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DISTRICT COURT, WATER DIVISION NO. 2, COLORADO --------------------------------------------------------------------------------------------------------- RESUME OF CASES FILED DURING DECEMBER 2004 INVITATION – SUBSTITUTE WATER SUPPLY PLAN NOTIFICATION LIST --------------------------------------------------------------------------------------------------------- TO: ALL INTERESTED PARTIES Pursuant to C.R.S. 37-92-302, you are hereby notified that the following is a resume of applications, and certain amendments, filed during December 2004, in Water Division No. 2. The names and addresses of applicants, description of water rights or conditional water rights involved and description of ruling sought as reflected by said applications, or amendments, are as follows: ------------------------------------------------------------------------------------------------------------ CASE NO. 01CW146 – CITY OF FOUNTAIN, c/o Larry Patterson, Utilities Director, 116 South Main Street, Fountain, CO 80817 (Direct all pleadings to: Cynthia F. Covell, Alperstein & Covell, P.C., Attorneys for Applicant, 1600 Broadway, Suite 2350, Denver, CO 80202) Second Amended Application for Change of Water Rights and Plan for Augmentation, Including Exchanges El Paso and Pueblo Counties Fountain hereby amends Paragraph 7 of its application filed December 28, 2001 (and amended October 9, 2003) by adding a new subparagraph G, as follows: G. Name of Structure: City of Fountain Well No. 18. Well Permit: To be applied for. Previous decrees: None. Location: SE1/4 of the SE1/4 of Section 5, Township 16 South, Range 65 West of the 6th P.M. at a point 550 feet from the south section line and 1300 feet from the east section line of said Section 5, in El Paso County, Colorado. Uses: municipal, including domestic, irrigation, fire protection, sewage disposal, sprinkling of lawns, trees, shrubs, flowers and gardens, recreational and aesthetic, manufacturing, commercial and industrial uses, augmentation and exchange. Capacity: 600 gpm (1.34 cfs). Owner: City of Fountain. Owner of Property on which Well is Located: Ron Waldthausen, Millenium Development LLC, 154 Del Oro Circle, Colorado Springs, CO 80919. In addition, Paragraph 9.D. (1) is amended to read as follows: (1) Affected Stream Reach: The extent of the natural stream system which is affected by Fountain’s appropriative right of exchange is Fountain Creek from a point located in the SW1/4 of Sec. 24, Township 15 South, Range 66 West of the 6th P.M. and downstream therefrom to and including a point located in the NW ¼ of Sec. 10, Township 17 South, Range 65 West of the 6th P.M. The extent of the natural stream reach which is affected by Fountain’s appropriative right of exchange also includes Jimmy Camp Creek from a point located in the SE ¼ of Section 5, and downstream therefrom to the confluence with Fountain Creek in the NW ¼ of Sec. 8, all in Township 16 South, Range 65 West of the 6th P.M. Except as herein amended, the original Application filed December 28, 2001, as amended by the Amended Application filed October 9, 2003, remains unchanged. All statements of opposition heretofore filed shall be deemed applicable to this Amended

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Application without the need to file additional or supplemental statements of opposition. (Second Amended Application, 4 pages) ------------------------------------------------------------------------------------------------------------ CASE NO. 04CW08 – ST. CHARLES MESA WATER DISTRICT, 1397 Aspen Road, Pueblo, CO 81006. (Anne J. Castle and Leah A. Kukowski, Holland & Hart LLP, 555 17th Street, Suite 3200, Denver, CO 80202 (303) 295-8000) Amended Application for Change of Water Rights Pueblo County 2. Water Rights to be Changed: Applicant owns or leases 1877.404 shares of the 19,738.593 outstanding shares in the Bessemer Irrigating Ditch Company (“Bessemer”). By decree dated April 28, 1972 in Case Nos. W-373 and W-374, Water Division 2, the decreed uses for water represented by 166.745 shares of the Applicant’s shares in Bessemer were expanded to include domestic use and to allow storage in St. Charles Mesa Reservoir No. 1. In this Application, Applicant seeks a change in use of the water represented by the remaining 1710.655 shares in Bessemer owned by Applicant to allow use for municipal purposes and storage of the water associated with such shares. With respect to the 166.745 shares previously changed, Applicant seeks to add storage in St. Charles Mesa Reservoir No. 2 as a permitted use and to confirm that the domestic use previously approved includes use for all municipal purposes. Owners of shares of Bessemer stock leased by Applicant have consented to the inclusion of these leased shares in this change of water right application. Bessemer owns the following water rights (the “Bessemer Water Rights”):

Bessemer Water Rights: Identification of

Water Right Date Original Decree

Entered Date Transfer

Decree Entered* Amount owned by Bessemer

Decreed Use

Appropriation Date

Warrant, Barnes & Baxter

May 9, 1892 November 28, 1903

2.0 Irrigation April 30, 1861

Excelsior May 9, 1892 September 15, 1905

20.0 Irrigation Dec. 31, 1861

Canon City & Oil Creek

Feb. 3, 1894 Feb. 3, 1894 3.74 Irrigation and Domestic

May 31, 1864

Rogers March 23, 1896 May 21, 1898 3.0 Irrigation June 30, 1866 Arkansas Ditch March 23, 1896 May 10, 1923 2.5 Irrigation and

Domestic Jan. 8, 1867

Canon City & Oil Creek

Feb. 3, 1894 Feb. 3, 1894 5.13 Irrigation and Domestic

May 31, 1867

Hamp-Bell May 9, 1892 (modified and confirmed March 23, 1896)

Oct. 3, 1903 1.47 Irrigation Nov. 30, 1870

Barnum May 9, 1982 ** 3.4 Irrigation Dec. 31, 1870 Cape Horn Ranch Dec. 22, 1896 ** 2.0 Irrigation Sept. 18, 1873 Cape Horn Ranch Dec. 22, 1896 ** 2.5 Irrigation Dec. 31, 1876 Cape Horn Ranch March 23, 1896 May 10, 1923 0.5 Irrigation and

Domestic Dec. 31 1876

Hamp-Bell May 9, 1892 (modified and confirmed March 23, 1896)

Oct. 3, 1903 0.41 Irrigation Dec. 31, 1878

Collier March 23, 1896 ** 14.0 Irrigation May 4, 1881 I.N. Sater March 23, 1896 ** 2.0 Irrigation June 20, 1881 Collier March 23, 1896 ** 8.0 Irrigation March 31, 1882 Bessemer Flood Right

March 23, 1896 N/A 322.0 Irrigation May 1, 1887

* Indicates date of decree transferring water right to the Bessemer Ditch.

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** Indicates water right was transferred to Bessemer Ditch prior to the Transfer Statute of 1899. Applicant’s pro rata entitlement to the Bessemer Water Rights represented by its 1877.404 shares in Bessemer is hereinafter referred to as the “Subject Water Rights.” A. Point of Diversion for Bessemer Water Rights: The Bessemer Water Rights are diverted at the outlet of Pueblo Reservoir. The Pueblo Reservoir Dam axis and the centerline of the Arkansas River intersect at a point in Section 36, Township 20 South, Range 66 West, 6th P.M., from which the Northeast corner of said Section 36 bears North 61° 21’ 20” East, a distance of 2,511.05 feet, all as more particularly described in the decree in Case No. B-42135, District Court, Pueblo County. B. Source for Bessemer Water Rights: Arkansas River. 3. Background Information: Applicant is a municipal water provider currently serving approximately 4,300 equivalent residential units (“EQRs”) located within the District boundaries. To serve its growing population, Applicant must increase its supply of municipal water. Applicant operates two reservoirs, Reservoir No. 1 and Reservoir No. 2, that have water storage capacity of 90 acre feet and 600 acre feet, respectively, and are used by Applicant to store municipal water prior to delivery to its customers. Applicant is in the process of enlarging Reservoir No. 2 to increase its storage capacity by 1,200 acre feet, to a total capacity of 1,800 acre feet. 4. Description of Proposed Change: Applicant requests a change in the type of use of the Subject Water Rights to add municipal use and storage to the decreed uses. With respect to the 166.745 shares previously changed in Case No. W-374, Applicant seeks to add storage in St. Charles Mesa Reservoir No. 2 as a permitted use and to confirm that the domestic use previously approved includes use for all municipal purposes. Applicant is not requesting a new point of diversion, nor a change in the place of use for any of the Subject Water Rights. The Subject Water Rights will continue to be diverted from the decreed point of diversion, the Bessemer Ditch Headgate, and will be delivered to Reservoir No. 2 via the Bessemer Ditch for storage prior to treatment and delivery to District customers. The Subject Water Rights have historically been used to irrigate lands located within the District, as more particularly described in paragraph 5 below, and will continue to be used within the District. 5. Place of Use: The Subject Water Rights have historically been used for irrigation purposes in areas north of the Bessemer Ditch on the St. Charles Mesa, and east of the St. Charles River and west of the Huerfano River. The municipal use of the Subject Water Rights will be wholly within the area of historical use. The District’s service area is divided into two zones. Zone 1 is generally located along the south side of the Arkansas River and north of the Bessemer Ditch, extending from downtown Pueblo eastward. Zone 2 is located south and east of Zone 1 and south of the Bessemer Ditch, extending east to the Huerfano River. A map depicting the District’s boundaries and the location of Zones 1 and 2 was attached to the original application filed in this action and the boundaries of the District and Zone 1 and Zone 2 have not changed in the interim. Since acquiring the Subject Water Rights, the District has leased portions of them to various farmers for irrigation of lands located within the District. Much of the acreage irrigated by the

