SUBSTITUTE WATER SUPPLY PLAN NOTIFICATION LIST Section 37-92-308, C.R.S. directs the State Engineer to establish a notification list for each water division to notify interested parties of requests for approval of: substitute water supply plans (§37-92-308), loans for an instream flow (§37-83-105), and interruptible water supply agreements (§37-92-309). To receive this information, specify whether you prefer to receive the notification via first-class mail or electronic mail and send your name, mailing address, e-mail address, daytime telephone number, and water division(s) to: Substitute Water Supply Plan Notification List (c/o Katie Radke, Program Manager), Colorado Division of Water Resources, 1313 Sherman Street, Room 818, Denver, Colorado 80203, Phone: (303) 866-3581, Fax: (303) 866-3589, or e-mail to: Kathryn.radke@state.co.us. Additional information regarding Substitute Water Supply Plans is available on the Division of Water Resources' website at http://water.state.co.us.

DISTRICT COURT, WATER DIVISION 1, COLORADO

FEBRUARY 2013 WATER RESUME PUBLICATION

TO: ALL PERSONS INTERESTED IN WATER APPLICATIONS IN WATER DIV. 1

Pursuant to C.R.S. 37-92-302, you are notified that the following is a resume of all water right

applications and certain amendments filed in the Office of the Water Clerk during the month of

FEBRUARY 2013 for each County affected.

13CW14 A.L.E. PARTNERSHIP, a Colorado partnership, c/o Lloyd Land, 12501 Riverdale Road,

Brighton, Colorado 80602. (303.536.0810) Robert E. Schween, Robert E. Schween, P.C., 62489 E.

Border Rock Road, Tucson, AZ 85739. APPLICATION FOR CHANGE OF WATER RIGHT TO

AMEND DECREE FOR GROUND WATER RIGHTS IN THE LOWER ARAPAHOE AND

LARAMIE-FOX HILLS AQUIFERS, in WELD COUNTY. 2. Original Decree: A. The original decree

in this case was entered on February 8, 2001. The decree adjudicated all ground water in the Lower

Arapahoe and the Laramie-Fox Hills aquifers underlying Applicant’s property consisting of 235 acres, more

or less, located generally in the W1/2 of the SW1/4 and the E1/2 of the SW1/4 of Section 29, Township 2

North, Range 66 West of the 6th P.M., near the Town of Fort Lupton, in Weld County. For the property

location and description, see the General Location and Site Location Maps, Exhibit A and A-1, and Exhibit

B, hereto. B. The average annual amounts adjudicated in each aquifer were as set forth in the State

Engineer’s Determinations of Fact in this case as shown in the following table:

Aquifer Acres Sat. Thickness Specific Yield Average Annual Amounts

Lower Arapahoe 235 52 17 % 20.8 AF

Laramie-Fox Hills 235 131 15 % 46.2 AF

C. The decree allows A.L.E. Partnership to operate a well field with wells completed into the same aquifer

located anywhere on the Applicant’s property subject to the decree. 3. Change Sought: A. Mr. Lloyd Land

owns two adjacent parcels of land (1) consisting of 109.5 aces located immediately to the north and (2)

consisting of 89.25 acres immediately to the south of the land subject to the decree in this Case No. 00-CW-

138. The ground water in the Lower Arapahoe and Laramie-Fox Hills aquifers underlying these adjacent

parcels was adjudicated in Case No. 11-CW-097, Water Division 1, entered on October 19, 2011. See

Exhibit A and Exhibit A-1, showing the locations of both of these parcels and the A.L.E. Partnership parcel.

B. Landowner Lloyd Land intends to construct and complete wells into the Laramie Fox Hills aquifer (and

into the Lower Arapahoe aquifer after separate approval of an augmentation plan as required for the

withdrawal of not nontributary ground water) on the land described in Case No. 11-CW-097 for withdrawal

of the ground water underlying the properties described in Case No. 11-CW-097 and that described and

subject to this decree in this Case No. 00-CW-138. C. Accordingly, Applicant A.L.E. Partnership seeks to

change or amend the Water Court decree in this Case No. 00-CW-138 to add a provision allowing Applicant

Lloyd Land to establish a well field between the ground water underlying the parcel described in this decree

and the ground water underlying the parcels subject to Case No. 11-CW-097 for the withdrawal of the

underlying decreed ground water. D. The change sought will be a provision inserted into the present decree

at paragraph 10C such that the existing language in paragraph 10C will become sub-paragraph 10C(1) and

the following provision will become sub-paragraph 10C(2):10.C Well Fields: (2) Subject to obtaining an

adequate Court approved augmentation plan for withdrawal of not nontributary ground water, Applicant has

the right to withdraw all of the legally available ground water in the Lower Arapahoe and Laramie-Fox Hills

aquifers underlying the property described herein through any well(s) permitted in each aquifer located (1)

on the property described in this decree; or (2) on the adjacent properties owned by Applicant Lloyd Land as

described in Case No. 11-CW-097, Water Division 1, and as shown in Exhibits A and A-1, and as described

in Exhibit B hereto. 4. Additional Remarks: A. The change sought will allow flexibility in withdrawal of

Applicant’s decreed ground water and use of its vested property right therein. Further, the change sought will

result in a well field arrangement as contemplated in the Statewide Nontributary Ground Water Rules, 2 CCR

402-7. B. Applicant requests the Court grant the change requested and enter an amended decree in this Case

No. 00-CW-138 granting the addition of a provision allowing establishment of a well field for the withdrawal

of ground water adjudicated in this decree by wells located either on the property subject to this decree or on

the adjacent parcels owned by Applicant Lloyd Land as described in Case No. 11-CW-097, Water Division 1.

WHEREFORE, Applicant requests this Court grant such other relief as it deems proper in the premises.

(4 pages.)

13CW15 BLUE MOUNTAIN LIVESTOCK, LLC, PO Box 787, Lyons, CO 80540. 303-823-5620.

APPLICATION FOR ABSOLUTE WATER RIGHRS (SURFACE) IN BOULDER COUNTY. Sosey

Ditch located NW1/4, SE1/4, S12, T3N, R70W or the 6th PM at a distance 2240 ft. from S and 2250 ft.

from E. Source: North Creek of the St. Vrain Creek. Date of appropriation: May 1, 1877. How

appropriation was initiated: Ditch was constructed for purpose of irrigation. Date water applied to

beneficial use: May 1, 1877. Amount: 3.0 cfs, Absolute. Use irrigation of approximately 35 acres of land.

13CW16 VICKI MUNROE, 11490 SE Cherry Creek Rd., Elbert, CO 80106. 303-660-9696.

APPLICATION FOR UNDERGROUND WATER RIGHTS IN THE DENVER BASIN AQUIFERS

UNDERLYING APPLICANT’S PROPERTY IN DOUGLAS COUNTY. Applicant seeks to adjudicate

the well, permit 158138, and to adjudicate the non tributary and not nontributary Denver Basin

groundwater underlying a 103.5 acre tract of land lying in the NE1/4, SW1/4, S9, T10S, R65W of the 6th

PM, including the Dawson, Denver, Arapahoe and Laramie-Fox Hills aquifers.

13CW17 The Consolidated Mutual Water Company, 12700 West 27th

Avenue, Lakewood, CO

80215, (303) 238-0451, through counsel Evan D. Ela, Esq., Collins Cockrel & Cole, P.C., 390 Union

Boulevard, Suite 400, Denver, CO 80228, (303) 986-1551, APPLICATION FOR CHANGE OF WATER

RIGHTS in WELD, CLEAR CREEK, JEFFERSON, and ADAMS COUNTIES. 2. Water Right

Structures for which Changes are Sought: water rights associated with Consolidated Mutual’s

proportionate ownership interest in newly acquired shares of the Agricultural Ditch and Reservoir

Company (“ADRC”). The structures utilized by the ADRC include the Agricultural Ditch, Welch Ditch,

the Midway Reservoirs, the Loch Lomond Group of Reservoirs, the Fall River Group of Reservoirs and

Long Lake Reservoirs. 3. Water Rights to be Changed: 11.1 shares (which is equal to water deliveries

of 444 inches out of 8,000 total inches) of the ADRC, or approximately 5.55% of the total shares. These

shares have been acquired by Consolidated Mutual in addition to its shares changed in prior adjudications,

Case Nos. 94CW197 and 09CW107, District Court, Water Division 1. The ADRC owns 775.38 inches of

the total 1244.925 inches decreed to the Welch Ditch (62.228%) as of the date of this Application and

owns 100% of the water right associated with Priority 75 decreed to the Welch Ditch. Consolidated

Mutual’s 5.55% of shares in the ADRC equates to ownership of approximately 43 inches of the Welch

Ditch. The water rights of the ADRC are absolute water rights originally decreed for irrigation, domestic

and power purposes. The locations, priorities, uses and amounts originally or currently decreed for the

water rights relied upon by the ADRC are summarized below; (a) Legal Description of the Structures: (i)

Agricultural Ditch. The headgate of the Agricultural Ditch is located on the south bank of Clear Creek in

the City of Golden, in the southwest quarter, Section 27, Township 3 South, Range 70 West of the 6th

P.M., Jefferson County, Colorado; (ii) Welch Ditch (aka the Golden Canal, or Golden Ditch); and the

Agricultural Reservoir Ditch (an extension of the Welch Ditch). The headgate of the Welch Ditch is also

the headgate of the Agricultural Reservoir Ditch. The headgate of these structures is located on the

southeast bank of Clear Creek, at a point whence the quarter corner in the south boundary line of Section

32, Township 3 South, Range 70 West of the 6th P.M., Jefferson County, Colorado, bears South 28° East,

a distance of 900 feet; (iii) Midway Reservoirs. Main Reservoir, East Reservoir, and Smith Reservoir are

collectively known as the "Midway Reservoirs" located as follows: (1) Main Reservoir is located in

Sections 16 and 21, Township 4 South, Range 69 West of the 6th P.M., Jefferson County, Colorado. The

feeder ditch or supply ditch from Clear Creek, by means of which this reservoir is filled, is the Welch

Ditch and its extension the Agricultural Reservoir Ditch; (2) East Reservoir is located in Sections 21 and

22, Township 4 South, Range 60 West of the 6th P.M., Jefferson County, Colorado. The feeder ditch or

supply ditch from Clear Creek, by means of which this reservoir is filled, is the Welch Ditch and its

extension the Agricultural Reservoir Ditch; (3) Smith Reservoir is located in Section 21, Township 4

South, Range 69 West of the 6th P.M., Jefferson County, Colorado. The feeder ditch or supply ditch from

Clear Creek, by means of which this reservoir is filled, is the Welch Ditch and its extension the

Agricultural Reservoir Ditch; (iv) Loch Lomond Group of Reservoirs consisting of Loch Lomond

Reservoir, Lake Caroline Reservoir, Twin Lakes Reservoir, Ice Lake Reservoir and Ohman Lake

Reservoir, form a closely grouped, interconnected series of reservoirs, having a common source of supply

and a common outlet through the outlet of Loch Lomond Reservoir and constitute a single reservoir unit.

Said reservoirs are located in Sections 28, 29, and 33, Township 2 South, Range 74 West of the 6th P.M.,

Clear Creek County, Colorado; in the headwaters of the Fall River, and particularly the headwaters of the

northerly or so-called Loch Lomond branch of the Fall River. The Fall River is a tributary of Clear

Creek; (v) Fall River Group of Reservoirs consisting of Chinn's Lake Reservoir, Upper Chinn's Lake

Reservoir (aka Sherwin Lake Reservoir), and Fall River Reservoir, form a closely grouped,

interconnecting series of reservoirs, having a common source of supply and a common outlet and

constitute a single reservoir unit. Said reservoirs are located in unsurveyed Section 5, Township 3 South,

Range 74 West of the 6th P.M., Clear Creek County, Colorado; in the headwaters of Fall River, a tributary

of Clear Creek, and particularly the headwaters of the southerly branch of Fall River, as distinguished

from the northerly or so-called Loch Lomond branch of said Fall River; (vi) Long Lake Reservoirs

consisting of Long Lake Reservoir No. 1 (aka Campbell Reservoir No. 1) and Long Lake Reservoir No. 2

(aka Campbell Reservoir No. 2) and are located as described below; (1) Long Lake Reservoir No. 1 is

located in the Southwest quarter of the Southwest quarter (SW1/4 SW1/4) of Section 33, Township 2

South, Range 70 West of the 6th P.M., and the Northwest quarter (NW 1/4) and the North half of the

Southwest quarter (N1/2 SW1/4) of Section 4, Township 3 South, Range 70 West of the 6th P.M.,

Jefferson County, Colorado. The headgate of the filler ditch, known as the Long Lake Ditch (or

Campbell Ditch) is located on the west bank of Ralston Creek at a point in Section 31, Township 2 South,

Range 70 West of the 6th P.M., whence the Southeast corner of Section 6, Township 3 South, Range 70

West, bears South 15 degrees East 5,525 feet; (2) Long Lake Reservoir No. 2 is located in the East Half

of the Northwest Quarter (E1/2 NW1/4) and the Northeast Quarter of the Southwest Quarter (NE1/4

SW1/4) and the Southwest Quarter of the Northeast Quarter (SW1/4 NE1/4) and the Northwest Quarter of

the Southeast Quarter (NW1/4 SE1/4) of Section 4, Township 3 South, Range 70 West of the 6th P.M.,

Jefferson County, Colorado. Long Lake Reservoir No. 2 receives water from Ralston Creek via the same

filler ditch as Long Lake Reservoir No. 1 and from Long Lake Reservoir No. 1 itself. Long Lake

Reservoir No. 2 is connected with Long Lake Reservoir No. 1 by a ditch; (b) Appropriation Dates, Uses

and Amounts of the Water Rights: (i) Agricultural Ditch. Direct flow water rights decreed to the

Agricultural Ditch divert from Clear Creek and are listed as follows:

Priority Date of

Appropriation

Date of

Adjudication

Decreed

Use

Amount

(cfs)

2 5/15/1860 10/4/1884 I,D 1.64

4 5/19/1860 10/4/1884 I,D 0.675

5 5/31/1860 10/4/1884 I,D 3.83

7 6/14/1860 10/4/1884 I,D 1.12

13 5/14/1861 10/4/1884 I,D 0.098

14 6/2/1861 10/4/1884 I,D 1.12

15 6/11/1861 10/4/1884 I,D 0.39

21 6/1/1862 10/4/1884 I,D 0.15

44 5/16/1865 10/4/1884 I,D 0.163

61 12/21/1874 10/4/1884 I,D 101.54

67 3/24/1883 10/4/1884 I,D 48.46

75 3/27/1888 5/13/1936 I,D 55.00

Notes: I = Irrigation Use; D = Domestic Use.

(ii) Welch Ditch. Direct flow water rights decreed to the Welch Ditch and owned by the ADRC divert

from Clear Creek and are listed as follows:

Priority Date of

Appropriation

Date of

Adjudication

Decreed

Use

Amount

(cfs)

ADRC

Interest

(62.228%)

(cfs)

4 05/19/1860 10/04/1884 I 0.225 0.140

12 05/13/1861 10/04/1884 I 1.30 0.809

55 02/11/1871 10/04/1884 I 26.00 16.179

75* 06/02/1900 05/13/1936 I 24.00 24.00

Notes: I = Irrigation Use

* The Agricultural Ditch and Reservoir Company owns this priority in its entirety.

(iii) Mountain Reservoirs. Storage water rights decreed to the mountain reservoirs of the ADRC divert

from the Fall River and its tributaries and are listed as follows:

Reservoir

System Priority

Date of

Appropriation

Date of

Adjudication

Decreed

Use

Amount

(ac-ft)

Loch

Lomond

Group

1 9/21/1900 5/13/1936 I,D 596.9

1a 9/21/1900 5/13/1936 I,D 499.6

3 7/16/1906 5/13/1936 I,D 206.8

Fall River

Group

3

3

9/21/1900

7/16/1906

5/13/1936

5/13/1936

I,D

I,D

127.1

304

4 9/21/1900 5/13/1936 I,D 44.81

4 9/21/1900 5/13/1936 I,D 112.81

81 8/1/1905 5/13/1936 I,P 101.8

3a 7/16/1906 5/13/1936 I,D 262.98

6 & 6a 7/16/1906 5/13/1936 I,D 30.58

1a 9/21/1900 5/13/1936 I,D 88.6

Notes: I = Irrigation Use; D = Domestic Use; P = Power Use.

(iv) Midway Reservoirs. Storage water rights decreed to the Midway Reservoirs divert from Clear Creek

and are as follows:

Reservoir

System Priority

Date of

Appropriation

Date of

Adjudication

Decreed

Use

Amount

(ac-ft)

Main 70 2/1/1901 5/13/1936 I 606.51

East 71 2/1/1901 5/13/1936 I 102.02

Smith 71 2/1/1901 5/13/1936 I 93.25

86 9/29/1906 5/13/1936 I 292.79

Notes: I = Irrigation use.

(v) Long Lake Reservoirs. Storage water rights decreed to Long Lake Reservoirs, and to which the

ADRC has an annual right to the first 200 acre-feet, divert from Ralston Creek, a tributary of Clear Creek,

and are listed as follows:

Reservoir System Date of

Appropriation

Date of

Adjudication

Decreed

Use

Amount

(ac-ft)

Long Lake

Reservoir No. 1

5/29/1873 10/4/1884 I 890

6/6/1909 5/13/1936 I 557

6/6/1909 5/13/1936 I 574.8

(conditional)

Long Lake

Reservoir No. 2

6/6/1909 5/13/1936 I 292

6/6/1909 5/13/1936 I 716.3

(conditional)

Notes: I = Irrigation Use.

(c) Source of the Water for the Water Rights: Clear Creek and its tributaries. 4. Description of the

Proposed Changes of Water Rights: Consolidated Mutual seeks changes of the water rights described in

paragraph 3, above. The changes are described in the paragraphs below. The changes in type, manner

and places of use in this application are no different than the changes adjudicated by Consolidated Mutual

in its prior change Case Nos. 94CW197 and 09CW107. Consolidated Mutual intends to operate this

change of water rights under terms and conditions identical to those recently adjudicated in Case No.

09CW107; (a) Change in type of use: Applicant operates a municipal water system in suburban Jefferson

County for the mutual benefit of its stockholders. It seeks to change the subject ownership interest in the

water rights to all beneficial purposes including municipal, irrigation, domestic, mechanical, commercial,

industrial, recreation, fish and wildlife, augmentation, exchange, replacement and any other use

necessary, desirable, or incidental to the operation of its municipal water system. Consolidated Mutual

will use the changed water rights by direct flow or after storage for the above-described purposes. Return

flow from Applicant’s use of the subject water rights will be quantified and used to offset any historical

return flow required to be made for preventing injury from this change of water rights from historical

agricultural uses. Water derived from the exercise of the water rights for which required return flows

have been made, and to the extent that municipal returns exceed historical irrigation return flow

obligations, shall be fully consumable by Consolidated Mutual. Such reusable water may be used, reused,

successively used and disposed of by sale, exchange or otherwise to extinction for all beneficial purposes

described herein. Until such reusable water is used, reused or disposed of to extinction, Consolidated

Mutual will retain dominion and control of such reusable water through its physical structures, by

conveyance in public streams and by its water use accounting procedures; (b) Change in manner of use:

Consolidated Mutual will divert from Clear Creek by exercise of the direct flow water rights for direct use

or for storage and subsequent use after storage in the alternate places of storage described below.

