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DISTRICT COURT, WATER DIVISION NO. 2, COLORADO --------------------------------------------------------------------------------------------------------------------- RESUME OF CASES FILED AND/OR ORDERED PUBLISHED DURING OCTOBER 2013 --------------------------------------------------------------------------------------------------------------------- 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 and ordered published during October 2013, 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. 2013CW29 – CHARLES F. and CRYSTAL A. ROWLAND, P. O. Box 7, Gardner, CO 81040; (719) 251-1900 Application for Simple Change in Surface Point of Diversion Pursuant to § 37-92-305(3.5), C.R.S., Application for Absolute Water Storage Right, Application for Absolute Water Right (Surface) and Right of Exchange, and Application for Correction for an Established but Erroneously Described Point of Diversion Pursuant to § 37-92-305(3.6), C.R.S. HUERFANO COUNTY Claim No. 1: Application for Simple Change in Surface Point of Diversion Pursuant to § 37-92-305(3.5), C.R.S. Decreed water right for which change is sought: Name of structure: Mosca Reservoir – Mosca Reservoir Feeder Ditch aka Mosca Ditch. Date of original and all relevant subsequent decrees: 10-3-1921; Case No. CA-1414; Huerfano County District Court; 11-13-1972; Case No. W-883; District Court, Water Division 2. Legal description of structure as described in most recent decree that adjudicated the location: Mosca Reservoir Feeder Ditch head gate location: W-883: North 2180 feet from the quarter corner on the west line of Sec. 25, T 26S., R72 W of the 6th P.M. CA-1414: “…from whence the quarter corner on the west line of Section 25, Twp. 26 South, Range 72 West of the Sixth P.M. bears North 2180 feet…” Decreed source of water: Poison Canyon Creek aka Pantleon Creek. Appropriation Date: September 25, 1915. Total amount decreed to structure: 602.2498 Acre-Feet, Absolute. Decreed use: Storage for irrigation, recreation, fire protection and fish propagation. Amount of water Applicants intend to change: 602.2498 Acre-Feet, Absolute. Detailed description of proposed change in a surface point of diversion: The Mosca Reservoir (aka Smith Reservoir) was decreed a water storage right for irrigation purposes of 602.2498 acre-feet in case no. CA-1414. Case no. W-883 later added the additional uses of recreation, fire protection and fish propagation to this original water right. The reservoir is an off-channel reservoir which has historically derived its water supply from two feeder ditches, one from Pantleon Creek (historically aka Poison Canyon Creek) and the second from North May Creek. These ditches do not have independent direct flow water rights of their own but serve as feeder ditches to the reservoir. The applicants recently acquired the Mosca Reservoir water right and subsequently became aware that neither the case no. CA-1414 described point of diversion nor the case no. W-883 described point of diversion for the

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Mosca Reservoir Feeder Ditch match the actual point of diversion for this ditch. In this claim, the Applicants seek to correct the decreed point of diversion for the Mosca Reservoir Feeder Ditch from the location as noticed and decreed in case no. W-883 to the actual and historic diversion location as described below. Alternatively, if deemed appropriate by the court, the applicants seek to correct the decreed point of diversion for the Mosca Reservoir Feeder Ditch from that decreed in case no. CA-1414 to the actual and historic diversion location as described below. Additionally, it is claimed that this application also serve as proper notice of a claim of application for correction for an established but erroneously described point of diversion pursuant to C.R.S. 37-92-305(3.6) or as a standard change in water right all as deemed appropriate by the court. Location of the new surface point of diversion: UTM coordinates (NAD83; Zone13; units in meters): Northing 4179965; Easting 464381. PLSS Description: Huerfano County, NW ¼ of the NE ¼ Section 26, Township 26 South, Range 72 West, 6th P.M., 165 feet from the North line and 1,330 feet from the East line. Source of

PLSS information: Survey, from east quarter corner Section 26, N 27 41’ 32” W 2,846.57 feet. Name(s) and address(es) of owner(s) or reputed owners of the land upon which any new diversion or storage structure, or modification to any existing diversion or storage structure is or will be constructed or upon which water is or will be stored, including any modification to the existing storage pool: United States Bureau of Land Management, BLM Colorado State Office, 2850 Youngfield Street, Lakewood, CO 80215. Claim No. 2: Application for Absolute Water Storage Right. Name of Reservoir: Mosca Reservoir – North May Creek Feeder Ditch. Legal description of location of dam centerline: PLSS Description: Huerfano County, SW ¼ of the NW ¼ Section 31, Township 26 South, Range 71 West, 6th P.M., 2,240 feet from the North line and 340 feet from the West line. Source of PLSS information: USGS quadrangle map. Source: North May Creek, tributary to May Creek, tributary to the Huerfano River. If filled from a ditch: Name of ditch used to fill reservoir and capacity in cubic feet of water per second: North May Creek Feeder Ditch, 10 cfs. Location information in UTM format (NAD83, Zone 13, Units in meters): UTM coordinates: Northing 4177812; Easting 464761. PLSS Description: Huerfano County, SW ¼ of the NW ¼ Section 36, Township 26 South, Range 72 West, 6th P.M., 3524.51 feet from the South line and 0 feet from the West line. Source of PLSS information: Survey. Date of appropriation: September 25, 1916. How appropriation was initiated: By survey of the North May Creek Feeder Ditch (aka Mosca Ditch on the survey). Date water applied to beneficial use: 1920. Amount claimed: 602.2498 acre-feet Absolute (see Remarks). If filled from a ditch, rate of diversion: 10 cfs. Use: Irrigation, recreation, fire protection and fish propagation. If irrigation, complete the following: Number of acres historically irrigated: 110; proposed to be irrigated: 110. Does the Applicant intend to use this water right to supplement irrigation on an area of land already irrigated under another water right? Yes. Legal description of irrigated acreage: The Mosca Reservoir water right water has historically been used to irrigate lands within the Pantleon Creek drainage and more recently has been administered to the Huerfano River via Pantleon Creek and Muddy Creek to the Huerfano River and then exchanged up the Huerfano River for irrigation use under ditches owned by previous owners of this water right in the Redwing area. The Applicants seek confirmation from the court that

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the applicants can use these reservoir waters for irrigation purposes to the extent they can be administered either directly or by exchange to lands served by the Roy Ditch, John Carey Ditch and the Company Ditch. If non-irrigation, describe purpose fully: Continued recreation, fire protection and fish propagation uses within Mosca Reservoir as previously decreed in case no. W-883. Surface area of high water line: 14 acres. Vertical height of dam in feet: 6 feet. Length of dam in feet: 400 feet. Total capacity of reservoir in acre feet: 602.2498 acre feet. Active capacity: 462 est.; Dead storage: 140 est. Name(s) and address(es) of owner(s) or reputed owners of the land upon which any new diversion or storage structure, or modification to any existing diversion or storage structure is or will be constructed or upon which water is or will be stored, including any modification to the existing storage pool: Colorado State Board of Land Commissioners, 1127 Sherman Street, Suite 300, Denver, CO 80203-2206. Remarks or any other pertinent information: The CA-1414 decree for Mosca Reservoir described the reservoir as being filled by the Mosca Reservoir Feeder Ditch from the Pantleon Creek drainage (known as Poison Canon Creek at the time of CA-1414). Historically the reservoir has also been supplied water from North May Creek via the North May Creek Feeder Ditch. This water source was not included as a source of supply in the CA-1414 decree for the reservoir storage right. The North May Creek Feeder Ditch was surveyed in 1916 and was apparently constructed by 1920 to supply water to the Mosca Reservoir. In this claim, the applicants do not seek any additional storage volume for the Mosca Reservoir water right but seek to confirm through adjudication this additional North May Creek source of supply for the Mosca Reservoir water storage right. Claim No. 3: Application for Absolute Water Right (Surface) and Right of Exchange. Name of structure: Roy Ditch Enlargement and Roy Ditch Exchange. Legal description of each point of diversion: UTM format (NAD83; Zone 13; Units in meters): UTM coordinates: Northing 4181172; Easting 484303. Source of UTMs: GPS. PLSS Description: Huerfano County, NW ¼ of the NW ¼ Section 24, Township 26 South, Range 70 West, 6th P.M., 1,110 feet from the North line and 460 feet from the West line. Source of PLSS information: USGS map. Source: Huerfano River. Date of appropriation: July 1, 2013. How appropriation was initiated: Maintenance work on Mosca Reservoir with intent to use these waters under the Roy Ditch in combination with improvements made to Roy Ditch diversion and distribution structures. Date water applied to beneficial use: N/A. Amount claimed: 3 cfs Conditional. Use: Irrigation. Number of acres historically irrigated: 110; proposed to be irrigated: 176. Does the Applicant intend to use this water right to supplement irrigation on an area of land already irrigated under another water right? Yes. Legal description of irrigated acreage: Historic ditch lands in the north half of section 24, township 26S, range 70W and in the northwest quarter of section 19, township 26S, range 69W, both 6th P.M. Acres proposed to be irrigated under the Roy Ditch Enlargement include the historically irrigated areas described above and an additional 66 acres as shown in total on the map 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.) Name(s) and address(es) of owner(s) or reputed owners of the land upon which any new diversion or storage structure, or modification to any existing diversion or storage structure is or will be constructed or upon which water is or will be