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Subject Water Rights is owned by Applicant and leased to farmers in conjunction with the lease of the Subject Water Rights. Storage of the Subject Water Rights will take place in Reservoir No. 2. From Reservoir No. 2, the water will be treated in the District’s water treatment plant and distributed to the District’s customers. The 166.745 shares which are the subject of Case No. W-374 may also continue to be stored in Reservoir No. 1. The municipal and storage use of the Subject Water Rights will be limited to Zone 1 of the District, as it currently exists or as it may be amended from time to time, but in no event shall the Subject Water rights be used for municipal purposes or stored in areas outside of those historically irrigated by the Bessemer Ditch. By limiting municipal and storage use of the Subject Water Rights to Zone 1 and the area of historical use of the Bessemer Water Rights, the place of use of the Subject Water Rights will remain unchanged and all return flows will continue to accrue to the Arkansas River in a manner substantially similar in timing and location as has historically occurred, as described in paragraph 7 below. 6. Historical Consumptive Use: The Subject Water Rights were historically used to irrigate approximately 1,911.16 acres. Applicant has undertaken an engineering analysis to determine the historical consumptive use of the Subject Water Rights based on river headgate diversions and crop consumptive use calculations. Diversion data from the Colorado Division of Water Resources indicates that the Bessemer Ditch has diverted an annual average of 3.1 acre feet per share from 1976 to 2002. The analysis of historical consumptive use for the Subject Water Rights indicates a value of 1.676 acre feet per acre, or 3,203.1 acre feet. Applicant will use the Subject Water Rights as part of its municipal water supply. To the extent that the consumptive use credit attributable to the Subject Water Rights is not applied to municipal use or used for irrigation, Applicant claims credit for the remaining consumptive use. No use of the excess consumptive use credit will be made without further application to this Court and approval of such additional use. Applicant claims the right to reuse, successively use, and dispose of such credits, so long as it retains dominion and control over such water. 7. Return Flows: Applicant has undertaken an engineering analysis to determine the effect of the proposed change of use as a result of changes in the location, quantity, or timing of return flows to the Arkansas River to the vested water rights of others. Historical Return Flows: Historical return flows from the irrigation use of the Subject Water Rights have been quantified through modeling of the usage from 1976 to 2002. Historical return flows from the irrigation use of the Subject Water Rights have generally accrued to a reach of the Arkansas River located between Fountain Creek and the Huerfano River. Municipal Use Return Flows: Use of the Subject Water Rights for municipal use within the District will result in return flows that generally accrue to the same segment of the Arkansas River as has occurred historically. At present, there are three sanitation districts (Blende, Salt Creek, and St. Charles Mesa Sanitation Districts) that provide wastewater treatment service to a portion of Applicant’s customers. Wastewater flows from each of these sanitation districts are sent to the Pueblo Wastewater Treatment Plant for treatment and discharge into the Arkansas River at a point immediately upstream of Zone 1. The sanitation districts currently

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serve a relatively small portion of the District’s customers. At present, the remainder of the District’s existing customers are served by individual septic systems. Use of the Subject Water Rights for municipal use within Zone 1 of the District will result in return flows that accrue to the same reach of the Arkansas River as historically. Maintenance of Historical Return Flows: Applicant will return to the Arkansas River system no less than the monthly average historical irrigation return flows attributable to the Municipal Shares, as defined in paragraph 8 below, through any or all of the following methods: (a) return flows resulting from the municipal use of the Subject Water Rights; (b) releases of stored water from St. Charles Mesa Reservoir No. 2; or (c) any decreed sources available for such use to Applicant, including Fryingpan-Arkansas Project water. Such water shall be made available to the Arkansas River at or above its confluence with the Huerfano River. Releases from St. Charles Mesa Reservoir No. 2 will accrue to the Arkansas River at its confluence with the St. Charles River. 8. Continued Irrigation Use of Bessemer Shares: Currently, annual water usage within the District does not require use of all Subject Water Rights for municipal use. A portion of the Subject Water Rights are now and will continue to be used for irrigation. However, Applicant anticipates that the population of the District will increase, requiring additional supplies of municipal water. Applicant intends to continue irrigation use of the portion of the Subject Water Rights that are not currently required for municipal use. Applicant requests that any delays by Applicant in putting all the Subject Water Rights to municipal and storage uses not be deemed to constitute an abandonment of those uses. The portion of the Subject Water Rights utilized each year in Applicant’s municipal water supply system shall be referred to herein as the “Municipal Shares.” 9. Terms and Conditions Proposed to Prevent Injury: Applicant proposes the following terms and conditions to prevent injury to vested water rights and decreed conditional water rights: A. The point of diversion of the Subject Water Rights shall remain as currently decreed. B. The rate of diversion for the Subject Water Rights shall not exceed 37.34 c.f.s., which is the pro rata entitlement of the Subject Water Rights when all Bessemer Water Rights are in priority. If all Bessemer Water Rights are not in priority, the rate of diversion shall be limited to the pro rata entitlement of the in-priority diversion, or 9.51% of the total diversion. The rate of diversion for municipal or storage purposes shall be limited to the pro rata share of the Subject Water Rights represented by the Municipal Shares. C. Applicant will report diversion of its pro rata entitlement of the Bessemer Ditch Water Rights to the Division Engineer on a monthly basis in a manner acceptable to the Division Engineer. D. Municipal and storage use of the Subject Water Rights will be limited to use within Zone 1 of the District, as its boundaries may be changed from time to time. In no event shall the Subject Water Rights be used for municipal purposes or stored in areas outside of those historically irrigated by the Bessemer Ditch. E. Applicant will make water available to the Arkansas River system in the amount of the historical return flows resulting from the historical irrigation use of the Municipal Shares to ensure that the vested water rights of others are not injured. The source of such water may include: (a) return flows resulting from the municipal

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use of the Municipal Shares; (b) bypasses of the water derived from the Municipal Shares at the Applicant’s lateral from the Bessemer Ditch; (c) releases of stored water from St. Charles Mesa Reservoir No. 2; or (d) any decreed sources available for such use to Applicant, including Fryingpan-Arkansas Project water. Such water shall be made available to the Arkansas River at or above its confluence with the Huerfano River. F. The rights of the District as a shareholder in the Bessemer Irrigating Ditch Company shall be in no way changed by the requested change of water right or any decree entered in this proceeding. Such rights are subject to the bylaws of the Bessemer Irrigating Ditch Company, particularly Article VI, Section 5, as follows: No stockholder shall be permitted to change the point of diversion of water or to transfer water from one tract of land to another tract of land, except upon the written order and approval of the Board of Directors first had and obtained and further that no such transfer of water shall be allowed on a request received after May 15, 1959 for the current year and for subsequent years on a request after March 31 of each year. And Article IX, Section 1, 2, and 3 as follows: Section 1. Each holder of capital stock of the Company shall be entitled to receive from the Company’s main ditch a proportionate share of the Company’s water flowing therein, which share shall be the proportion which the number of shares of the stock held by such stockholder bears to the entire outstanding stock of the Company, and in order that the water may be equitably distributed among the stockholders, the directors and persons entrusted by them with the management of the ditch are empowered to rotate water among stockholders, or to divide the ditch into districts for the distribution of water, or to adopt such other methods as in their judgment may from time to time become necessary to secure all stockholders their proportionate share of water. Section 2. The Company shall not be considered as guaranteeing to the holders of stock the use at all times of the full amount of water to which they are respectively entitled, and if in the distribution of water any stockholder may at any time fail to receive his, her or its proportionate share, the Company shall not be liable to such stockholder in damages if such failure was caused by an error in judgment on the part of those charged with the distribution of water or by reason of circumstances beyond the control of such persons, but shall only be liable in case such failure to distribute water equally was the result of some willful discrimination against such stockholders on the part of the directors or those charged by the directors with the distribution of water. Section 3. No stockholder shall be permitted to waste water and in case of any such waste, the Board of Directors shall take such steps as it deems necessary to prevent or punish the same. 10. Name and address of owner of land on which places of use are located: Irrigation use of Subject Water Rights takes place on Property owned by the following: A. Applicant (see address above) B. Gerald Fowler (as lessee of a portion of Subject Water Rights), 2304 40th Lane, Avondale, CO 81022. Municipal use of Subject Water Rights will take place within the boundaries of the District, described above. The owners of the land within the District are the customers and residents of the St. Charles Mesa Water District. 11. Names and addresses of owners of land on which structures are located: A. Bessemer Ditch Headgate: U.S. Bureau of