Consolidated Mutual will also utilize any releases from storage as such releases are delivered by the

ADRC for direct use or for storage and subsequent use in the alternate places of storage described below.

Locations for such alternate places of storage are also shown on Attachment A to the application; (i)

Maple Grove Reservoir is located in the South 1/2, Section 29, and the North 1/2, Section 32, Township 3

South, Range 69 West of the 6th P.M., Jefferson County, Colorado; (ii) Fairmount Reservoir is located in

the Northeast 1/4 of Section 24, Township 3 South, Range 70 West of the 6th P.M., Jefferson County,

Colorado; (iii) Walter S. Welton Reservoir (formerly known as Fortune Reservoir) is located in the South

1/2 of Section 24 and the North 1/2 of Section 25, Township 2 South, Range 70 West of the 6th P.M.

Jefferson County, Colorado; (iv) Midway Reservoirs (Main, East and Smith) are located as described in

paragraph 3(a)(iii) above; ;(c) Change in place of use: Consolidated Mutual’s use of water derived from

the changed water rights shall include any location in Consolidated Mutual’s present or future treated or

raw water service area, including but not limited to re-diversion of fully reusable amounts at points of

diversion utilized by Consolidated Mutual’s current and future water lessees, and at the following points

of diversion owned by Consolidated Mutual; (i) Well No. 1 (Permit No. 62953-F) on the South Platte

River, located on the west bank of the South Platte River in the NW1/4 NW1/4 of Section 30, Township 1

North, Range 66 West of the 6th P.M., Weld County, Colorado, approximately 120 feet south of the north

line and 975 feet east of the west line of said section; (ii) Well No. 2 (Permit No. 62954-F) on the South

Platte River, located on the west bank of the South Platte River in the NW1/4 NW1/4 of Section 30,

Township 1 North, Range 66 West of the 6th P.M., Weld County, Colorado, approximately 710 feet south

of the north line and 920 feet east of the west line of said section; (iii) Well No. 3 (Permit No. 62955-F)

on the South Platte River, located on the west bank of the South Platte River in the NW1/4 NW1/4 of

Section 30, Township 1 North, Range 66 West of the 6th P.M., Weld County, Colorado, approximately

710 feet south of the north line and 920 feet east of the west line of said section; (iv) Brighton Ditch. The

headgate of the Brighton Ditch on the South Platte River, located on the west bank of the South Platte

River in the SE1/4 SE1/4 of Section 11, Township 1 South, Range 67 West of the 6th P.M., Weld County,

Colorado; (d) Alternate points of diversion: In addition to the points of diversion already decreed for the

water rights, Consolidated Mutual may divert the changed water rights at the following described

alternate points of diversion; (i) Agricultural Ditch. The headgate of the Agricultural Ditch on Clear

Creek, located as described above in paragraph 3(a)(i); (ii) Lee, Stewart and Eskins Ditch. The headgate

of the Lee, Stewart and Eskins Ditch on Clear Creek, located on the south bank of Clear Creek at a point

whence the south quarter corner of Section 32, Township 3 South, Range 70 West of the 6th P.M.,

Jefferson County, Colorado, bears South 28° East a distance of 900 feet, more or less; (iii) Rocky

Mountain Ditch. The headgate of the Rocky Mountain Ditch on Clear Creek, located on the south side of

the Croke Dam in the NE/4 NE/4 NW/4 of Section 26, Township 3 South, Range 70 West of the 6th P.M.,

Jefferson County, Colorado, at a point on the south side of Clear Creek which bears South 18°12’25”

West, a distance of 401.11 feet from the North 1/4 corner of said Section 26; (c) Historical Use: Water

yielded by the subject ADRC shares has historically irrigated lands below the Agricultural and Welch

ditches as shown on Attachment A to the Application. Total historical diversions through the

Agricultural Ditch headgate during the study period from 1929 through 1956 are shown on Attachment

B to the Application. Total historical diversions through the Welch Ditch headgate during the study

period from 1929 through 1956 are shown on Attachment C to the Application. 5. Name and address

of potentially affected landowners: (a) Agricultural Ditch: Coors Brewing Company, West 32nd

Avenue, Golden, CO 80401; (b) Welch Ditch: Jefferson County Open Space Department, 700 Jefferson

County Parkway, Golden, CO 80401; (c) The Lee Stewart & Eskins Ditch: Lee Stewart & Eskins Ditch

Company, c/o Peter Acker, President, 16173 W. 32nd Ave., Golden, CO 80401 and/or Coors Brewing

Company, W. 32nd Ave., Golden, CO 80401; (d) Rocky Mountain Ditch: Coors Brewing Company, West

32nd Avenue, Golden, CO 80401; (e) Maple Grove Reservoir: Applicant; (f) Fairmount Reservoir:

Applicant; (g) Welton Reservoir: Applicant; (h) Well Nos. 1, 2, and 3: Applicant; (i) Midway Reservoirs

(Main, East, and Smith): The Agricultural Ditch and Reservoir Company, 2130 Kipling Street,

Lakewood, CO 80215; (j) Mountain Reservoirs (Loch Lomond Group and Fall River Group): The

Agricultural Ditch and Reservoir Company, 2130 Kipling Street, Lakewood, CO 80215 and/or USDA

Forest Service, P.O. Box 25127, Lakewood, CO 80225; (k) Long Lake Reservoirs Nos. 1 and 2: Denver

Water, 1600 West 12th Avenue, Denver, CO 80204-3412; (l) Brighton Ditch: Brighton Ditch Company,

3286 WCR 23, Fort Lupton, CO 80621. 15 pages

13CW18 Christine Archer Davison and Bruce Davison, 8468 Saguaro Ridge Road, Parker, CO

80138 (James J. Petrock, Petrock & Fendel, 700 17th Street, #1800, Denver, CO 80202), APPLICATION

FOR UNDERGROUND WATER RIGHTS FROM NONTRIBUTARY AND NOT NONTRIBUTARY

SOURCES AND FOR APPROVAL OF PLAN FOR AUGMENTATION, IN THE NONTRIBUTARY

DENVER, ARAPAHOE, AND LARAMIE-FOX HILLS AND THE NOT NONTRIBUTARY UPPER

DAWSON AQUIFERS, DOUGLAS COUNTY. Subject Property: 5 acres located in the NE1/4SE1/4 of

Section 32, T6S, R65W of the 6th P.M., Douglas County, as described and shown on Attachment A

("Subject Property"). Applicants are the owners of the Subject Property. Source of Water Rights: Upper

Dawson aquifer is not nontributary as described in Sections 37-90-103(10.7), C.R.S., Denver, Arapahoe

and Laramie-Fox Hills aquifers are nontributary as described in Section 37-90-103(10.5), C.R.S.

Estimated Annual Amounts: Upper Dawson: 1.5 acre-feet, Denver: 3.2 acre-feet, Arapahoe: 1.8 acre-feet,

Laramie-Fox Hills: 1.4 acre-feet. Proposed Use: Domestic, commercial, irrigation, livestock watering, fire

protection, and augmentation purposes, including storage, both on and off the Subject Property.

Description of plan for augmentation: Groundwater to be augmented: 1 acre-foot per year of the available

Upper Dawson aquifer groundwater as requested herein. Water rights for augmentation: Return flows

from the use of not nontributary and nontributary groundwater and direct discharge of nontributary

ground water. Statement of plan for augmentation: The Upper Dawson aquifer water will be used for in-

house use (0.4 acre-feet), irrigation of lawn, garden, and trees (0.55 acre-feet), and stockwatering (0.05

acre-feet) through a new well. Sewage treatment for in-house use will be provided by a non-evaporative

septic system and return flow from in-house and irrigation use will be approximately 90% and 10% of

that use, respectively. During pumping Applicants will replace actual depletions to the affected stream

system pursuant to Section 37-90-137(9)(c.5), C.R.S. Depletions may occur to the Cherry Creek stream

system. Return flows accrue to the South Platte River stream systems, and those return flows are

sufficient to replace actual depletions while the subject groundwater is being pumped. Applicants will

reserve an equal amount of nontributary groundwater underlying the Subject Property to meet post

pumping augmentation requirements. Further, Applicant prays that this Court grant the application and

for such other relief as seems proper in the premises. (5 pages).

13CW19 Douglas BNB, LLC, 3805 Walker Road, Colorado Springs, CO 80908 (James Petrock,

Petrock & Fendel, 700 17th Street, #1800, Denver, CO 80202), APPLICATION FOR UNDERGROUND

WATER RIGHTS FROM NONTRIBUTARY AND NOT NONTRIBUTARY SOURCES AND FOR

APPROVAL OF PLAN FOR AUGMENTATION, IN THE NONTRIBUTARY ARAPAHOE AND

LARAMIE-FOX HILLS AND THE NOT NONTRIBUTARY DAWSON AND DENVER AQUIFERS,

EL PASO COUNTY. Subject Property: 20.2 acres located in the NE1/4NE1/4 of Section 15, T11S,

R66W of the 6th P.M., El Paso County, as described and shown on Attachment A hereto (Subject

Property). Source of Water Rights: The Dawson and Denver aquifers are not nontributary as described in

Sections 37-90-103(10.7), C.R.S., and the Arapahoe and Laramie-Fox Hills aquifers are nontributary as

described in Section 37-90-103(10.5), C.R.S. Estimated Amounts: Applicants estimate the following

annual amounts are available: Dawson: 12 acre-feet, Denver: 18 acre-feet, Arapahoe: 8 acre-feet,

Laramie-Fox Hills: 6 acre-feet. Proposed Use: domestic, inhouse, commercial, irrigation, stockwatering,

fire protection, and augmentation purposes, including storage, both on and off the Subject Property.

Description of plan for augmentation: Applicant will use the Dawson aquifer water for in-building

commercial use (1 acre-foot), use in two single family residences (0.8 acre-feet), irrigation of up to one

acre of lawn, garden, and trees (2 acre-feet), stockwatering (0.1 acre-feet) and storage or use in a water

feature (0.6 acre-feet). Applicants reserve the right to amend these values based on final planning of the

Subject Property without having to amend the application or re-publish the same. Sewage treatment for

commercial and inhouse use will be provided by non-evaporative septic systems. Return flow from

commercial and inhouse use will be approximately 90% of water used for that purpose and return flow

associated with irrigation use will be approximately 10% of water used for that purpose. All other uses

are considered to be 100% consumptively used. During pumping Applicant will replace actual depletions

to the affected stream system pursuant to Section 37-90-137(9)(c), C.R.S. Depletions may occur to the

Cherry Creek stream system. Return flows from use of the Dawson aquifer groundwater accrue to the

South Platte River system, and those return flows are sufficient to replace all actual depletions while the

subject groundwater is being pumped. Applicants will reserve an equal amount of nontributary

groundwater underlying the Subject Property to meet post pumping augmentation requirements. Further,

Applicant prays that this Court grant the application and for such other relief as seems proper in the

premises. (7 pages).

13CW20 THE TOWN OF ERIE, c/o Public Works Director, P. O. Box 750, Erie, CO 80516, (303)

926-2700. (Paul J. Zilis, Vranesh and Raisch, LLP, 1720 14th Street, Suite 200, Boulder, CO 80302).

APPLICATION TO MAKE A CONDITIONAL WATER RIGHT ABSOLUTE, WELD COUNTY.

2. Name of appropriative right of substitution and exchange: Vista Ridge Exchange. 3. Description of

Conditional Water Right: A. Date of original Decree: February 22, 2007; Case No.: 02CW306; Court:

Water Court, Water Division 1; B. Subsequent decrees awarding findings of diligence: N/A; C. Legal

description: Pursuant to C.R.S. §§ 37-80-120, 37-83-104, and 37-92-302(1)(a), Applicant was granted an

appropriative right of substitution and exchange on Coal Creek, whereby reusable effluent which is

available to Applicant is delivered to Coal Creek at Applicant’s South Water Reclamation Facility

(formerly known as Erie Wastewater Treatment Plant, and hereinafter referred to as "South Water

Reclamation Facility") to supply downstream appropriators, and an equivalent amount of water is

diverted from Coal Creek at the Vista Ridge Pump and Pipeline for direct use or for storage for

subsequent use, for the uses described below, pursuant to the terms of the Decree in Case No. 02CW306

and subject to the terms of a Stipulation with the City of Lafayette in that case. The substitution and

exchange reach on Coal Creek is between the upstream terminus located at the Vista Ridge Pump and

Pipeline as described below and the downstream terminus located at the South Water Reclamation

Facility as described below. The exchange reach is approximately 3.5 miles in length. (1) Vista Ridge

Pump and Pipeline: The Vista Ridge Pump and Pipeline is located in the NW1/4 SE1/4 of Section 30,

Township 1 North, Range 68 West, 6th P.M. in Weld County, and approximately 2,320 feet from the

south section line and 2,560 feet from the east section line of said Section 30. (2) South Water

Reclamation Facility (formerly known as Erie Wastewater Treatment Plant): The South Water

Reclamation Facility discharge to Coal Creek is located in the NE1/4 NW1/4 of Section 18, Township 1

North, Range 68 West, 6th P.M. in Weld County, at a point approximately 825 feet from the north section

line and 1900 feet from the west section line of said Section 18. D. Source of Water: Fully consumable

effluent associated with Applicant's use of Windy Gap water, as quantified in Case No. 02CW306, and as

delivered to Coal Creek from the South Water Reclamation Facility. Windy Gap water currently

available to Applicant is summarized as follows: (a) The Applicant currently owns 14 Units of Windy

Gap Project water, which water is available to Applicant and will be used as the source of substitute

supply for the substitution and exchange. The water rights for the Windy Gap Project consist of the

Jasper Pump and Pipeline; Jasper Reservoir; Windy Gap Pump, Pipeline and Canal; Windy Gap Pump,

Pipeline and Canal First Enlargement; Windy Gap Pump, Pipeline and Canal Second Enlargement; and

Windy Gap Reservoir. These water rights were originally decreed in Case No. CA-1768, Grand County

District Court on October 27, 1980, and in Case Nos. W-4001 and 80CW108, District Court, Water

Division 5 on October 27, 1980. In addition, decrees awarding absolute water rights for municipal,

industrial, irrigation, and recreational uses, including reuse, successive use and use to extinction for the

Windy Gap Reservoir; Windy Gap Pump, Pipeline and Canal; and Windy Gap Pump, Pipeline and Canal,

First and Second Enlargements were entered in Case No. 88CW169, Water Division 5 (February 6, 1989)

and Case No. 89CW298, Water Division 5 (July 19, 1990). Windy Gap Project water is introduced,

stored, carried, and delivered in and through the components of the Colorado Big Thompson Project,

operated by the Northern Colorado Water Conservancy District. Windy Gap Project water is imported

foreign water that is available for use, reuse, and successive use until extinction. Applicant only has the

right to exchange Windy Gap water which has been used within Applicant's municipal system and

discharged from the Southern Water Reclamation Facility. Applicant has reserved the right to claim reuse

of return flows from lawn grass irrigation and all other uses in future Water Court Applications. (b) The

Decree in Case No. 02CW306 applies only to Windy Gap water owned or leased by the Applicant but is

limited to a maximum of 20 Windy Gap Units. However, Applicant was granted the right to file a Water

Court Application to include additional sources of reuse water within the exchange decreed herein; E.

Date of Appropriation of Substitution and Exchange: February 26, 2002; F. The amount of water: 0.9 cfs,

absolute, 1.0 cfs, conditional; G. The uses of the water: Irrigation of the Vista Ridge Golf Course and

associated open space located in Sections 30, 32, and 33, T1N, R68W, 6th P.M., lake level maintenance,

construction, fire protection, recreation, piscatorial, storage, exchange, and replacement. Such use shall

include the right to make a fully consumptive use of the water for the above described purposes and to

use, reuse and successively use the water to extinction. These uses describe only the uses of the water

which is exchanged hereunder; H. Depth: N/A. 4. Outline of what has been done toward completion of

the appropriation and application of water to a beneficial use: (a) Applicant has exchanged water on a

regular basis pursuant to the Decree in Case No. 02CW306 and has applied that water to the beneficial

uses described in Paragraph 3G above; (b) Applicant has provided the Division Engineer or his

designated representative with all records required pursuant to the Decree in Case No. 02CW306; (c) The

full decreed amount of 1.9 c.f.s. was exchanged for the beneficial uses set forth in Case No. 02CW306

during the diligence period. 5. Names and Addresses of Owners of Land on Which Structures are

Located: Town of Erie, P.O. Box 750, Erie, CO 80516. WHEREFORE Applicant requests that the Court

enter a decree finding that the conditional water right decreed in Case No. 02CW306 has been made

absolute. In the alternative, Applicant requests that the Court enter a decree finding that the Applicant has

exercised reasonable diligence toward completion of said conditional water right in the event that the

Court does not find that the conditional water right or a portion thereof has been made absolute, including

findings that Applicant can and will develop the conditional water right, and that the conditional water

right will be continued for another statutory diligence period.

13CW21 (86CW394, 97CW090, and 04CW193) THE CITY OF LONGMONT, IN ST. VRAIN

CREEK AND ITS TRIBUTARIES IN BOULDER AND WELD COUNTIES, COLORADO

APPLICATION FOR FINDING OF REASONABLE DILIGENCE Raymond L. Petros, Jr., No.

6763 David S. Hayes, No. 28661 Jeffrey N. Candrian, No. 43839 Petros & White, LLC 1999 Broadway,

Suite 3200 Denver, Colorado 80202 Phone: (303) 825-1980 Fax: (303) 825-1983 E-Mail:

dhayes@petros-white.com 1. Name, address and telephone number of applicant: City of Longmont

(“Longmont”) c/o Public Works and Natural Resources Department 1100 South Sherman Street

Longmont, Colorado 80501 (303) 651-8376 water@ci.longmont.co.us 2. Name of structure: Union

Reservoir Enlargement. 3. Description of conditional water rights: A. Decree: The Conditional Decree

for the Union Reservoir Enlargement was entered by the District Court, Water Division No. 1 in Case No.

86CW394 on February 19, 1991. A finding of reasonable diligence was subsequently made in Case

Nos. 97CW090 (decree entered July 30, 1998) and in 2004CW193 (decree entered February 13, 2007).

