 72-73 5. Use. Cherokee Municipal Well No. 17 has a conditional decree for domestic, irrigation, and mechanical purposes (municipal purposes). 6. Depth. The depth of Cherokee Municipal Well No. 17 is 132 feet. 7. Permit Number. Cherokee Municipal Well No. 17 has been granted Well Permit No. 63094-F. Well Permit 63094-F is attached to the First Amended Application as Exhibit A. All exhibits mentioned herein are incorporated by reference and may be inspected at the office of the Clerk of this Court. C. Claim to Make Absolute. On April 28, 1972 in Case No. 53483 the Pueblo County District Court granted, without limitation, conditional water rights for irrigation, domestic or mechanical purposes to Applicant’s Sweetwater Wells Nos. 1, 2, 3, 8, 9, 11, 13, 15, 16 (collectively “Sweetwater Wells”). Continuing diligence has been found on the Sweetwater Wells, without limitation, in Case Nos. W-44, W-4406(76), 80CW35, 84CW48, 84CW55, 88CW49 and most recently in 98CW80. Case 88CW49 limits the amount of diversions from all of the Sweetwater Wells to no more than 10,000 acre-feet annually. The additional conditional water right subject of this Amended Application to Make Absolute is Sweetwater Well No. 11. Sweetwater Water Well No. 11 diverts alluvial Black Squirrel Creek underground water with its point of diversion located within the boundaries of the Upper Black Squirrel Creek Designated Ground Water Basin (“UBS”). This Court, pursuant to the Colorado Supreme Court's decision in Sweetwater Development Corp. v. Schubert Ranches Inc., 535 P.2d 215 (Colo. 1975), has jurisdiction over the conditional right subject of this Application to Make Absolute. Cherokee first placed water from Cherokee Municipal Well No. 17 to beneficial use on April 28, 2006. All water diverted from Cherokee Municipal Well No. 17 has been used for domestic, irrigation and mechanical purposes (municipal purposes). Cherokee seeks to make absolute 548.4 annual acre feet at a pumping rate of 340 gallons per minute for Cherokee Municipal Well No. 17. Attached to the First Amended Application as Exhibit B is the Statement of Beneficial use for Cherokee Municipal Well No. 17 filed on June 12, 2006. Applicant will abandon the portions of this well’s conditional rights not requested to be made absolute herein. D. Name and address of the owners of land on which structure is located, upon which water is or will be stored, or upon which water is or will be placed to beneficial use: The wells are located on lands owned by Triple Bar Ranch, c/o Rodney J. Preisser, 31 E Platte Ave., Ste 200, Colorado Springs, Co 80903 and Joseph and Edna Farmer, 23550 Farmer Rd., Colorado Springs, Co 80928. ------------------------------------------------------------------------------------------------------------

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------------------------------------------------------------------------------------------------------------ CASE NO. 08CW28(96CW216) – W.D. and ANN TUCKER, 1614 County Road 101 and 49, Salida, Colorado 81201 (Lee H. Johnson and Roger L. Phillips, Carlson, Hammond & Paddock, LLC, Attorneys for Applicants, 1700 Lincoln Street, Suite 3900, Denver, CO 80203-4539; (303) 861-9000) Application to Make Absolute Conditionally Decreed Water Rights Or, in the Alternative, For Finding of Reasonable Diligence FREMONT COUNTY Name of Structure: 1614 Spring #1. Description of Conditional Water Rights: Date of Original Decree: January 14, 2003, Case No. 96CW216, Water Court, Division No. 2, State of Colorado. Legal Description of Point of Diversion: Through a 4" P.V.C. pipe placed in a natural spring located in the NE1/4 of the SE1/4 of Section 27, Township 49 North, Range 9 East of the N.M.P.M. at a point approximately 1,225 feet west of the east section line and 420 feet south of the north line of the NE1/4 of the SE1/4 of Section 27. Source: Natural spring, located near Bear Creek, a tributary of the Arkansas River. Date of Appropriation: June 2, 1991. Amount: 11 gallons per minute (g.p.m.) (.0245 c.f.s.), conditional. Beneficial Use: Irrigation of 1.5 acres, watering of livestock and wildlife, and domestic purposes. Irrigation uses occur on lands located on the Applicants’ property in the NE1/4 of the SE1/4 of Section 27, Township 49 North, Range 9 East of the N.M.P.M. Detailed outline of what has been done toward completion or for completion of the appropriation and application of water to beneficial use as conditionally decreed, including expenditures. Prior to the current Diligence Period, Applicants installed a pipe and cistern system associated with this water right. Applicants incurred expenses in excess of $1,000.00 related to the installation of a PVC piping and a one thousand gallon cistern collection system for this water right. During the Diligence Period, with the knowledge and approval of the Water Commissioner, Applicants diverted water from the spring and applied water to the decreed beneficial uses of irrigation, watering of livestock and wildlife, and domestic fire protection purposes. Diversions have occurred during the Diligence Period at times when the water right is either in priority, or at times when the water right is out of priority, but the conditions of a futile call exist as determined by the Water Commissioner. During the Diligence Period, Applicants have operated and maintained all necessary structures and completed the conditional appropriation originally decreed in Case No. 96CW216 by diverting up to 11 g.p.m. and applying the water to decreed beneficial uses. Water Applied to Beneficial Use. During the Diligence Period, with the knowledge and approval of the Water Commissioner, Applicants diverted water from the spring and applied water to the decreed beneficial uses set forth in the decree in Case No. 96CW216. At numerous times during the Diligence Period, and specifically in June of 2007, Applicants diverted the full 11 g.p.m. at the decreed point of diversion and applied the resulting water to the decreed beneficial uses. These diversions have occurred during the present Diligence Period, and in times of free river, prior to the present Diligence Period. Name(s) and address(es) of owner(s) or reputed owners of the land upon which any new diversion or