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stored, including any modification to the existing storage pool: Applicants. Remarks or any other pertinent information: The Applicants also claim an absolute right of exchange for waters released from Mosca Reservoir, administered to the mouth of Muddy Creek and then exchanged up the Huerfano River to the head gate of the Roy Ditch. This exchange reach is approximately 0.6 miles in length with no known intervening surface water rights. The rate of exchange claimed is 3.0 cfs with a 1995 appropriation date based upon the Applicants’ knowledge and confirmation from the previous water commissioner that these same reservoir waters were exchanged from the mouth of the Muddy Creek up the Huerfano River during the 1990’s to other ditches owned by previous owners of the Mosca Reservoir water right for irrigation use. Claim No. 4: Application for Correction for an Established but Erroneously Described Point of Diversion Pursuant to § 37-92-305(3.6), C.R.S. Decreed water right for which correction is sought: Roy Ditch. Date of original and all relevant subsequent decrees: 06/12/1889; Read Adjudication; Court: Huerfano District Court. 02/23/1898; Killian Adjudication; Court: Huerfano District Court. 03/22/2002; Case No. 97CW009; Court: Pueblo District Court. Legal description of structure as described in most recent decree that adjudicated the location: From 97CW009 Paragraph 19(3)(a): “In the SW/4 of the NE/4 of Section 24, T. 26 S., R. 70 W., 6th P.M.” This is the same location as originally decreed in the 06/12/1889 decree. The 02/23/1898 Killian adjudication describes the location as being in the SW/4 of the SE/4 of this same Section 24. Decreed source of water: Huerfano River. Appropriation Date: 05/01/1866, 04/01/1871, 07/01/1889. Total amount decreed to structure: 2.7 cfs, Absolute. Decreed use: Irrigation. Amount of water decreed: 2.7 cfs, Absolute. Detailed description of proposed correction to an established but erroneously described point of diversion: The Roy Ditch currently has three water rights decreed to it. Neither of the two differing locations described in the three previous decrees concerning this ditch are correct relative to the ditch’s actual point of diversion. The previously decreed locations are not located on the Huerfano River. In this fourth claim, the Applicants seek to correct the legal description of the point of diversion of the Roy Ditch from that described in these previous decrees to the ditch’s actual point of diversion location. No other changes are sought for these three water rights. If deemed appropriate by the court, the Applicants also seek that application for this fourth claim also serve as proper notice of a standard change of water right application. Legal description of the corrected point of diversion: UTM coordinates (NAD83, Zone 13, units in meters): Northing 4181172; Easting 484303. Source of UTMs: GPS. PLSS Description: Huerfano County, NW ¼ of the NW ¼ Section 24, Township 26 South, Range 70 West, 6th P.M., 1,110 feet from the North line and 460 feet from the West line. Source of PLSS information: USGS map. Name(s) and address(es) of owner(s) or reputed owners of the land upon which any new diversion or storage structure, or modification to any existing diversion or storage structure is or will be constructed or upon which water is or will be stored, including any modification to the existing storage pool: Applicants. ---------------------------------------------------------------------------------------------------------------------

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--------------------------------------------------------------------------------------------------------------------- CASE NO. 2013CW3022 – UNITED FEEDERS, INC., Attn: Dave Kitch, P. O. Box 407, Rocky Ford, CO 81067 (H. Barton Mendenhall, Mendenhall & Malouff, RLLP, Attorneys for Applicant, 805 Chestnut Avenue, P. O. Box 552, Rocky Ford, CO 81067; (719) 254-7606) Second Amended Application for Approval of Plan for Augmentation, Change of Water Rights, and Absolute Underground Water Right OTERO COUNTY Name of structure to be augmented: Well Permit No. 13617R, Structure ID 1705517. Also known in State records as Montini Well No. 6, and is located in the NW1/4 of the SE1/4, Section 27, Township 23 South, Range 59 West of the 6th P.M., near the intersection of County Road DD and County Road 22.5, more particularly located at latitude 38 01’32.6” North and longitude 103 39’ 53.4” West. The well is 4500 feet from the nearest point on the Arkansas River. The conveyance of the water to the feedlot is by pipeline to enclosed storage tanks. Are there other water rights diverted from this structure? No. Water Rights to be changed: a. United Feeders owns 5.125 shares of the total 18,660 shares of the outstanding capital stock in the Catlin Canal Company (“Subject Shares”). United seeks to change the pro rata share of the following water rights that is decreed to the canal that is associated with those 5.125 shares (the pro rata share of the water rights sought to be changed shall be referred to herein as the “Subject Water Rights”): 1) 22 c.f.s. decreed to the Catlin Canal (originally decreed to the Jones Ditch), Priority No. 2, appropriation date of April 10, 1875. 2) 226 c.f.s. decreed to the Catlin Canal, Priority No. 5, appropriation date of December 3, 1884; and 3) 97 c.f.s. decreed to the Catlin Canal, Priority No. 7, appropriation date of November 14, 1887. Applicant’s proposed change includes the pro rata share of water from the Catlin Canal water rights diverted pursuant to the Winter Water Storage Program as decreed in Case No. 84CW179, District Court, Water Division No. 2, CO on November 10, 1987, made final on November 10, 1990, that is attributable to the Subject Shares. Original and subsequent decrees: These water rights were adjudicated by Decree of the District Court, Bent County, CO, In the Matter of the Adjudication of Priorities of Right to the Use of Water for Domestic and Irrigation Purposes in Water District No. 17, on April 8, 1905. The 22 c.f.s. Jones Ditch water right was changed to the Catlin Canal by Decree of the District Court, Bent County, CO, In the Matter of the Adjudication of Priorities of Right to the Use of Water in Water District No. 17, on July 11, 1905. The point of diversion for the Catlin Canal was changed by the Findings and Decree, Civil Action No. 689, Bent County District Court, on November 28, 1955, and by Findings of Fact, Conclusions of Law, Ruling and Decree, Case No. 09CW35, District Court, Water Division No. 2, on June 20, 2011. Legal description of point of diversion in most recent decree: at a point on the South bank of the Arkansas River, in the North ½ of the NW ¼ of Sec. 19, T. 22 S., R. 58 W., 6th P.M., in Water District No. 17 in Otero County, CO, which point is about 1300 feet East of, or down, the Arkansas River from the original point of diversion fixed by decree of the Court on the South bank of the Arkansas River at the confluence of said river and the Apishipa River. Source: Arkansas River. Uses: Domestic and Irrigation. Historical Use: The Catlin Canal water rights have been used by shareholders of the Catlin Canal Company for domestic purposes and to irrigate up to approximately 18,660 acres of land in Otero County. Prior to the entry of the decree