B. Location: The reservoir will be located in Sections 29, 30, 31 and 32 of Township 3 North, Range 68

West and Sections 5 and 6, Township 2 North, Range 68 West, 6th P.M., Weld County, as depicted on

the map attached hereto as Exhibit A. C. Source: Surface water tributary to St. Vrain Creek. The Union

Reservoir Enlargement will be filled from a combination of sources including St. Vrain Creek, the entire

flow of Spring Gulch leading into the reservoir, and inflows and drainage into ditches leading into the

reservoir. D. Appropriation Date: October 28, 1986. E. Amount: 19,802 acre-feet, conditional. The

total enlarged volume of the reservoir is to be 32,570 acre-feet. F. Use: All municipal uses including, but

not limited to, domestic, commercial, manufacturing, industrial, agricultural, agricultural irrigation,

watering of parks and lawns and gardens, fire protection, generation of electric power and power

generally, recreation, fish and wildlife propagation, sewage treatment, street sprinkling, maintenance of

adequate storage reserves, replacement, augmentation and exchange. G. Name and capacity of ditches

leading to the reservoir: The total capacity of the ditches and proposed pipelines leading to the reservoir

will be 1,140 cubic feet per second (“cfs”) as follows: i. Portions of the Oligarchy Ditch through

Longmont have a capacity of 1,000 cfs and its headgate is located in the NE1/4, Section 27, Township 3

North, Range 70 West, 6th P.M., Boulder County, at a point whence the East 1/4 corner of Section 27

bears S27º26' E 560 feet more or less; the East line of the NE1/4, Section 27 as bearing North 00º32'42"

W with all bearings relative thereto. ii. The proposed Highland Ditch and Supply Ditch Exchange

pipeline will have a capacity of 100 cfs. The headgate of the Highland Ditch on St. Vrain Creek is

located in the NW1/4, Section 20, Township 3 North, Range 70 West, 6th P.M., Boulder County, being

more particularly described as follows: commencing at the NW corner, Section 20, considering the North

line of the NW1/4, Section 20 as bearing S84º19'09"E; thence S39º41'28"E 1,714.65 feet more or less to

the center of the Highland Ditch headgate. The proposed Highland Exchange Structure will be located at

the point where the Highland Ditch intersects the N/S center line of Section 19, Township 3 North, Range

68 West, 6th P.M., Weld County; or approximately 2,600 feet East and 200 feet South of the NW corner,

Section 19. The headgate of the Supply Ditch on St. Vrain Creek is located in the SW1/4, Section 17,

Township 3 North, Range 70 West, 6th P.M., Boulder County, more particularly described as follows:

commencing at the SW corner, Section 17 considering the South line of the SW1/4, Section 17 as bearing

S84º19'09"E; thence S87º06'51"E 473.42 feet more or less to the center of the Supply Ditch headgate.

The proposed Supply Exchange Structure will be located at the point where the Supply Ditch intersects

the N/S center line, Section 18, Township 3 North, Range 68 West, 6th P.M., Weld County; or

approximately 2,600 feet East and 110 feet North of the SW corner, Section 18. iii. The proposed

pipelines from St. Vrain Creek Pump Stations No. 1 and No. 2 will each have a capacity of 20 cfs. The

decree entered in Case No. 86CW394 describes the proposed location of the inlet of St. Vrain Pump

Station No. 1 as being at a point on the North bank of St. Vrain Creek approximately 1400 feet East and

1560 feet South of the Northwest corner of Section 11, T2N, R69W of the 6th P.M., Boulder County,

Colorado; the as-built location of the inlet of St. Vrain Pump Station No. 1 is at a point on the North bank

of St. Vrain Creek approximately 1,680 feet south and 1,010 feet west of the NE corner of Section 10,

Township 2 North, Range 69 West of the 6th P.M., Boulder County, Colorado. The proposed St. Vrain

Creek Pump Station No. 2 will be located at a point on the West bank of St. Vrain Creek approximately

190 feet North and 2,700 feet East of the SW corner, Section 4, Township 2 North, Ranch 68 West, 6th

P.M., Weld County. 4. Detailed outline of work done to complete project and apply water to beneficial

use: The conditional water right decreed in Case No. 86CW394 (“Union Reservoir Enlargement”) is an

integral part of Longmont’s water supply system, wastewater treatment system, and stormwater collection

system. Longmont is developing its water system in accordance with a long-term program for the phased

construction of additional storage and the use of water rights as needed to meet the expanding residential,

commercial and industrial water demands of Longmont. During the subject Diligence Period (February

2007 to the present), Longmont has spent considerable time and money developing its integrated water

system. Large expenditures of money will be required in the future to continue this development.

Longmont’s efforts to develop its water system and the Union Reservoir Enlargement during the

Diligence Period support a finding of reasonable diligence for the conditional water storage right which is

the subject of this application. These efforts include, without limitation, the work detailed in the affidavit

of Ken S. Huson, Water Resources Administrator for Longmont, attached hereto as Exhibit B, and are

partially summarized as follows: A. Acquisition of land surrounding Union Reservoir in preparation for

the Union Reservoir Enlargement, at a total cost of $12,394,705.00. B. Completion of a recreational

master plan for Union Reservoir, at a cost of $44,973.70. The master plan addresses the need to relocate

existing recreational facilities at Union Reservoir upon enlargement. C. Activities involving different

water right applications filed by Longmont, at a total cost during the Diligence Period of $259,717.00;

these applications will enhance the yield, utility and efficiency of an enlarged Union Reservoir. D.

Participation in the Windy Gap Water Project/Six Cities project, including a firming project, at a total cost

exceeding $10,000,000.00. The Windy Gap Project enhances the yield, utility and efficiency of an

enlarged Union Reservoir. E. Improvements to the Longmont storm drainage system, of which an

enlarged Union Reservoir is a component, totaling approximately $4,200,000.00. F. Expansion and

improvement of Longmont’s treated water transmission and distribution system, at a total cost exceeding

$685,000.00. G. Annual Water Department budgets during the Diligence Period totaling approximately

$99,222,502.00. H. Annual Wastewater Department budgets during the Diligence Period totaling

approximately $61,924,042.00. I. Making partially absolute, in Case No. 09CW152, rights of

appropriative exchange into Union Reservoir, including its enlargement. J. Expenditures of

approximately $181,381.00 for the Union Reservoir Pumpback Pipeline, which will facilitate Longmont’s

use of water stored in an enlarged Union Reservoir. 5. Name(s) and address(es) of owner(s) or reputed

owners of the land upon which any new diversion or storage structure, or modification to any existing

diversion or storage structure is or will be constructed or upon which water is or will be stored, including

any modification to the existing storage pool: [The application contains a listing of landowners, who will

be notified as required by statute.] WHEREFORE, Longmont respectfully requests that the Court enter a

decree finding reasonable diligence for and continuing in full force and effect the conditional Union

Reservoir Enlargement described in paragraph 3 above.

13CW22 CITY OF ENGLEWOOD 1000 Englewood Parkway, Englewood, CO 80110-0110 (303)

762-2636 Mr. Stewart Fonda, Director of Utilities. APPLICATION FOR SEXTENNIAL FINDING

OF REASONABLE DILIGENCE IN THE South Platte River or its tributaries IN ARAPAHOE,

DOUGLAS AND JEFFERSON COUNTIES, DISTRICT COURT, WATER DIVISION NO. 1,

COLORADO, Weld County Courthouse 901 9th Avenue, P.O. Box 2038, Greeley, CO 80632. David G.

Hill, Ann M. Rhodes, Patrick M. Haines, Benjamin W. Wilson, Berg Hill Greenleaf & Ruscitti LLP, 1712

Pearl Street, Boulder, CO 80302, (303) 402-1600 dgh@bhgrlaw.com; amr@bhgrlaw.com;

pmh@bhgrlaw.com; bmw@bhgrlaw.com 1. Name, mailing address and telephone number of Applicant

as stated above: Englewood is a municipal corporation of the State of Colorado. Englewood owns and

operates municipal water and sewer utility systems for the benefit of its citizens, and for the provision of

water and sewer service contracts. Englewood filed this Application to obtain findings of reasonable

diligence on the balance of the conditional water rights originally decreed in Case No. 89CW063, Water

Division No. 1, and made partially absolute in Case No. 00CW45, Water Division No. 1. 2. Name of

Structure: McBroom Municipal Intake. Type: Other. 3. Description of Conditional Water Right: 3.1.

Date of Original Conditional Decree and Diligence Decree: March 29, 1994, Case No. 89CW063,

District Court, Water Division No. 1, as amended by decree dated April 8, 2003. 3.2. Subsequent Decrees

Awarding Findings of Diligence: February 7, 2007, Case No. 00CW45, District Court, Water Division

No. 1. 3.3. Legal Description of Point of Diversion: A point on the south side of Bear Creek in the NE

1/4 of Section 6, Township 5 South, Range 68 West of the 6th P.M. The McBroom Ditch headgate which

currently occupies this site is a decreed point of diversion for the McBroom Ditch water right, decreed

February 4, 1884, in Arapahoe County District Court. 3.4. Amount Claimed: 16 cfs TOTAL, with 7.63

cfs ABSOLUTE pursuant to the final decree in Case No. 00CW45, Water Division No. 1, and 8.37 cfs

remaining CONDITIONAL. 3.5. Source: Bear Creek, a tributary of the South Platte River. 3.6.

Appropriation Date: March 20, 1989. 3.7. Beneficial Uses: Direct flow, storage, or direct flow and

storage, for municipal, domestic, industrial, commercial, irrigation (including watering of parks, lawns,

and gardens), stock watering, recreational, fish and wildlife propagation and maintenance, manufacturing,

fire protection, sewage treatment and street sprinkling within the South Platte River drainage in Water

Division No. 1. In addition to the foregoing uses, such water may be used for exchange purposes and for

augmentation purposes. 3.8. Storage Structures: 3.8.1. The four existing ponds at the Englewood

Municipal Golf Course, the combined capacity of which is approximately 50 acre feet. 3.8.2. The gravel

pit lake (a/k/a Centennial Lake), the proposed location and capacity of which are described with

particularity in the decree entered in Case No. 90CW221. 3.8.3. McLellan Reservoir, which is described

with particularity in the decree in Case No. C.A. 3635 in the District Court for Douglas County, the

capacity of which is approximately 6,000 acre feet. 4. Diligence activities directed toward completion of

the appropriation: 4.1. Integrated System: The McBroom Municipal Intake right is a component of the

integrated system that Englewood operates to provide itself and its customers with water for all municipal

purposes. Accordingly, the following listed items represent system wide projects and work that have been

completed or are in the process of being completed during the diligence period pertaining to the

McBroom Municipal Intake. This list is not meant to be exclusive. 4.1.1. Englewood has expended

nearly $400,000 to improve its Allen Filter Plant, which processes the water diverted at the Union Avenue

Intake. Primary improvements included upgrades to the plant's clearwell roof, flocculent and sediment

basins, permanganate feed systems, flow meters, and electrical systems. 4.1.2. Englewood has expended

over $57,000 in connection with designing and erecting a security fence around McLellan Reservoir.

4.1.3. Englewood has also expended over $60,000 on improvements to its metering system at McLellan

Reservoir. 4.1.4. Englewood has expended over $268,000 on water diversion, measurement and

distribution systems improvements. These include improvements to various pumps, flumes, and gulch

improvements. 4.1.5. Englewood is in the process of expending over $3,600,000 on an ultraviolet

disinfection system at the Allen Filter Plant. 4.1.6. Englewood has engaged Martin and Wood Water

Consultants, Inc. to provide engineering services. The purpose of these services was to protect and

enhance Englewood's water rights. 4.2. Project Specific Activities: The following listed items are specific

projects and work that have been completed or are in the process of being completed pertaining in whole

or in part to the McBroom Municipal Intake. This list is not meant to be exclusive. 4.2.1. Englewood has

expended over $20,000 on operating and maintaining the McBroom Ditch, including cleaning the ditch,

repairing monitoring equipment, and recording diversions. 4.2.2. Englewood has acted to prevent storm

water from entering the McBroom Ditch. 4.2.3. Englewood has engaged Martin and Wood Water

Consultants, Inc. to monitor opportunities for making additional amounts of this water right absolute.

4.2.4. Englewood has exercised its McBroom Municipal Intake right at issue herein on numerous

occasions, including January 25-28, 2008 and during January and February of 2010. 4.2.5. Englewood

has participated in numerous Water Court cases to protect and to ensure the quantity and quality of the

water rights decreed to Englewood. WHEREFORE, Englewood respectfully requests that this Court

enter a Finding and Decree of Reasonable Diligence for the McBroom Municipal Intake right continuing

the conditional decrees entered in 89CW063 and 00CW45 in full force and effect.

13CW23 CITY OF ENGLEWOOD 1000 Englewood Parkway, Englewood, CO 80110-0110 (303) 762-

2636 Mr. Stewart Fonda, Director of Utilities. APPLICATION FOR SEXTENNIAL FINDING OF

REASONABLE DILIGENCE in the South Platte River or its tributaries IN ARAPAHOE, DOUGLAS

AND JEFFERSON COUNTIES, DISTRICT COURT, WATER DIVISION NO. 1, COLORADO, Weld

County Courthouse 901 9th Avenue, P.O. Box 2038, Greeley, CO 80632. David G. Hill, Ann M. Rhodes,

Patrick M. Haines, Benjamin W. Wilson, Berg Hill Greenleaf & Ruscitti LLP, 1712 Pearl Street, Boulder,

CO 80302, (303) 402-1600 dgh@bhgrlaw.com; amr@bhgrlaw.com; pmh@bhgrlaw.com;

bmw@bhgrlaw.com 1. Name, mailing address and telephone number of Applicant as stated above:

Englewood is a municipal corporation of the State of Colorado. Englewood owns and operates municipal

water and sewer utility systems for the benefit of its citizens, and for the provision of water and sewer

service contracts. Englewood filed this Application to obtain findings of reasonable diligence on the

balance of the conditional water rights originally decreed in Case No. 90CW220, Water Division No. 1,

and made partially absolute in Case No. 00CW45, Water Division No. 1. 2. Name of Structure: Bear

Creek Exchange. Type: Exchange. 3. Description of Conditional Water Right: 3.1. Date of Original

Conditional Decree and Diligence Decree: March 22, 1995, Case No. 90CW220, District Court, Water

Division No. 1. 3.2. Subsequent Decrees Awarding Findings of Diligence: February 7, 2007, Case No.

00CW45, District Court, Water Division No. 1. 3.3. Appropriation Date: June 13, 1990. 3.4. Amount

Claimed: 17.1 cfs TOTAL, with 11.99 cfs ABSOLUTE pursuant to the final decree in Case No.

00CW45, Water Division No. 1, and 5.11 cfs remaining CONDITIONAL. This amount consists of the

fully consumable portion (i.e., up to 1.1 cfs) of Englewood’s water right confirmed by the decree entered

in Case No. 88CW203 and Englewood’s 16 cfs conditional water right confirmed by the decree entered in

Case No. 89CW063, as amended. 3.5. Source: The South Platte River and its tributaries, including Bear

Creek. 3.6. Beneficial Uses: Municipal, domestic, industrial, commercial, irrigation (including watering

of parks, lawns, and gardens), stock watering, recreational, fish and wildlife propagation and

maintenance, manufacturing, fire protection, sewage treatment, street sprinkling, and other beneficial

municipal purposes. In addition, such water may be used for exchange purposes, for replacement of

depletions resulting from use of water from other sources, and for augmentation purposes. 3.7. Points of

Diversion: 3.7.1. Union Avenue Intake, which is located on the right (East) bank of the South Platte

River, in Section 9, Township 5 South, Range 68 West of the 6th P.M., at a point approximately 2300 feet

from the North Section Line and 300 feet from the West Section line of Section 9 (from 1965 USGS 71/2

quadrangle sheet, photorevised in 1980). 3.7.2. Outlet Manifold for City Ditch at Chatfield Reservoir,

whose center line of the outlet conduit intersects the center line of the dam at a point whence the SW

Corner, Section 1, Township 6 South, Range 69 West of the 6th P.M., bears 49 degrees West a distance of

4070 feet. 3.7.3. Dad Clark Gulch at McLellan Reservoir, which is located in Sections 32 and 33 of

Township 5 South, Range 68 West of the 6th P.M., and Section 4 and 5, Township 6 South, Range 68

West of the 6th P.M., with an initial point of survey being a point whence the SE corner of Section 32,

Township 5 South, Range 68 West of the 6th P.M., bears south 71 degrees and 00 minutes East, 2,489.5

feet. 3.7.4. Headgate of the Highline Canal, which is located in Section 33, Township 6 South, Range 69

West of the 6th P.M. 3.8. Substitute Supply: McBroom Municipal Intake Right 3.8.1. Decree Date:

March 29, 1994, Case No. 89CW063, Water Division 1. 3.8.2. Source: Bear Creek, a tributary of the

South Platte River. 3.8.3. Amount: 16 cfs total, with 7.63 cfs absolute pursuant to the final decree in

Case No. 00CW45, Water Division No. 1, and 8.37 cfs conditional. 3.8.4. Appropriation Date: March 20,

1989. 3.8.5. Decreed Use: Direct flow, storage, or direct flow and storage, for municipal, domestic,

industrial, commercial, irrigation (including watering of parks, lawns and grounds), stock watering,

recreational, fish and wildlife propagation and maintenance, manufacturing, fire protection, sewage

treatment, street sprinkling, and other beneficial purposes within the South Platte River drainage in Water

Division No. 1. In addition to the foregoing uses, the water may be used for exchange and augmentation

purposes. 3.8.6. Point of introduction of Substitute Supply: the headgate of the McBroom Ditch located

at a point on the south side of Bear Creek in the NE1/4 of Section 6, Township 5 South, Range 68 West

of the 6th P.M. 4. Diligence activities directed toward completion of the appropriation: 4.1. Integrated

System: The Bear Creek Exchange is a component of the integrated system that Englewood operates to

provide itself and its customers with water for all municipal purposes. Accordingly, the following listed

items represent system wide projects and work that have been completed or are in the process of being

completed during the diligence period pertaining to the Bear Creek Exchange. This list is not meant to be

exclusive. 4.1.1. Englewood has expended nearly $400,000 to improve its Allen Filter Plant, which

processes the water diverted at the Union Avenue Intake. Primary improvements included upgrades to

the plant's clearwell roof, flocculent and sediment basins, permanganate feed systems, flow meters, and

electrical systems. 4.1.2. Englewood has expended over $57,000 in connection with designing and

erecting a security fence around McLellan Reservoir. 4.1.3. Englewood has also expended over $60,000

on improvements to its metering system at McLellan Reservoir. 4.1.4. Englewood has expended over

$268,000 on water diversion, measurement and distribution systems improvements. These include

improvements to various pumps, flumes, and gulch improvements. 4.1.5. Englewood is in the process of

expending over $3,600,000 on an ultraviolet disinfection system at the Allen Filter Plant. 4.1.6.

Englewood has engaged Martin and Wood Water Consultants, Inc. to provide engineering services. The

purpose of these services was to protect and enhance Englewood's water rights. 4.2. Project Specific

Activities: The following listed items are specific projects and work that have been completed or are in

the process of being completed pertaining in whole or in part to the Bear Creek Exchange. This list is not

meant to be exclusive. 4.2.1. Englewood has expended over $400,000 improving the Union Avenue

Intake facility, which is a diversion point for the Bear Creek Exchange. 4.2.2. Englewood has expended

over $230,000 to pipe the City Ditch from below Chatfield Reservoir to the City Ditch Pump Station

which carries water to McLellan Reservoir. City Ditch is used to conduct water diverted under this

exchange to the Allen Filter Plant. 4.2.3. Englewood has expended over $1,500 to implement a GIS

mapping system for City Ditch and Harvard Gulch. 4.2.4. Englewood has participated in numerous

Water Court cases to protect and to ensure the quantity and quality of the water rights decreed to

Englewood. WHEREFORE, Englewood respectfully requests that this Court enter a Finding and Decree

of Reasonable Diligence for the Bear Creek Exchange right continuing the conditional decrees entered in

90CW220 and 00CW45 in full force and effect.