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Reclamation, Eastern Colorado Area Office, 11056 West County Rod 18E, Loveland, CO 80537-9711. B. St. Charles Lateral and Reservoir No. 2 Headgate: Bessemer Ditch Irrigating Company, 711 Thatcher Building, Pueblo, CO 81003. 12. Names and addresses of owners of land on which water will be stored: Applicant (see address above). WHEREFORE, Applicant prays for an Order of this Court: A. Approving the requested change of use of the Subject Water Rights and adding municipal and storage uses to the decreed uses for the Subject Water Rights. B. Approving the requested change of use to allow storage of the 166.745 Bessemer shares that were the subject of Case Nos. W-373 and W-374 in St. Charles Mesa Reservoir No. 2. C. Finding that the requested change of use will not injuriously affect the owner of or persons entitled to use water under a vested water right or a decreed conditional water right. D. Finding that any delays by Applicant in putting all the Subject Water Rights to municipal and storage uses will not be deemed to constitute an abandonment of those uses. E. Finding that Applicant is entitled to claim credit for the historical consumptive use associated with the Subject Water Rights and not stored or used in Applicant’s municipal water supply system; provided, however, that no use of the excess consumptive use credit will be made without further application to this Court and approval of such additional use. F. Finding that Applicant is entitled to use, reuse, successively use, and dispose of such credits, so long as it retains dominion and control over such water. (Amended Application, 11 pages) ------------------------------------------------------------------------------------------------------------ CASE NO. 04CW56 – CHRISTOPHER G. SPELLS and TERRIE G. SPELLS, 21045 Capella Drive, Monument, CO 80832 (Henry D. Worley, MacDougall, Woldridge & Worley, Attorneys for Applicants, 530 Communication Circle, Suite 204, Colorado Springs, CO 80905-1743) Amendment to Application for Adjudication of Denver Basin Ground Water and for Approval of Plan for Augmentation El Paso County The Application for Adjudication of Denver Basin Ground Water and for Approval of Plan for Augmentation in this matter is amended as follows: “The maximum amount of water to be withdrawn from the Dawson aquifer is increased from 1.25 acre feet per year to 2.45 acre feet per year. Applicants will reserve 245 acre feet of water from the Denver and Arapahoe aquifers to replace post-pumping depletions.” (Motion to Amend Application and Amendment to Application, 2 pages) ------------------------------------------------------------------------------------------------------------ CASE NO. 04CW106 – CHARLEY H. BARTHOLOMEW and JAMES W. (“Chip”) SEWARD, 5712 Highway 194, Las Animas, CO 81054 (Monte Pascoe and Kelley A. Bergelt, Ireland, Stapleton, Pryor & Pascoe, P.C., Attorneys for Applicants, 1675 Broadway, 26th Floor, Denver, CO 80202) Application for Change in Point of Diversion Bent County 2. Decreed name of structure for which change is sought: Cheyenne Ditch. 3. Description of water right: (1) Date of decree for original location: June

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1, 1909, a special adjudication and incorporated into a general adjudication on October 16, 1922. Case No.: 8-30-1922, assigned to a proceeding without a case number. Court: Bent County, Water District No. 17, Water Division 2. (2) Presently Decreed Location: The original legal description of the location of the diversion point is: In the SE ¼ of Section 26, Township 22 South, Range 53 West of the 6th P.M., in Bent County, Colorado and more accurately described as at a point whence the Southeast Corner of Section 26, Township 22 South, Range 53 West of the 6th P.M., Bent County, Colorado, bears North 77º 30’ West, a distance 1043 feet. (4) Source: Adobe Creek, a tributary of the Arkansas River. (5) Appropriation Date: (i) Original Priority No. 28 of December 8, 1894; modified to Priority No. 37 as shown in the tab sheets with an appropriation date of June 7, 1899. (ii) Original Priority No. 32 of December 19, 1901; modified to Priority No. 55 as shown in the tab sheets with an appropriation date of December 19, 1901. Historic Use: irrigation. 4. Proposed Change: (1) Alternate point of diversion: In the SE ¼ of Section 35, Township 22 South, Range 53 West of the 6th P.M., at a point from which the east section line of Section 35 bears 90.1º East, a distance of 1,216.6 feet, and the south section line of Section 35 bears 180.0º South, a distance of 2,145.6 feet. (2) Proposed use: irrigation. (3) Amount: Total of 8 cubic feet: 5.54 with a priority date of 1894 (modified to 1899) and 2.46 with a priority date of 1901. 5. Name and addresses of owners of land on which structures will be located and upon which water will be placed to beneficial use: Charley H. Bartholomew, 5712 Highway 194, Las Animas, CO 81054 (Application, 4 pages) ------------------------------------------------------------------------------------------------------------ CASE NO. 04CW107 - CHARLEY H. BARTHOLOMEW and JAMES W. (“Chip”) SEWARD, 5712 Highway 194, Las Animas, CO 81054 (Monte Pascoe and Kelley A. Bergelt, Ireland, Stapleton, Pryor & Pascoe, P.C., Attorneys for Applicants, 1675 Broadway, 26th Floor, Denver, CO 80202) Application for Water Right Bent County 2. Name of Structure: Dawn Pond. 3. Legal description: A. Location of Reservoir: Dawn Pond is located along Adobe Creek in Section 35, Township 22 South, Range 53 West, in Bent County. The initial point of survey of the high water line of the Reservoir is located at a point whence the South Quarter Corner of Section 35, Township 22 South, Range 53 West of the 6th P.M. in Bent County, Colorado, bears South 21º 30’ West, a distance of 2005 feet. B. Name and capacity of ditch or ditches used to fill reservoir, and legal description of each point of diversion: On-stream Reservoir. C. Surface area of high water line: 20.47 acres. i. Maximum height of dam in feet: 13. ii. Length of dam in feet: 820. D. Total capacity of reservoir in acre feet: i. Active capacity: 60.49 acre-feet. 4. Source: Adobe Creek, a tributary of the Arkansas River. 5. A. Date of appropriation: October 22, 1964; B. How appropriation was initiated: By survey. C. Date water applied to beneficial use: As of October 22, 1964. 6. Amount Claimed: A. In acre feet: 60.49 Absolute. 7. Uses: Irrigation (serves as a diversion dam for the Cheyenne

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Ditch and the Malouff Ditch), recreation, piscatorial, fish propagation, wildlife enhancement. 8. Name and addresses of owners of land on which structures are located and upon which water will be placed to beneficial use: Charley H. Bartholomew, 5712 Highway 194, Las Animas, CO 81054; Larry Pearson, 9750 Road NN, Lamar, CO 81052. (Application, 4 pages) ------------------------------------------------------------------------------------------------------------ CASE NO. 04CW108 – MARY HUND-SNYDER, P. O. Box 565, 973 Clennin Road, Rye, CO 81069 Application for Water Rights (Surface) Huerfano County 2. Name of structure: The Kouba Ditch. 3. Legal description of each point of diversion: Huerfano County, NW ¼ of the SE ¼ Section 18, Township 25 South, Range 67 West, 6th P.M., 2100 feet from the South line and 2000 feet from the East line. Street Address: 973 Clennin Road, Rye, CO. 4. Source: Spring draw tributary to Little Graneros Creek. 5. A. Date of initiation of appropriation: Sept. 1, 1917 per map: Filing Statement 12573. B. How appropriation was initiated: Original construction. C. Date water applied to beneficial use: Conditional right. 6. Amount claimed: 1.7 cfs Conditional. 7. Use or proposed use: Irrigation of 40 acres. A. If irrigation, complete the following: Number of acres historically irrigated: ___; proposed to be irrigated ____. Legal description of acreage: 40 acres in the SE NE and the NE SE Sec. 18, T25S, R67W, 6th P.M. B. If non-irrigation, describe purpose fully: ___. 8. Name(s) and address(es) of owner(s) or reputed owner(s) of the land upon which any new diversion or storage structure, or modification to any existing diversion or storage structure is or will be constructed or upon which water is or will be stored, including any modification to the existing storage pool: None. 9. Remarks: This proposed appropriation is in addition to the existing .3 cfs right for the Kouba Ditch as decreed conditionally in W-387 and made absolute in W-387(73). This appropriation is necessary to more efficiently irrigate the original decreed 20 acres and to irrigate an additional 20 acres. It is understood that the Kouba rights will be operated only under futile call conditions as determined by the water commissioner. (Application and attachments, 3 pages) ------------------------------------------------------------------------------------------------------------ CASE NO. 04CW109 – PHILLIP R. SIMPICH, 15005 Lazy Tree Grove, Colorado Springs, CO 80928 (Christopher D. Cummins and James G. Felt, Felt, Monson & Culichia, LLC, Attorneys for Applicant, 319 North Weber Street, Colorado Springs, CO 80903) Application for Surface Water Rights El Paso County 2. Name of Structure: Lazy Tree Spring. A. Legal Description of Point of Diversion: NW¼ NW¼, Section 27, T16S, R64W of the 6th P.M. being located 650 feet from the north section line and 575 feet from the west section line of said Section 27, El Paso County, Colorado. B. Source: Unnamed tributary of

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Chico Creek, tributary to the Arkansas River. C. Appropriation: i. Date of initiation of appropriation: 1870 for livestock and irrigation use; June 1, 2000 for domestic use. ii. How appropriation was initiated: By development of spring and piping water to livestock water tanks and single family residence with overflow to grassland. iii. Date applied to beneficial use: 1870 for livestock and irrigation; June 1, 2000 for domestic use. D. Amount Claimed: 5 g.p.m. absolute, E. Use: Livestock, irrigation and domestic absolute. i. Number of acres historically irrigated: 2 acres. ii. Legal description of acreage: 2 acres in NW¼ NW¼, Section 27, T16S, R64W, 6th P.M. iii. If non-irrigation, describe purpose fully: Spring has historically provided water for cattle and irrigation of a small parcel of grass near the spring. Applicant has built a home near the spring location to supply his domestic water needs from the spring. F. Name and address of owners of land upon which structure is located: Applicant owns the land upon which the water is used and the structure is located. G. Remarks: A map of the location of structure is attached to the Application as Exhibit A and may be inspected at the Office of the Clerk for Water Division 2. (Application and attachments, 4 pages) ------------------------------------------------------------------------------------------------------------ CASE NO. 04CW110 – ARKANSAS VALLEY COMPANY, LLC, c/o Bill Klauber, P. O. Box 909, Leadville, CO 80461 (James G. Felt, Felt, Monson & Culichia, LLC, Attorneys for Application, 319 North Weber St., Colorado Springs, CO 80903) Application for Plan for Augmentation Lake County II. Names of structures to be augmented: A total of 15 wells (“Wells”) for in-house use in up to 28 single family residences located within 15 Lots of the Elk Trail Subdivision (“Lots”). The 28 single family residences will be in the form of single family houses and/or duplexes. The Elk Trail Subdivision is a 53 acre property approximately 2 miles west of the town of Leadville, Colorado located in Section 21, T9S, R80W of the 6th P.M., Lake County, Colorado. The full legal description of the property and a subdivision boundary map is attached to the Application as Exhibit A. All exhibits mentioned herein are incorporated by reference and may be inspected at the office of the Clerk of this Court. The Wells will withdraw water from tributary ground water sources that are in the alluvial plain of the Arkansas River. There are and will be no other water rights diverted from the Wells. Applicant proposes to augment depletions caused by the in-house uses using a portion of one share of stock it owns in the Twin Lakes Reservoir and Canal Company. The Wells will be drilled over time as build out of the Lots occurs. Application, approval, denial, or evidence of six months inaction on well permits is not necessary at this time since wells will be constructed and put into service over a period of time per Cache LaPoudre Water Users Assoc. v. Glacier View Meadows, 550 P.2d 288, 294 (Colo. 1976). All wells will be drilled pursuant to permits issued under C.R.S. § 37-90-137. All Wells shall be located within the Lots. III. Water Rights to be Used for Augmentation: A. Applicant proposes to augment depletions resulting from use of the Wells for in-house uses