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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 diversion point of the decreed water right, the structures related to the same, and the places of beneficial use are all on lands owned by the Applicants, and no others. Remarks: Applicants are requesting that the Court make a finding that 11 g.p.m. of 1614 Spring #1 has been diverted and put to beneficial use and is therefore ABSOLUTE for irrigation, watering of livestock, and wildlife and domestic purposes. In the alternative, to enter a finding of reasonable diligence for the 11 g.p.m. decreed in Case No. 96CW216, and providing that a subsequent showing of diligence be made six years from the date of entry of a decree of diligence. ------------------------------------------------------------------------------------------------------------ CASE NO. 08CW29 - MESA ORCHARDS, LLLP (“Applicant”), c/o Wilton W. Cogswell, III, General Partner, 102 S. Tejon Street, Suite 1020, Colorado Springs, CO 80903; and FOUNTAIN MUTUAL IRRIGATION COMPANY (“FMIC”) (Co-Applicant), c/o Gary L. Steen, P.E., P. O. Box 75292, Colorado Springs, CO 80906 (Steven T. Monson and Michael J. Gustafson, Felt, Monson & Culichia, LLC, Attorneys for Applicants, 319 North Weber Street, Colorado Springs, CO 80903; (719) 471-1212) Application for Underground Water Rights and Plan for Augmentation EL PASO COUNTY II. GENERAL STATEMENT OF PLAN: Applicant is a Colorado limited liability limited partnership that owns and operates a private fruit orchard upon property it owns located in the NW 1/4 SW1/4 of Section 25, Township 14 S Range 67 West, 6th P.M. within the Colorado Springs City limit (Applicant’s Property) and property owned by Wilton W. Cogswell, III and Cathleen M. Cogswell that is adjacent to Applicant’s Property and is located in the NW 1/4 SW1/4 of Section 25 (“Cogswell Property”). Legal descriptions of Applicant’s Property and the Cogswell Property are included in Exhibit A to the Application. All exhibits mentioned herein are incorporated by reference and may be inspected at the office of the Clerk of this Court. Applicant’s property is identified as Parcel 1and the Cogswell Property is identified as Parcel 2 on the map attached to the Application as Exhibit B. The orchard may contain up to approximately 100 apple and other fruit trees. At full growth, the trees will each have a maximum canopy of about 15 feet in diameter. The trees are watered via an irrigation system. The water supply for the irrigation system is currently provided by a windmill driven well (“Mesa Orchards Well No. 1") located on the property. Water from the pumped well is directly applied to the trees or is temporarily stored in an approximately 1,500 gallon cistern prior to being applied to irrigation. By this Application, the Applicant seeks to adjudicate the Mesa Orchards Well No. 1 structure and to augment the irrigation depletions through the use and commitment of shares in Fountain Mutual Irrigation Company (“FMIC”). FMIC is a Co-Applicant in this case only for purposes of protecting the company’s interests under the proposed use of the FMIC shares. III. APPLICATION FOR UNDERGROUND WATER RIGHTS. A. Name of Structure. Mesa Orchards Well No. 1. B. Legal Description. The Mesa Orchards Well No. 1 is located in

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the SW1/4 of Section 25 Township 14 S Range 67 West, 6th P.M. 350 feet from the north section line and 2,270 feet from the west section line. C. Source. The source for the Mesa Orchards Well No. 1 is the alluvium of Cheyenne Creek, tributary to Cheyenne Creek, tributary to Fountain Creek, tributary to the Arkansas River. D. Appropriation. The appropriation of water for orchard irrigation was initiated by the Applicant on April 22, 2000 by the application of water from the Mesa Orchards Well No. 1 for such irrigation uses on Applicant’s Property. Water from the well was previously used for lawn and landscape irrigation prior to April 22, 2000. E. Amount Claimed. 15 gallons per minute conditional. F. Use. The water diverted from the Mesa Orchards Well No. 1 is used for irrigation of the orchard on Applicant’s Property and the Cogswell Property. Mr. and Mrs. Cogswell consent to the use of water from the Mesa Orchards Well No. 1 on their property. G. Land Ownership. The land upon which the Mesa Orchards Well No. 1 is located is owned by the Applicant. H. Additional Information. Diversions from the Mesa Orchards Well No.1 are used directly or after storage in the cistern on Applicant’s Property and the Cogswell Property to irrigate the orchard. Depletions associated with the irrigation use are to be replaced under the plan for augmentation. IV. PLAN FOR AUGMENTATION/CHANGES OF WATER RIGHTS A. Structures to be Augmented. The structure to be augmented is the Mesa Orchards Well No. 1 as set forth in Section III of this Application. B. Water Rights to be Used for Augmentation. The water rights to be used for augmentation are 2 shares of FMIC. FMIC diverts its water to the Fountain Mutual Ditch from Fountain Creek, tributary to the Arkansas River, at its headgate located in the SW 1/4 of Section 20, Township 14 South, Range 66 West, 6th P.M. FMIC's water rights were originally decreed for irrigation purposes. Those water rights have been the subject of numerous change actions and plans for augmentation. FMIC water rights are decreed as follows:

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DIRECT FLOW Fountain Creek Priority No. Priority Date Decree Date Total Decree (cfs) 4 9/21/1861 3/6/1882 9.84 (5.38)1 7 4/1/1862 3/6/1882 1.125 11 2/1/1863 3/6/1882 16.69 17 12/31/1863 3/6/1882 4.25 (2.125)2 21 12/31/1864 3/6/1882 4.65 28 12/31/1866 3/6/1882 8.48 29 12/31/1867 3/6/1882 9.68 41 9/21/1874 3/6/1882 17.05 168 1/31/1903 6/2/1919 343.2

STORAGE Fountain Creek Priority No. Priority Date Decree Date Total Decree (AF)

Fountain 3/18/1903 6/2/1919 10,000 C. Historic Use. FMIC water rights have been decreed for use in numerous other changes of water rights and plans of augmentation. In those previous cases, this court has determined that each share of FMIC has historically yielded on the average the equivalent of 0.7 acre feet of net replacement or consumptive use water each year, which number represents a portion of the farm headgate delivery. These findings have been previously established by this court, without limitation, in the decrees in Case Nos. 90CW7, 99CW146, 00CW152, 01CW153, and 04CW118, Water Division 2. The replacement or augmentation credit allowed to FMIC water rights, as also determined in prior cases, is a percentage of the FMIC actual delivery to its shareholders computed on the basis of the following table.