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in Case No. 84CW179, a portion of this water was used during the November 15 to March 14 period to build-up and maintain soil moisture levels. Catlin Canal water rights are stored during the winter months in Pueblo Reservoir pursuant to the Winter Water Storage Program, by decree dated November 10, 1990, Case No. 84CW179 (“WWSP”). Water stored pursuant to the WWSP has been delivered to the Catlin Canal and used for decreed purposes. The Subject Water Rights have been used for irrigation and domestic uses on individual parcels located within the more general areas described on Exhibit 1 to the Application. (All exhibits mentioned herein are incorporated by reference and may be inspected at the office of the clerk of this Court.) A portion of the Subject Water Rights has been used for augmentation and replacement of out of priority depletions from wells in replacement plans operated by the Colorado Water Protective and Development Association and the Arkansas Groundwater Users Association pursuant to the Amended Rules and Regulations Governing the Diversion and Use of Tributary Ground Water in the Arkansas River Basin, Colorado (“Amended Rules Replacement Plans”). b) United Feeders owns 12.5 shares of the total 22,500 shares of the outstanding stock in the High Line Canal Company (“Subject Shares”). United seeks to change the pro rata share of the following water rights that are decreed to the canal that is associated with those 12.5 shares (the pro rata share of the water rights sought to be changed shall be referred to herein as the subject water rights): The State of Colorado Hydrobase includes 501 cubic feet per second (cfs) of direct flow water rights associated with High Line Canal Company, as indicated in Table 1. The amount of 0.6 cfs and with an appropriation date of September 21, 1867 is carried in the High Line but is associated with a private landowner and not available for distribution to High Line Company shareholders. This 0.6 cfs water right has been excluded from Table 1

Table 1

Amount (cfs)

App. Date Adj. Date Comment

40 12/31/1861 3/23/1896 Trans. from Excelsior Ditch

16 7/1/1869 3/23/1896 Trans. from Ballow Hill Ditch

32.5 3/7/1884 4/8/1905 Trans. from Las Animas Consolidated

30 6/30/1885 3/23/1896 Trans. from Ballow Hill Ditch

2 3/11/1886 3/23/1896 Trans. from Allen Ditch

378 1/6/1890 3/23/1896 Original Water Right

2.5 12/31/1890 3/23/1896 Trans. from Allen Ditch

501 Total

United Feeders is also claiming the prorated share of water from the High Line Canal water rights diverted pursuant to the Winter Water Storage Program (WWSP) as decreed in Case No. 84CW179, in District Court Water Division No. 2 on November 10, 1987; made final on November 10, 1990. Historic Use: Irrigation on approximately 94 acres of crop lands in the SW ¼ of Section 29 in Township 23 S., Range 56 W. of the 6th Principal Meridian in Otero County, Colorado. Statement of plan for augmentation, covering all applicable matters under §37-92-103(9), 302(1)(2) and 305(8), C.R.S. Give full details of plan, including a description of all water rights to be established or changed by the plan: The proposed plan for augmentation is to use leased (66 acre-feet currently under contract for 2013 and 2014) of Pueblo Board of Water Works fully consumable supplies stored in Pueblo Reservoir and subleased from

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Cherokee Metro District as augmentation credit for depletions caused by the feedlot during 2013 and 2014. These supplies may be directly released and used from Pueblo Reservoir or traded for other legally available supplies acceptable to the Division 2 Engineer’s Office. The proposed plan for augmentation also includes the use of 5.125 shares of the Catlin Canal Company. These shares would be directly released to the Arkansas River through the various augmentation stations on the Catlin Canal. During the time when these shares will be used, the corresponding historically irrigated land will be dried up. The water will directly augment the well depletions at the point of entering the river or may be traded to other augmentation organizations for other legally available supplies acceptable to the Division 2 Engineer’s Office. The proposed plan for augmentation also includes the use of 12.5 shares of High Line Canal Company. These shares would be directly released to the Arkansas River through the augmentation station on the High Line Canal. During the time when these shares will be used, the corresponding historically irrigated land will be dried up. The water will directly augment the well depletions at the point of entering the river or may be traded to other augmentation organizations for other legally available supplies acceptable to the Division 2 Engineer’s Office. To augment the historical return flow associated with the change of use of these shares, a portion of these shares (Historical Consumptive Use and Return Flow portions of delivery) may be placed into recharge sites to prevent injury to other water rights. In addition, other sources legally available to the applicant and acceptable to the Division 2 Engineer’s Office may be used to replace historical return flows. The consumptive use of the feedlot is approximately 60 acre feet per year, thus sufficient water is available to allow the applicant to operate and satisfy post pumping depletions. Name(s) and address(es) of owner(s) or reputed owners of the land upon which any new diversion or storage structure, or modification to any existing diversion or storage structure is or will be constructed or upon which water is or will be stored, including any modification to the existing storage pool: United Feeders, Inc., P. O. Box 407, Rocky Ford, CO 81067. Feedlot in the N ½ of the NW ¼ of Sec. 29, Twp. 23 South, Rg. 59 W. of the 6th P.M. This feedlot has an operational capacity of 5,000 head of fed cattle. APPLICATION FOR ABSOLUTE UNDERGROUND WATER RIGHT: Name of well: United Feeders Well 1; Permit No.: 13617-R. Legal description of well: SW ¼ of the SE ¼ of Sec. 27, T. 23 S., R. 56 W. of the 6th P.M., in Otero County, Colorado, and being approximately 2,557 feet from the East boundary of said Section 27, and approximately 32 feet from the North boundary of said Section 22. Source of water: Groundwater tributary to the Arkansas River. Depth of well: 47 feet. Date of appropriation: October 7, 2013; How appropriation was initiated: Application for Water Right; Date water applied to beneficial use: July 16, 1993. Amount claimed: 684 gpm absolute; Amount claimed in acre feet annually: 486 a.f. absolute. If well operates pursuant to a decreed plan for augmentation: Case number of plan for augmentation: 2013CW3022; Is augmentation plan operational? Yes. Use or proposed use: Feedlot, commercial, industrial. If non-irrigation, describe purpose fully: For the uses associated with commercial feedlot operations and other industrial applications. Name(s) and address(es) of owner(s) or reputed owners of the land upon which any new diversion or storage structure, or modification to any existing diversion

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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. 2013CW3045 – HCB VENTURES, LLC, 6901 South Yosemite Street, Suite 107, Centennial, CO 80112 (Matthew S. Poznanovic, Petrock & Fendel, P.C., Attorneys for Applicant, 700 – 17th Street, Suite 1800, Denver, CO 80202; (303) 534-0702) Application for Change of Water Rights and Amendments to Plan for Augmentation EL PASO, ELBERT, LINCOLN, AND CROWLEY COUNTIES 2. Summary of Application. 2.1. Summary of Claim to Amend Augmentation Plan to Add New Augmented Use. The Horse Creek Water Users Association (“HCWUA”) augmentation plan was decreed in Case No. 97CW52. In Case No. 97CW52, the Water Court determined the augmentation obligations under the augmentation plan are limited to the protection of senior water rights located only within the Horse Creek Basin in Colorado. The augmentation plan augments depletions from agricultural irrigation use of ground water in the Horse Creek Basin by HCWUA member wells included in the plan. Applicant has entered into a Water Purchase Agreement to sell 400 acre-feet during the initial 18 month term and up to 500 acre-feet per year for subsequent terms to contracted oil and gas industrial users for industrial use in El Paso, Elbert and Lincoln counties. Applicant is a HCWUA member and has entered into contracts with other HCWUA members to provide industrial use water to meet the water demand of the water purchase agreement. Applicant seeks to amend the augmentation plan to add industrial use of up to 500 acre-feet per year, including all uses associated with oil and gas drilling and production within the Horse Creek Basin and outside the basin in El Paso, Elbert and Lincoln counties as a new augmented use for those wells identified in Paragraph 7.3. The 35 cfs of the Box Springs No. 1 surface water right, previously decreed in Case No. 97CW52 as a source of augmentation for the augmentation plan decreed in that case, will continue to be used as the source of augmentation for the amended augmentation plan requested in this application. Applicant and the contracting members own an interest in the subject Box Spring No. 1 water rights based on their membership in the HCWUA and the ownership of their individual water rights. The total depletions from irrigation and industrial use will not exceed the total amount of depletions authorized to be augmented pursuant to the decree in Case No. 97CW52. Applicant does not seek to enlarge, expand or increase the total amount of depletions to be augmented under the augmentation plan. 2.2. Summary of Claim to Correct Location of Wells. 2.2.1. Applicant seeks to correct the decreed well location for the well with Structure ID. No. 1705328. The actual location for the well with Structure ID. No. 1705328 varies from the decreed location for the well. Applicant requests a change of the water right for the well with Structure ID. No. 1705328 originally decreed in W-3971 and W-3971(77) to conform to the actual well location. The well with Structure ID. No. 1705328 is also an augmented structure for the augmentation plan decreed in Case No. 97CW52. Applicant seeks to amend the augmentation plan decreed in Case No. 97CW52 to conform to the actual location for the well. Applicant does not seek to enlarge, expand or increase the decreed quantity of water which may be withdrawn, or applied to beneficial use, nor to change the character, purpose or place of use of the water right for the well. When used for industrial use according to the amended