13CW24 (04CW274) (94CW150), Evergreen Metropolitan District, 3901 Evergreen Parkway,

Evergreen, CO 80439. Evan D. Ela, Esq., Collins Cockrel & Cole, P.C., 390 Union Blvd., Suite 400,

Denver, CO 80228, (303) 986-1551. APPLICATION FOR FINDINGS OF CONTINUED DILIGENCE

AND TO MAKE ABSOLUTE CONDITIONAL WATER RIGHTS in JEFFERSON COUNTY. 2.

Name of Structures: Hiwan Reservoir No. 8 First Enlargement, Hiwan Reservoir No. 9, Hiwan Reservoir

No. 10, Soda Lakes Reservoirs, Pioneer Union Ditch, Evergreen Reservoir, Evergreen’s Raw Water

Intake Diversion, West Jefferson County Metropolitan District Wastewater Treatment Plant Afterbay,

Hiwan Reservoirs No. 1 and 4-7, Bear Creek Reservoir, and Harriman Ditch; 3. Description of the Subject

Water Rights from Prior Decrees: The conditional water storage rights and water substitution and exchange

rights for which findings of perfection and continued diligence are sought were originally decreed by the

Division 1 Water Court in Case No. 94CW150 on October 20, 1998 (“Original Decree”). Portions of the

water substitution and exchange rights were confirmed absolute by the Division 1 Water Court in Case No.

04CW274, decree entered on November 22, 2006, and the balance of conditional rights originally decreed in

Case No. 94CW150 were maintained as viable conditional rights. In that same case, Cooley Reservoir Nos. 1

and 2, as points of exchange to and from, and the Cooley Reservoir – Bear Creek exchange water rights,

which would have used those structures, were abandoned; 4. Description of Conditional Storage Water

Rights from Original Decree: (a) Hiwan Reservoir No. 8 First Enlargement (1) Location: The reservoir

outlet is located at a point whence the NW Corner of Section 28, Township 4 South, Range 71 West, 6th P.M.,

bears North 42º30’ West, 4480 feet; (2) Amount: 30 acre-feet, CONDITIONAL, at any in-priority fill rate

available because this is an on-channel reservoir; (3) Source: Troublesome Creek; (4) Uses: All beneficial

uses related to the District’s operations including, but not limited to, municipal, domestic, irrigation,

commercial, industrial, mechanical, power generation, fire protection, recreation, fish and wildlife,

replacement, exchange, augmentation, and substitution in aid of the foregoing uses; (5) Appropriation date:

September 7, 1994. (b) Hiwan Reservoir No. 9: (1) Location: The reservoir outlet is located at a point

whence the NW Corner of Section 28, Township 4 South, Range 71 West, 6th P.M., bears North 24º30’ West,

1250 feet; (2) Amount: 70 acre-feet, CONDITIONAL, at any in-priority fill rate available because this is an

on-channel reservoir; (3) Source: Troublesome Creek; (4) Uses: Same as 4(a)(4) above; (5) Appropriation

date: Same as 4(a)(5) above. (c) Hiwan Reservoir No. 10: (1) Location: The reservoir outlet is located at a

point whence the NW Corner of Section 28, Township 4 South, Range 71 West, 6th P.M., bears North 32º45’

West, 1930 feet; (2) Amount: 46 acre-feet, CONDITIONAL, at any in-priority fill rate available because this

is an on-channel reservoir; (3) Source: Troublesome Creek; (4) Uses: Same as 4(a)(4) above; (5)

Appropriation date: Same as 4(a)(5) above. 5. Description of Conditional Water Exchange Rights From

Original Decree: At any time when in priority and when a live stream exists between the upstream and

downstream points of exchange described herein, and all intervening water rights senior to September 30,

1980 are satisfied, Evergreen shall be entitled to operate the following exchanges: (a) Soda Lakes – Bear

Creek Exchange; (1) Points of Diversion by Exchange: (i) Evergreen Reservoir; (ii) Evergreen’s Raw Water

intakes from Evergreen Reservoir; (iii) West Jefferson County Metropolitan District Wastewater Treatment

Plant Afterbay on Troublesome Gulch; (iv) The Hiwan Reservoirs Nos. 1 and 4-10 on Troublesome Gulch.

(2) Substitute Supplies and Methods of Release: (i) Water stored in Soda Lakes may be released directly

into the Harriman Ditch as against water that would otherwise have been diverted into the Harriman Ditch

in exchange for diversion of the same amount at the points of diversion named in paragraph 5(a)(1); (ii)

Water stored in Soda Lakes may be released directly into Turkey Creek and conveyed to its confluence

with Bear Creek for exchange up Bear Creek to the points of diversion named in paragraph 5(a)(1); (3)

Amount: Up to 10.0 cfs at Evergreen Reservoir, Evergreen’s Raw Water Intakes, and/or Hiwan Reservoirs

Nos. 1 and 4-10, CONDITIONAL; and up to 0.5 cfs at the West Jefferson County Metropolitan District

Wastewater Treatment Plant Afterbay, CONDITIONAL. (b) Bear Creek Reservoir – Bear Creek Exchange:

(1) Points of Diversion by Exchange: (i) The headgate of the Harriman Ditch; (ii) Evergreen Reservoir; (iii)

Evergreen’s Raw Water intakes from Evergreen Reservoir; (iv) West Jefferson County Metropolitan

District Wastewater Treatment Plant Afterbay on Troublesome Gulch; (v) The Hiwan Reservoirs Nos. 1

and 4-10 on Troublesome Gulch. (2) Substitute Supplies and Methods of Release: (i) Water stored by

Evergreen in Bear Creek Reservoir may be released directly into Bear Creek for exchange up Bear Creek to

the points of diversion named in paragraph 5(b)(1). (3) Amount: Up to 10.0 cfs at Evergreen Reservoir,

Evergreen’s Raw Water Intakes, Harriman Ditch headgate, and/or Hiwan Reservoirs Nos. 1 and 4-10,

CONDITIONAL; and up to 1.5 cfs at the West Jefferson County Metropolitan District Wastewater

Treatment Plant Afterbay, CONDITIONAL. (c) Pioneer Union Ditch – Bear Creek Exchange: (1) Points of

Diversion by Exchange: (i) Bear Creek Reservoir; (ii) Soda Lakes through the Harriman Ditch; (iii)

Evergreen Reservoir; (iv) Evergreen’s Raw Water intakes from Evergreen Reservoir; (v) West Jefferson

County Metropolitan District Wastewater Treatment Plant Afterbay on Troublesome Gulch; (vi) The

Hiwan Reservoirs Nos. 1 and 4-10 on Troublesome Gulch. (2) Substitute Supplies and Methods of

Release: (i) Water available to Evergreen by its ownership interest in the priorities in the Pioneer Union

Ditch may be left in Bear Creek at the Pioneer Union headgate for exchange up Bear Creek to the points of

diversion named in paragraph 5(c)(1). (3) Amount: Up to 1.235 cfs at all points of diversion described in

paragraph 5(c)(1) above, CONDITIONAL. (d) Hiwan Reservoir Exchanges: (1) Points of Diversion by

Exchange: (i) Hiwan Reservoir No. 1; (ii) Hiwan Reservoir No. 4; (iii) Hiwan Reservoir No. 5; (iv) Hiwan

Reservoir No. 6; (v) Hiwan Reservoir No. 7; (vi) Hiwan Reservoir No. 8; (vii) Hiwan Reservoir No. 9;

(viii) Hiwan Reservoir No. 10. (2) Substitute Supplies and Methods of Release: (1) Water stored by

Evergreen in Hiwan Reservoirs Nos. 1 and 4-10 may be released directly into Troublesome Gulch or its

tributaries and an available like amount will be stored in one or more of the other Hiwan Reservoirs Nos.

1 and 4-10. (3) Amount: The lesser of the amount of the release or the amount of inflow available at any or

all of the reservoirs to which the exchange is being operated, CONDITIONAL. 6. Outline of work done

during the diligence period (October 30, 2004 through November 30, 2012) toward completion of the

appropriation and application of water to beneficial uses as conditionally decreed, including expenditures.

During the relevant diligence period, expenditures on the following projects and activities were made that

benefited the water rights decreed in Case No. 94CW150, further developed the Evergreen’s integrated

water supply system and provided protection of Evergreen’s Bear Creek and Troublesome Creek water

rights: (a) Evergreen made improvements to its Water Treatment Plant, including improvements to the

compressed air system at an approximate cost of $38,800; (b) Evergreen made improvements to its water

collection, transmission and distribution systems, including installation of new tanks, pumps and piping,

replacement of aging water lines, installation of a lake aeration system, installation of hydrants and

additional water meters, and various other system improvements at an approximate cost of $4.6M; (c)

Evergreen expanded and improved the West Jefferson County Metropolitan District Wastewater

Treatment Plant, including expansion of flow-through capacity, radio telemetry instrumentation, new

wastewater taps, replacement of membranes, pipe modifications and enlargement of the collection and

distribution building totaling approximately $3.8 M; (d) Evergreen expended approximately $9,200 for

legal counsel and more than $180,000 for technical consultants and water quality monitoring as necessary

for meeting discharge permit requirements, protection of the quality of water in Bear Creek and

participation in water quality regulatory activities; (e) Evergreen expended, more than $18,740 for

engineering consultants and approximately $118,000 for legal counsel related to planning, analysis, water

accounting and participation in water court matters as necessary for protection of Evergreen’s water

rights. 7. Claims to make portions of the subject water rights absolute: (a) Dates and Amounts: Evergreen

exercised some of the subject exchange water rights at varying flow rates on numerous days in every year of

the diligence period. Below, the days during the relevant diligence period upon which the maximum amounts

were exchanged; (1) On August 31, 2012, Evergreen operated the Pioneer Union Ditch – Bear Creek

Exchange by diverting 1.23 cfs at the West Jefferson County Metropolitan District Wastewater Treatment

Plant Afterbay, and pumping said diversion to Hiwan Reservoir No. 1, in exchange for an equal amount

of water released from Evergreen’s ownership interest in the Pioneer Union Ditch; (2) On July 20, 2012,

Evergreen operated the Soda Lakes – Bear Creek Exchange by diverting 0.59 cfs at the West Jefferson

County Metropolitan District Wastewater Treatment Plant Afterbay, and pumping said diversion to

Hiwan Reservoir No. 1, in exchange for an equal amount of water released from Evergreen’s Soda Lakes

account; (b) Description of place where water was applied to beneficial use: All water diverted by

exchange or stored under the Original Decree as described in paragraph 7(a) above was applied to

beneficial use within Evergreen’s water service area for purposes consistent with the purposes allowed by

the original decree; (c) Amount claimed absolute: The Pioneer Union Ditch – Bear Creek Exchange has

been perfected in the amount of 1.23 cfs for all decreed purposes. Maximum exercise of the Soda Lakes

– Bear Creek exchange did not exceed the absolute rate of 1.0 cfs, and therefore no additional perfection

of that exchange is claimed. 8. To the best of Applicant’s knowledge, information and belief, the owners of

land upon which new storage structures could be constructed or modifications to existing storage structures

could occur as a result of the water rights that are the subject of this application, or upon which the named

points of substitution and exchange are located, are as follows: (a) Land affected by Applicant’s

construction of the enlargement of Hiwan Reservoir No. 8, and of Hiwan Reservoir Nos. 9 and 10, as well

as land upon which Hiwan Reservoir Nos. 1 and 4-8 are located, is owned by the Hiwan Golf Club,

30671 Clubhouse Lane, Evergreen, Colorado 80439; (b) Land upon which the Soda Lakes facilities are

located is owned by the Soda Lakes Company, c/o Denver Water, 1600 West 12th Avenue, Denver,

Colorado 80204-3412; (c) Land upon which the Pioneer Union Ditch point of diversion is located is

owned by the Pioneer Union Ditch Company, c/o City of Lakewood, 480 South Allison Parkway,

Lakewood, Colorado 80226; (d) Land upon which Evergreen Reservoir is located is owned by Denver

Water, 1600 West 12th Avenue, Denver, Colorado 80204-3412; (e) Land upon which Evergreen’s Raw

Water Intake is located is owned by the Applicant; (f) Land upon which the West Jefferson County

Metropolitan District Wastewater Treatment Plant Afterbay is located is owned by the West Jefferson

County Metropolitan District, P.O. Box 112, Evergreen, Colorado 80439-0112; (g) Land upon which

Bear Creek Reservoir is located is owned by the U.S. Army Corps of Engineers, 9307 Colorado State

Highway 121, Littleton, Colorado 80128-6901; (h) Land upon which the Harriman Ditch is located is

owned by the Harriman Ditch Company, c/o Denver Water, 1600 West 12th Avenue, Denver, Colorado

80204-3412. 9 pages

13CW25 Town of Bennett, 355 4th

Street, Bennett, CO 80102-7806, through their attorneys: Petrock &

Fendel, P.C., Matthew S. Poznanovic, Atty. Reg. #29990, 700 Seventeenth Street, Suite 1800, Denver,

Colorado 80202, Telephone: (303) 534-0702. APPLICATION FOR FINDING OF REASONABLE

DILIGENCE AND TO MAKE ABSOLUTE, IN ARAPAHOE COUNTY. 2. Decree Information:

Decreed in Case No. 06CW175 on February 15, 2007. The period of diligence which is the subject of this

application is from the date of decree in Case No. 06CW175 being February 2007. 3. Name of structure:

East Antelope Hills Lake 4. Source of water: storm runoff on an unnamed tributary to Wolf Creek. 5.

Date of appropriation: April 28, 1998. 6. Amount: 38 acre-feet and the right to refill (conditional). 7.

Location of Structure: East Antelope Hills Lake is located on channel in the SW1/4 NW1/4 of Section 13

and the SE1/4 NE1/4 of Section 14, Township 4 South, Range 63 West of the 6th P.M., Arapahoe County.

The Lake is at a point approximately 2,097 feet from the North and 328 feet from the West section lines

of said Section 13. The Lake is lined. 8. Size of Reservoir: 8.1 Surface Area: Approximately 3.5 acres

9. Total Capacity of Reservoir: 9.1 Active Capacity: 38 acre-feet 10. Uses: domestic, commercial,

irrigation, fish and wildlife, recreation, and piscatorial. 11. Place of Use: The subject water right will be

used for the above-described uses at the Antelope Hills Golf Course and additional lands generally

located in Section 14, Township 4 South, Range 63 West of the 6th P.M., Arapahoe County, Colorado.

Following Applicant’s acquisition of the Antelope Hills Golf Course, Applicant intends to develop the

property as an open space area and regional park. APPLICATION TO MAKE ABSOLUTE 12. During

this diligence period, in 2008 and 2009, 38 acre-feet of the conditional water right was diverted and stored

in priority in East Antelope Hills Lake. Between May 4, 2009 and July 20, 2009, 38 acre-feet was put to

the decreed beneficial uses of irrigation, fish and wildlife, recreation, and piscatorial. Subsequently, an

additional 38 acre-feet was diverted and stored in priority in the East Antelope Hills Lake, and 14 acre-

feet was put to the decreed beneficial use of irrigation in July 2011. Therefore, Applicant requests that 38

acre-feet of the conditional water right be made absolute for irrigation, fish and wildlife, recreation, and

piscatorial. In the alternative and if this amount is not made absolute, Applicant requests that a diligence

finding also be made to continue this amount pursuant to the activity described below. In the event that

an additional amount of water stored in priority in the East Antelope Hills Lake is used while this case is

pending, Applicant will claim such additional amount also be made absolute. APPLICATION FOR

FINDING OF REASONABLE DILIGENCE 13. This Application for Finding of Reasonable Diligence is

filed pursuant to the Water Right Determination and Administration Act of 1969, Sec. 37-92-302, C.R.S.

14. During this diligence period, in continuing the development of the conditional water rights, Applicant

has been engaged in the legal defense and protection of said water rights and has been diligent in the

continued use and development of the water rights involved. These activities include, but are not limited

to, the following: 14.1 Applicant diverted and beneficially used water under this right, up to a maximum

of 38 acre-feet of the conditional right. 14.2 Applicant’s consultant prepared the accounting form for the

East Antelope Hills Lake conditional storage water rights. 14.3 Applicant’s consultant prepared an

updated Stage Area Capacity Curve for East Antelope Hills Lake. 14.4 The East Antelope Hills Lake

water pump was switched from generator to electric power. 14.5 Applicant has incurred additional

expenses for legal, consulting, and engineering work related to the project.14.6 During the diligence

period, legal counsel for Applicant has reviewed the resume of applications as published by the Water

Clerk for Water Division 1 and advised Applicant whether Statements of Opposition need to be filed to

protect the water rights. 14.7 The work and expenditures listed above are illustrative and not

exhaustive. Additional work and additional or revised expenditures may be claimed in support of this

application. 15. Names and addresses of owners of land upon which structure for the water right is

located: High Plains Bank, 235 S. Ash Street, Bennett, CO 80102. WHEREFORE, Applicant prays that

this Court enter a decree finding that Applicant has made 38 acre-feet of the conditional water right

absolute, has exercised reasonable diligence in the development of the remaining conditional water rights,

continuing the remaining conditional water right, and for such other and further relief as this Court deems

just and proper in the premises(5 pages).

13CW26 Karen Whitt, 8480 Burning Tree Trail, Franktown, CO 80116 (James J. Petrock, Petrock &

Fendel, 700 17th Street, #1800, Denver, CO 80202), NONTRIBUTARY DENVER, ARAPAHO, AND

LARAMIE-FOX HILLS AQUIFERS, DOUGLAS COUNTY, Lot 42, Burning Tree Ranch,

NE1/4SE1/4 and NW1/4SE1/4 of Section 36, T7S, R66W of the 6th P.M., 5 acres, Denver: 1.8 acre-feet;

Arapahoe: 2.3 acre-feet; and Laramie-Fox Hills: 1.4 acre-feet, Domestic, commercial, irrigation,

stockwatering, and augmentation purposes, on and off the Subject Property. Applicant may withdraw this

water in combination with the same type of water and through wells located on other lots in Burning Tree

Ranch which have previously been decreed, including Case Nos. 08CW185, 08CW235, and 08CW464

through 08CW473. (4 pages).

13CW27 Martin Marietta Materials, Inc. (“Martin Marietta”), 2710 Wycliff Road, Raleigh, North

Carolina 27607, Attn: Roselyn R. Bar, Senior Vice President, General Counsel and Corporate Secretary.

Telephone Number: 919-781-4550 APPLICATION FOR FINDING OF REASONABLE

DILIGENCE IN JEFFERSON COUNTY Please send all future correspondence and pleadings to

Applicant's counsel: Wayne F. Forman and Geoffrey M. Williamson, Brownstein Hyatt Farber Schreck,

LLP, 410 Seventeenth Street, Suite 2200, Denver, Colorado 80202-4437. Telephone: 303-223-1100. E-

mail: wforman@bhfs.com and gwilliamson@bhfs.com. 2. Name of Structures: Magic Mountain Dam

and Reservoir Enlargement 3. Description of Conditional Water Rights: A. Original Decree: i. Date of

Entry: June 20, 2000 ii. Case No.: 99CW93 iii. Court: Water Division No. 1, Greeley, Colorado B.