1 FMIC's interest in Priority No. 4 is 5.38 cfs. The amount of 1.73 cfs was

changed on application of Security Water District in Case No. 90CW28. In addition to the 5.38 cfs, FMIC claims the right to divert any of the remaining 2.73 cfs decreed to this priority which is not used by the other owners thereof.

2 Priority No. 17 is referred to as the Janitell's right and FMIC has used ½ of the water, or 2.125 cfs, in return for the carriage of the other 2.125 cfs to its owner through the FMIC ditch. By Decree Authorizing Change in Point of Diversion in Civil Action No. 38180, entered July 29, 1959, the point of diversion for this 4.25 cfs of Priority No. 17 of the Laughlin Ditch was changed to the headgate of the Fountain Mutual Ditch.

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FMIC REPLACEMENT CREDIT Replacement Credit as a Percentage

Month of Farm Headgate Delivery January 47 February 58 March 70 April 70 May 70 June 70 July 72 August 72 September 74 October 66 November 40 December 49

This historical consumptive use of FMIC shares was affirmed in Case No. 95CW3 which findings, together with other recent decrees, are binding as a matter of res judicata. Williams v. Midway Ranches Property Owners Association, Inc., 938 P.2d 515 (Colo. 1997). This same historic consumptive use was most recently affirmed in Case No. 04CW118 decreed on February 2, 2008. There have been no material changed circumstances since these last decrees to modify these historic consumptive use determinations. Applicants request that the Court find that each FMIC share has historically yielded on the average the equivalent of 0.7 acre feet of net replacement or consumptive use water each year, which number represents a portion of farm headgate delivery. For the Applicant’s 2 shares, this represents an average consumptive use of 1.4 annual acre feet which may be used for replacement water under this plan. The total amount of consumptive use under the FMIC water rights varies from year to year based upon the amount of water available for diversion under those rights. Therefore, the actual consumptive use available from such shares shall be based on actual in-priority diversions applied to the above monthly replacement credits schedule. As Applicant relies upon these prior determinations, diversion records and a map are not submitted. D. Statement of Plan for Augmentation. The consumptive use attributable to Applicant’s 2 shares of FMIC shall be committed to this plan of augmentation to replace the out of priority depletions associated with Mesa Orchards Well No. 1. Diversions from the Mesa Orchards Well No. 1 for the irrigation of the orchard will be through drip emitters placed at the base of each tree with no irrigation of the ground under the canopy of each tree or the ground between each tree, which Applicant considers to have a well head depletion of 100 percent of diversions with minimal return flows to the same ground water system. Applicant’s out of priority depletions from the irrigation of the orchard shall not exceed the consumptive use available under its FMIC shares. Water available under Applicant's shares will be diverted at the headgate of the Fountain Mutual Ditch and released back to Fountain Creek below Cheyenne Creek at the Spring Creek Augmentation Station, and Applicant will contract with FMIC for the use of the augmentation station. The replacement

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credits under this plan for Fountain Mutual shares will be computed as a percentage of actual FMIC in priority diversions applied to the above monthly replacement credit schedule. Depletions from Mesa Orchards Well No. 1 will be calculated based upon the use of a Glover analysis performed by Applicant’s engineer. The release of replacement water from the FMIC water rights will be made to replace the irrigation well depletions from the Mesa Orchards Well No. 1. Applicant’s pro rata interest in FMIC’s 10,000 acre feet of decreed storage in Big Johnson Reservoir will be used for storage of Applicant’s water rights including any excess consumptive use credits from FMIC shares dedicated for augmentation purposes. Such storage and use shall be in accordance with FMIC rules and regulations. The water so stored in Big John Reservoir is to be used as augmentation and may be delivered by means of an intraditch exchange during any month in which Applicant’s deliveries of water under its direct flow rights to the Spring Creek augmentation station may be inadequate. The intraditch exchange from Big Johnson Reservoir to the Spring Creek augmentation station will operate at any time FMIC is diverting water, except when both (a) Big Johnson Reservoir is full, and (b) the date is between November 15 and March 15. This intraditch exchange will operate from Big Johnson Reservoir, which is located in Sections 8, 17 and 18, Township 15 South, Range 65 West, 6th P.M., up the Fountain Mutual Ditch to the location of the Spring Creek augmentation station in the NE1/4 of Section 29, Township 14 South, Range 66 West, 6th P.M. As an alternative to the delivery of water to the Spring Creek augmentation station, if FMIC constructs a new augmentation station on the Fountain Mutual Ditch down gradient from Big Johnson Reservoir, Applicant’s replacements may also be made by releasing water from Big Johnson Reservoir and returning it to Fountain Creek through the new augmentation station, in addition to the intraditch exchange. Such releases can be made at any time to the extent that Applicant owns a pro rata portion of the water stored in Big Johnson Reservoir. Applicant's FMIC water rights as changed herein for augmentation purposes will be permanently removed from their historical use at such time as these shares are committed to meet depletions under this plan of augmentation. Until so used in this plan of augmentation, such FMIC shares may continue to be used through the Fountain Mutual Ditch in accordance with the terms of its decrees. Once shares have been dedicated to this plan for replacement purposes, those shares will not be used for other purposes absent a new water court application. The Fountain Mutual system is a water short system, and the withdrawal of water deliveries under the Fountain Mutual Ditch to lands under the FMIC system results in naturally reduced irrigation and the dry up of property. No dry up covenant of Fountain Mutual lands is therefore required for shares committed to this plan of augmentation. Williams v. Midway Ranches Property Owners Association, Inc., 938 P.2d 515 (Colo. 1997); and Case Nos. 99CW146, 00CW152 and 01CW153. E. Name and Address of Owner of Land Upon Which Structures Are Located. The Applicant is the owner of the land where the well is located. F. Additional Information/Requests. The use of 2 shares of FMIC are to be changed to augmentation use as set forth herein. Applicant further requests the