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augmentation plan requested in this application, the well will operate as an augmented structure. 2.2.2. The wells with Structure ID Nos. 1706311, 1706310, 1706314, and 1706313 are augmented structures for the augmentation plan decreed in Case No. 97CW52. Applicant seeks to amend the Case No. 97CW52 augmentation plan to conform to the actual locations for these wells as described in Paragraphs 7.3.4.4, 7.3.5.4, 7.3.9.4 and 7.3.10.4. Applicant does not seek to enlarge, expand or increase the decreed quantity of water which may be withdrawn, or applied to beneficial use, nor to change the character, purpose or place of use of the water right for the wells. When used for industrial use according to the amended augmentation plan requested in this application, the wells will operate as augmented structures. 3. Description of Augmentation Plan from original decree. 3.1. Decree: Case No. 97CW52, entered on March 6, 1998. 3.2. The augmentation plan decreed in Case No. 97CW52 need not provide replacement water for the benefit of water rights on the Arkansas River or its tributaries or for the benefit of Kansas. By order dated August 20, 1996 and confirmed in Case No. 97CW52, the Water Court determined the wells of HCWUA members are not subject to Rules 3 and 4 of the Arkansas Rules (which are designed to benefit Kansas) or to Rule 5 for the benefit of water rights on the Arkansas River in Colorado. In Case No. 97CW52, the Court determined the augmentation obligations under the augmentation plan are limited to the protection of senior water rights only within the Horse Creek Basin in Colorado. The Horse Creek Basin is located in portions of Crowley, El Paso, Elbert and Lincoln counties. 3.3. Pursuant to the decree in Case No. 97CW52, the augmentation plan allows alluvial wells of HCWUA members to be used for agricultural irrigation of an aggregate total of 5,330 acres located in the Horse Creek Basin. The augmentation plan includes no seasonal pumping limits for the member wells. The decree in Case No. 97CW52 approved a change of water rights for augmentation purposes for 35 cfs out of the senior 60 cfs surface water rights decreed to Box Springs Canal No. 1 for the irrigation of 9,000 acres, with an appropriation date of October 24, 1899, and an adjudication date of August 30, 1922, as adjudicated in the District Court for the County of Bent, State of Colorado. The 35 cfs of the Box Springs No. 1 surface water right historically has been diverted from Horse Creek at a point of diversion on the right bank, decreed to be located whence the southwest corner of Section 20, Township 18S, Range 56W of the 6th P.M., bears South 31º, 35’ West 2,960 feet. The point of diversion is in what is now known as Crowley County, which was split off from Otero County, in which the point of diversion was decreed to be located. The decreed location of the point of diversion for the Box Springs No. 1 surface water right is described in the map attached to the application as Exhibit 1. (All exhibits mentioned herein are incorporated by reference and may be inspected at the office of the clerk of this Court.) The 35 cfs of the Box Springs Canal No. 1 surface water rights were decreed as the source of augmentation for the augmentation plan in Case No. 97CW52. This application describes certain aspects of the plan for augmentation. The decree in Case No. 97CW52 provides a complete description of the plan for augmentation. 4. Description of Water Right for the Well with Structure ID No. 1705328 from decrees in Case No. W-3971 and W-3971(77): 4.1. Decrees: originally decreed W-3971, entered September 13, 1974, decreed absolute W-3971(77), entered January 4, 1978. 4.2. Permit No. 75735-F (previously permitted under permit no. 10298-F) 4.3. Decreed Location from W-3971: NE ¼ SW ¼ , Section 2, T 13 S, R 60 W of the 6th

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P.M., El Paso County, Colorado. 4.4. Source of water: alluvial groundwater tributary to Horse Creek and its tributaries located in the Horse Creek Basin. 4.5. Date of appropriation: September 23, 1965 4.6. Decreed Uses and Amount. 465 gpm or 1.03 cfs (absolute) not to exceed 640 acre-feet in any one calendar year. Pursuant to W-3971, the well may irrigate 640 acres. Pursuant to the decree in Case No. 97CW52, the well may irrigate 110 acres in the NW ¼ and the SW ¼ of Section 2, T 13 S, R 60 W of the 6th P.M., El Paso County, Colorado. 5. Description of Change to the Water Right for the Well with Structure ID No. 1705328: Applicant seeks a change of water rights decreed in W-3971 to conform to the actual location of the well. The new actual location for the Well with Structure ID No. 1705328 is at a point in the NW1/4 of the SW1/4 of Section 2, T13S, R60W, 6th P.M., El Paso County, approximately 1655 feet from the south section line and 42 feet from the west section line as described on the map attached to the application as Exhibit 2. All other elements of the water right decreed in W-3971 for the Well with Structure ID No. 1705328 remain the same. 6. Statement of Amendment to Plan For Augmentation to Correct Wells Locations. Pursuant to the decree in Case No. 97CW52, the wells with Structure ID Nos. 1705328, 1706311, 1706310, 1706314, and 1706313 are augmented structures for the augmentation plan. Applicant seeks to amend the Case No. 97CW52 plan for augmentation to conform to the actual locations described in Paragraph 5 above for the well with Structure ID No. 1705328, and the locations for the other wells as described in Paragraphs 7.3.4.4, 7.3.5.4, 7.3.9.4 and 7.3.10.4 as augmented structures for the augmentation plan. 7. Statement of Amendment to Plan for Augmentation to Add New Augmented Industrial Use. 7.1. Description of Amendment. Applicant seeks to amend the Case No. 97CW52 augmentation plan to allow certain HCWUA member alluvial wells described in Paragraph 7.3 to be used for the originally decreed agricultural irrigation and a new augmented use, industrial use, including all uses associated with oil and gas drilling and production, directly and following storage, within the Horse Creek Basin and outside the basin in El Paso, Elbert and Lincoln counties. Use by member wells described in Paragraph 7.3 for such industrial use will be limited to up to 500 acre-feet per year. Out of priority depletions from such industrial use will be augmented with the 35 cfs Box Springs No. 1 surface water right consistent with the terms and conditions of the Case No. 97CW52 decree. No change of water rights for the 35 cfs of the Box Springs No. 1 surface water right is requested or required. Since the wells described in Paragraph 7.3 will operate as augmented structures pursuant to the requested amendment to the augmentation plan when pumped for industrial use, no change of water rights for the irrigation water right decreed for each well is requested or required for the subject wells to be put to industrial use. 7.2. Additional augmented use of well water. Industrial use, including all uses associated with oil and gas drilling and production, directly and following storage, within the Horse Creek Basin and outside the Basin in El Paso, Elbert and Lincoln counties. Water may be stored on land where the member wells described in Paragraph 7.3 are located. Water from the member wells described in Paragraph 7.3 may be physically transported by water truck or other means to any location in the Horse Creek Basin and outside the Basin in El Paso, Elbert and Lincoln counties for use in drilling and operating and maintaining oil and gas wells. All pumping to storage or for direct industrial use will be considered 100% consumptive for use, reuse, and successive use. All oil and gas water deliveries will be measured