Diligence Decree: i. Date of Entry: February 22, 2007 ii. Case No. 06CW142 iii. Court: Water Division

No. 1, Greeley, Colorado C. Legal Description: i. Location of Dam: Magic Mountain Dam and Reservoir

is located such that the southwest corner of its concrete spillway bears north 71 degrees, 20 minutes east,

approximately 933 feet from the south corner of Section 10, T4S, R70W of the 6th P.M., Jefferson

County, Colorado. The dam is located in Jackson Gulch, and it captures and stores water flowing down

Jackson Gulch at a decreed flow rate of 3.0 cfs. A map showing the location of Magic Mountain Dam

and Reservoir and other structures at issue in this Application is attached to the Application as Exhibit 1.

ii. Location of Diversion Points: The Magic Mountain Dam Reservoir is an on-stream reservoir. The

Magic Mountain Dam and Reservoir is also fed by the Lena Gulch Feeder Ditch and the Apex Gulch

Feeder Ditch. The Lena Gulch Feeder Ditch diverts at a point on the west bank of Lena Gulch Creek from

whence the northeast corner of Section 15, T4S, R70W of the 6th P.M. bears north 11 degrees, 0 minutes

east, approximately 2050 feet. The Apex Gulch Feeder Ditch diverts at a point on the south bank of Apex

Gulch Creek from whence the southwest corner of Section 10, T4S, R70W of the 6th P.M., bears south 72

degrees, 40 minutes east, approximately 3480 feet. D. Sources: Lena Gulch, a tributary to Clear Creek;

Apex Gulch, a tributary to Lena Gulch; Jackson Gulch, a tributary to Lena Gulch; and Clear Creek, a

tributary to the South Platte River. E. Date of Appropriation: March 25, 1999. F. Amount: 27 acre-feet,

conditional. The Lena Gulch Feeder Ditch has a decreed flow rate of 2.0 cubic feet per second. The Apex

Gulch Feeder Ditch has a decreed flow rate of 3.0 cubic feet per second. Jackson Gulch has a decreed

flow rate of 3.0 cubic feet per second. The conditional amount covered by this Application is in addition

to the rights decreed in Consolidated Case Nos. 90CW215 and 91CW47. The active capacity of the

reservoir is the entire 147 acre-feet. G. Uses: The uses of water from Magic Mountain Dam and Reservoir

include commercial, domestic, industrial, mining operations, irrigation, reclamation of mined lands, dust

suppression, washed aggregate processing, augmentation, exchange, and replacement of evaporative

losses, all as specifically described in the decree previously entered in Consolidated Case Nos. 90CW215

and 91CW047. 4. Work Done Toward Completion of Appropriation: The Magic Mountain Reservoir

is part of the water supply features associated with the Applicant’s Specification Aggregates Quarry in

Golden, Colorado (the “Spec Agg Quarry,” formerly referred to as the “Golden Quarry” in the previous

decrees). Martin Marietta acquired the Magic Mountain Dam and Reservoir, the subject conditional

water rights, and the water rights and structures for the Spec Agg Quarry from Lafarge West, Inc.

(“Lafarge”) on December 9, 2011. During the relevant diligence period between February 2007 and

February 2013, the Applicant and its predecessor have expended substantial time, effort, and money

analyzing and improving the water supply for the Spec Agg Quarry, including work on the subject Magic

Mountain Reservoir. The activities on which the Applicant relies to support this Application include

engineering analysis of the rights, acquisition of additional sources of supply of augmentation water for

the Spec Agg Quarry, improvement of accounting and record keeping, installation of on-site measuring

devices, and due diligence on and purchase of the Spec Agg Quarry. Among the specific tasks that

demonstrate diligence are the following: According to Lafarge, between 2007 and 2011 Lafarge expended

in excess of $100,000 with the Applegate Group on water supply matters at the Spec Agg Quarry. The

particular tasks performed include but are not limited to preparation and renewal of an SWSP,

improvement of the water accounting system, evaluation of additional substitute water supplies,

negotiating and securing a lease for supplemental replacement water supplies, design and installation of

telemetry to allow remote collection of reservoir inflow data, investigation of improvements to measuring

devices, minimization of depletions, reduction of lease costs, site visits to ensure proper functioning of

measuring devices, and water supply accounting. Since acquiring the Spec Agg Quarry and the subject

conditional right, Martin Marietta personnel, including in-house counsel, engineers, and operations staff,

have spent hundreds of hours addressing issues relating to the development of the Spec Agg Quarry water

rights. Martin Marietta also retained outside counsel and engineers to address these rights. Martin

Marietta’s efforts have included, but are not limited to, the following: (a) Martin Marietta engineering and

operations staff spent over 225 hours analyzing water use and diversions relating to the Spec Agg Quarry,

including the Magic Mountain Dam and Reservoir and associated infrastructure. These efforts included

ensuring adequate operational supplies, reviewing consulting reports, and conferring with outside legal

and engineering staff to determine compliance with existing obligations. In addition, Martin Marietta

obtained re-issuance of the SWSP for the Spec Agg Quarry. (b) In 2012, Martin Marietta paid water

resource consultants Bishop-Brogden Associates approximately $22,600 for engineering work relating to

Spec Agg Quarry water supply issues, including the Magic Mountain Dam and Reservoir. (c) In 2011 and

2012, Martin Marietta paid in excess of $90,000 in legal fees to address issues relating to Magic

Mountain Dam and Reservoir and associated water rights. Martin Marietta paid those legal fees for title

opinion research, negotiations with Molson-Coors for a water lease and extension of an existing lease

between Molson-Coors and Lafarge, evaluation of the decrees in Case Nos. 99CW93, 90CW215, and

91CW47, and assistance with renewing the SWSP for the Spec Agg Quarry. These legal fees also

covered meetings with Lafarge and Martin Marietta personnel to understand the status of Magic Mountain

Dam and Reservoir operations and the water use associated with those operations. (d) From late 2010

through 2011 Martin Marietta paid approximately $20,454.29 in fees to HDR Engineering, Inc. for work

associated with Martin Marietta’s due diligence review of water rights issues associated with the Spec

Agg Quarry. 5. Names(s) and address(es) of owner(s) or reputed owner(s) of the land upon which

any new diversion or storage structure, or modification to any existing diversion or storage

structure is or will be constructed or upon which water is or will be stored including any

modification to the existing storage pool: Martin Marietta is the successor of interest to LaFarge West,

Inc. and is the current owner of the diversion and storage structures that are the subject of this application,

as well as the land upon which such structures are located. A Notice of Change in Ownership of

Conditional Water Right was filed with the Water Court on January 17, 2012. Wherefore, Martin Marietta

requests that the Court enter a decree finding that Martin Marietta has exercised reasonable diligence in

completing the appropriation and placing the subject conditional water right to beneficial use, and ruling

that the subject conditional water right remains in full force and effect. (5 pages, 1 page exhibit)

13CW28 Martin Marietta Materials, Inc. ("Martin Marietta"), 2710 Wycliff Road, Raleigh, North

Carolina 27607, Attn: Roselyn R. Bar, Senior Vice President, General Counsel and Corporate Secretary.

Telephone Number: 919-781-4550. APPLICATION FOR FINDING OF REASONABLE

DILIGENCE AND TO MAKE ABSOLUTE IN PART IN ADAMS AND JEFFERSON COUNTIES

Please send all future correspondence and pleadings to Applicant's counsel: Wayne F. Forman and

Geoffrey M. Williamson, Brownstein Hyatt Farber Schreck, LLP, 410 Seventeenth Street, Suite 2200,

Denver, Colorado 80202-4437. Telephone: 303-223-1100. E-mail: wforman@bhfs.com and

gwilliamson@bhfs.com. 2. Name of Structures: A. Magic Mountain Dam and Reservoir. B. Fisher

Ditch, Kershaw Ditch, and Manhart Ditch Exchanges. 3. Description of Conditional Water Rights: A.

Original Decree: i. Date of Entry: June 17, 1993 ii. Case No.: Consolidated Case Nos. 90CW215 and

91CW47 iii. Court: Water Division No. 1, Greeley, Colorado B. First Diligence Decree: i. Date of Entry:

June 20, 2000 ii. Case No.: 99CW94 iii. Court: Water Division No. 1, Greeley, Colorado C. Second

Diligence Decree: i. Date of Entry: February 22, 2007 ii. Case No.: 06CW143 iii. Court: Water Division

No. 1, Greeley, Colorado D. Legal Description of Structures: i. Magic Mountain Dam and Reservoir is

located such that the southwest corner of its concrete spillway bears north 71 degrees, 20 minutes east,

approximately 933 feet from the south corner of Section 10, T4S, R70W of the 6th P.M., Jefferson

County, Colorado. The dam is located in Jackson Gulch, and it captures and stores water from Jackson

Gulch at a decreed flow rate of 3.0 cfs. ii. The Lena Gulch Feeder Ditch will feed the Magic Mountain

Dam and Reservoir and diverts at a point on the west bank of Lena Gulch Creek from whence the

northeast corner of Section 15, T4S, R70W of the 6th P.M., bears north 11 degrees, 0 minutes east,

approximately 2050 feet. The decreed flow rate of said feeder ditch is 2.0 cubic feet per second. iii. The

Apex Gulch Feeder Ditch fills the Magic Mountain Dam and Reservoir and diverts at a point on the south

bank of Apex Gulch Creek from whence the southwest corner of Section 10, T4S, R70W of the 6th P.M.,

bears south 72 degrees, 40 minutes east, approximately 3480 feet. The decreed flow rate of said feeder

ditch is 3.0 cubic feet per second. iv. The Fisher Ditch Exchange has a downstream terminus located at

the headgate the Fisher Ditch, which diverts on the south bank of Clear Creek in the NW1/4 NW1/4 of

Section 17, T3S, R68W, of the 6th P.M., Adams County, Colorado, approximately 60 feet east and 200

feet south of the northwest corner of said Section 17, and for which the decreed point of diversion is in

the SW1/4 of Section 8, T3S, R68W, of the 6th P.M., Adams County, Colorado. (See decree in Case No.

89CW132). The upstream terminus of the Fisher Ditch Exchange is at Magic Mountain Dam and

Reservoir, and the diversion points for the Lena Gulch Feeder Ditch and the Apex Gulch Feeder Ditch, all

specifically described above. v. The Kershaw Ditch Exchange has a downstream terminus located at the

headgate of the Kershaw Ditch, which is decreed to divert from the north bank of Clear Creek at the

center of the SE1/4 of Section 7, T3S, R68W, of the 6th P.M., Adams County, Colorado (see decree in

Case No. 86CW398), but which is actually located in the NW1/4 of Section 18, T3S, R68W, of the 6th

P.M., Adams County, Colorado. The upstream terminus of the Kershaw Ditch Exchange is at Magic

Mountain Dam and Reservoir, and the diversion points for the Lena gulch feeder Ditch and the Apex

Gulch feeder Ditch, all specifically described above. vi. The Manhart Ditch Exchange has a downstream

terminus located at the headgate of the Manhart Ditch, which diverts on the north bank of Ralston Creek

in the SW1/4 of Section 12, T3S, R69W, of the 6th P.M., Adams County, Colorado, and continues down

Ralston Creek to its confluence with Clear Creek. The upstream terminus of the Manhart Ditch Exchange

is at Magic Mountain Dam and Reservoir, and the diversion points for the Lena Gulch Feeder Ditch and

the Apex Gulch Feeder Ditch, all specifically described above. E. Source: Lena Gulch, a tributary to Clear

Creek, Apex Gulch, a tributary to Lena Gulch, Jackson Gulch, a tributary to Lena Gulch and Clear Creek,

a tributary to the South Platte River. F. Appropriation Date: The appropriation date for the water storage

rights for Magic Mountain Dam and Reservoir is December 28, 1990. The appropriation date for the

Fisher Ditch, Kershaw Ditch, and Manhart Ditch Exchanges is December 28, 1990. G. Amount: The

amount of water appropriated for the water storage rights for Magic Mountain Dam and Reservoir is 120

acre feet. The Lena Gulch Feeder Ditch has a decreed flow rate of 2.0 cfs. The Apex Gulch Feeder Ditch

has a decreed flow rate of 3.0 cfs. Jackson Gulch has a decreed flow rate of 3.0 cfs. The maximum flow

rate decreed for the Fisher Ditch Exchange is 0.53 cubic feet per second. The maximum flow rate

decreed for the Kershaw Ditch Exchange is 0.08 cubic feet per second. The maximum flow rate decreed

for the Manhart Ditch Exchange is 0.05 cubic feet per second. H. Use: Commercial, domestic, industrial,

mining operations, irrigation, reclamation of mined lands, dust suppression, washed aggregate processing,

augmentation, exchange and replacement of evaporative losses, all as specifically described in the decree

entered in Consolidated Case Nos. 90CW215 and 91CW047. 4. Work Done Toward Completion of

Appropriation: The Magic Mountain Reservoir and the subject exchanges are part of the water supply

features associated with the Applicant’s Specification Aggregates Quarry, referred to in the original

decrees in Consol. Case Nos. 90CW215 and 91CW47 as the Golden Quarry and referred to in this

Application as the “Spec Agg Quarry.” Martin Marietta acquired the Magic Mountain Dam and

Reservoir, the subject conditional water rights, and the water rights and structures for the Spec Agg

Quarry from Lafarge West, Inc. (“Lafarge”) on December 9, 2011. A map showing the location of the

Spec Agg Quarry is attached to the Application as Exhibit 1. During the relevant diligence period

between February 2007 and February 2013, the Applicant and its predecessor have expended substantial

time, effort, and money analyzing and improving the water supply for the Spec Agg Quarry, including

work on the subject Magic Mountain Reservoir. In addition, Martin Marietta is seeking to make absolute

a portion of the conditional water storage right as described below. The activities on which the Applicant

relies to support this Application include engineering analysis of the rights, acquisition of additional

sources of supply of augmentation water for the Spec Agg Quarry, improvement of accounting and record

keeping, installation of on-site measuring devices, and due diligence on and purchase of the Spec Agg

Quarry. Among the specific tasks that demonstrate diligence are the following: According to Lafarge,

between 2007 and 2011 Lafarge expended in excess of $100,000 with the Applegate Group on water

supply matters at the Spec Agg Quarry. The particular tasks performed include but are not limited to

preparation and renewal of an SWSP, improvement of the water accounting system, evaluation of

additional substitute water supplies, negotiating and securing a lease for supplemental replacement water

supplies, design and installation of telemetry to allow remote collection of reservoir inflow data,

investigation of improvements to measuring devices, minimization of depletions, reduction of lease costs,

site visits to ensure proper functioning of measuring devices, and water supply accounting. Since

acquiring the Spec Agg Quarry and the subject conditional rights, Martin Marietta personnel, including

in-house counsel, engineers, and operations staff, have spent hundreds of hours addressing issues relating

to the development of the Spec Agg Quarry water rights. Martin Marietta also retained outside counsel

and engineers to address these rights. Martin Marietta’s efforts have included, but are not limited to, the

following: (a) Martin Marietta engineering and operations staff spent over 225 hours analyzing water use

and diversions relating to the Spec Agg Quarry, including the Magic Mountain Dam and Reservoir and

associated infrastructure. These efforts included ensuring adequate operational supplies, reviewing

consulting reports, and conferring with outside legal and engineering staff to determine compliance with

existing obligations. In addition, Martin Marietta obtained re-issuance of the SWSP for the Spec Agg

Quarry. (b) In 2012, Martin Marietta paid water resource consultants Bishop-Brogden Associates

approximately $22,600 for engineering work relating to Spec Agg Quarry water supply issues, including

the Magic Mountain Dam and Reservoir. (c) In 2011 and 2012, Martin Marietta paid in excess of $90,000

in legal fees to address issues relating to Magic Mountain Dam and Reservoir and associated water rights.

Martin Marietta paid those legal fees for title opinion research, negotiations with Molson-Coors for a

water lease and extension of an existing lease between Molson-Coors and Lafarge, evaluation of the

decrees in Case Nos. 99CW93, 90CW215, and 91CW47, and assistance with renewing the SWSP for the

Spec Agg Quarry. These legal fees also covered meetings with Lafarge and Martin Marietta personnel to

understand the status of Magic Mountain Dam and Reservoir operations and the water use associated with

those operations. (d) From late 2010 through 2011 Martin Marietta paid approximately $20,454.29 in fees

to HDR Engineering, Inc. for work associated with Martin Marietta’s due diligence review of water rights

issues associated with the Spec Agg Quarry, including the subject conditional water rights. 5. Claim to

Make Partially Absolute A. Magic Mountain Dam and Reservoir During the diligence period, Martin

Marietta’s predecessor Lafarge stored in-priority water in Magic Mountain Dam and Reservoir and

beneficially used that water. Specifically, during the 2010 Water Year, Lafarge diverted and stored a total

of 116.11 acre-feet of water from Jackson Gulch and the Apex Gulch Feeder Ditch. The maximum

storage inflow rate of 2.97 cfs occurred in May 2010, with 2.02 cfs of that amount from the Apex Gulch

Feeder Ditch and 0.95 cfs from Jackson Gulch. A table demonstrating these diversions is attached to the

Application as Exhibit 2.During and following the storage of this volume of water, from Water Year 2010

through Water Year 2012 Lafarge applied the water to beneficial use for industrial uses at the Spec Agg

Quarry and to replace evaporative losses. Therefore, all of the water stored during Water Year 2010 was

placed to beneficial use in accordance with the terms of the conditional decree in this case. Martin

Marietta now claims to make 116.11 acre-feet of the 120 acre-feet of storage available under this right

absolute, with the remaining 3.89 acre-feet remaining conditional. Martin Marietta also seeks to make

2.02 cfs of the conditionally-decreed flow rate of the Apex Gulch Feeder Ditch absolute, with the

remaining 0.98 cfs remaining conditional, and 0.95 cfs of the conditionally-decreed flow rate of Jackson

Gulch absolute, with the remaining 2.05 cfs remaining conditional. The Spec Agg Quarry is located

located in Section 15 and the south one-half of Section 10, T4S, R70W, 6th P.M. B. Fisher Ditch

Exchange Also during the diligence period, Martin Marietta’s predecessor Lafarge exercised the

exchange of Fisher Ditch water up to Magic Mountain Dam and Reservoir. Specifically, during the 2009

Water Year, Lafarge exchanged water diverted from the Jackson Gulch and Apex Gulch Feeder Ditch

into Magic Mountain by releasing in-priority water at the Fisher Ditch headgate. On May 1, 2009,

Lafarge exercised the exchange at a rate of 0.53 cfs. A table demonstrating these diversions is attached to

the Application as Exhibit 3. MMM now claims to make the entire 0.53 cfs of the Fisher Ditch Exchange

absolute. The location of this exchange reach is shown on Exhibit 1 attached to the Application. 6.