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ability to add additional shares of FMIC to this plan for augmentation in order to augment additional irrigation well depletions or to provide a supplemental source of augmentation water. Any additional shares added to this augmentation plan shall be committed to this plan by change of water right, though Water Court, committing such additional FMIC shares to the uses and purposes under this augmentation plan. Applicant further requests the right to use water from the Mesa Orchard Well No. 1 for lawn and garden irrigation on the Cogswell Property. Thomas Pattee and Susan Pattee, whose address is 1110 Cheyenne Blvd., Colorado Springs, CO 80906, are claimants of a well permitted with the State Engineers Permit No. 205781. This well may be located with 600 feet of the Mesa Orchards Well No. 1. Pursuant to C.R.S. 37-90-137(2)(a)(II)(B), Applicant has provided Mr. and Mrs. Pattee with notice of this Application within ten days prior to filing this Application. The certificate of mailing, with return receipt, reflecting this notice is attached as Exhibit C to the Application. Applicant will request that a permit for Mesa Orchards Well No. 1 be issued by the State Engineer in accordance with the terms and conditions proposed in this Application. G. Additional Terms and Conditions. Applicants propose the following additional terms and conditions to prevent injury to other vested water rights by this Application: 1. A totalizing flow meter will be installed on the Mesa Orchards Well No. 1 to allow accurate monitoring of this augmentation plan. 2. Monthly accountings shall be made to the Division Engineer demonstrating compliance with this plan for the Mesa Orchards Well No. 1, including well diversions, total stream depletions, available augmentation water credit and any intraditch exchange. 3. Applicant’s well diversions for irrigation shall be limited in order that augmentation water available under Applicant’s FMIC shares shall equal or exceed the out of priority depletions associated with Mesa Orchards Well No. 1. 4. Applicant shall measure and account for its entitlement under its FMIC shares through use of the FMIC augmentation station. 5. The Division Engineer shall assess appropriate transit losses, if any. 6. Applicant shall participate in the USGS Fountain Creek transit loss model through its membership in FMIC. 7. Only that amount of water actually available and attributable to Applicant's 2 shares of FMIC stock will be made available for purposes of this augmentation plan. 8. Applicant will curtail their diversions as required by this decree and directed by the Division Engineer if the available water directly attributable to Applicant's shares of FMIC stock is not sufficient to fully augment the depletions under this plan. ------------------------------------------------------------------------------------------------------------ CASE NO. 08CW30(01CW58) - KIRK A. BARLOW AND KIMBERLY A. BARLOW, P. O. Box 435, Eads, CO 81036 (John S. Lefferdink, Lefferdink Law Office, Attorney for Applicants, P. O. Box 110, Lamar, CO 81052) Application for Finding of Diligence, to Make Absolute and for Change of Water Rights KIOWA COUNTY 2. Name of structure: Barlow Well No. 2. 3. Describe conditional water right (as to each structure) giving the following from the Referee’s Ruling and Judgment and Decree: A. Date of Original Decree: May 15, 2002; Case

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No.: 01CW58; Court: District Court, Water Div. 2. B. Legal Description: SW ¼ SE ¼ of Section 25, Township 17 South, Range 47 West of the 6th P.M., Kiowa County, Colorado, 500 feet from the south section line and 1,950 feet from the east section line. C. Source: Rush Creek, which is tributary to the Arkansas River. D. Appropriation Date: May 1, 1905; Amount: 800 gpm. E. Use: Irrigation. F. Depth: 70 feet. 4. Provide a detailed outline of what has been done toward completion of the appropriation and application of water to a beneficial use as conditionally decreed, including expenditures: Applicant obtained a permit under Well Permit No. 58547-F (ID No. 6706394) from the Office of the State Engineer on October 25, 2002. The well was constructed, equipped with a meter and completed as an irrigation well by a licensed water well contractor in 2003. This well has been operated at its maximum pumping rate of 800 gpm, and is connected with three other irrigation wells known as the James Well No. 1, the James Well No. 2 and the Barlow Well No. 1 (Permit Nos. 24347-F, 46559-F and 47076-F respectively). The Barlow Well No. 2 has been operated with these three other wells subject to a maximum combined pumping rate of 2,200 gpm and a maximum annual amount of groundwater of 1,650 acre feet. 5. If claim to make absolute. A. Date water applied to beneficial use: After completion of well in 2003, and each year thereafter. Amount: 800 gpm. Use: Irrigation. Description of place of use where water is applied to beneficial use: SW ¼ and W ½ SE ¼ of Section 25 and N ½ and N ½ S ½ of Section 36, Township 17 South, Range 47 West of the 6th P.M., Kiowa County, Colorado. Limitation: Pursuant to the Decree entered in Case No. 01CW58, Barlow Well No. 2 combined with Barlow Well No. 1, James Well No. 1 and James Well No. 2 are subject to a combined maximum diversion for all four wells of 2,200 gpm, with an annual appropriation for all four wells not to exceed 1,650 acre feet. 6. Name and address of owner 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: Applicant. II. APPLICATION FOR CHANGE OF WATER RIGHT. 2. Decreed name of structure for which change is sought: James Well No. 1, James Well No. 2, Barlow Well No. 1 and Barlow Well No. 2. 3. From previous decree: A. Date of Original Decree: May 15, 2002; Case No.: 01CW58; Court: District Court, Water Division 2.

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B. Decreed point of diversion: Name of Well Permit No. ID No. Location

James Well No. 1 24347-F 6706153 SW¼ NE¼ of Section 36, Township 17 South, Range 47 West of the 6th P.M., Kiowa County, CO

James Well No. 2 46559-F 6706167 SE¼ SW¼ of Section 25, Township 17 South, Range 47 West of the 6th P.M., Kiowa County, CO

Barlow Well No. 1 47076-F 6706329 NW¼ NE¼ of Section 36, Township 17 South, Rnage 47 West of the 6th P.M., Kiowa County, CO

Barlow Well No. 2 58547-F 6706394 SW¼ SE¼ of Section 25, Township 17 South, Range 47 West of the 6th P.M., Kiowa County, CO