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and associated out of priority depletions will be fully replaced. So there will be no increase in the total amount of depletions augmented under the augmentation plan, there will be a reduction in the number of acres that may be irrigated by each well put to the new industrial use to ensure a reduction in consumptive use from irrigation use commensurate with the amount of fully consumptive water put to the new industrial use. The lands to be dried up are lands authorized to be irrigated by the member wells pursuant to the Case No. 97CW52 decree. The location and amount of lands dedicated to dry-up may fluctuate from year to year commensurate with the amount of water from each well put to new industrial use. The amendment to the augmentation plan will allow year round pumping for industrial use by the wells identified in Paragraph 7.3. The amount of water for each well put to industrial use will not exceed the annual amount and rate decreed for each well. 7.3. Wells to be augmented for the additional industrial use. All wells identified in this Paragraph 7.3 are HCWUA member wells. Only Applicant’s member wells identified in Paragraph 7.3.1 and 7.3.2 and the other member wells identified in Paragraph 7.3 whose owners have entered into contracts with Applicant to supply industrial water to meet the water demand of the Water Purchase Agreement between Applicant and contracted oil and gas industrial users may be used for the new industrial use requested by this application. The following wells are decreed for irrigation use and out of priority depletions from agricultural irrigation use are augmented pursuant to the plan for augmentation decreed in Case No. 97CW52. The source of each well is alluvial groundwater tributary to Horse Creek and its tributaries located in the Horse Creek Basin. The wells may be used either for agricultural irrigation use according to the irrigation water rights decreed to the wells and the augmentation plan originally decreed in Case No. 97CW52, or as augmented structures for the requested industrial use according to the amendment of the augmentation plan requested in this application. The wells are described as follows: 7.3.1. Well with Structure ID No. 1705330 7.3.1.1. Permit No. 10300-F. 7.3.1.2. Decree: W-3971, entered September 13, 1974. 7.3.1.3. Appropriation Date: September 23, 1965. 7.3.1.4. Decreed Location: SW ¼ SE ¼, Section 2, T. 13 S, R. 60 W of the 6th P.M., El Paso County, Colorado as described on the map attached to the application as Exhibit 2. 7.3.1.5 Decreed Uses and Amount. 1050 gpm or 2.33 cfs (absolute), but not to exceed 745 acre-feet in any one calendar year. Pursuant to the decree in W-3971, the well may irrigate 160 acres. Pursuant to the decree in Case No. 97CW52, the well may irrigate 160 acres in the NE ¼ and the SE ¼ of Section 2, T. 13 S, R. 60 W of the 6th P.M., El Paso County, Colorado. 7.3.2. Well with Structure ID No. 1705328 described in Paragraph 4 above. 7.3.3. Well with Structure ID. No. 1706294 (identified in Case No. 97CW52 decree as Structure ID. No. 1705327) 7.3.3.1. Permit No. 11217-F. 7.3.3.2. Decree: W-1411, entered May 1, 1973. 7.3.3.3. Appropriation Date: April 6, 1967. 7.3.3.4. Decreed Location: SE ¼ NE ¼, Section 10, T. 13 S, R 60 W of the 6th P.M., El Paso County, Colorado as described on the map attached to the application as Exhibit 2. 7.3.3.5. Decreed Uses and Amount. 480 gpm or 1.07 cfs (absolute) but not to exceed 342 acre-feet in any one calendar year. Pursuant to W-1411, the well may irrigate 80 acres in the E ½ NE ¼ of the said Section 10. Pursuant to the decree in Case No. 97CW52, the well may irrigate 40 acres in the NE ¼ NE ¼ of said Section 10. 7.3.4. Well with Structure ID. No. 1706311. 7.3.4.1. Permit No. 6484-F. 7.3.4.2. Decrees: W-2697, entered February 8, 1974, 96CW50, entered December 11, 1996.

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7.3.4.3. Appropriation Date: December 10, 1964. 7.3.4.4. Decreed Location: Pursuant to decree in W-2697, SW ¼ NW ¼, Section 5, T. 16 S, R. 56 W of the 6th P.M., Lincoln County, Colorado. The well location was changed by the decree in Case No. 96CW50 to SE ¼ NW ¼, Section 5, T. 16 S, R. 56 W of the 6th P.M., Lincoln County, Colorado as described on the map attached to the application as Exhibit 3. The Case No. 97CW52 decree identifies the well location as SW ¼ NW ¼, Section 5, T. 16 S, R 56W. 7.3.4.5. Decreed Uses and Amount. 400 gpm or 0.88 cfs (absolute) but not to exceed 281 acre-feet in any one calendar year. Pursuant to W-2697, the well may be used for irrigation purposes. Pursuant to the decree in Case No. 97CW52, the wells with Structure ID Nos. 1706311 and 1706312 may irrigate 50 acres in Section 4 and the E 1/2, the E ½ of the W ½ , and the SW ¼ SW ¼ of Section 5, T. 16 S, R. 56 W of the 6th P.M., Lincoln County, Colorado. 7.3.5. Well with Structure ID. No. 1706310 (formerly Structure ID No. 1706312) (battery of four wells). 7.3.5.1.Permit No. 55873-F (former Permit No. 16149-R). 7.3.5.2. Decrees: W-1921, entered August 24, 1973, 98CW131, entered December 13, 1999. 7.3.5.3. Appropriation Date: July 1, 1930. 7.3.5.4. Decreed Location: Pursuant to decree in W-1921, SW ¼ SW ¼, Section 5, T. 16 S, R. 56 W of the 6th P.M., Lincoln County, Colorado, and being 1000 feet East, of the West boundary and 1120 feet North of the South boundary of the said Section 5. The well location was changed by the Case No. 98CW131 decree to the location of existing well #4 (Structure ID No. 1706310) as follows: SE ¼ NW ¼ Section 5, T16S, R56W, 6th P.M., Lincoln County, Colorado as described on the map attached to the application as Exhibit 3. The Case No. 97CW52 decree identifies the well location as SW ¼ SW ¼, Section 5, T. 16 S, R 56W. 7.3.5.5. Decreed Uses and Amount. Pursuant to decree in W-1921, 125 gpm or 0.277 cfs (absolute), but not to exceed 90 acre-feet in any one calendar year. Pursuant to W-1921 decree, the well may be used for irrigation of 40 acres in the SW ¼ SW ¼ said Section 5. Pursuant to the Case No. 98CW131 decree, the place of use was changed to the outer 10 acres of a 50-acre circle located within the E ½ SW ¼ and the W ½ SE ¼ Section 5, T16S, R56W, 6th P.M., Lincoln County, Colorado, and the water right for the well was reduced to a 30 acre-feet annual volumetric limit. Pursuant to the decree in Case No. 97CW52, the wells with Structure ID Nos. 1706311 and 1706312 may irrigate 50 acres in Section 4 and the E 1/2, the E ½ of the W ½ , and the SW ¼ SW ¼ of Section 5, T. 16 S, R. 56 W of the 6th P.M., Lincoln County, Colorado. 7.3.6. Well with Structure ID. No. 1706317 (identified in Case No. 97CW52 decree as Structure ID. No. 1706316). 7.3.6.1. Permit No. 16148-R. 7.3.6.2. Decree: W-1921, entered August 24, 1973, this well is the first well of battery of two wells decreed in this case. 7.3.6.3. Appropriation Date: July 1, 1930. 7.3.6.4. Location: Pursuant to decree in W-1921, the well location is in the NW ¼ NW ¼, Section 8, T. 16 S, R 56 W of the 6th P.M., Lincoln County, Colorado, and being 860 feet East of the West boundary and 100 feet South of the North boundary of the said Section 8 as described on the map attached to the application as Exhibit 3. The Case No. 97CW52 decree identifies the well location as NW ¼ NW ¼ Section 8, T. 16 S, R 56 W. Well Permit No. 16148-R identifies the well location as the NW ¼ NW ¼ Section 8, T. 16 S, R 56W of the 6th P.M., Lincoln County, Colorado, 132 feet from the North section line and 937 feet from the West section line. 7.3.6.5. Decreed Uses and Amount. 200 gpm or 0.444 cfs (absolute), but not to exceed 140 acre-feet in any one calendar year combined for this well and the well with Structure ID No. 1706316. Irrigation of 80 acres in W ½ NW ¼ of