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using a portion of one share of stock in the Twin Lakes Reservoir and Canal Company (“Twin Lakes”). Applicant’s share of stock in Twin Lakes is represented in Twin Lakes Share Certificate No. 8425, a copy of which is attached to the Application as Exhibit B ("Twin Lakes Share"). The Twin Lakes Share represents a pro rata interest in native Arkansas River diversions and the Independence Pass transmountain diversion system which diverts water from the headwaters of the Roaring Fork River and its tributaries in Pitkin County for storage in the Twin Lakes Reservoirs in Southern Lake County, Colorado. Twin Lakes Shares consist of direct flow and storage rights which is available for 100 percent consumptive use and reuse and is available for augmentation. The water rights producing the pro rata interest of the Applicant are described as follows: 1. Colorado River Water Rights (a) Decree: i. Case No. 3082, District Court, Garfield County, August 25, 1936. ii. Case No. W-1901, District Court, Water Division 5, May 12, 1976. (b) Priority: August 23, 1930, No. 431, (c) Source: Roaring Fork River and its tributaries, all tributaries of the Colorado River in Water Division 5, as more fully set forth in the above referenced Decrees. (d) Use: Direct flow and storage purposes, for irrigation, domestic, commercial, industrial, municipal and all beneficial uses. (e) Amount: Direct flow amount for diversions through transmountain tunnels of 625 cfs with an annual limit of 68,000 acre feet, a running ten year limit of 570,000 acre feet, and other limitations set forth in the decrees. 2. Arkansas River Water Rights (a) Decree: i. Original Decree, Case No. 2346, District Court, Chaffee County, July 14, 1913. ii. Modified, Case No. W-3965, District Court, Water Division 2, April 19, 1974. (b) Priorities: December 15, 1896, No. 3, and March 25, 1897, No. 4. (c) Source: Lake Creek and its tributaries tributary to the Arkansas River. (d) Use: Storage for irrigation, domestic, commercial, industrial and municipal purposes on any site in the Arkansas River Basin of Colorado below the Twin Lakes Reservoir which are capable of being served water by diversion from said Arkansas River. (e) Amount: 54,452 acre feet (20,645.3 acre feet -Priority No. 3; 33,806.7 acre feet - Priority No. 4). IV. Statement of Plan for Augmentation Covering All Applicable Matters Under C.R.S. §§ 37-92-103(9), 37-92-302(1) and (2), and 37-92-305(8): A. Water Demand and Depletions. Applicant seeks an augmentation plan covering depletions caused by the pumping of the Wells for in-house use in up to 28 single family residences inside either single family houses and/or duplexes on 15 Lots in the proposed Elk Trail Subdivision. As part of the purchase of the Lots and subject to availability, buyers will elect whether to utilize their Lot for a single family house or for a two family duplex and will thereafter be limited to that use. Well permits issued to each Lot will likewise be limited to this chosen use. In no event shall the number of residences within the Lots exceed 28. Each Lot will be served by one individual well. At full build out, this will result in a total of 15 in-house use wells. In-house use from the Wells will be year-round, resulting in year-round depletions. Assuming three persons per single family residence, and an average daily demand of 80 gallons per day per person, the average single family house will require 240 gallons per day, or 0.27 acre-feet per year. A duplex will be considered two single family residences. Each single family house or two family duplex will be served by an

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individual non-evaporative septic leach field disposal system. On this basis, consumptive use for in-house use is calculated at 10 percent of annual diversions, or 0.027 acre-feet of depletions per single family residence per year. Until full build out of the Lots occurs, total annual consumptive use from the Lots will not be known. Total annual consumptive use could be as little as 0.378 acre-feet of depletions per year or a maximum of 0.756 acre-feet of depletions per year depending on what use each eventual Lot owner elects or can elect. B. Operation of Plan for Augmentation. Well pumping will occur on a year round basis. The Wells will be located on average approximately 1,700 feet from the Arkansas River and will be drilled into its alluvium. Applicant’s engineer has completed a lag depletion analysis using the Glover method. The timing of the release of the Applicant’s augmentation water at the direction of the Division Engineer will be made to replace those monthly depletions as calculated in accordance with a Glover analysis. At current administrative levels, each share of Twin Lakes stock has a firm consumptive use yield of 0.78 annual acre-feet of water that can be used to replace depletions. Assuming maximum potential depletions of 0.756 annual acre-feet occur at full build out, Applicant’s one Twin Lakes Share will be adequate to replace the Applicant’s depletions from well pumping at full build out. The use of Applicant’s Share therefore fully augments the maximum potential consumptive use for the Lots by replacing actual depletions in time, place, and amount. Build out of the Lots will occur over time, with full build out not occurring for some time. In the interim, therefore, Applicant reserves the right to lease any unused portion of the Share until needed to replace actual depletions under this augmentation plan. Applicant also reserves the right to retain and exclude from this augmentation plan any portion of the Share not needed to replace depletions after full build out occurs. V. Name and Address of Owners of Land on which Structures Will Be Located: The land, referred to herein as the Lots, on which the Wells will be located and upon which the water will be placed to beneficial use is all owned by the Applicant. The address of the Applicant is as set forth above. VI. Additional Terms and Conditions that Will Help in the Administration of this Augmentation Plan Include the Following: A. Compliance with the bylaws of the Twin Lakes Reservoir and Canal Company relative to submission of the shares of stock for legending restrictions on sale or transfer, and a specific restriction that only that amount of water that is actually available for replacement purposes from the shares of stock will be available for this plan. At the direction of the Division Engineer, additional shares of stock in the Twin Lakes Reservoir and Canal Company may be added to this plan without an amendment to the plan being necessary. B. An existing exempt domestic well, Permit No. 144374 (“Existing Exempt Domestic Well”), is located on Lot 8 of the Property. Upon successful approval and decree of this augmentation plan, Applicant shall re-permit the Existing Well as a non-exempt in-house use only well to be operated as one of the Wells augmented under this plan, serving as the well on Lot 8. (Application and attachments, 9 pages) ------------------------------------------------------------------------------------------------------------

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------------------------------------------------------------------------------------------------------------ CASE NO. 04CW111 – SHAW RANCH, LLC, c/o LeCompte Investments, LLLP, Charles P. LeCompte, Managing Partner, 21 Westchester Road, Newton, MA 02458 (Gary L. Greer and Doran L. Matzke, Sherman & Howard, LLC, Attorneys for Applicants, 633 – 17th Street, #3000, Denver, CO 80202) Application for Surface Water Right and Water Storage Rights El Paso County Applicant is the owner of the Shaw Ranch, which is located in Sections 19, 20, 21, 29, 30, 31, & 32, T. 12 S., R. 63 W., 6th P.M. and in Sections 24 and 25, T. 12 S., R. 64 W., 6th P.M., El. Paso County Colorado. Applicant hereby makes application for the following surface water rights, water storage rights, and underground water rights. The structures are shown on the map attached to the Application as Exhibit A. All exhibits mentioned herein are incorporated by reference and may be inspected at the office of the Clerk of this Court. APPLICATION FOR SURFACE WATER RIGHT 2. Name of Structure: Zanger No. 3 Ditch, (1) Location: SW ¼ of the SE ¼ of Section 30, T. 12 S., R. 63 W., 6th P.M. The headgate is located approximately 1675 feet from the east line and 300 feet from the south line. (2) Source: Black Squirrel Creek, an intermittent stream that is tributary to Chico Creek, a tributary of the Arkansas River. (3) Dates of Appropriation: November 20, 1935 (absolute) for direct irrigation. This is the date a map and statement were filed with the State Engineer. December 31, 1955 (absolute) to divert water to storage in the Shaw Ranch Pond No. 1 for irrigation and stock watering. October 6, 2003 (conditional) to divert water for storage in the Shaw Ranch Pond No. 1 for fire protection, fish culture, aesthetic and recreational purposes and for augmentation and replacement. (4) How Appropriation was Initiated: The appropriation for direct flow irrigation was initiated by filing a map and statement with the State Engineer and thereafter by constructing the ditch and putting water to beneficial use for irrigation. The ditch has been used regularly until the present time. The appropriation to divert water to the Shaw Ranch Pond No. 1 for storage for irrigation and stock watering was initiated as least as early as 1955 as shown by affidavits of tenants of the ranch who used the water and by aerial photos in 1955 and subsequent years showing water in the pond and irrigation under the pond and ditch. The appropriation for fire protection, fish culture, aesthetic and recreation purposes and for augmentation and replacement was initiated on October 6, 2003 when applicant’s consultants went on the ground and developed plans and specifications for water use. (5) Amount Claimed: 5.15 c.f.s. for each use and priority. (6) Uses: Irrigation, stock watering, fire protection, fish culture, aesthetic and recreational purposes and for augmentation and replacement. Water is and will be diverted in priority and used directly for irrigation and conveyed to storage in the Shaw Pond No. 1 for irrigation, stock watering, fire protection, fish culture, aesthetic and recreational purposes and for augmentation and replacement. With respect to storage for fish culture, fire protection, aesthetic and recreational purposes and for augmentation and replacement, Applicant seeks conditional water rights and priorities for the rate of flow indicated with the date of appropriation indicated.