C. Source: Rush Creek, which is tributary to the Arkansas River. D. Appropriation Date: May 1, 1905. Amount: A combined maximum diversion for all four wells of 2,200 gpm, with an annual appropriation for all four wells not to exceed 1,650 acre feet. E. Historic Use: The Decree entered in Case No. 01CW58 permitted irrigation of 476 acres located in the SW ¼ and W ½ SE ¼ of Section 25 and N ½ and N ½ S ½ of Section 36, Township 17 South, Range 47 West of the 6th P.M., Kiowa County, Colorado. Applicant installed two sprinklers which have irrigated 151 acres for the north sprinkler and 267 acres for the south sprinkler, or a total of 418 acres. 4. Proposed change: Applicant is requesting approval to install a third irrigation sprinkler which will irrigate 125 acres and be located in the NW ¼ and W ½ NE ¼ of Section 25, Township 17 South, Range 47 West of the 6th P.M., Kiowa County, Colorado. There will be no change in point of diversion for the four irrigation wells above described. All depletions which are required to be replaced have been augmented by Applicant either through a Rule 14 Plan or by the Lower Arkansas Water Management Association. These wells are being added to LAWMA’s inventory of decreed structures as provided in Case No. 08CW18 which is now pending in the District Court for Water Division No. 2. 5. Name and address of owner 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: Applicant. ------------------------------------------------------------------------------------------------------------ CASE NO. 08CW31(00CW111) - TRAIL’S END RANCH, L.L.C., c/o Mr. Paul R. Seegers, Manager, 12720 Hillcrest Road, Suite 530, Dallas, TX 75230 (David F. Jankowski, Matthew L. Merrill, and Mitra M. Pemberton, White & Jankowski, LLP, Attorneys for Applicant, 511 Sixteenth Street, Suite 500, Denver, CO 80202; (303) 595-9441 Application for a Finding of Reasonable Diligence CUSTER COUNTY 2. Name of conditional water right: Pond No. 10 Exchange (the “Exchange”). 3. Description of Water Right a. Original Decree: May 14, 2002, Case No.

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00CW111, Water Court Division No. 2, State of Colorado. b. Source: Unnamed tributary to Brush Creek, tributary to the Arkansas River, wastewater, seepage and Trail’s End Wells No. 12 and 13. c. Legal Description of Pond No. 10: Section 12, T.46N., R.12E., N.M.P.M., Custer County, Colorado, at a point approximately 1,900 feet from the west section line and 3,150 feet from the south section line. d. Appropriation Date: November 1, 2000. e. Amount: 0.125 c.f.s., conditional. f. Use: Exchange, augmentation, replacement, piscatorial, wildlife habitat, stock watering, recreation and aesthetic purposes. 4. Detailed outline of steps taken during the diligence period toward completion of the appropriation and application to a beneficial use. a. Pond No. 10 is an existing structure on Trail’s End Ranch. Under the decree in Case No. 00CW111, water may be stored in Pond No. 10 under the Exchange from the sources identified above in substitution for water which is made available to Brush Creek under the Applicant’s interest in the Thomas Balman Ditch No. 4, also known as the Koch Spring Ditch. Water stored in the Pond, by Exchange may be used for the uses identified above. b. During the diligence period, Applicant has operated and maintained Pond No. 10. In addition to the Exchange water right, a separate absolute water right and plan for augmentation for the Pond were adjudicated in Case No. 00CW111. Though Applicant has not yet stored water in Pond No. 10 under the Exchange, Applicant has stored and used water in the Pond under the priority adjudicated to the Pond and the plan for augmentation, and has used water in the Pond for purposes that are consistent with the uses adjudicated to the Exchange. c. During the diligence period, Applicant investigated enlargement and improvement of the Pond to permit its use for all purposes under the Exchange. Applicant contacted and obtained information regarding enlargement and improvement of the Pond from the Natural Resources Conservation Service, its engineering consultants, and from local constructors. Applicant also obtained estimates from local constructors of the cost of enlarging and improving the Pond to allow its use for all purposes adjudicated to the Exchange. d. A principal purpose of the Exchange is to store water in Pond No. 10, which can be used to replace depletions under the plan for augmentation adjudicated in Case No. 00CW111. During the diligence period, Applicant was able to replace depletions under the plan for augmentation without the need to store and make releases of replacement supplies from Pond No. 10 under the Exchange. Applicant intends to, and can and will, store water in the Pond under the Exchange to the extent it is necessary to make replacements under the plan for augmentation and for the other purposes for which the Exchange was adjudicated. ------------------------------------------------------------------------------------------------------------

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------------------------------------------------------------------------------------------------------------ CASE NO. 08CW32 (Water Division 2) and CASE NO. 08CW112 (Water Division 1) - PETER J. ST. JEAN and STEPHANIE C. ST. JEAN, 3961 Expedition Way, Phoenix, AZ 85050 (Henry D. Worley, MacDougall, Woldridge & Worley, P.C., Attorneys for Applicants, 530 Communication Circle, Suite 204, Colorado Springs, CO 80905-1743; (719) 520-9288) Application for Adjudication of Denver Basin Ground Water and for Approval of Plan for Augmentation EL PASO COUNTY Applicants seek the adjudication of the water in the Dawson, Denver, Arapahoe and Laramie-Fox Hills aquifers underlying their 35.22 acre property in El Paso County. The Applicants’ property (the “Property”), the legal description of which is Lot 1, Mountain Shadows Ranch, Second Phase, is located in the East Cherry Creek drainage in the SE1/4 Section 19, T. 11 S., R. 65 W., 6th P.M. in El Paso County. A map showing the location of the Property is attached to the Application as Figure 1, and a portion of the plat map showing the dimensions of Lot 1 is attached to the Application as Figure 2. A copy of the Applicants’ deed to the Property is attached to the Application as Exhibit A. All exhibits mentioned herein are incorporated by reference and may be inspected at the office of the Clerk of this Court. 2. Names of wells and permit, registration, or denial numbers: permit no. 226563. This structure is currently permitted as an exempt well in the Dawson aquifer. 3. Legal description of wells: at any location on the Property. Applicants hereby waive the 600 foot spacing rule in regard to all Dawson aquifer wells constructed on the Property. 4. Source: Not nontributary Dawson aquifer; nontributary Denver aquifer; nontributary Arapahoe aquifer, and nontributary Laramie-Fox Hills aquifer. 5.A. Date of appropriation: Not applicable. 5.B. How appropriation was initiated: Not applicable. 5.C. Date water applied to beneficial use: Not applicable. 6. Amount claimed: Not nontributary Dawson aquifer, 15 g.p.m. for each of up to seven wells, 33.6 acre feet annually (total), absolute; nontributary Denver aquifer, 50 g.p.m., 30.6 acre feet annually, absolute; nontributary Arapahoe aquifer, 250 g.p.m., 14.3 acre feet annually, absolute; nontributary Laramie-Fox Hills aquifer, 120 gpm, 10.5 acre feet annually, absolute. The above amounts will be changed in any proposed decree submitted to the Court to conform to the State Engineer's Determination of Facts. The Water Court will be asked to retain jurisdiction over such decree to enter a final determination of the amount of water available for appropriation from each aquifer based on geophysical logs for wells in such aquifers. 7. Proposed use: all beneficial uses except municipal. 8. Names and addresses of owners of land on which well is located: Same as Applicants. 9. Remarks: A. There are two liens against the Property. Pursuant to C.R.S. 37-92-302(2)(b), notice has been given to the lienors, Washington Mutual and Citi Mortgage. B. Applicants are the owners of well permit 226563, an exempt Dawson aquifer well located on the Property. Applicants request that the State Engineer’s Determination of Facts for the Dawson aquifer include as water available for appropriation, the water which would otherwise be allocated to well permit 226563. After entry of the decree