Names(s) and address(es) of owner(s) or reputed owner(s) of the land upon which any new

diversion or storage structure, or modification to any existing diversion or storage structure is or

will be constructed or upon which water is or will be stored including any modification to the

existing storage pool: Martin Marietta is the successor of interest to LaFarge West, Inc. and is the current

owner of the diversion and storage structures that are the subject of this application, as well as the land

upon which such structures are located. A Notice of Change in Ownership of Conditional Water Right

was filed with the Water Court on January 17, 2012. Wherefore, Martin Marietta requests that the Court

enter a decree finding that Applicant has exercised reasonable diligence in completing the appropriations

and placing the subject conditional water rights to beneficial use, making partially absolute the subject

rights as described above and ruling that the balance of the subject conditional water rights remain in full

force and effect. If the Court denies the request to make absolute, Martin Marietta requests that the

entirety of the subject conditional water rights be continued in full force and effect. (7 pages, 3 pages

exhibits)

AMENDMENTS

06CW40 - COLORADO WATER NETWORK (“CWN”), and EAST CHERRY CREEK VALLEY

WATER AND SANITATION DISTRICT (“ECCV”), (c/o Tod J. Smith, The Law Office of Tod J.

Smith, 1007 Pearl Street, Suite 220, Boulder, Colorado 80302 (Attorney for CWN); and William B.

Tourtillott, Brian M. Nazarenus, Sheela S. Stack, and Susan M. Ryan, RYLEY CARLOCK & APPLEWHITE,

1700 Lincoln Street, Suite 3500, Denver, Colorado 80203 (Attorneys for ECCV)). FIRST AMENDED

APPLICATION FOR CHANGE OF WATER RIGHTS, IN ADAMS, ARAPAHOE, DENVER,

DOUGLAS, ELBERT, LARIMER, MORGAN AND WELD COUNTIES 2. Introduction. By this

Amended Application, Applicants seek to amend and replace the original Application as set forth below.

2.1. Background. On December 15, 2009, Arapahoe County Water and Wastewater Authority

(“ACWWA”), the United Water and Sanitation District (“United”), and ECCV entered an

Intergovernmental Agreement (“IGA”) to provide for ACWWA’s participation with ECCV and United in

an integrated system for the diversion, accretion, collection, storage, transmission, and treatment of their

water rights. The integrated system, which is also referred to as the Water Supply Project or the Northern

Project, is designed to provide ECCV and ACWWA with a long-term, sustainable municipal water supply

for their respective service areas located in Arapahoe and Douglas Counties, Colorado. A map of

ECCV’s service area is attached as Exhibit 1. CWN is an affiliate of United and has purchased water

rights for the benefit of ECCV. 2.2. Decreed Components of the Water Supply Project. The Water Court

has previously decreed various components of the Water Supply Project for ECCV and United’s use:

2.2.1. In Case No. 02CW403, the Water Court approved a plan for augmentation (“ECCV Augmentation

Plan”) for ECCV’s Upper Beebe Draw wellfield (“ECCV Well Field”), as described in paragraph 15.1 of

that Decree. The ECCV Augmentation Plan allowed for the addition of wells to the augmentation plan

and for the use of additional sources of substitute supply to replace the out-of-priority depletions resulting

from pumping the ECCV Well Field. 2.2.2. In Case Nos. 02CW404 and 03CW442, the Water Court

approved the addition of six (6) wells to the ECCV Well Field, additional sources of replacement water to

the ECCV Augmentation Plan approved in Case No. 02CW403, and a recharge project in the Beebe Draw

(the “Beebe Draw Recharge Project”). The Water Court also approved a plan for augmentation to replace

the out-of-priority depletions created by the pumping of wells located on 70 Ranch (“70 Ranch

Augmentation Plan”) and a recharge project on 70 Ranch (“70 Ranch Recharge Project”). 2.3. Pending

Water Court Cases. There are several pending water court cases to decree various components of the

Water Supply Project. 2.3.1. Case No. 10CW306. The pending Application in Case No. 10CW306 seeks

to adjudicate and confirm ACWWA’s participation in the following components of the Water Supply

Project: the ECCV Augmentation Plan, the 70 Ranch Augmentation Plan, the Beebe Draw Recharge

Project, and the 70 Ranch Recharge Project. The Application in Case No. 10CW306 has been amended

to conform to the Decree entered in Case Nos. 02CW404 and 03CW442. 2.3.2. Consolidated Case Nos.

11CW285, 09CW283, and 07CW335. United and ECCV are Co-Applicants in pending Case No.

11CW285, in which they claim appropriative rights of exchange for a stream reach (i) below the Fort

Morgan Canal headgate to the exchange reach previously decreed in Case Nos. 02CW404 and 03CW442

and (ii) from the confluence of the South Platte River and the St. Vrain River up to the St. Vrain Pipeline

Diversion which is the subject of the application in Case No. 07CW335. These additional exchange

reaches will assist in assuring delivery of water to the ECCV Well Field for delivery to ECCV’s service

area. Case Nos. 09CW283 and 07CW335 have been consolidated with Case No. 11CW285 for all pre-

trial and trial purposes. 2.3.3. Consolidated Case No. 10CW312 and 11CW280. ECCV is an Applicant

in pending Case No. 11CW280, in which it seeks a conditional water storage in United Reservoir No. 3,

Barr Lake, and Gilcrest Reservoir, as well as an appropriative right of exchange. Case No. 11CW280 was

consolidated with 10CW312 for all pre-trial and trial purposes. 2.4. The purpose of this Amended

Application is to change the use of the decreed water rights associated with CWN and ECCV’s shares in

the Greeley Irrigation Company (“GIC”) that were acquired by CWN and ECCV for ECCV’s use as a

source of substitute supply for the ECCV Augmentation Plan decreed in Case No. 02CW403, Beebe

Draw Recharge Project, 70 Ranch Augmentation Plan, 70 Ranch Recharge Project, and the South Platte

River Exchanges adjudicated in Case Nos. 02CW404 and 03CW442. In addition, the subject water rights

will be used as a source of substitute supply for the exchanges claimed for ECCV in consolidated Case

Nos. 07CW335, 09CW283, and 11CW285, as source of substitute supply for the plans for augmentation

and recharge projects claimed in Case No. 10CW306, and for storage in United Reservoir No. 3, Gilcrest

Reservoir, and Barr Lake. The purpose of this Amended Application is to (a) include ECCV’s 2.722 GIC

shares in this change Application, bringing the total number of shares to be changed to 5.472 out of 519.7

outstanding shares of stock in GIC, and (b) to make the changes in use sought in this change Application

consistent with the Decrees entered in Case Nos. 02CW403, 02CW404 and 03CW442, and the claims

pending in Case No. 10CW306. 3. Decreed Water Right for Which Change is Sought. Applicants seek

to change the use of 5.472 shares out of 519.7 outstanding shares of stock in GIC, as represented by Stock

Certificate Nos. 3330 and 3370 (the “Subject Water Rights”). 4. Structures and Water Rights Associated

with the Shares. 4.1. Greeley Canal No. 3. GIC owns a 5/8 interest in the Greeley Canal No. 3. The

remaining 3/8 interest is owned by the City of Greeley. 4.1.1. Previous Decrees. Case No. 320, Water

District No. 3, Larimer County District Court, decreed April 11, 1882. 4.1.2. Decreed Point of

Diversion. Located on the south side of the Cache la Poudre River in the NW1/4 of the SE1/4 of Section

32, Township 6 North, Range 66 West of the 6th P.M., Weld County, Colorado. 4.1.3. Source. Cache la

Poudre River. 4.1.4. Appropriation Dates and Amounts.

Date Amount

April 1, 1870 52.00 cfs

October 1, 1871 41.00 cfs

July 15, 1872 63.13 cfs

May 15, 1873 16.67 cfs

4.2. Fossil Creek Reservoir. GIC owns 60 preferred rights in the Fossil Creek Reservoir. 4.2.1.

Previous Decrees. Case No. 1591, Larimer County District Court, Water District 3, Water Division No.

1, State of Colorado, decreed December 9, 1904, revised on October 28, 1909; Case No. 2031, Larimer

County District Court, Water District 3, Water Division No. 1, State of Colorado, decreed April 22, 1922;

Case No. 11217, Larimer County District Court, Water District 3, Water Division No. 1, State of

Colorado, decreed September 10, 1953. 4.2.2. Decreed Location and Points of Diversion. Fossil Creek

Reservoir is located in portions of Sections 9, 10, 15, 16, and 17, Township 6 North, Range 68 West of

the 6th P.M., Larimer County, Colorado. 4.2.3. Sources. Cache la Poudre River and its tributaries,

Fossil Creek, and waste and seepage water. 4.2.4. Appropriation Dates and Amounts.

Date Amount

March 5, 1901 12,052 acre feet

June 1, 1904 (first enlargement) 1,545 acre feet

March 5, 1901 (second filling) 12,052 acre feet

Exhibits 2 and 3 contain “Structure Summary Reports” prepared by the State concerning the Greeley

Canal No. 3 and the Fossil Creek Reservoir, which contain diversion records for said structures. 5.

Historical Use. 5.1. The historical use of Applicants’ GIC shares was previously quantified and decreed

as part of a ditch-wide analysis in Case No. 96CW658, Water Division No. 1. The change in use of the

Applicants’ GIC shares is based on the ditch-wide analysis decreed in Case No. 96CW658. The

Applicants’ shares were historically used to irrigate the lands depicted in Exhibit 4 and as set forth

below:

Current

Cert. No.

Issue Date Shares GIC Farm ID

3330 March 8, 2006 0.250 W-27

3330 March 8, 2006 1.000 E-43b

3330 March 8, 2006 1.000 E-67d

3330 March 8, 2006 0.500 E-36

3370 April 26, 2012 2.722 Floating

6. Proposed Change of Use of the Subject Water Rights. The Applicants seek to use the historical

consumptive use portion of the Subject Water Rights as follows: 6.1. Change in Type of Use. 6.1.1.

ECCV seeks to use the Subject Water Rights directly or as a source of substitute supply for the ECCV

Augmentation Plan decreed in Case No. 02CW403 for pumping water for delivery to ECCV’s service

area from the ECCV Well Field. ECCV will follow the procedures in paragraph 19 of the decree in Case

No. 02CW403 and paragraph 25.5 of the decree entered in Case Nos. 02CW404 and 03CW442 to add the

Subject Water Rights as an additional source of replacement supply. 6.1.2. ECCV seeks to use the

Subject Water Rights for delivery to recharge in the Beebe Draw pursuant to the terms and conditions of

the decree in Case Nos. 02CW404 and 03CW442. ECCV will follow the procedures in paragraph 19 of

the decree in Case No. 02CW403 and paragraph 15.4 of the decree in Case Nos. 02CW404 and 03CW442

to include the Subject Water Rights as an additional source of recharge water. 6.1.3. ECCV seeks to use

the Subject Water Rights as a source of substitute supply for the appropriative right of exchange decreed

in Case Nos. 02CW404 and 03CW442, and sought in the Application filed by United and ECCV, as it

may be amended, in Case No. 11CW285, and by United in Case No. 07CW335. 6.1.4. ECCV seeks to

store and exchange the Subject Water Rights in Barr Lake, United Reservoir No. 3, and Gilcrest

Reservoir as claimed in Case No. 11CW280. 6.1.5. ECCV seeks to use the Subject Water Rights directly

or as a source of substitute supply for the 70 Ranch Augmentation Plan decreed in Case Nos. 02CW404

and 03CW442, and as claimed in the Amended Application in Case No. 10CW306. The Applicants will

follow the procedures in paragraph 25.6.1. of the decree in Case Nos. 02CW404 and 03CW442 to add the

Subject Water Rights as an additional source of replacement supply. 6.1.6. For all municipal uses,

including but not limited to domestic, mechanical, manufacturing, commercial, industrial, exchange,

augmentation and replacement, recharge, substitute supply, adjustment and regulation of water supply,

including further exchange with other water systems and with other water users, and for all other

beneficial uses within the service areas of ECCV, as it now exists or may exist in the future. 6.1.7. In

addition to the uses described in paragraphs 6.1.1. through 6.1.6. above, ECCV claims the right, once all

return flow obligations have been satisfied, to use, reuse, successively use and dispose of, by sale,

exchange, augmentation, or otherwise, to extinction all consumptive use water exchanged, lawfully

diverted and/or impounded pursuant to the decree entered in this case. 6.2. Change in Place of Use.

ECCV seeks to use the water attributable to the Subject Water Rights on lands within ECCV’s present

and future service area. 7. Delivery of the Subject Water Rights. Applicants will take delivery of their

pro-rata share of river headgate diversions through the Greeley No. 3 Canal and return the depletive

portion and surface water returns via: (1) the F Street structure, (2) the 23rd Avenue structure, (3) the 16th

Street structure, or (4) any other structure approved by GIC, and that GIC will reasonably determine the

point of delivery. GIC will determine the delivery location for return flow and augmentation purposes at

any given time based on operation of the ditch, with consideration being given to the delivery location

requested by the shareholder and the needs of GIC and its shareholders. Deliveries of return flows and

augmentation water will be coordinated with the River Commissioner. 8. Return Flow Obligations.

Applicants shall meet their winter return flow obligations for the Subject Water Rights by any of the

following means: 8.1. Applicants may leave the return flow portion of their diversion entitlement from

the Subject Water Rights in the Cache la Poudre River or the South Platte River. 8.2. Applicants may

release water from ECCV’s storage account in United Reservoir No. 3, from Gilcrest Reservoir, or from

Barr Lake. 8.3. Applicants may deliver water from recharge facilities to be constructed along the Greeley

No. 3 Canal. Use of any recharge facilities on the Greeley No. 3 Canal is contingent upon obtaining the

approval of GIC and the owners of the structures and shall be made pursuant to the operating policies and

procedures of GIC. 8.4. Applicants may deliver water from recharge facilities to be constructed along the

Cache la Poudre River and/or the South Platte River. 8.5. Applicants may deliver water from recharge

accretions from the Beebe Draw and 70 Ranch recharge facilities decreed in Case Nos. 02CW404 and

03CW442 and claimed in Case No. 10CW306. 8.6. Applicants may deliver water from recharge through

facilities owned and operated by the Central pursuant to an agreement between Applicants and Central.

8.7. Applicants may deliver water from other fully consumable sources owned or controlled by the

Applicants or any other available sources so long as the sources are decreed for augmentation purposes by

the Water Court, or approved for replacement use under a Substitute Water Supply Plan approved by the

State Engineer pursuant to sections 37-92-308 or 37-92-309 of the Colorado Revised Statutes, or

successor statutes, or are otherwise lawfully available for such use. 9. Methodology. The Applicants

will quantify the historical consumptive use under their shares subject to this Amended Application based

upon the ditch wide analysis as decreed by the Court in Case No. 96CW658. The decree in that case

found that the average annual consumptive use per share under the GIC system was 10.31 acre feet. The

Applicants will quantify their historical return flow obligations based upon the decree in Case No.

96CW658. The dry-up acreage associated with the shares will also be based on the decreed in Case No.

96CW658 and in accordance with the policies of GIC. 10. Integrated System. The Subject Water Rights

will be used pursuant to, and in accordance with the applicable terms and conditions of the plans for

augmentation, exchanges, and recharge projects decreed in Case Nos. 02CW403, 02CW404 and

03CW442, and any applicable terms and conditions contained in the decrees entered in pending Case Nos

10CW306, 11CW280, 11CW285, and 07CW335. Augmentation use of the Subject Water Rights shall be

made only under and in compliance with the terms and conditions of any applicable decree or Substitute

Water Supply Plan approved by the State Engineer pursuant to sections 37-92-308 or 37-92-309 of the

Colorado Revised Statutes, or successor statutes. 11. Bylaw Approval. The consumptive use portion of

the Subject Water Rights will not be used as a replacement supply in any plan for augmentation, decreed

exchange, or recharge project until the Applicants complete GIC’s legally applicable requirements and

procedures regarding approval of a change of water rights. This paragraph shall not prevent the

Applicants from using the shares as a part of a Substitute Water Supply Plan approved by the State

Engineer pursuant to section 37-92-308 or 37-92-309 of the Colorado Revised Statutes, or successor

statutes. 12. General Location Map. A map, generally showing the relationship of the area encompassed

by the claims in this Application is attached as Exhibit 5. 13. Name(s) and address(es) of owner(s) of

land on which structure is or will be located, and upon which water is or will be stored. The Greeley

Canal No. 3 is owned by the Greeley Irrigation Company, whose address is 3005 W. 29th Street, Greeley,

Colorado 80631. WHEREFORE, Applicants respectfully request that the Court enter a Decree granting

the change of water rights and for such other relief, which it deems proper.

07CW96 Hoshiko Farms, Inc. (“Hoshiko” or “Applicant”), c/o Dennis J. Hoshiko, P.O. Box 119,

Kersey, CO 80644, (970) 330-8780. THIRD AMENDED APPLICATION FOR APPROVAL OF

CHANGE OF WATER RIGHTS IN WELD COUNTY. Future correspondence and pleadings to:

Donald E. Frick, Fischer, Brown, Bartlett & Gunn, P.C., 1319 E. Prospect Rd., Fort Collins, CO 80525,

(970) 407-9000. The original application in this matter was filed on May 9, 2007 (“Original

Application”), and amendments to the Original Application were filed on February 20, 2009 (“First

Amendment”), and March 9, 2011 (“Second Amendment”). The Original Application as amended by the

First Amendment and the Second Amendment is unchanged by this Third Amended Application except to

the extent specifically set forth below. 1. Section 3.C of the Original Application sets forth the shares in

the Greeley Irrigation Company (“GIC”) which are the subject of the requested change of water rights.

Applicant has since acquired 4.0 additional shares in the GIC which were not included in the Original

Application, the First Amendment or the Second Amendment. The Original Application is hereby

amended so as to seek approval of a change of the water rights represented by the ownership of the

following shares in the GIC to the uses stated in the Original Application (a map showing the historical

use of the water rights and diversion records for the Greeley Canal No. 3 were included with the Original

Application):

Current Issue GIC 96CW658

Cert. No. Date Shares Farm ID Table

3275 9/29/2004 1.000 E-109c C

3291 8/24/2005 1.000 E-46 A

3253 4/21/2003 1.000 E-56 A

3254 4/21/2003 1.000 A

3310 11/29/2006 1.000 A

3307 9/27/2006 1.000 E-88 A

3246 3/11/2003 2.000 E-90b A

3299 3/8/2006 1.000 floating D

3323 7/30/2008 0.500 floating D

3297 11/30/2005 0.500 W-22 A

3326 9/24/2008 1.000 E-94a A

3328 12/3/2008 1.000 E-42 A

3227 8/29/2002 1.000 E-92

3336 4/17/2009 4.500 A

3349 7/29/2010 2.000

3337 4/17/2009 2.000 E-52 A

3366 2/13/2012 4.000

3348 7/29/2010 1.000 E-105 A

2. This Third Amendment is being filed with the court after the Applicant received approval with

conditions from Greeley Irrigation Company (GIC), pursuant to Article X of GIC’s bylaws. Applicant

acknowledges and agrees that the GIC shares in the Original Application and the shares in the third

Amended Application are subject to the terms and conditions imposed by GIC, including the

requirements of Article X of GIC’s bylaws and the GIC Transfer and Change of Use Policies. In all other

respects, the Original Application remains as published.