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APPLICATION FOR WATER STORAGE RIGHTS 3. Names of Reservoirs: A. Shaw Ranch Pond No. 1 (1) Shaw Ranch Pond No. 1 is located in the SW ¼ of the SW ¼ of Section 29, T. 12 S., R. 63 W., 6th P.M. The outlet is located 1450 feet from the west line and 125 feet from the south line. (2) Source: Black Squirrel Creek by diversions from the Zanger No. 3 Ditch and an unnamed draw and springs tributary to Black Squirrel Creek. (3) Date of Appropriation: December 31, 1955 (absolute) for irrigation and stock watering. October 6, 2003 (conditional) for fire protection, fish culture, aesthetic and recreational purposes and for augmentation and replacement. (4) How Appropriation was Initiated: Appropriation for irrigation and stock watering was initiated at least as early as 1955 as shown by affidavits of tenants of the ranch who used the water and by aerial photos in 1955 and subsequent years showing water in the pond and irrigation under the ditch and pond. The appropriation for fire protection, fish culture, aesthetic and recreation purposes and for augmentation and replacement was initiated on October 6, 2003 when applicant’s consultants went on the ground and developed plans and specifications for water use. (5) Amount: 180 acre-feet, together with the Zanger No. 3 Ditch, based on 60 acres that were historically irrigated. (6) Uses: Irrigation, stock watering, fire protection, fish culture, aesthetic and recreational purposes and augmentation and replacement. (7) Surface Area at High Water Line: Unknown. (8) Maximum Height of Dam: less than 10 feet. B. Shaw Ranch Pond No. 2 (1) Location: Shaw Ranch Pond No. 2 is located in the NE ¼ of the NW ¼ of Section 29, T. 12 S., R. 63 W., 6th P.M. with the discharge pipe in the dam being approximately 650 feet from the north line and 2375 feet from the west line. (2) Source: Springs tributary to Black Squirrel Creek. (3) Date of Appropriation: December 31, 1955 (absolute) for irrigation and stock watering. October 6, 2003 (conditional) for fire protection, fish culture, aesthetic and recreational purposes and augmentation and replacement. (4) How Appropriation was Initiated: Appropriation for irrigation of 80 acres of pasture and stock watering was initiated as least as early as 1955 as shown by affidavits of tenants of the ranch who used the water and by aerial photos in 1955 and subsequent years showing water in the pond. The appropriation for fire protection, fish culture, aesthetic and recreation purposes and for augmentation and replacement was initiated on October 6, 2003 when applicant’s consultants went on the ground and developed plans and specifications for water use. (5) Amount: 240 acre-feet. (6) Uses: Irrigation, stock watering, fire protection, fish culture, aesthetic and recreational purposes and augmentation and replacement. (7) Surface Area at High Water Line: Unknown. (8) Maximum Height of Dam: less than 10 feet. Wherefore Applicant respectfully requests the entry of a ruling, judgment and decree awarding to applicant the absolute and conditional water rights and water storage rights described hereinabove. (Application and attachments, 7 pages) ------------------------------------------------------------------------------------------------------------

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------------------------------------------------------------------------------------------------------------ CASE NO. 04CW112 – ROBERT E. STUEMKY, 1500 Cedarwood Road, Rye, CO 81069 Application for Underground Water Right Pueblo County 2. Name of well and permit, registration or denial number: #218528. 3. Legal description of well: Pueblo County, NW ¼ of the NW ¼ Section 25, Township 24 South, Range 65 West, 6th P.M., 200 feet from the North line and 200 feet from the West line. Street Address: 1500 Cedarwood Road, Rye, CO 81069. 4. A. Source: Cheyenne (Evaluation Report attached. All exhibits mentioned herein are incorporated by reference and may be inspected at the office of the Clerk of this Court.) B. Depth: 705 (Construction log attached to application). 5. A. Date of appropriation: 6/15/99 (Date application received); 6/24/99 (Issue Date). B. How appropriation was initiated: Well Permit #218528. C. Date water applied to beneficial use: 8/20/00 (Pump Installation Date). 6. Amount claimed: 15 gpm Absolute. 7. If well is non-tributary: A. Name of Aquifer: Cheyenne; B. Amount claimed in acre feet annually: 3. 8. Proposed use: A. If irrigation, complete the following: (1) Number of acres historically irrigated: 1 acre; (2) Total number of acres proposed to be irrigated: 1; (3) Legal description of the land irrigated: Same parcel; (4) Area of lawns and gardens irrigated: 1 acre domestic – lawn, garden, trees. B. If non-irrigation, describe purpose fully: Fire protection, ordinary household purposes (three homes), watering of poultry, domestic animals and livestock. 9. Name and address of owner or reputed owner of the land upon which any new diversion or storage structure, or modification to any existing diversion or storage structure is or will be constructed or upon which water is or will be stored, including any modification to the existing pool: Applicant. 10. Remarks: Planned cluster development across Cedarwood Road. (Application and attachments, 6 pages) ------------------------------------------------------------------------------------------------------------ CASE NO. 04CW113 – DONALA WATER AND SANITATION DISTRICT (District), 15850 Holbein, Colorado Springs, CO 80921 (Frederick A. Fendel, III and Scott M. Huyler, Petrock & Fendel, P.C., Attorneys for Applicant, 700 Seventeenth Street, Suite 1800, Denver, CO 80202) Application for Alternate Point of Diversion for Nontributary Groundwater El Paso County 2. Decree information: Case No. 95CW111, District Court, Water Division 2, as entered on August 27, 1997. In that decree, Applicant’s Well 2A (Permit No. 27229-F) which is decreed and permitted to withdraw 294 acre-feet per year of nontributary Arapahoe aquifer groundwater, and Applicant’s Well 3A (Permit No. 34671-F) which is decreed and permitted to withdraw 272 acre-feet per year of nontributary Arapahoe aquifer groundwater, were designated as alternate points of diversion for each other. Wells 2A and 3A, are also alternate points of diversion to withdraw an additional 259 acre-feet per year of nontributary Arapahoe aquifer groundwater associated with Applicant’s Well 1 (Permit No.

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16140-F). The decree allows withdrawal of a total of 825 acre-feet per year of nontributary Arapahoe aquifer groundwater through one or a combination of Wells 2A and 3A. In Case No. 03CW85, Well 4A was designated as an alternate point of diversion for Wells 2A and 3A. The wells are located within the boundary of the District. The present boundaries of the District are generally in parts of Section 1, T12S, R67W; Section 6, T12S, R66W; and Sections 20, 21, 28, 29, 31, and 32, T11S, R66W, 6th P.M., as shown on Attachment A to the application. All attachments mentioned herein are incorporated by reference and may be inspected at the office of the Clerk of this Court. 4. Proposed alternate point of diversion: Applicant requests an alternate point of diversion well, in addition to well 4A, for the groundwater described above. The new alternate point of diversion well will be designated as Well 9A, will be located within the boundary of the District in the SW1/4NE1/4 of Section 1, T12S, R67W of the 6th P.M., and will be subject to the volumetric limits for Wells 2A, 3A, and 4A. The flow rate for Well 9A will not exceed 750 gpm, and pumping from the four wells at one time will not exceed a combination of 1025 gpm. (Application and attachments, 4 pages) ------------------------------------------------------------------------------------------------------------ CASE NO. 04CW114 – NEWDALE VENTURES, LLP, P. O. Box 766, Rocky Ford, CO 81067 (Frederick A. Fendel, III and Matthew S. Poznanovic, Petrock & Fendel, P.C., Attorneys for Applicant, 700 – 17th Street, Suite 1800, Denver, CO 80202) Application for Water Rights and Approval of Plan for Augmentation, Including Exchange Otero County APPLICATION FOR WATER RIGHTS 2. Structure: Newdale Well No. 1. 2.1 Location: NE¼ of SE¼ of Sec. 17, T 23S, R56W, 6th P.M. 30 feet from east line and 1980 feet from south line of Section 17. 2.2 Source: Groundwater tributary to the Arkansas River. 2.3 Amount: 800 gpm. 2.4 Uses: Irrigation and livestock watering. 2.5 Priority date: December 29, 2004. 2.6 Permit: Application to be filed. 2.7 The appropriation was initiated by action of the Applicant and the filing of this application. 3. Structure: Newdale Well No. 2. 3.1 Location: In SE¼ of SW¼ of Sec. 21, T 23S, R56W, 6th P.M. 1810 feet from west line and 1240 feet from south line of Section 21. 3.2 Source: Ground water tributary to the Arkansas River. 3.3 Amount: 800 gpm. 3.4 Uses: Irrigation and livestock watering. 3.5. Priority Date: December 29, 2004. 3.6 Permit: Application to be filed. 3.7The appropriation was initiated by action of the Applicant and the filing of this application. 4. Structure: Newdale Well No. 3. 4.1 Location: In SW¼ of SW¼ of Sec. 34, T 23S, R56W, 6th P.M. 1180 feet from west line and 390 feet from south line of Section 34. 4.2 Source: Ground water tributary to the Arkansas River. 4.3 Amount: 800 gpm. 4.4 Uses: Irrigation and livestock watering. 4.5 Priority Date: December 29, 2004. 4.6. Permit: Application to be filed. 4.7 The appropriation was initiated by action of the Applicant and the filing of this application. 5. Structure: Newdale Well No. 4. 5.1 Location: In NE¼ of SE¼ of Sec. 34, T 23S, R56W, 6th P.M. 1400 feet from east line and