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adjudicating the Denver Basin water rights and approving the plan for augmentation described below, Applicants will apply for a new well permit for 226563, the terms of which are consistent with the plan for augmentation, and with applicable statutes and regulations. II. APPLICATION FOR APPROVAL OF PLAN FOR AUGMENTATION 10. Name of structures to be augmented: Up to seven Dawson aquifer wells, including the existing Dawson aquifer well permit 226563. No other water rights are or will be diverted from these wells. 11. Previous decrees for water rights to be used for augmentation: None. 12. Historic use: Not applicable. 13. Statement of plan for augmentation: A. Water Demand. Applicant will subdivide the Property into as many as seven lots for single family residences which may include some commercial uses, such as a home-based business. Uses of water on such lots are expected to be for some or all of the following uses: for indoor uses for drinking and sanitary purposes in the principal houses and in stand-alone home offices or guest cottages, no more than one per lot, for livestock watering and for landscape irrigation, hot tubs, swimming pools and landscape uses including irrigation and decorative ponds and fountains. Total annual pumping from the Dawson aquifer will be limited to 1.0 acre foot annually per lot, or 7.0 acre feet total. Indoor water usage for each house is expected to equal 0.30 acre foot per house. A typical hot tub may require approximately 1,400 gallons (0.004 acre foot) per year; a swimming pool, 50,000 gallons (0.15 acre foot) per year; landscape irrigation, annual applications of 1.75 acre feet per acre, or 0.04 acre foot per 1,000 square feet; livestock watering, ten gallons per horse per day, or 0.011 acre foot per horse per year. Applicants’ intention is to limit annual diversions to 1.0 acre foot per lot, but not to otherwise restrict in the decree which of these uses may occur. Applicants for well permits will designate how they intend to “allocate” their 1.0 acre foot on their well permit applications, based on the above criteria, or based upon criteria agreed to with the State Engineer for any uses not specified above. B. Water Consumption and Return Flows. It is generally accepted that no more than ten percent of water used indoors in residences using non-evaporative septic systems and leach fields for wastewater disposal is consumed, with 90 percent returning to the stream system. Although there will be some return flows from other uses, Applicants will rely only on return flows from septic systems and leach fields for replacement of depletions during pumping. C. Replacement of Stream Depletions During Pumping. Based on computer modeling, stream depletions will occur to tributaries of the South Platte and Arkansas Rivers. Applicant proposes to aggregate and replace all stream depletions to East Cherry Creek, a tributary of the South Platte River. Computer modeling indicates that during pumping stream depletions will gradually increase to a maximum of 22.24 percent of annual pumping in the 300th year, or 1.56 acre foot based on annual pumping of 7.0 acre feet. Applicants propose to replace those depletions with septic system return flows, which will equal 1.89 acre foot annually for seven lots. Regardless of the number of lots the Property is subdivided into, return flows from septic systems will always exceed stream depletions during the 300 year pumping period. D. Replacement of Stream Depletions After Cessation of Pumping. Applicants agree to replace depletions for the shortest of the

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following periods: the period provided by the Colorado Legislature, should it eventually specify one and if the Applicants obtain water court approval for such modification, the period determined by the State Engineer, should the State Engineer lawfully establish such a period; the period established through rulings of the Colorado Supreme Court in relevant cases; or until Applicants petition the water court and after notice to parties in the case proves that it has complied with all statutory requirements. Applicants will reserve adequate water from the Denver aquifer underlying the Property for the replacement of post-pumping depletions, unless and until such time as any of the above conditions occurs which terminates the obligation to replace post-pumping depletions, or unless Applicants obtain judicial approval of another source of replacement water for post-pumping depletions. Applicants shall make post-pumping replacements annually as required to replace modeled stream depletions. Applicants propose to aggregate all depletions and to replace them to the South Platte drainage. E. Miscellaneous. (1) As stated above, after entry of this decree, Applicants shall apply for a new well permit for existing permit 226563 on terms consistent with the decree in this case and with applicable regulations and statutes. (2) Applicants will establish restrictive covenants on the Property which: (a) restrict total pumping from the Dawson aquifer to no more than 1.0 acre foot annually per well; (b) require the use of non-evaporative septic systems for wastewater treatment; (c) reserve adequate nontributary water for replacement of post-pumping depletions, which reservation may be voided upon the occurrence of any of the events specified above eliminating the need for such reservation; and (d) which inform the future homeowners that they will be required to construct a well or wells into the Denver aquifer underlying the Property for replacement of post-pumping depletions if the source of augmentation water is unchanged. Restrictive covenants limiting the area to be irrigated or the number of horses, or their water-consuming equivalents, which are allowed on the Property, are unnecessary because the limitation to 1.0 acre foot of total pumping annually per lot, and the requirement that non-evaporative septic systems be used, ensures that return flows will exceed depletions throughout the 300 year pumping period. (3) This application is being filed in both Water Divisions 1 and 2 because stream depletions will occur in both the South Platte and Arkansas drainages. After the time for filing statements of opposition has expired, Applicants will seek to consolidate the two applications in Water Division 1. ------------------------------------------------------------------------------------------------------------ CASE NO. 08CW33 - ANTE PEROS and VIRGINA S. PEROS, 137 W. Dream Home Drive, Leadville, CO 80461 (Chris D. Cummins and Michael J. Gustafson, Felt, Monson & Culichia, LLC, Attorneys for Applicants, 319 North Weber Street, Colorado Springs, CO 80903; (719) 471-1212) Application for Approval of Plan for Augmentation LAKE COUNTY II. SUMMARY OF PLAN FOR AUGMENTATION A. Name of Structures to be Augmented: Four (4) wells located in the Rancha Domovina Subdivision in Lake County, CO as recorded at Book 558 and Page 159 of the records of the Clerk and Recorder of Lake County, Colorado. B. Plan for Augmentation. Applicant