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the said Section 8 for this well and the well with Structure ID No. 1706316. Pursuant to the decree in Case No. 97CW52, the wells with Structure ID Nos. 1706317, 1706316, 1706315, 1706314, 1706313 may irrigate 80 acres in Section 17, and the W ½ Section 8 and the W ½ Section 16, T. 16S, R. 56 W of the 6th P.M., Lincoln County, Colorado. 7.3.7. Well with Structure ID. No. 1706316 (identified in Case No. 97CW52 decree as Structure ID. No. 1706317). 7.3.7.1. Permit No. 47401-F. 7.3.7.2. Decree: W-1921, entered August 24, 1973, this well is the second well of battery of two wells decreed in this case. 7.3.7.3. Appropriation Date: July 1, 1930. 7.3.7.4. Location: Pursuant to decree in W-1921, the well location is in the NW ¼ NW ¼, Section 8, T. 16 S, R 56 W of the 6th P.M., Lincoln County, Colorado, and being 860 feet East of the West boundary and 100 feet South of the North boundary of the said Section 8. The Case No. 97CW52 decree identifies the well location as NW ¼ NW ¼ Section 8, T. 16 S, R 56 W. Well Permit No. 47401-F identifies the well location as NW ¼ NW ¼ Section 8, T. 16 S, R 56 W of the 6th P.M., Lincoln County, Colorado, 46 feet from North Section Line and 1056 feet from West Section Line. The permitted well location and the well location decreed in W-1921 as described on the map attached to the application as Exhibit 3. 7.3.7.5. Decreed Uses and Amount. 200 gpm or 0.444 cfs (absolute), but not to exceed 140 acre-feet in any one calendar year combined for this well and the well with Structure ID No. 1706317. Irrigation of 80 acres in W ½ NW ¼ of the said Section 8 for this well and the well with Structure ID No. 1706317. Pursuant to the decree in Case No. 97CW52, the wells with Structure ID Nos. 1706317, 1706316, 1706315, 1706314, 1706313 may irrigate 80 acres in Section 17, and the W ½ Section 8 and the W ½ Section 16, T. 16S, R. 56 W of the 6th P.M., Lincoln County, Colorado. 7.3.8. Well with Structure ID. No. 1706315. 7.3.8.1. Permit No. 16190-R. 7.3.8.2. Decree: W-1921, entered August 24, 1973. 7.3.8.3. Appropriation Date: July 1, 1956. 7.3.8.4. Decreed Location: NW ¼ NW ¼, Section 8, T. 16 S, R 56 W of the 6th P.M., Lincoln County, Colorado, and being 1200 feet East of the West boundary and 100 feet South of the North boundary of the said Section 8 as described on the map attached to the application as Exhibit 3. 7.3.8.5. Decreed Uses and Amount. 125 gpm or 0.277 cfs, but not to exceed 90 acre-feet in any one calendar year. Pursuant to the W-1921 decree, the well may irrigate 80 acres in W ½ NW ¼ of the said Section 8. Pursuant to the decree in Case No. 97CW52, the wells with Structure ID Nos. 1706317, 1706316, 1706315, 1706314, 1706313 may irrigate 80 acres in Section 17, and the W ½ Section 8 and the W ½ Section 16, T. 16S, R. 56 W of the 6th P.M., Lincoln County, Colorado. 7.3.9. Well with Structure ID. No. 1706314. 7.3.9.1. Permit No. 6483-F. 7.3.9.2. Decree: W-2697, entered February 8, 1974. 7.3.9.3. Appropriation Date: November 30, 1964. 7.3.9.4. Decreed Location: Pursuant to the W-2697 decree, the well location is in the NW ¼ NE ¼ , Section 8, T. 16 S, R 56 W of the 6th P.M., Lincoln County, Colorado as described on the map attached to the application as Exhibit 3. The Case No. 97CW52 decree identifies the well location as the NW ¼ NW ¼, Section 8, T. 16 S, R 56 W. 7.3.9.5. Decreed Uses and Amount. 250 gpm or 0.55 cfs (absolute) but not to exceed 176 acre-feet in any one calendar year. Pursuant to W-2697, the well may be used for irrigation purposes. Pursuant to the decree in Case No. 97CW52, the wells with Structure ID Nos. 1706317, 1706316, 1706315, 1706314, 1706313 may irrigate 80 acres in Section 17, and the W ½ Section 8 and the W ½ Section 16, T. 16S, R. 56 W of the 6th P.M., Lincoln County, Colorado. 7.3.10. Well with Structure ID. No. 1706313. 7.3.10.1. Permit No. 6485-F. 7.3.10.2. Decree: W-2697,

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entered February 8, 1974. 7.3.10.3. Appropriation Date: November 30, 1964. 7.3.10.4. Decreed Location: Pursuant to the W-2697 decree, the well location is in the NE ¼ NW ¼, Section 8, T. 16 S, R 56 W of the 6th P.M., Lincoln County, Colorado as described on the map attached to the application as Exhibit 3. The Case No. 97CW52 decree identifies the well location as the NW ¼ NW ¼, Section 8, T. 16 S, R 56 W. 7.3.10.5. Decreed Uses and Amount. 250 gpm or 0.55 cfs (absolute) but not to exceed 176 acre-feet in any one calendar year. Pursuant to W-2697, the well may be used for irrigation purposes. Pursuant to the decree in Case No. 97CW52, the wells with Structure ID Nos. 1706317, 1706316, 1706315, 1706314, 1706313 may irrigate 80 acres in Section 17, and the W ½ Section 8 and the W ½ Section 16, T. 16S, R. 56 W of the 6th P.M., Lincoln County, Colorado. 7.4. The amendment to the plan for augmentation will not cause any material injurious effect to the owner or user of any vested water rights or decreed conditional water rights. 7. Owners of land on which structures are or will be located: 7.1. Wells with Structure ID Nos. 1705328 & 1705330: Applicant. 7.2. Wells with Structure ID Nos. 1706311 & 1706310: Jane Oliver, Oliver Farms, Inc., 20201 County Road M, Ordway, CO 81063. 7.3. Well with Structure ID No. 1706294: Dale’s Lucky Eight, LLC., 301 W. Sherman St., Newberg, OR 97132. 7.4. Well with Structure ID No. 1706314: James Will, 340 Pine, Springfield, CO 81073. 7.5. Wells with Structure ID Nos. 1706317, 1706316, 1706315, 1706313: Cherry Stogsdill, 11840 State Road 71, Karval, CO 80823. 8. The following documents are filed with this application and are available from the Water Clerk, or from counsel for the Applicant: 8.1. Maps attached as Exhibit 1, 2 and 3 showing the approximate new location of the well with Structure ID No. 1705328, the decreed locations of the wells described in Paragraph 7.3, and the decreed and permitted location for the well described in Paragraph 7.3.7 and the decreed point of diversion for the Box Springs No. 1 surface water right. WHEREFORE, Applicant prays that this Court enter a decree granting the application requested herein and finding that the change of water rights and amendments to the plan for augmentation will prevent injury to owners and users of vested and conditional water rights, and for such other and further relief as may be warranted. Further, Applicants pray that this Court grant the application and for such other relief as seems proper in the premises. --------------------------------------------------------------------------------------------------------------------- CASE NO. 2013CW3046 (Water Div. 2) and CASE NO. 2013CW3120 (Water Div. 1) – MARC HAES AND CHERYL HAES, 16450 Farrar Drive, Colorado Springs, CO 80908 (Chris D. Cummins and Ryan W. Farr, Felt, Monson & Culichia, LLC, Attorneys for Applicants, 319 North Weber Street, Colorado Springs, CO 80903; (719) 471-1212) Application for Adjudication of Denver Basin Groundwater and for Approval of Plan for Augmentation EL PASO COUNTY. II. Application for Underground Water Rights: A. Legal Description of Wells: (1) Property Description: All wells will be located on Applicant’s property, described as a portion of NW1/4 NE1/4 and NE1/4 NE1/4 and the SW1/4 NE1/4, Section 25, Township 11 South, Range 66 West of the 6th P.M., El Paso County, Colorado, which contains approximately 35.34 acres, more or less (“Applicants’ Property”) with the plan to subdivide into six lots. See Exhibit A general location map attached to the Application. (All exhibits mentioned herein are incorporated by reference and may be inspected at

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the office of the clerk of this Court.) (2) Existing Well: Division of Water Resources Well Permit No. 151443 is an exempt domestic well currently located on the Applicants’ Property, currently permitted pursuant to §37-92-602(3)(b)(II)(A), C.R.S. as an “exempt” domestic well, in the west half of NE 1/4 of Section 25, Township 11 South, Range 66 West of the 6th P.M, also known as Tract 8, Eagle Crest Estates, El Paso County, Colorado. This well is located approximately 600 feet from the north section line, and approximately 2,400 feet from the east section line of said Section 25 (“Haes Well No. 1”). Water Source: Not-Nontributary: The ground water withdrawn from the Dawson aquifer of the Denver Basin underlying Applicants’ Property is not-nontributary. Pursuant to §37-90-137(9)(c.5), C.R.S., the augmentation requirements for wells in the Dawson aquifer will require the replacement of actual stream depletions. Nontributary: The groundwater that will be withdrawn from the Denver, Arapahoe, and Laramie-Fox Hills aquifers of the Denver Basin underlying the Applicants’ Property is nontributary. Estimated Rates of Withdrawal and Ground Water Available: Estimated Rates of Withdrawal: Pumping from the wells will not exceed 100 g.p.m. The actual pumping rates for each well will vary according to aquifer conditions and well production capabilities. The Applicants’ request the right to withdraw ground water at rates of flow necessary to withdraw the entire decreed amounts. The actual depth of each well to be constructed within the respective aquifers will be determined by topography and actual aquifer conditions. Estimated Average Annual Amounts of Ground Water Available: Applicants request an absolute water right for the withdrawal of all legally available ground water in the Denver Basin aquifers underlying the Applicants’ Property. Said amounts may be withdrawn over the 300-year life of the aquifers as required by El Paso County, Colorado Land Development Code §8.4.7(C)(1) which is more stringent than the State of Colorado’s 100-year life requirement pursuant to §37-90-137(4), C.R.S. Applicants’ estimate that the following values and average annual amounts are representative of the Denver Basin aquifers underlying Applicants’ Property:

Aquifer Sand Thickness

(Feet)

Total Ground Water Storage

(Acre Feet)

Annual Average Withdrawal (Acre Feet)

Dawson (NNT) 486 3400 11.3i

Denver (NT) 527 3100 10.3

Arapahoe (NT) 233 1400 4.7

Laramie Fox Hills (NT) 197 1000 3.3

Decreed amounts may vary based upon the State’s Determination of Facts. Pursuant to §37-92-305(11), C.R.S., the Applicants further request that the Court retain jurisdiction to finally determine the amount of water available for appropriation and withdrawal from each aquifer. Requested Uses: The Applicants request the right to use the ground water for beneficial uses upon the Applicants’ Property consisting of domestic, commercial, irrigation, stock water, recreation, wildlife, wetlands, fire protection, and also for storage, and augmentation purposes associated with such uses. The Applicants also request that the nontributary water may be used, reused, and successively used to extinction, both on and off the Applicants’ Property subject, however, to the relinquishment of the right to consume no more than two percent of such nontributary water withdrawn. Applicants may use such water by immediate

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application or by storage and subsequent application to the beneficial uses and purposes stated herein. Provided, however, Applicants shall only be entitled to construct a well or use water from the not-nontributary Dawson aquifer pursuant to a decreed augmentation plan entered by this Court, covering the out-of-priority stream depletions caused by the use of such not-nontributary aquifers in accordance with §37-90-137(9)(c.5), C.R.S. Well Fields: Applicants request that they be permitted to produce the full legal entitlement from the Denver Basin aquifers underlying Applicants’ Property through any combination of wells. Applicants request that these wells be treated as a well field. Averaging of Withdrawals: Applicants request that they be entitled to withdraw an amount of ground water in excess of the average annual amount decreed to the aquifers beneath the Applicants’ Property, so long as the sum of the total withdrawals from all the wells in the aquifers does not exceed the product of the number of years since the date of issuance of the original well permit or the date of entry of a decree herein, whichever comes first, multiplied by the average annual volume of water which the Applicants are entitled to withdraw from the aquifers underlying the Applicants’ Property. Name and Address of Owner of Land Upon Which Wells are to Be Located: The land upon which the wells are and will be located is owned by Applicants. III. APPLICATION FOR APPROVAL OF PLAN FOR AUGMENTATION. Structures to be Augmented: The structures to be augmented are Haes Well No. 1 in the not-nontributary Dawson aquifer, as will be repermitted pursuant to this plan for augmentation, and five additional Dawson aquifer wells, along with any replacement or additional wells associated therewith, of the Denver Basin underlying the Applicants’ Property as requested and described herein. Water Rights to be Used for Augmentation: The water rights to be used for augmentation during pumping are the return flows resulting from the pumping of the not-nontributary Dawson aquifer from Haes Well No. 1 and the five additional Dawson aquifer wells to be constructed as set forth in this plan for augmentation, together with water rights from the nontributary Laramie-Fox Hills aquifer and a portion of the nontributary Arapahoe aquifer for any injurious post pumping depletions. Statement of Plan for Augmentation: Applicants wish to provide for the augmentation of stream depletions caused by pumping of the not-nontributary Dawson aquifer by six wells proposed herein for six residential lots. Water use criteria and their consumptive use component for replacement of actual depletions for the lot is as follows: Use: Each well will pump one acre foot of water per year per residence for a total of six acre feet being withdrawn from the Dawson aquifer per year. Household use will utilize up to 0.3 acre feet of water per year per residence with the additional 0.7 acre feet per year per residence available for irrigation of approximately 10,000 square feet of lawn and garden and the watering of up to four horses or equivalent livestock. Depletions: Applicants’ consultants have determined that maximum stream depletions over the 300 year pumping period amount to approximately 20% percent of pumping. Therefore, if all six residences pump the allotted one acre foot per year per residence, the maximum annual depletion will be 1.2 acre feet per year. Augmentation of Depletions During Pumping: Pursuant to §37-90-137(9)(c.5), C.R.S., Applicants are required to replace actual stream depletions attributable to pumping of the six wells. Applicants’ consultants have determined that the six proposed residences combined should annually return 1.6 acre feet per year to the stream through their septic systems (90% of in-house uses). Thus, during pumping,

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stream depletions will be adequately augmented. Augmentation for Post Pumping Depletions: For the replacement of any injurious post-pumping depletions which may be associated with the use of the Haes Well No. 1 and the five additional Dawson aquifer wells, Applicants will reserve up to 1,000 acre feet of water from the nontributary Laramie Fox Hills aquifer, and up to an additional 800 acre feet of water from the nontributary Arapahoe aquifer underlying the Applicants’ Property, less the amount of actual stream depletions replaced during the plan pumping period. Applicants also reserve the right to substitute other legally available augmentation sources for such post pumping depletions upon further approval of the Court under its retained jurisdiction. Even though this reservation is made, Applicants claim that post pumping depletions will be noninjurious and do not need to be replaced. Under the Court’s retained jurisdiction, Applicants reserve the right in the future to prove that post pumping depletions will be noninjurious. The reserved nontributary water will be used to replace any injurious post-pumping depletions. Upon entry of a decree in this case, the Applicants will be entitled to apply for and receive an amended well permit for the Haes Well No. 1 and the five additional Dawson aquifer wells for the uses in accordance with this Application and otherwise in compliance with §37-90-137, C.R.S. IV. Remarks. Additional remarks are as follows: A. This Application is being filed in Water Divisions 1 and 2 because depletions from the pumping of the Dawson aquifer may occur in both divisions. The return flows set forth herein will accrue to tributaries of the South Platte River system where the majority of such depletions will occur. Applicants request that the total amount of depletions to both the South Platte River and the Arkansas River systems be replaced to the South Platte River as set forth herein, and for a finding that those replacements are sufficient. B. Applicants request a finding that they have complied with §37-90-137(4), C.R.S., and that the ground water requested herein is legally available for withdrawal by the requested not-nontributary wells upon the entry of a decree approving an augmentation plan pursuant to §37-90-137(9)(c.5), C.R.S. C. The term of this augmentation plan is for 300 years, however the length of the plan for a particular well may be extended beyond such time provided the total plan pumping allocated thereto is not exceeded. Post pumping stream depletions accrue to a particular well or wells only to the extent related to that well’s actual pumping. D. The Court will retain jurisdiction over this matter to provide for the adjustment of the annual amount of ground water withdrawals to be allowed in order to conform to actual local aquifer characteristics from adequate information obtained from well drilling or test holes. E. Pursuant to §37-90-137, C.R.S., upon approval of the plan for augmentation requested herein, Applicants will file an application with the State Engineer’s office to re-permit the existing Haes Well No. 1 on Applicants’ approximately 35.34 acre property (Permit No. 151443) for operation under the plan for augmentation. F. The Applicants request a finding that vested water rights of others will not be materially injured by the withdrawals of ground water and the proposed plan for augmentation. G. The well(s) shall be installed and metered as reasonably required by the State Engineer. Each well must be equipped with a totalizing flow meter and Applicants shall submit diversion records to the Division Engineer on an annual basis or as otherwise requested by the Division Engineer. The Applicants shall also provide accountings to the Division Engineer and Water Commissioner as required by them to demonstrate compliance under this plan of augmentation. The Applicants intend to waive the 600 feet well