10CW318 CHERRY CREEK PROJECT WATER AUTHORITY, c/o Pat Mulhern, Mulhern MRE,

Inc., 2 Inverness Drive East, Suite 200 Englewood, CO 80112, Attorneys: Gabriel Racz, Leila C.

Behnampour, Vranesh and Raisch, LLP, 1720 14th Street, Suite 200, Boulder, Colorado 80302, 303-443-

6151. FIRST AMENDED APPLICATION FOR CHANGE OF WATER RIGHTS,

CONDITIONAL UNDERGROUND AND STORAGE WATER RIGHTS, APPROPRIATIVE

RIGHTS OF EXCHANGE, AND APPROVAL OF PLAN FOR AUGMENTATION in DOUGLAS

AND ARAPAHOE COUNTIES. The Division No. 1 Water Court accepted the First Amended

Application. The Application in Case No. 10CW318 is hereby amended as follows: 2.2.1.1.36 Walker

Reservoir Well No. 15W: SE1/4 NW1/4 of Section 22, T7S, R66W, 6th P.M., Douglas County, Colorado,

1800 feet from the North line and 1800 feet from the West line. 2.2.1.1.37 Walker Reservoir Well No.

16W: SE1/4 NW1/4 of Section 22, T7S, R66W, 6th P.M., Douglas County, Colorado, 2300 feet from the

North line and 1800 feet from the West line. 2.2.1.1.38 Walker Reservoir Well No. 17W: NE1/4 SW1/4

of Section 22, T7S, R66W, 6th P.M., Douglas County, Colorado, 2500 feet from the South line and 1950

feet from the West line. 2.2.1.1.39 Walker Reservoir Well No. 31W: NW1/4 SE1/4 of Section 34, T7S,

R66W, 6th P.M., Douglas County, Colorado, 1800 feet from the South line and 2350 feet from the East

line. 2.2.1.5 Liberty Village Wells (proposed). 2.2.1.5.1 Liberty Village Well No. 1. SW1/4 SW1/4

of Section 22, T7S, R66W, 6th P.M., Douglas County, Colorado, 1280 feet from the South line and 800

feet from the West line. 2.2.1.5.2 Liberty Village Well No. 2. SW1/4 SW1/4 of Section 22, T7S, R66W,

6th P.M., Douglas County, Colorado, 800 feet from the South line and 1000 feet from the West line.

2.2.1.5.3 Liberty Village Well No. 3. SW1/4 SW1/4 of Section 22, T7S, R66W, 6th P.M., Douglas

County, Colorado, 300 feet from the South line and 700 feet from the West line. 2.2.1.5.4 Liberty Village

Well No. 4. NW1/4 NW1/4 of Section 27, T7S, R66W, 6th P.M., Douglas County, Colorado, 550 feet

from the North line and 1100 feet from the West line. 2.2.1.5.5 Liberty Village Well No. 5. NW1/4 NW

1/4 of Section 27, T7S, R66W, 6th P.M., Douglas County, Colorado, 1100 feet from the North line and

1300 feet from the West line. 2.2.1.5.6 Liberty Village Well No. 6. NE1/4 NW1/4 of Section 27, T7S,

R66W, 6th P.M., Douglas County, Colorado, 1150 feet from the North line and 2340 feet from the West

line. 2.2.2 Type of use. The Authority proposes to change the types of use of the water rights described

in Section 2.1 to include all existing decreed uses, and all municipal purposes including domestic,

agricultural, industrial, commercial, irrigation, augmentation, stock watering, recreation, fish and wildlife,

mining, mine reclamation and continuing mine depletions from the exposure of groundwater, and fire

protection uses. Water may be produced for immediate application to beneficial use; for storage,

including but not limited to the locations described below or by aquifer storage and recovery, and

subsequent application to beneficial use or release and rediversion to storage; for exchange purposes; for

replacement of depletions resulting from the use of water from other sources; and for all other

augmentation and replacement purposes, including augmentation of not nontributary ground water

diversions. Net depletion credits associated with the water rights may be used for the changed uses by

rediversion and storage, exchange or crediting toward replacement of depletions, historical return flows or

other replacement or relinquishment obligations. Water may be used, reused, and successively used to

extinction and may be used by disposition to other parties by sale, lease, trade, or other means. 3.1.4.1

Walker Reservoir Wells 1-35, 15W, 16W, 17W, and 31W. The locations of the Walker Reservoir Wells

1-35, 15W, 16W, 17W, and 31W are described in Section 2.2.1.1 above. 3.1.4.2 Liberty Village Wells 1-

6. The locations of the Liberty Village Wells 1-6 are described in Section 2.2.1.5 above. 4.1.4 Liberty

Village Wells described in Section 2.2.1.5 above. 5.1.1.1 Walker Reservoir Wells 1-35, 15W, 16W,

17W, and 31W, and Liberty Village Wells 1-6: a reach of Cherry Creek with an upstream terminus

located in the SE1/4 SE1/4, Section 34, T7S, R66W, Douglas County, Colorado, approximately 50 feet

from the South line and 1050 feet from the East line and a downstream terminus located in the NE1/4 NW

1/4, Section 22, T7S, R66W, Douglas County, Colorado, approximately 800 feet from the North line and

1870 feet from the West line. 6.24 Town of Castle Rock, 174 Kellogg Court, Castle Rock, CO 80104.

11CW285, 09CW283 and 07CW335 (Consolidated), CONCERNING THE APPLICATION FOR

WATER RIGHTS OF THE ARAPAHOE COUNTY WATER AND WASTEWATER AUTHORITY, c/o

Gary Atkins,13031 East Caley Avenue, Centennial, CO 80111; EAST CHERRY CREEK VALLEY

WATER AND SANITATION DISTRICT, acting by and through the EAST CHERRY CREEK

VALLEY WATER AND SANITATION DISTRICT WATER ACTIVITY ENTERPRISE, INC., c/o

David Kaunisto,6201 South Gun Club Road, Aurora, CO 80016; and UNITED WATER AND

SANITATION DISTRICT, a quasi-municipal corporation and political subdivision of the State of

Colorado, acting on its own behalf and on behalf of the UNITED WATER ACQUISITION PROJECT

WATER ACTIVITY ENTERPRISE, and on behalf of the UNITED WATER AND SANITATION

DISTRICT ACWWA ENTERPRISE, and on behalf of the UNITED WATER AND SANITATION

DISTRICT CHAMBERS ENTERPRISE, c/o Robert Lembke, 8301 East Prentice Ave., Suite 100,

Greenwood Village, CO 80111, IN ADAMS, ARAPAHOE, DENVER, DOUGLAS, ELBERT,

LARIMER, MORGAN, AND WELD COUNTIES. COMBINED FIRST AMENDED

APPLICATIONS FOR CONDITIONAL APPROPRIATIVE RIGHTS OF SUBSTITUTION AND

EXCHANGE AND A CONDITIONAL SURFACE WATER RIGHT. Case Nos. 11CW285, 09CW283

and 07CW335 were consolidated for all trial and pretrial purposes including discovery and disclosure

deadlines by court order dated October 3, 2012. In these Combined First Amended Applications for

Conditional Appropriative Rights of Substitution and Exchange and Conditional Water Rights (Surface)

(“Amended Applications”), Applicants to these three cases -- United, ECCV and ACWWA (collectively

“Applicants”), seek to amend the original applications in these cases by either including additional

structures, or by providing more precise legal descriptions, and to also consolidate the claims in

11CW285, 09CW283 and 07CW335. ECCV and United filed the original application in Case No.

11CW285 on December 29, 2011, seeking the approval of conditional appropriative rights of exchange as

described in detail starting with paragraph 2 on page 6 of these Amended Applications. United filed the

original application in Case No. 09CW283 on December 31, 2009 which was amended on September 30,

2011, and subsequently corrected on October 7, 2011. One of the amendments to the 2011 filing was to

add ACWWA as a co-applicant. These Amended Applications seeks the approval of a conditional

appropriative right of exchange as described in detail starting with paragraph 2 on page 14 of these

Amended Applications. United filed the original application in Case No. 07CW335 on December 31,

2007, for its surface water right (St. Vrain Pipeline Diversion, also known as the United Diversion

Structure No. 5), and seeking the approval of the appropriative right of substitution and exchange. The

details pertaining to this application are outlined starting with paragraph 2 on page 24 of these Amended

Applications. Because Case Nos. 11CW285, 09CW283 and 07CW335 were consolidated, Applicants

have included the original claims in all three cases as part of these Amended Applications. See

Administrative Order No. 12-04, Water Division No. 1, at paragraph 5 (requiring amended applications

include a “complete and superseding application including the requested amendments”). For clarity and

ease of reference, Applicants use the same numbering in these Amended Applications as was used in the

original applications for Case Nos. 11CW285, 09CW283 and 07CW335. The revisions for each

application have been included in bold typeface. Pursuant to Rule 4(b)(4) of the Uniform Local Rules for

All State Water Court, resume notice of the amended portions of the applications are being republished in

this resume notice. Case No. 11CW285: 2.a. The Applicants seek to adjudicate two additional reaches to

the previously decreed exchange: (i) an extension of the downstream reach from the Fort Morgan Canal

Augmentation Station, described above, downstream to the confluence of Beaver Creek and the South

Platte River in the NW1/4 of the SW1/4 of Section 4, Township 4 North, Range 55 West of the 6th P.M.,

Morgan County, Colorado; and (ii) a reach from the outlets of Gilcrest Reservoir located downstream of

the confluence of the South Platte River and the St. Vrain River, as decreed in the 404/442 Decree ¶

54.2.6, in approximately the SE1/4 of the NW1/4 of Section 2, Township 3 North, the NE1/4 of the

SW1/4 of Section 26, Township 4 North, and a additional proposed outlet in the NW1/4 of the NW1/4

of Section 35, Township 4 North, all in Range 67 West of the 6th P.M., Weld County, Colorado, to the

upstream point at the proposed St. Vrain Pipeline Diversion (also known as the United Diversion Facility

No. 5), a surface diversion facility located on the east bank of the St. Vrain River approximately 500 feet

west and 200 feet north of the SE corner of Section 20, Township 3 North, Range 67 West of the 6th P.M.,

Weld County, Colorado. 10.1.1 Downstream Terminus: The confluence of Beaver Creek and the South

Platte River in the NW1/4 of the SW1/4 of Section 4, Township 4 North, Range 55 West of the 6th P.M.,

Morgan County, Colorado. 10.1.2 Upstream Terminus: The Fort Morgan Canal which diverts on the

south bank of the South Platte River 23 chains north and 5 chains west of the SE1/4 of Section 31,

Township 5 North, Range 59 West of the 6th

P.M., Morgan County, Colorado. The Applicants have

discussed their use of the Fort Morgan Canal and their share water with the Fort Morgan

Reservoir and Canal Company, but there have been no commitments, approvals or agreements by

any party. The Canal is owned by the Fort Morgan Reservoir & Irrigation Company, PO Box 38,

Fort Morgan, Colorado 80701. 10.2 St. Vrain River. The reach added on the St. Vrain River extends

from: 10.2.1. Downstream Terminus: the outlets of Gilcrest Reservoir located as decreed in the 404/442

Decree ¶ 54.2.6 on the South Platte River downstream of its confluence with St. Vrain Creek in

approximately the SE1/4 of the NW1/4 of Section 2, Township 3 North, and the NE1/4 of the SW1/4

of Section 26, Township 4 North, both in Range 67 West of the 6th P.M., Weld County, Colorado.

Pursuant to preliminary designs another outlet will be located in the NW1/4 of the NW1/4 of

Section 35, Township 4 North, Range 67 West of the 6th

P.M., Weld County, Colorado. 10.2.2.

Upstream Terminus: St. Vrain Pipeline Diversion The land on which the point of diversion will be

located is owned by Elverna Burchfield Trustee & Sherry Rose, 221 West Platte Avenue, Fort

Morgan, Colorado 80701, on which United holds an easement for the diversion structure, and the

Department of Transportation, State of Colorado, 4201 East Arkansas Ave., Denver, Colorado

80222. 11.1.1. Additional Exchange from Point: The confluence of Beaver Creek and the South Platte

River in the NW1/4 of the SW1/4 of Section 4, Township 4 North, Range 55 West of the 6th P.M.,

Morgan County, Colorado. 11.1.2. Additional Exchange to Points: 11.1.2.1. The Fort Morgan Canal

which diverts on the south bank of the South Platte River 23 chains north and 5 chains west of the

SE1/4 of Section 20, Township 4 North, Range 56 West of the 6th

P.M., Morgan County, Colorado.

The Canal is owned by the Fort Morgan Reservoir & Irrigation Company, PO Box 38, Fort

Morgan, CO 80701. 11.1.2.3. Water may be exchanged upstream from an augmentation station(s) on the

Fort Morgan Canal pursuant to and in accordance with the terms and conditions of the 404/442 Decree.

The Applicants (United) hold an easement for an existing pipeline which extends from near the Fort

Morgan Canal in the NE1/4 of the SW1/4 of Section 13, Township 3 North, Range 57 West of the 6th

P.M., Morgan County, Colorado, to the South Platte River in the SW1/4 of the NW1/4 of Section

30, Township 4 North, Range 56 West of the 6th

P.M., Morgan County, Colorado. The Applicants

can use the pipeline to deliver augmentation water from the Canal to the South Platte contingent

upon agreement with the Canal Company allowing it to deliver water from the Canal to the

pipeline. The Applicants have discussed their use of the Fort Morgan Canal and their share water

with the Fort Morgan Reservoir and Canal Company, but there have been no commitments,

approvals or agreements by any party. 11.1.2.4 The Drake Land Diversion which will divert from

the south bank of the South Platte River in the SE1/4 of the NE1/4 of Section 3, Township 4 North,

Range 60 West of the 6th

P.M., Morgan County, Colorado. The land on which the Drake Land

Diversion will be located is owned by Drake Land Farms, LLC, c/o Chris Nowak, 2918 Raleigh St.,

Denver, Colorado 80212. 11.1.2.5. A point of diversion on the south bank of the South Platte River

in the SW1/4 of the NW1/4 of Section 17, Township 4 North, Ranch 60 West of the 6th

P.M.,

Morgan County, Colorado. If the diversion is a well, the exchange shall be to the point at which

depletions occur to the South Platte River. The land on which the diversion will be located is owned

by John Yocam, 21056 MCR 1, Orchard, Colorado, and is subject to an easement for the well and

accompanying facilities. 11.1.2.6. The point at which depletions occur to the South Platte River

from a well field that will be constructed on the 70 Ranch on the south side of the South Platte

River generally located in the S1/2 of Section 34, Township 5 North, Range 63 West, N1/2 of Section

3, Township 4 North, Range 63 West, NE1/4 of the NE1/4 of Section 4, Township 4 North, Range 63

West, and the N1/2 of Section 33, Township 5 North, Range 63 West all in the 6th

P.M., Weld

County, Colorado. United, ECCV and ACWWA have applied for conditional appropriative

groundwater rights for this well field in Case No. 10CW306. The well field will be comprised of

approximately 6-8 wells. The land on which the wells will be located is owned by 70 Ranch, LLC,

8301 East Prentice Ave. #100, Greenwood Village, Colorado 80111. 11.1.2.7. Haren Pipeline

Diversion: The proposed Haren Pipeline Diversion will be located in approximately the NE1/4 of

the SE1/4 of Section 18, Township 4 North, Range 66 West of the 6th

P.M., Weld County, Colorado.

The land on which the diversion structure will be located is owned by the Eaton Cattle Company,

21421 Hwy. 60, Platteville, Colorado 80651. 11.1.3.1. Exchange from points: 11.1.3.1.1 The

confluence of Crow Creek and the South Platte River located approximately in the SE1/4 of the NE1/4 of

Section 24, Township 5 North, Range 64 West of the 6th P.M., Weld County, Colorado. 11.1.3.1.2 At a

point near the mouth of Lone Tree Creek and the South Platte River located approximately in the SW1/4

of the SE1/4 of Section 6, Township 5 North, Range 64 West of the 6th P.M., Weld County, Colorado.

11.1.3.1.3. At a point near the mouth of Sand Creek and the Cache la Poudre located in approximately

the NE1/4 of the NW1/4 of Section 11, Township 5 North, Range 65 West of the 6th P.M., Weld County,

Colorado. The augmentation station located on the New Cache la Poudre Ditch which delivers water

via Sand Creek to the Cache la Poudre River immediately above its confluence with the South

Platte River is owned by the Central Colorado Water Conservancy District, 3209 West 28th

St.,

Greeley, Colorado 80634.11.1.3.2. Exchange to points: Haren Pipeline Diversion described in

paragraph 11.1.2.7 above, an additional point of diversion for Gilcrest Reservoir which will be

located on the outlet work which discharges (and will have the ability to divert) in the NE1/4 of the

SW1/4 of Section 26, Township 4 North, Range 67 West of the 6th

P.M., Weld County, Colorado,

and up the St. Vrain River to the St. Vrain Pipeline Diversion described above in ¶ 10.2.2. 11.1.4. The

Applicants claim the right to exchange unused replacement supplies that are in excess of Applicants’

current replacement obligations which have aggregated at the ends of these administrative reaches

upstream to each of the upstream “exchange to points” decreed in the 404/442 Decree or sought in this

Amended Application. 11.2. St. Vrain River. 11.2.1. Exchange from Points: 11.2.1.1. The confluence of

the St. Vrain and South Platte Rivers in the SW1/4 of the NE1/4 of Section 34, Township 4 North, Range

67 West of the 6th P.M., Weld County, Colorado. 11.2.1.2. The outlets of Gilcrest Reservoir described

above in paragraph 10.2.1. From the point of discharge [of the St. Vrain Pipeline] the water will be

exchanged upstream to: 11.2.3.1. United Diversion Facility No. 3, as decreed in ¶ 54.1.2 of the 404/442

Decree and located, as described in ¶ 21.5 of the 404/442 Decree, on the east bank of the South

Platte River in the SW1/4 of Section 26, Township 1 South, Range 67 West of the 6th

P.M., Adams

County, Colorado. To the extent the Applicants do not own an interest in or have a right to use the

facilities listed in ¶¶ 11.1 and 11.2 herein, the Applicants will not use or construct structures on those

facilities without first obtaining the legal right to do so, including but not limited to agreements with,

and the permission of, the individuals and/or entities that own the facilities. 13.4. The Applicants shall not

use any of the water rights identified in this Amended Application as sources of supply for this exchange

until they have obtained a change of water right or substitute water supply plan which includes use of

the water in this exchange and as part of that change of water right proceeding, complied with the

appropriate ditch company’s articles of incorporation, by-laws, or other governing documents. Case No.