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seeks an augmentation plan covering depletions caused by the following: (1) the pumping of two wells (“Rancha Wells”) for in-house use in 2 single family dwellings and the irrigation of 0.019 acres (800 square feet) of trees and shrubs on each of 2 lots; (2) the pumping of one well (“Cabin Well”) for in-house use in 1 single family dwelling; and (3) the pumping of one well (“Livestock Well”) for the watering of up to 5 domestic animals. The Rancha Wells and the Cabin Well and the single family dwellings serviced thereby along with the Livestock Well are, or will be located within Parcel I of the Rancha Domovina Subdivision, in Lake County, Colorado. Parcel I of the Ranch Domovina Subdivision is located in Section 21, Township 8 South, Range 80 West of the 6th P.M. Lake County, Colorado. Parcel I is more particularly described in Exhibit A attached to the application. All exhibits mentioned herein are incorporated by reference and may be inspected at the office of the Clerk of this Court. Applicants have initiated a Subdivision of Parcel I into a total of four lots - Parcels I, IV, V, and VI (“Rancha Domovina Lots”). One of the Rancha Wells will be located on new Parcel IV and the other will be located on new Parcel VI. The Cabin Well and the Livestock Well will both be located on the remainder of Parcel I. A plat depicting the individual Rancha Domovina Lots is attached to the application as Exhibit B. The Wells will withdraw water from tributary ground water sources that are in the alluvial plain of Tennessee Creek, tributary to the Arkansas River. There are and will be no other water rights diverted from the Wells. Applicants propose to augment depletions caused by the in-house, irrigation, and livestock uses using 1/4 of a share of stock they own in the Twin Lakes Reservoir and Canal Company. The Rancha Wells and Cabin Well will be drilled over time. The Livestock Well has already been constructed and is currently permitted by the Division of Water Resources under C.R.S. §37-92-602(3)(b)(II), Division of Water Resources Permit No. 236114. The Livestock Well will be repermitted as an augmented well pursuant to this plan of augmentation under C.R.S. 37-90-137, and the Rancha Wells and the Cabin Well will be drilled pursuant to permits issued under C.R.S. §37-90-137, and will be located on the Rancha Domovina Lots, as specified herein. III. WATER RIGHTS TO BE USED FOR AUGMENTATION Applicants propose to augment depletions resulting from use of the Wells for in-house, irrigation, and domestic animal watering uses utilizing up to 1/4 of a share of stock in the Twin Lakes Reservoir and Canal Company (“Twin Lakes”). A Twin Lakes Share represents a pro rata interest in native Arkansas River Diversions and the Independence Pass transmountain diversion system which diverts water from the headwaters of the Roaring Fork River and its tributaries in Pitkin County for storage in the Twin Lakes Reservoirs in Lake County, Colorado. Twin Lakes Shares consist of direct flow and storage rights which are available for 100 percent consumptive use and reuse and are available for augmentation. The water rights producing the pro rata interest of the Applicants are described as follows: A. Colorado River Water Rights 1. Decree: a. Case No. 3082, District Court, Garfield County, August 25, 1936. b. Case No. W-1901, District Court, Water Division 5, May 12, 1976. 2. Priority: August 23, 1930, No. 431 3. Source: Roaring Fork River and its tributaries, all tributaries of the Colorado River in Water Division 5, as more fully set forth in the