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2370 feet from south line of Section 34. 5.2 Amount: 800 gpm. 5.3 Source: Ground water tributary to the Arkansas River. 5.4 Uses: Irrigation and livestock watering. 5.5 Priority Date: December 29, 2004. 5.6 Permit: Application to be filed. 5.7 The appropriation was initiated by action of the Applicant and the filing of this application. 6. To the extent water is used while this application is pending, the Applicant may claim a portion of the above-described water rights as absolute. PLAN FOR AUGMENTATION 7. Structures to be augmented: The Newdale Well Nos. 1 - 4 described above. 8. Source of Augmentation Water: The City of Aurora. Aurora owns numerous water rights decreed for multiple uses, including irrigation and use by augmentation. A list of Aurora’s water rights that may be used in this plan is filed with the application as Exhibit A. All exhibits mentioned herein are incorporated by reference and may be inspected at the office of the Clerk of this Court. 9. Statement of plan for augmentation: Water from the wells will be used to irrigate the parcels shown on the map filed with the application as Exhibit B, using drip irrigation systems. 100% of the water applied will be considered consumed and will be augmented. The timing of depletions will be calculated, and augmentation water will be released to the affected location on the Arkansas River as required to prevent injury. Aurora has contracted to furnish up to 0.5 acre feet of augmentation water per acre irrigated, to permit irrigation for up to 10 years. Pumping will be limited so depletions do not exceed the available augmentation supply. 10. Other: The lands irrigated were formerly irrigated with water from the Rocky Ford Ditch, the right to which was changed to municipal and other uses in Case No. 99CW169(A). The decree in 99CW169(A) permits irrigation of the land with well water pursuant to an approved temporary water supply or substitute supply, or pursuant to a Water Court-approved permanent plan for augmentation, a substitute supply plan approved by the State Engineer, or a statutorily-authorized water banking arrangement. 11. Owner of land on which structures are located: 11.1 Newdale Well No. 1: Hal Holder, 27526 County Road 18.75, Rocky Ford, CO 81067. 11.2 Newdale Well Nos. 2, 3 and 4: Applicant. WHEREFORE, Applicant prays for a decree approving its water rights and plan for augmentation and for such other and further relief as may be warranted. (Application and attachments, 7 pages) ------------------------------------------------------------------------------------------------------------ CASE NO. 04CW115 – DWIGHT E. PROCTOR, 24625 County Road 23, La Junta, CO 81050 (Frederick A. Fendel, III and Matthew S. Poznanovic, Petrock & Fendel, P.C., Attorneys for Applicant, 700 Seventeenth Street, Suite 1800, Denver, CO 80202) Application, as amended, for Change of Water Right Otero County CHANGE OF WATER RIGHT 2. Water Right to be Changed: Proctor Feed Yards Well No. 4, Permit #22332F. 3. Description of Water Right from Original Decree: A. Original Decree: W-1847. B. Location: SW¼NW¼, §8, T23S, R56W, 6TH P.M., Otero

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County. C. Priority date: March 17, 1965. D. Amount: 1.11 cfs. E. Use: Irrigation of 137 acres in NW¼, §8. Water from the Rocky Ford Ditch was also used on the same land. 4. Description of Change: A. New point of diversion: The Proctor Feed Yards Well No. 4, with Structure ID 1705603, shall be relocated from the existing decreed point of diversion to the point of diversion for an existing well with Structure ID 1705581 (the “Campbell Dunn Well”) originally decreed for irrigation in Case No. W-1089, and later changed to exempt domestic use only in Case No. W-1530, located in the SW ¼ of the SW ¼ of §22, T23S, R56W of the 6th P.M. at a point 1310 feet from the south section line and 54 feet from the west section line of §22. B. New place of use: 100 acres in the S ½ of §22, T23S, R56W, 6th P.M. as shown on Figure 1 attached to the Application. All exhibits mentioned herein are incorporated by reference and may be inspected at the office of the Clerk of this Court. C. Consistent with the Amended Rules and Regulations Governing the Diversion and Use of Tributary Ground Water in the Arkansas River Basin, Colorado, future use of this water right shall require augmentation. This water right will be fully augmented through a separately approved plan for augmentation or substitute water supply plan. 5. Owners of land on which structures are located: A. Proctor Feed Yards Well No. 4: Proctor Feed Yards, Inc., 29310 Road 16, Rocky Ford, CO 81067. B. Campbell Dunn Well: Applicant. WHEREFORE, Applicant Dwight E. Proctor prays that this Court enter a decree granting this application and for a finding that the change requested herein will not injuriously affect other owners or users of vested or conditional water rights, and for such other relief as may be appropriate. (Amended Application and attachment, 4 pages) ------------------------------------------------------------------------------------------------------------ CASE NO. 04CW116 – JOE HUBER, 11445 Buckskin Lane, Black Florest, CO 80908 (Steven T. Monson and Chris D. Cummins, Felt, Monson & Culichia, LLC, Attorneys for Applicant, 319 North Weber Street, Colorado Springs, CO 80903) Application, as amended, for Surface Water Storage Right and for Approval of Plan for Augmentation El Paso County II. APPLICATION FOR SURFACE WATER STORAGE RIGHT. Applicant desires to adjudicate one surface water storage right in El Paso County, Colorado, for an existing reservoir upon Applicant’s Property. A. Name of Structure: Joe’s Pond. B. Legal Description of Structure: The center of the dam is located in the SE1/4 SE1/4, Section 33, Township 11 South, Range 64 West, 6th P.M., being approximately 1168 feet west of the east line of said section 33, and 1625 feet north of the south line of said section 33. C. Source: The source for the filling and maintenance of this on-channel pond is Hay Creek, tributary to Black Squirrel Creek, tributary to the Arkansas River. D. Appropriation: The Applicant’s right in Joe’s Pond was appropriated on August 5, 2002 with the purchase of the property upon which the existing reservoir was located and by the use of the reservoir to the beneficial uses requested herein on that date. E. Amount Claimed: 7.73 acre feet absolute, with the right to fill and

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refill, and freshening flows. F. Use or Proposed Uses: Recreation, fish propagation, stock water, wetlands, wildlife habitat and fire protection. Wetlands and Wildlife Habitat uses are limited to the surface of the pond itself and its immediate perimeter. G. Reservoir Specifications: Joe’s Pond has a maximum surface area at the high water line of approximately 2.2 acres. The maximum height of the dam is approximately 10 feet and the length of the dam is approximately 765 feet. H. Total Capacity of Pond: Approximately 7.73 acre feet, all of which is dead storage. I. Land Ownership: The land upon which all points of diversion and places of use are located is owned by the Applicant set forth in Section I of this Application, which consists of approximately 80 acres and is described in Exhibit A attached to the Amended Application (“Applicant’s Property”). All exhibits mentioned herein are incorporated by reference and may be inspected at the office of the Clerk of this Court. A map of the general vicinity of the Applicant’s Property is attached to the Amended Application as Exhibit B. III. PLAN FOR AUGMENTATION. A. Structures to be Augmented. The structure to be augmented is Joe’s Pond, as applied for in this Application. B. Water Rights to be Used for Augmentation. The water rights to be used for augmentation are Applicant’s ground water rights in the nontributary Denver and Arapahoe aquifers of the Denver Basin which underlie Applicant’s Property, as described in Exhibit A, totaling approximately 80 acres. The quantifications of the Applicant’s Denver Basin ground water rights under the Applicant’s Property have been filed with the Colorado Ground Water Commission as Receipt Nos. 0533027A, B, C and D, pursuant to C.R.S. §37-90-107(7) and are currently pending. Attached to the Application as Exhibit C are copies of the applications for the Denver and Arapahoe aquifers. One of the permitted uses requested in the Applications for Determination of Ground Water Rights is for augmentation. Applicant will be able to use up to 98 percent of the annual appropriations from the Denver and Arapahoe Aquifers, as determined by the Ground Water Commission, for augmentation under this plan. C. Statement of Plan for Augmentation. The Applicant will drill one or more Denver or Arapahoe aquifer wells upon Applicant’s Property and divert water therefrom directly into Joe’s Pond for augmentation of any out of priority depletions from Hay Creek at such times as a senior call is in place. Those depletions from Hay Creek will consist of evaporation from the surface area of Joe’s Pond and may also consist of diversions to fill and refill the pond. The total surface area of Joe’s Pond is approximately 2.2 acres at the high water line. The Applicant’s engineer has determined the net evaporative depletions based on the application of local climate data to the standards of the State Engineer’s Office for the determination of pond evaporation. Based thereon, the net evaporation from the surface area of Joe’s Pond is determined to be approximately 2.62 acre feet per acre of exposed surface area. The net annual evaporative depletions from Joe’s Pond will therefore be approximately 5.76 acre feet. The annual evaporative depletions shall be allocated on a monthly basis and applied to the actual total surface area of the pond, up to the maximum surface acreage of the pond, to determine the monthly evaporation depletion. These evaporative depletions will be replaced by pumping into the pond a like amount of nontributary groundwater