09CW283: 10. Exchange Reaches: Downstream Terminus: The confluence of Beaver Creek and the

South Platte River in the NW1/4 of the SW1/4 of Section 4, T4N, R55W of the 6th P.M., Morgan County,

Colorado. Upstream Terminus: The Burlington Ditch, also known as the Burlington/ O’Brian Canal. The

headgate, pursuant to the decreed changed point of diversion in Case No. 02CW403, is on the east bank

of the South Platte River in the SW1/4 of the NE1/4 of Section 14, T3S, R68W of the 6th P.M., Adams

County, Colorado. b. St. Vrain River: Downstream Terminus: The confluence of the St. Vrain and South

Platte Rivers in the SW1/4 of the NE1/4 of Section 34, T4N, R67W of the 6th P.M., Weld County,

Colorado. 11.1. Exchange From Points: 11.1.1. The confluence of Beaver Creek and the South Platte

River in the NW1/4 of the SW1/4 of Section 4, T4N, R55W, of the 6th P.M., Morgan County, Colorado.

11.1.2. The point at which water delivered through an augmentation station(s) on the Fort Morgan

Canal will be delivered to the South Platte River. The Applicants (United) hold an easement for an

existing pipeline which extends from near the Fort Morgan Canal in the NE1/4 of the SW1/4 of

Section 13, T3N, R57W of the 6th

P.M., Morgan County, Colorado, to the South Platte River in the

SW1/4 of the NW1/4 of Section 30, T4N, R56W of the 6th

P.M., Morgan County, Colorado. The

Applicants can use the pipeline to deliver augmentation water from the Canal to the South Platte

contingent upon agreement with the Canal Company allowing it to deliver water from the Canal to

the pipeline. The Applicants have discussed their use of the Fort Morgan Canal and their share

water with the Fort Morgan Reservoir and Canal Company, but there have been no commitments,

approvals or agreements by any party. The Fort Morgan Canal diverts on the south bank of the South

Platte River 23 chains north and 5 chains west of the SE1/4 of Section 31, T5N, R59W of the 6th P.M.,

Morgan County, Colorado. 11.1.3. The point at which water delivered through augmentation stations

on the Weldon Valley Ditch will be delivered to the South Platte River. The Applicants have

preliminarily identified two augmentation stations that will deliver water diverted through the

Weldon Valley Ditch to the South Platte River in (a) the NE1/4 of the NE1/4 of Section 3, T4N,

R60W of the 6th

P.M., Morgan County, Colorado (ACWWA owns 60% of this structure) and

(b)NE1/4 18, T4N, R58W of the 6th

P.M., Morgan County, Colorado,

which is owned by the Weldon Valley Ditch Company. The Applicants have held discussions with

the Weldon Valley Ditch Company regarding the use of the Canal, and have obtained annual

agreements to use the augmentation structures. The Weldon Valley Ditch diverts on the north bank of

the South Platte River in the SW1/4 of the NW1/4 of the SE1/4 of Section 13, T4N, R61W of the 6th

P.M., Weld County, Colorado. 11.1.5. The point at which water delivered through augmentation

stations on the Lower Latham Ditch and/or the Lower Latham Reservoir will be delivered to the South

Platte River. The Applicants have identified an augmentation station owned by the East Cherry

Creek Valley Water and Sanitation District which delivers water diverted through the Lower

Latham Ditch to the South Platte River as decreed in paragraph 45.1.2 of the Decree in Case Nos.

02CW404 and 03CW442. 11.1.6. The confluence of the Cache La Poudre and South Platte River located

approximately in the SW1/4 of the SW1/4 of Section 6, T5N, R64W of the 6th P.M., Weld County,

Colorado. 11.1.7. Gilcrest Reservoir. The location of Gilcrest Reservoir is described below in paragraph

11.2.2. Applicants’ fully consumable water will be delivered for exchange to the South Platte River from

the Gilcrest Reservoir outlets which will be located as decreed in ¶ 54.2.6 of the Decree in Case Nos.

02CW404 and 03CW442 in the NE1/4 of the SW1/4 of Section 26, T4N, R67W and the SE1/4 of the

NW1/4 of Section 2, T3N, R67W, both of the 6th P.M., Weld County, Colorado, and, pursuant to

preliminary design also will be located in the NW1/4 of the NW1/4 of Section 35, T4N, R67W of the

6th P.M., Weld County, Colorado. 11.1.8. The point at which water delivered through an augmentation

station on the Western Mutual Ditch will be delivered to the South Platte River. The Applicants have

received annual permission from the Company to use an augmentation station on the Western

Ditch which delivers water to the South Platte River near the tail end of the Ditch in the NW1/4 of

the SE1/4 of Section 29, T5N, R65W of the 6th

P.M., Weld County, Colorado. The Western Mutual

Ditch diverts on the east bank of the South Platte River in the SE1/4 of the SW1/4 of Section 11, T3N,

R67W of the 6th P.M., Weld County, Colorado. 11.1.9. The land on which the point of diversion will be

located is owned by Elverna Burchfield Trustee & Sherry Rose, 221 West Platte Avenue, Fort Morgan,

CO 80701, on which United holds an easement for the construction of the diversion structure, and the

Department of Transportation, State of Colorado, 4201 East Arkansas Ave., Denver, Colorado

80222. 11.1.10. The point at which water delivered to augmentation stations on the Farmers

Independent Ditch will be delivered to the South Platte River. The Applicants have received annual

permission from the Company to use the augmentation station near the end of the Farmers

Independent Ditch which delivers water to the South Platte River at approximately the NE1/4 of

the NE1/4 of Section 1, T4N, R66W of the 6th

P.M., Weld County, Colorado. That augmentation

structure is owned by the Central Colorado Water Conservancy District, 3209 West 28th

Street,

Greeley, Colorado 80634. The Farmers Independent Ditch diverts on the east bank of the South Platte

River in the SW1/4 of the SW1/4 of Section 19, T3N, R66W of the 6th P.M., Weld County, Colorado.

11.1.11. The point at which water delivered to augmentation stations on the Fulton Ditch will be

delivered to the South Platte River. The Applicants have received annual permission to use an

augmentation station which delivers water to the South Platte River at approximately the SW1/4 of

the SE1/4 of Section 19, T2N, R66W of the 6th

P.M. Adams County, Colorado. That augmentation

structure is owned by the Central Colorado Water Conservancy District, 3209 West 28th

Street,

Greeley, Colorado 80634. The Fulton Ditch diverts on the east bank of the South Platte River in the

NE1/4 of the NE1/4 of the SE1/4 of Section 17, T2S, R67W of the 6th P.M., Adams County, Colorado.

11.1.13. Applicants claim the right to exchange replacement supplies that are in excess of Applicants’

current replacement obligations which aggregate at the ends of these administrative reaches upstream

to each structure that the Applicants have the right or permission to use. 11.1.14.1. The confluence of

Crow Creek and South Platte River located approximately in the SE1/4 of the NE1/4 of Section 24, T5N,

R64W of the 6th P.M., Weld County, Colorado. 11.1.14.2. At a point near the mouth of Lone Tree Creek

and the South Platte River located approximately in the SW1/4 of the SE1/4 of Section 6, T5N, R64W of

the 6th P.M., Weld County, Colorado. 11.1.14.3. At a point near the mouth of Sand Creek and the Cache

la Poudre located approximately in the NE1/4 of the NW1/4 of Section 11, T5N, R65W of the 6th P.M.,

Weld County, Colorado. The Applicants have received annual permission to use the augmentation

station located on the New Cache la Poudre Ditch which delivers water via Sand Creek to the

Cache la Poudre River immediately above its confluence with the South Platte River is owned by

the Central Colorado Water Conservancy District. 11.2. Exchange To Points: 11.2.2. A point of

diversion for Gilcrest Reservoir was decreed at ¶ 47.4.4 of the 404/442 Decree as adjacent to the Jay

Thomas Ditch Diversion Dam, and will be located on the east bank of the South Platte River in the

NW1/4 of the NW1/4 of Section 11, T3N, R67 W of the 6th P.M., Weld County, Colorado. An

additional point of diversion for Gilcrest Reservoir will be located in the NE1/4 of the SW1/4 of

Section 26, T4N, R67W of the 6th

P.M., Weld County, Colorado. 11.2.5. Burlington Ditch (also known

as Burlington/O’Brian Canal): The headgate, pursuant to the decreed changed point of diversion in Case

No. 02CW403, is on the east bank of the South Platte River in the SW1/4 of the NE1/4 of Section 14,

T3S, R68W of the 6th P.M., Adams County, Colorado. 11.2.7 [The Platte Valley Canal is no longer

included in this Amended Application.] 11.2.9. The Fort Morgan Canal which diverts on the south

bank of the South Platte River 23 chains north and 5 chains west of the SE1/4 of Section 31, T5N,

R59W of the 6th

P.M., Morgan County, Colorado. The Canal is owned by the Fort Morgan

Reservoir & Irrigation Company, PO Box 38, Fort Morgan, Colorado 80701. 11.2.10. The Drake

Land Diversion which will divert from the south bank of the South Platte River in the SE1/4 of the

NE1/4 of Section 3, T4N, R60W, Morgan County, Colorado. The land on which the Drake Land

Diversion will be located is owned by Drake Land Farms, LLC, c/o Chris Nowak, 2918 Raleigh St.,

Denver, Colorado 80212. 11.2.11. A point of diversion on the south bank of the South Platte River

in the SW1/4 of the NW1/4 of Section 17, T4N, R60W of the 6th

P.M., Morgan County, Colorado. If

the diversion is a well, the exchange shall be to the point at which depletions from the well occur to

the South Platte River. The land on which the diversion will be located is owned by John Yocam,

21056 MCR 1, Orchard, Colorado, and is subject to an easement for the well and accompanying

facilities. 11.2.12. The point at which depletions occur to the South Platte River from a well field

that will be constructed on the 70 Ranch on the south side of the South Platte River generally

located in the S1/2 of Section 34, T5N, R63W, N1/2 of Section 3, T4N, R63W, NE1/4 of the NE1/4 of

Section 4, T4N, R63W, and the N1/2 of Section 33, T5N, R63W all in the 6th

P.M., Weld County

Colorado. United, ECCV and ACWWA have applied for conditional appropriative groundwater

rights for this well field in Case No. 10CW306. The well field will be comprised of approximately 6-

8 wells. The land on which the wells will be located is owned by 70 Ranch, LLC., 8301 East

Prentice Ave. #100, Greenwood Village, Colorado 80111. 11.2.13. Haren Pipeline Diversion: The

proposed Haren Pipeline Diversion will be located in approximately the NE1/4 of the SE1/4 of

Section 18, T4N, R66W of the 6th

P.M., Weld County, Colorado. The land on which the diversion

structure will be located is owned by the Eaton Cattle Company, 21421 Hwy. 60, Platteville,

Colorado 80651. 11.3. To the extent the Applicants do not own an interest in or a right to use the

facilities listed in paragraphs 11.1 and 11.2 above, the Applicants will not use or construct structures on

those facilities without first obtaining the legal right to do so, including but not limited to agreements

with and the permission of the entities that own the facilities. Case No. 07CW335: 2. Name of structure:

St. Vrain Pipeline Diversion, also known as the United Diversion Structure No. 5. 3. Legal description

of each point of diversion: The point of diversion of the St. Vrain Pipeline Diversion (United Diversion

Facility No. 5) is on the east bank of the St. Vrain River approximately 500 feet West and 200 feet North

of the Southeast corner of Section 20, Township 3 North, Range 67 West of the 6th P.M., County of

Weld, State of Colorado. The land on which the point of diversion will be located is owned by

Elverna Burchfield Trustee & Sherry Rose, 221 West Platte Avenue, Fort Morgan, Colorado

80701, on which United holds an easement for the diversion structure, and the Colorado

Department of Transportation, State of Colorado, 4201 East Arkansas Ave., Denver, Colorado

80222. The use of water physically and legally available to United as a result of the exchange that is the

subject of this Amended Application will be used for all municipal, commercial, irrigation and beneficial

uses as allowed by the rights and decrees for water owned by United, its enterprises, the East Cherry

Creek Valley Water and Sanitation District (“ECCV”), and other customers. 8. Description of Right

of Exchange: United and ECCV have obtained a decree in Consolidated Case Nos. 02CW404 and

03CW442 that provides an appropriative right of exchange, to provide for the beneficial use of water

within the ECCV service area and, United and ACWWA have applied for a statutory right of

exchange in Case No. 09CW283. The Exchange Reach that is claimed by this Amended Application

extends from the (exchange from) downstream point of the South Platte Gage Station at Ft. Morgan,

Colorado more particularly described as: LOCATION.--Lat 40°16'07", long 103°47'56", in SW1/4 of the

NE1/4 sec. 31, T.4N.,R.57 W., 6th P.M. Morgan County, Hydrologic Unit 10190012, on right bank 0.1 mi

downstream from bridge on State Highway 52, 0.3 mi north of Interstate Highway 76 and 0.7 miles north

of Fort Morgan (revised). The operation of the exchange claimed in this application is as follows: A.

Senior water rights, including senior decreed rights of exchange, on the South Platte River above its

confluence with the St. Vrain River exhaust the exchange potential above that confluence. C. Under

these circumstances, United will divert water at the St. Vrain Pipeline Diversion (United Diversion

Facility No. 5) and provide a substitute supply to any calling right downstream of the Diversion with

water then physically and legally available to United or its customers, including water that has been

diverted and stored in storage facilities owned or legally available to United, including but not limited to

United Reservoir as described in paragraph 38.1 of the decree in Case No. 02CW403 and water

available at the 70 Ranch, Weld County, Colorado, depicted in Exhibit 4 of the Decree in Case Nos.

02CW404 and 03CW442. E. Delivery of water diverted by exchange from the St. Vrain River and

delivered through the St. Vrain Pipeline Diversion (United Diversion Facility No. 5) to the South Platte

River as described above will, to such extent, make water available to United for the completion of the

exchange upstream to the United Diversion Facility No. 3.

12CW228 LLOYD LAND, 12501 Riverdale Road, Brighton, Colorado 80602. (303.536.0810) Robert

E. Schween, Robert E. Schween, P.C., 62489 E. Border Rock Road, Tucson, AZ 85739. AMENDED

APPLICATION FOR NONTRIBUTARY AND NOT-NONTRIBUTARY GROUND WATER RIGHTS

IN THE LOWER ARAPAHOE AND LARAMIE-FOX HILLS AQUIFERS, in WELD COUNTY.

2.Original Application: A. The original application in this case was filed in Water Division 1 on October 15,

2012. All required notices were given pursuant to law. No statements of opposition were filed in this matter

and the time for filing statements of opposition or motions to intervene has expired. The purpose for filing

the application in this matter was to adjudicate the Denver Basin aquifer ground water in the Lower Arapahoe

and Laramie-Fox Hills aquifers underlying Applicant's Property, including both nontributary and not

nontributary ground water rights. No plan for augmentation was sought in the application for the withdrawal

of any not nontributary ground water. B. The Applicant’s property overlying the ground water claimed

herein consists of a tract of land with a total acreage of 50.62 acres, more or less, located in Weld County, and

generally described as part of a tract of land located in the NW 1/4 of Section 6, Township 1 North, Range 64

West of the 6th P.M. See Exhibit A, General Location Map, Exhibit B-1, Site Location Map, and Property

Legal Description, Exhibit C-1. C. The Office of the State Engineer (“SEO”) filed its Determination of

Facts (“Findings”) on December 5, 2012. The SEO’s Findings were as follows:

Aquifer Status Acreage Sat. Thick. SY Avg. Ann. Amt.

Lower Arapahoe NNT-4% 50.62 100 Ft. 17% 8.6 AF

Laramie-Fox Hills NT 50.62 150 Ft. 15 % 11.4 AF

(Explanation of Terms: NNT- Not-Nontributary; NT – Nontributary; AF – Acre-Feet)

D. The Water Court entered a ruling in this case on January 29, 2013. Applicant moved to withdraw the

ruling so that it could file this application to amend the application. 3. Change to Water Right and

Amendment Sought: A. Applicant Lloyd Land owns two parcels of land that are adjacent to the land

subject to the original application in this matter. Such adjacent parcels are – (1) A 535.9 acre parcel located

in Section 31, Township 2 North, Range 64 West of the 6th P.M.; and (2) A 50.3 acre parcel located in

Section 6, Township 1 North, Range 64 West of the 6th P.M. See Exhibit A, Exhibit B-2, Site Location Map

of these properties, and Exhibit C-2, Legal Description. B. The ground water in the Lower Arapahoe and the

Laramie-Fox Hills aquifers underlying these adjacent parcels was adjudicated in Case No. 12-CW-030.

Water Court entered a decree in such case on June 26, 2012. C. Landowner Lloyd Land intends to construct

and complete wells into the Laramie Fox Hills aquifer (and into the Lower Arapahoe aquifer after separate

approval of an augmentation plan as required for the withdrawal of not nontributary ground water) on the

land described in Case No. 12-CW-030 for withdrawal of the ground water underlying the adjacent property

described herein and in the original application in this Case No. 12-CW-228. D. Applicant Lloyd Land seeks

to amend the application in this Case No. 12-CW-228 to add a request to establish a well field between the

ground water underlying the parcel described in this case and the ground water underlying the parcels subject

to Case No. 12-CW-030 for the withdrawal of the underlying decreed Denver Basin aquifer ground water. E.

The amendment to the application will be as follows: Subject to obtaining an adequate Court approved

augmentation plan for withdrawal of not nontributary ground water, Applicant requests the right to withdraw

all of the legally available ground water in the Lower Arapahoe and Laramie-Fox Hills aquifers underlying

the property described herein through any well(s) permitted in each aquifer located on Applicant’s property

described herein OR on the adjacent properties owned by Applicant Lloyd Land as described in Case No. 12-

CW-030, Water Division 1. 4. No Further Changes: No additional changes or amendments to the original

application are sought. WHEREFORE, Applicant amends the application in this case so that the ruling to

be issued will allow Applicant to withdraw the Denver Basin aquifer ground water under the property

described in this case through wells completed into the same aquifer that are located on Applicant’s adjacent

properties, as described in Case No. 12-CW-030, Water Division 1. Further, the ruling to be issued will

allow the State Engineer to issue well permits for such well(s) as Applicant requests under this decree,

including for wells located on such adjacent parcels owned by Applicant Lloyd Land. FURTHER,

Applicant requests this Court grant such other relief as it deems proper in the premises. (4 pages.)

THE WATER RIGHTS CLAIMED BY THESE APPLICATIONS MAY AFFECT IN PRIORITY ANY

WATER RIGHTS CLAIMED OR HERETOFORE ADJUDICATED WITHIN THIS DIVISION AND

OWNERS OF AFFECTED RIGHTS MUST APPEAR TO OBJECT WITHIN THE TIME PROVIDED

BY STATUTE OR BE FOREVER BARRED.

YOU ARE HEREBY NOTIFIED that any party who wishes to oppose an application, or an amended

application, may file with the Water Clerk, P. O. Box 2038, Greeley, CO 80632, a verified Statement of

Opposition, setting forth facts as to why the application should not be granted, or why it should be

granted only in part or on certain conditions. Such Statement of Opposition must be filed by the last day

of APRIL 2013 (forms available on www.courts.state.co.us or in the Clerk’s office), and must be filed as

an Original and include $130.00 filing fee. A copy of each Statement of Opposition must also be served

upon the Applicant or Applicant’s Attorney and an affidavit or certificate of such service of mailing shall

be filed with the Water Clerk.