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above referenced Decrees. 4. Use: Direct flow and storage purposes, for irrigation, domestic, commercial, industrial, municipal and all beneficial uses. 5. Amount: Direct flow amount for diversion through transmountain tunnels of 625 cfs with an annual limit of 68,000 acre feet, a running ten year limit of 570,000 acre feet, and other limitations set forth in the Decrees. B. Arkansas River Water Rights 1. Decree: a. Original Decree, Case No. 2346, District Court, Chaffee County, Colorado July 14, 1913. b. Modified, Case No. W-3965, District Court, Water Division 2, April 19, 1974. 2. Priorities: December 15, 1896, No. 3, and March 25, 1897, No. 4. 3. Source: Lake Creek and its tributaries tributary to the Arkansas River. 4. Use: Storage for irrigation, domestic, commercial, industrial and municipal purposes on any site in the Arkansas River Basin of Colorado below the Twin Lakes Reservoir which are capable of being served water by diversion from said Arkansas River. 5. Amount: 54,452 acre feet (20,645.3 acre feet - Priority No. 3; 33,806.7 acre feet - Priority No. 4). IV. STATEMENT OF PLAN FOR AUGMENTATION COVERING ALL APPLICABLE MATTERS UNDER C.R.S. §§ 37-92-103(9), 37-92-302(1) AND (2), AND 37-92-305(8) A. Water Demand and Depletions. Applicant seeks an augmentation plan covering the following depletions: 1. depletions caused by the pumping of the Rancha Wells for in-house use in 2 single family dwellings and the irrigation of a maximum of 0.019 acres (800 square feet) of shrubs and trees upon each of the lots; 2. depletions caused by the pumping of the Cabin Well for in-house use in 1 single family dwelling; and 3. depletions caused by the pumping of the Livestock Well for the watering of up to 5 domestic animals. 4. In-House Uses. Assuming three persons per single family residence and an average daily demand of 80 gallons per day per person, the average single family dwelling will require 240 gallons per day, making the total diversion for in-house use 0.27 acre-feet per year per dwelling. Each single family dwelling will be serviced by an individual non-evaporative septic leach field disposal system. On this basis, the average consumptive use for in-house use is calculated at 10 percent of annual diversions, or 0.027 acre-feet of depletions per single family dwelling per year for in house use, for a total in-house use depletion for the Rancha Wells and the Cabin Well of 0.081 annual acre-feet. 5. Landscape Irrigation. The Rancha Wells will likewise be entitled to the irrigation of trees and shrubs over a maximum of 0.019 acres (800 square feet), with a total irrigated acreage of 0.038 acres. Assuming an application rate of 0.034 acre-feet annually per 1,000 square feet of landscaping (1.5 acre-feet per acre), and a 90% consumptive use rate, depletions attributable to landscape irrigation amount to 0.0245 annual acre-feet per Lot, or a total of 0.049 annual acre-feet. 6. Animal Watering. Applicants will be entitled to the watering of up to five (5) head of domestic animals from the Livestock Well. Utilizing a consumptive use component of one hundred percent, each animal will consume 0.011 acre-feet annually (10 gallons per day), for a total annual consumptive use attributable to domestic animal watering of 0.055 annual acre feet. The maximum annual combined depletions from in-house use in 3 single family dwellings (0.081 acre-feet), for irrigation of trees and shrubs on a maximum of 0.038 acres (0.049 acre-feet), and the watering of up to five domestic animals (0.055 acre-feet) is 0.185

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acre feet. B. Operation of Plan of Augmentation. Well pumping will occur on a year round basis, and in-house use from the Rancha Wells and the Cabin Well will be year-round, resulting in year-round depletions. The Rancha Wells will be drilled into the alluvium of Tennessee Creek with one Rancha Well located on Parcel IV and the other located on Parcel VI. The Cabin Well will be drilled into the Tennessee Creek alluvium and will be located on Parcel I. The Livestock Well is located in the SW 1/4 NE 1/4 of Section 21, Township 8 South, Range 80 West of the 6th P.M., approximately 2000 feet from the North section line and 2400 feet from the East section line. Applicant will augment depletions using augmentation water represented by its 1/4 of a Twin Lakes Share. The release of the augmentation water from the 1/4 Twin Lakes Share will be made to replace, in proper place, time and amount, those monthly depletions as calculated above. At current administrative levels as considered by the Office of the State Engineer, each share of Twin Lake stock has a firm consumptive use yield of 0.78 annual acre-feet of water that can be used to replace depletions. As such Applicants’ 1/4 share has a consumptive use yield of 0.195 acre feet. Assuming maximum potential depletions of 0.185 annual acre-feet occur, Applicant’s entire 1/4 Twin Lakes Share will need to be committed to this augmentation plan and released to cover those depletions. Applicants’ 1/4 Twin Lakes Share fully augments the maximum potential consumptive use for Applicants’ Wells by replacing actual depletions in time, place, and amount. Applicants reserve the right to retain and exclude from this augmentation plan any portion of the 1/4 Twin Lakes Share not needed to replace depletions, should such depletions total less than the maximum potential depletions, or should a portion of the share go unutilized as part of this augmentation plan, as may be determined by the Court. V. NAME AND ADDRESS OF OWNERS OF LAND ON WHICH STRUCTURES WILL BE LOCATED: The land, referred to herein as Parcel I on which the Rancha Wells, the Cabin Well and the Livestock Well will be located and upon which the water will be placed to beneficial use is owned by the Applicants. The address of the Applicants is set forth above. VI. ADDITIONAL TERMS AND CONDITIONS THAT WILL HELP IN THE ADMINISTRATION OF THIS AUGMENTATION PLAN INCLUDE THE FOLLOWING: A. Compliance with the bylaws of the Twin Lakes Reservoir and Canal Company relative to the submission of the share of stock for legending restrictions on sale or transfer, and a specific restriction that only that amount of water that is actually available for replacement purposes from the shares of stock will be available for this plan. At the discretion of the Division Engineer, additional shares of stock in the Twin Lakes Reservoir and Canal Company may be added to this plan by an amendment to the plan. B. The Applicant shall install and maintain such water measuring devices as deemed essential by the State Engineer or Division Engineer and the same shall be installed and operated in accordance with the instruction of that office. --------------------------------------------------------------------------------------------------------- THE WATER RIGHTS CLAIMED BY THE FOREGOING APPLICATION(S) MAY AFFECT IN PRIORITY ANY WATER RIGHTS CLAIMED OR HERETOFORE ADJUDICATED WITHIN THIS DIVISION AND OWNERS OF AFFECTED

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RIGHTS MUST APPEAR TO OBJECT AND PROTEST WITHIN THE TIME PROVIDED BY STATUTE, OR BE FOREVER BARRED. YOU ARE HEREBY NOTIFIED that any party who wishes to oppose an application, or application as amended, may file with the Water Clerk a verified statement of opposition setting forth facts as to why the application should not be granted, or why it should be granted only in part or on certain conditions, such statement of opposition must be filed by the last day of July 2008, (forms available at Clerk’s office or at www.courts.state.co.us, must be submitted in quadruplicate, after serving parties and attaching a certificate of mailing, filing fee $90.00). The foregoing are resumes and the entire application, amendments, exhibits, maps and any other attachments filed in each case may be examined in the office of the Clerk for Water Division No. 2, at the address shown below. --------------------------------------------------------------------------------------------------------- Witness my hand and the seal of this Court this 9th day of June, 2008.

________________________________ Mardell R. DiDomenico, Clerk District Court Water Div. 2 203 Judicial Bldg., 320 W. 10th Street Pueblo, CO 81003 Tel. 583-7048 (Court seal) Published: June _____, 2008

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