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spacing requirement for any wells to be located upon the Applicants’ Property. Applicants will comply with any lienholder notice provisions set forth in C.R.S. §37-92-302(2)(b) and §37-90-137(4)(b.5)(I), and such notice will be sent within 14 days of the filing of this application. The Haes Well No. 1 will be repermitted under the plan for augmentation requested herein pursuant to C.R.S. 37-090-137(4), and therefore no portion of the underlying Dawson is reserved for continuing exempt well usage. --------------------------------------------------------------------------------------------------------------------- CASE NO. 2013CW3047; Previous Case No. 2003CW13 – GUS J. SLANOVICH & DANIEL L. SLANOVICH, 7340 S. Xanthia Way, Centennial, CO 80112, (Attorneys for Applicants: Andrea L. Benson, Robert T. Donald, Alperstein and Covell, P.C., 1600 Broadway, Suite 900, Denver, CO 80202; (303) 894-8191). Application for Finding of Reasonable Diligence FREMONT COUNTY. 2. Name of structure: Mill Creek Spring; Type: spring. 3. Description of conditional water right: Date of Original Decree: October 18, 2007, Case No. 2003CW13, Water Court, Division 2, State of Colorado. No previous decrees awarding findings of diligence have been entered. 4. Legal description: SW ¼ SE ¼ Section 20, Township 19 South, Range 70 West, 6th P.M., Fremont County, Colorado, 200 feet from the South line and 1800 feet from the East line of Section 20. An 8 ½ x 11 inch map is attached to the application illustrating location of the structure. (All exhibits mentioned herein are incorporated by reference and may be inspected at the office of the clerk of this Court.) 5. Source of water: Natural spring tributary to Mill Creek, tributary to Arkansas River. 6. Appropriation Date: July 24, 2002. 7. Amount: .0334 cfs (15 gpm, conditional). 8. Use: Stock water. 9. Detailed outline of what has been done toward completion of the appropriation: During the diligence period, the Applicants have conducted several site visits to investigate the possibility of diverting this water right to apply it to beneficial use. Due to the extreme drought, during these periodic inspections the Mill Creek Spring did not have a sufficient flow to make it possible or practical to further complete the appropriation of the water right. The Mill Creek Spring water right can be used in its undeveloped state and therefore Applicants have not made any infrastructure improvements at this location. The Mill Creek Spring is an integral part of Applicants’ integrated stock watering and irrigation water supply system for their property. Pursuant to C.R.S. §37-92-301(4)(b), when an integrated system is composed of several features, as is the case here, work on one feature of the system is considered in finding that reasonable diligence has been shown in the development of water rights for all features of the entire system. The Applicants are engaged in an ongoing effort to develop all known sources of water on their land, of which the Mill Creek Spring is one. During this diligence period, Applicants have expended at least $29,484.00 in attorney and engineering fees to develop its water supply system, including one water court application for certain springs and storage rights on the property and a petition for determination of nontributary groundwater on the property. Thus, Applicants have made substantial effort in developing the integrated water supply system on their property, including the Mill Creek Spring. 10. Names and addresses of owners of land upon which any diversion structure is located. Applicants. ---------------------------------------------------------------------------------------------------------------------

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--------------------------------------------------------------------------------------------------------------------- CASE NO. 2013CW3048 - OGDEN BROWN III, PERSONAL REPRESENTATIVE OF THE ESTATE OF ALYCE BROWN, DECEASED, 1705 Johnson Boulevard, Murray, KY 42071; CRAIG TAYLOR AND DARLA TAYLOR, 2 Hanover Drive, Midland, TX 79705; and SADDLE MOUNTAIN MUTUAL WATER COMPANY, c/o Deborah Egan and Brian Bertrand, 123 Deerview Drive, Florissant, CO 80816 (Attorney for Applicants Brown and Taylor: Worley Law Firm, LLC, Henry D. Worley, 611 North Weber Street, Suite 104, Colorado Springs, CO 80903, (719)-634-8330. Attorneys for Saddle Mountain Mutual Water Company: Timothy J. Beaton, #10403, Alison D. Gorsevski, #40882, Moses, Wittemyer, Harrison and Woodruff, P.C., P. O. Box 1440, Boulder, Colorado 80306-1440, (303) 443-8782.) Application for “Simple Change of Water Right Pursuant to C.R.S. § 37-92-305 (3.5). IN THE ARKANSAS RIVER AND ITS TRIBUTARIES IN TELLER COUNTY Name of structure: Watson No. 1 Ditch Date of original and all relevant subsequent decrees: February 3, 1894 and April 8, 1986 Case No.: Original decree has no case number. Case No. 85CW78 affected the Brown’s portion of the water rights, and Case No. 03CW99 affected Saddle Mountain’s portion of the water rights Court: Original decree in Fremont County District Court; subsequent decrees in Water Division No. 2. Legal description of structure: “Its headgate is located on the East side of said Four Mile Creek in the NE1/4 of the NE1/4 of Sec. 1, Twp. 15 S., R. 71 W. in the County of El Paso [sic] at a point 150 feet from the S.W. corner of said tract….” Decreed source of water: Four Mile Creek. Appropriation date: May 1, 1872. Total amount decreed to structure: 1.6 cfs, of which the Estate of Alyce Brown owns 1.2437 cfs, Craig Taylor and Darla Taylor jointly own 0.2163 cfs, and the remaining 0.14 cfs is owned by Saddle Mountain Mutual Water Company. Decreed use or uses: The water was originally decreed absolute for irrigation purposes. The use of the Brown’s and Taylors’ 1.46 cfs was changed in Case No. 85CW78 to include “municipal uses including, without limitation, domestic, commercial, and fire protection.” Saddle Mountain’s use of its portion of the water rights (0.14 cfs) was changed to include augmentation uses in Case No. 03CW99. Amount of water that Applicants intend to change: Applicants seek to change the point of diversion for all 1.6 cfs of their combined ownership interests in this simplified change case pursuant to C.R.S. § 37-92-305(3.5). Detailed description of change: Three separate ditch rights have decreed points of diversion on Four Mile Creek a short distance downstream from Mt. Pisgah Reservoir. The decreed point of diversion for the Wilson Ditch is a very short distance downstream from Mt. Pisgah Reservoir, followed by the Watson Ditch No. 2, and then by the Watson Ditch No. 1. Their priorities are in reverse order, with the Watson Ditch No. 1 being the most senior of the three, and the Wilson Ditch being the most junior. At some unknown time, but almost certainly more than 50 years ago, the Watson No. 1 Ditch was diverted at the headgate of the Wilson Ditch, a practice that continued until the summer of 2012. Rather than continue to divert the Watson No. 1 Ditch through the Wilson Ditch headgate, Applicants wish to move the point of diversion a short distance downstream of the Watson No. 2 Ditch, to the following UTM location: N: 4293386.77 E: 476055.86. The approximate location is shown in the NW1/4 SW1/4 Section 31, Township 14 South, Range 70 West of the 6th P.M. on Exhibit A to the application, a portion of a USGS map. (All exhibits mentioned herein are incorporated

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by reference and may be inspected at the office of the clerk of this Court.) There are no other intervening surface diversions or surface inflows into Four Mile Creek between the decreed location and the new location. Applicants have agreed to participate in the construction of a new diversion structure for the Watson No. 1 Ditch. When properly monitored by the water commissioner, the new diversion structure will prevent the diversion of more water than is decreed to the Watson No. 1 Ditch. Because there are no diversion structures, decreed or otherwise, between the proposed location for the Watson No. 1 Ditch and the location at which it is diverted prior to its move to the Wilson Ditch, there is water legally and physically available. This change will not cause injury to the owners of vested water rights or conditionally decreed water rights. Other than the point of diversion, no changes are requested for Applicants’ 1.6 cfs of the Watson No. 1 Ditch, nor do Applicants seek to quantify the amount of water available to their respective interests in the Watson No. 1 Ditch. Name and address of owner or reputed 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: John T. Hatton, 230 Ute Trail, Woodland Park, CO 80863. ------------------------------------------------------------------------------------------------------------------------------------------

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 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 December 2013, (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 $158.00). 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. ---------------------------------------------------------------------------------------------------------

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Witness my hand and the seal of this Court this 7th day of November, 2013.

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Mardell R. DiDomenico, Clerk District Court, Water Div. 2 Pueblo County Judicial Building 320 W. 10th Street Pueblo, CO 81003; (719) 583-7048 (Court seal) Published: November ____, 2013.