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from the Denver or Arapahoe aquifers underlying the Applicant’s Property under this Decree and the Determination of the Ground Water Commission in Receipt Nos. 0533027A, B, C and D. As an alternative to augmentation, Applicant may also pass inflows through the ponds and make releases or lower the pond levels, as necessary to the extent of any out of priority evaporative depletions. IV. REMARKS. The Applicant will comply with requirements for the relinquishment of the right to consume no more than two percent of the amount of the nontributary ground water withdrawn from its Denver and Arapahoe aquifers for augmentation. The Applicant will further comply with the terms and provisions of the Determination of Ground Water by the Colorado Ground Water Commission and any well permits issued thereunder. (Amended Application, 11 pages) ------------------------------------------------------------------------------------------------------------ CASE NO. 04CW117 – DELLACROCE RANCH, LLC, Raymond and Robert Dellacroce, 18 Second Street, Colorado Springs, CO 80906 (All pleadings should be directed to: Kevin J. Kinnear, Porzak Browning & Bushong, LLP, Attorneys for Applicant, 929 Pearl Street, Suite 300, Boulder, CO 80302) Application for Underground Water Rights from the Denver Basin Aquifers El Paso County, Colorado 2 Jurisdiction. The Water Court has jurisdiction over the subject matter of this application pursuant to C.R.S. §37-92-302(2) and §37-90-137(6). 3. Well Permits: Well permits for the subject wells will be obtained before such wells are constructed. 4. Legal Description of Wells and Subject Property: The wells which will withdraw groundwater from the not nontributary Dawson, Denver, and Arapahoe aquifers and the nontributary Laramie-Fox Hills aquifer will be at any location on approximately 727.22 acres of land owned by Applicant, consisting of five (5) parcels in portions of Sections 26, 27, 34, and 35, Township 11 South, Range 67 West of the 6th P.M. (the “Subject Property”). The legal description of the Subject Property is set forth on Exhibit A attached to the Application. All exhibits mentioned herein are incorporated by reference and may be inspected at the office of the Clerk of this Court. Applicant waives any 600 foot spacing rule as described in C.R.S. §37-90-137(2) for wells located on the Subject Property. 5. Source and Depth: The source of the groundwater to be withdrawn from the Dawson, Denver, and Arapahoe aquifers is not nontributary water as defined in C.R.S. §37-90-103(10.7). The groundwater to be withdrawn from the Laramie-Fox Hills aquifer is nontributary water as defined in C.R.S. §37-90-103(10.5). Each well will be completed to the bottom of the aquifer into which it is drilled. For the purpose of the decree herein, Applicant will use the well depths estimated in the State Engineer’s related determination of facts. 6. Estimated Amounts and Rate of Withdrawal: Applicant claims the right to withdraw all of the groundwater in the Dawson, Denver, Arapahoe and Laramie-Fox Hills aquifers underlying the Subject Property. Applicant claims the right to withdraw 1% of the total decreed entitlement from each aquifer each year; provided that, for each aquifer, Applicant claims the right to withdraw through wells in the same aquifer, including any additional wells, an amount of water in excess of the amount decreed for average annual withdrawal from that aquifer, so long as the

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sum of the total volume of water withdrawn from said wells does not exceed the product of the number of years since the date of issuance of the original well permits or the date of entry of a decree herein, whichever occurs first, times the average annual amount of withdrawal which Applicant is entitled to withdraw from that aquifer. The wells will withdraw the subject amounts of groundwater at rates of flow necessary to efficiently withdraw the entire decreed amounts. Applicant believes the average annual amounts of withdrawal available from the subject aquifers are as estimated below:

Dawson Aquifer Parcel Acres Sat. M SY Af/Yr 1 320.0 (1) 50 .20 32.0 NNT 2 53.02 90 .20 9.5 NNT 3 22.63 50 .20 2.3 NNT 4 2.81 50 .20 0.3 NNT 5 0.08 90 .20 0 NNT Total: 398.54 44.1 NNT = Not Nontributary (1) Dawson does not exist under some of the property.

Denver Aquifer

Parcel Acres Sat. M SY Af/Yr 1 648.68 330 .17 363.9 NNT 2 53.02 450 .17 40.6 NNT 3 22.63 450 .17 17.3 NNT 4 2.81 450 .17 2.1 NNT 5 0.08 375 .17 0 NNT Total: 727.22 423.9 NNT = Not Nontributary

Arapahoe Aquifer

Parcel Acres Sat. M SY Af/Yr 1 560 (2) 350 .17 333.2 NNT 2 0 (2) 320 .17 0 NNT 3 0 (2) 315 .17 0 NNT 4 0 (2) 325 .17 0 NNT 5 0 (2) 360 .17 0 NNT Total: 560.0 333.2 NNT = Not Nontributary (2) Acreage adjusted for pre-S.B. 213 Well No. 17483-F

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Laramie-Fox Hills Aquifer

Parcel Acres Sat. M SY Af/Yr 1 648.68 200 .15 194.6 NT 2 53.02 200 .15 15.9 NT 3 22.63 200 .15 6.8 NT 4 2.81 200 .15 0.8 NT 5 0.08 200 .15 0 NT Total: 727.22 218.1 NT = Nontribrutary

Only 398.54 acres is underlain by the Dawson aquifer; under the remaining 328.68 acres, the Dawson aquifer has been eroded and does not exist. The acreage associated with the Arapahoe aquifer has been reduced due to the presence of a pre-Senate Bill 213 well located northeast of the Subject Property (Well No. 17483-F). Accordingly, 1019.3 acre feet per year may be withdrawn from the Subject Property, of which 218.1 is nontributary, and 801.2 is classified as not nontributary and requires approval of a plan for augmentation. As additional data is obtained, different aquifer characteristics and saturated thicknesses may be shown. Applicants reserve the right to revise the above estimates based on new data and to adjust the above estimates without the necessity of amending or republishing this application. 7. Well Fields. Applicants may need to construct additional wells to recover the entire amount of water available to it from the subject aquifers. As additional wells are required, well permit applications therefor will be filed and issued in accordance with C.R.S. §37-90-137(10). Applicants request that all wells, including additional wells, located on the Subject Property that are completed in the same aquifer be allowed to operate as a “well field” pursuant to the Statewide Nontributary Ground Water Rules, 2 CCR 402-7, Rule 4.A.1 and Rule 4. 8. Proposed Uses. Applicants seek the right to use, reuse, successively use, lease, sell or otherwise dispose of the water withdrawn from the subject aquifers for domestic, industrial, commercial, irrigation, livestock watering, recreational, fish and wildlife, fire protection, and any other beneficial purposes. Such water will be produced for immediate application for such uses, both on and off the Subject Property; for storage and subsequent application for such uses; for exchange purposes; for replacement of depletions resulting from the use of water from other sources, and for augmentation purposes, including taking credit for all return flows resulting from the use of said water as augmentation for or as an offset against any out of priority tributary or not nontributary depletions. Applicants claim the right to use, reuse, and successively use to extinction and/or take return flow credit for 100% of the groundwater that is the subject of this application. 9. Augmentation Plan. Applicants seek a determination that no augmentation plan is required with respect to water withdrawn from the nontributary Laramie-Fox Hills aquifer, subject to the 2% relinquishment requirement of Rule 8 of the Denver Basin Rules, 2 CR 406-2. Prior to withdrawing water from the not nontributary Dawson, Denver, and Arapahoe aquifers, as adjudicated herein, Applicants will seek approval of a plan for augmentation pursuant to CRS §37-

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90-137(9)(c)(1). 10. Ownership and Encumbrances. Applicant is the record owner of the Subject Property. 11. Certification of Notice Requirement. There is one deed of trust encumbering the Subject Property. Accordingly, the undersigned certifies that he has provided notice of, and subsequently provided a copy of this application to the beneficiary of said deed of trust in accordance with CRS §37-92-302(2)(b). WHEREFORE, Applicant seeks entry of a decree: (A) Granting this application, confirming the water rights claimed herein and determining that no findings of reasonable diligence are required with respect to such water rights; (B) Retaining jurisdiction pursuant to CRS §37-92-305(11) to provide for the adjustment of the annual amount of withdrawals allowed to conform to actual local aquifer characteristics from adequate information obtained from well drilling to test holes; (C) Determining that the groundwater underlying the Subject Property in the Dawson, Denver, and Arapahoe aquifers is not nontributary; (D) Determining that the groundwater underlying the Subject Property in the Laramie Fox Hills aquifer is nontributary groundwater and can be withdrawn and used without a plan of augmentation; (E) Granting such other and further relief as may be appropriate. (Exhibit A -- Legal Description attached to original application). (Application and attachments, 14 pages) ------------------------------------------------------------------------------------------------------------ CASE NO. 04CW118 – FOUNTAIN VALLEY SCHOOL, Applicant, Philip F. Blum, Business Manager, Fountain Valley School of Colorado, 6155 Fountain Valley School Road, Colorado Springs, CO 80911; and FOUNTAIN MUTUAL IRRIGATION COMPANY (“FMIC’), Co-Applicant, c/o Gary L. Steen, P.E., P. O. Box 75292, Colorado Springs, CO 80906 (Steven T. Monson, Felt, Monson & Culichia, LLC, Attorneys for Applicants, 319 North Weber Street, Colorado Springs, CO 80903) Application For Water Storage Right, Surface Water Rights, Changes Of Water Rights And Plan For Augmentation El Paso County II. GENERAL STATEMENT OF PLAN. Applicant is a Colorado non-profit corporation that owns and operates a private school upon its El Paso County property located in the South ½ of Section 7, W1/2 of Section 17 and in Section 18, Township 15 South, Range 65 West, 6th P.M., which property is more particularly identified in the Exhibit A map attached to the Application (“Applicant’s Property”). All exhibits mentioned herein are incorporated by reference and may be inspected at the office of the Clerk of this Court. The school grounds and its athletic and event fields are irrigated by means of diversions of water from Fountain Valley School Well No. 10 (“FVS No. 10") owned by Applicant and located upon the Applicant’s Property. FVS No. 10 is a nonexempt well that has a well permit and decree for irrigation purposes upon the school grounds. Applicant also has a small recreational type of pond located upon the school grounds of approximately one acre in surface size which is fed by developed springs. By this Application, the Applicant seeks to adjudicate the pond and spring structures and to then augment the irrigation depletions and the evaporative depletions from the pond through the use and commitment of shares

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in Fountain Mutual Irrigation Company (“FMIC”). FMIC is a Co-Applicant in this case only for purposes of protecting the company’s interests under the proposed use of the FMIC shares. The Applicant’s in-building water usage is supplied by Widefield and is not a part of this application. III. APPLICATION FOR SURFACE WATER RIGHTS. A. Name of Structure. Fountain Valley School Springs (“FVS Springs”). B. Legal Description. The FVS Springs are a series of springs located near the center of Section 18, Township 15 South, Range 65 West, 6th P.M. in the area of the Applicants school building as shown on the Exhibit A map. The most up gradient point of the spring area is located in the SE1/4 NW1/4 of said Section 18 being 2,400 feet from the west line and 2,200 feet from the north line of said Section 18. C. Source. The source for the springs are the tributary flows of an unnamed drainage, tributary to Cruse Gulch, tributary to Fountain Creek, tributary to the Arkansas River. D. Appropriation. The appropriation was initiated in the summer of 1938 through the development of the springs by the construction of the drainage and collection system in a manner consistent with C.R.S. §37-92-103(14)(b) where spring flows were originating on the ground surface. Water was applied to beneficial use at that time. E. Amount Claimed. 200 gallons per minute. F. Use. The uses of the springs are for recreation, fish propagation, irrigation, flood control, and the creation and maintenance of wildlife and wetlands habitat within the immediate high water line of FVP Pond. The irrigation use is for the irrigation of school grounds and athletic fields within Section 18 of the Applicant’s Property, as shown on the Exhibit A map attached to the Application. G. Land Ownership. The land upon which the FVS Springs are located and used is owned by the Applicant. H. Additional Information. Diversions are made from the FVS Springs to the FVS Pond to maintain pond levels and are also used directly in the Applicant’s irrigation system for school grounds. The evaporation and irrigation depletions are to be replaced under the plan for augmentation. IV. APPLICATION FOR WATER STORAGE RIGHTS. A. Name of Structure. Fountain Valley School Pond (“FVP Pond”). B. Legal Description. The dam for this pond is located in the SW1/4 NE1/4 of Section 18, Township 15 South, Range 65 West of the 6th P.M., with the center of the dam being approximately 2,350 feet from the east line of said section and 1,500 feet from the north line of said section. C. Source. The sources for the pond are the FVS Springs, underlying springs, and the surface flows of an unnamed drainage, tributary to Cruse Gulch, tributary to Fountain Creek, tributary to the Arkansas River. D. Appropriation. The appropriation was initiated in the summer of 1938 by the construction of the dam to impound the diverted surface water and spring flows. Water was applied to beneficial use on that date. E. Amount of Water Claimed. The amount of 6.0 acre feet storage, absolute, is claimed for this pond with the filling of the pond from the developed springs at a maximum rate of approximately 180 gpm, absolute. The Applicant claims the right to fill and refill the pond. F. Uses. The uses of this pond and spring are for recreation, fish propagation, fire protection, flood control, and the creation and maintenance of wildlife and wetlands habitat within the immediate high water line of the pond. There is no irrigation from the pond. G. Pond Specifications. The maximum

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surface area at the high water line of this pond is 1.0 acre. The maximum height of the dam to the outlet structure is 9 feet and the length of the dam is 330 feet. H. Pond Capacity. The total capacity of the pond is 6.0 acre feet, which is all dead storage. The above pond specifications are estimates based on field observations. I. Land Ownership. The land upon which the pond is located is owned by the Applicant. J. Additional Information. The evaporative depletions from maintaining the pond levels are to be replaced as set forth in the plan for augmentation. V. PLAN FOR AUGMENTATION/CHANGES OF WATER RIGHTS. A. Structures to be Augmented. The structures to be augmented are the FVS Pond and FVS Springs as set forth in Sections III and IV of this Application and FVS Well No. 10. FVS Well No. 10 was decreed on December 29, 1971 in Case No. W-347 by the District Court for Water Division 2, State of Colorado. This well is located in the NW1/4 of the SE1/4 of Section 18, Township 15 South, Range 66 West of the 6th P.M., and is permitted and decreed for 197 gpm for domestic purposes and the irrigation of the Fountain Valley School grounds in the E1/2 of said Section 18. This well has been permitted as No. 4593RR by the Colorado Division of Water Resources. B. Water Rights to be Used for Augmentation. The water rights to be used for augmentation are 130 shares of FMIC. FMIC diverts its water to the Fountain Mutual Ditch from Fountain Creek, tributary to the Arkansas River, at its headgate located in the SW 1/4 of Section 20, Township 14 South, Range 66 West, 6th P.M. FMIC's water rights were originally decreed for irrigation purposes. Those water rights have been the subject of numerous change actions and plans for augmentation. FMIC water rights are decreed as follows:

DIRECT FLOW Fountain Creek Priority No. Priority Date Decree Date Total Decree (cfs) 4 9/21/1861 3/6/1882 9.84 (5.38)1 7 4/1/1862 3/6/1882 1.125 11 2/1/1863 3/6/1882 16.69 17 12/31/1863 3/6/1882 4.25 (2.125)2 21 12/31/1864 3/6/1882 4.65

1 FMIC's interest in Priority No. 4 is 5.38 cfs. The amount of 1.73 cfs was changed on application of Security Water District in Case No. 90CW28. In addition to the 5.38 cfs, FMIC claims the right to divert any of the remaining 2.73 cfs decreed to this priority which is not used by the other owners thereof.

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

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28 12/31/1866 3/6/1882 8.48 29 12/31/1867 3/6/1882 9.68 41 9/21/1874 3/6/1882 17.05 168 1/31/1903 6/2/1919 343.2

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

Fountain 3/18/1903 6/2/1919 10,000 C. Historic Use. FMIC water rights have been decreed for use in numerous other changes of water rights and plans of augmentation. In those previous cases, this court has determined that each share of FMIC has historically yielded on the average the equivalent of 0.7 acre feet of net replacement or consumptive use water each year, which number represents a portion of the farm headgate delivery. These findings have been previously established by this court, without limitation, in the decrees in Case Nos. 90CW28, 95CW3, 90CW7, 99CW146, 00CW152 and 01CW153, Water Division 2. The replacement or augmentation credit allowed to FMIC water rights, as also determined in prior cases, is a percentage of the FMIC actual delivery to its shareholders computed on the basis of the following table.

FMIC REPLACEMENT CREDIT Replacement Credit as a Percentage

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

This historical consumptive use of FMIC shares was affirmed in Case No. 95CW3 which findings, together with other recent decrees, are binding as a matter of res judicata. Williams v. Midway Ranches Property Owners Association, Inc., 938 P.2d 515 (Colo. 1997). This same historic consumptive use was most recently affirmed in Case Nos. 00CW152 and 01CW153 decreed on August 29, 2001 and May 15, 2002, respectively. There have been no material changed circumstances since these last decrees to modify these historic consumptive use determinations. Applicants request that the Court find that each FMIC share has historically yielded on the average the equivalent of 0.7 acre feet of net replacement or consumptive use water each year, which number represents a portion of farm headgate delivery. For the Applicant’s 130 shares, this represents an average consumptive use of 91 annual acre feet which may be

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used for replacement water under this plan. The total amount of consumptive use under the FMIC water rights varies from year to year based upon the amount of water available for diversion under those rights. Therefore, the actual consumptive use available from such shares shall be based on actual in-priority diversions applied to the above monthly replacement credits schedule. As Applicant relies upon these prior determinations, diversion records and a map are not submitted. D. Statement of Plan for Augmentation. The consumptive use attributable to Applicant’s 130 shares of FMIC shall be committed to this plan of augmentation to replace the out of priority depletions associated with FVS Well No. 10, FVS Pond and FVS Springs. Diversions from FVS Well No. 10 for the irrigation of school grounds and athletic fields is presently through a sprinkler system, with a small amount of irrigation by direct application from hoses, which Applicant considers to have a well head depletion of 85 percent of diversions with return flows of 15 percent of the amount diverted being returned to the same ground water system. Diversions from the FVS Springs can also be added to the sprinkler system for irrigation use by bypassing the pond. Applicant’s out of priority depletions from the irrigation of school grounds and fields shall not exceed the consumptive use available under its FMIC shares. The maximum surface of FVS Pond is 1.0 acre at its full water line. Evaporative depletions have been determined by the Applicant’s engineer based on an application of local climate data to the standards of the State Engineer’s Office for the determination of pond evaporation. The net evaporative depletions have thereby been determined to be approximately 3.83 annual acre feet per acre of surface area, resulting in net evaporative depletions from FVS Pond of 3.83 annual acre feet. These annual net evaporative depletions shall be allocated on a monthly basis as generally set forth in Exhibit B and applied to the actual total surface area of the pond, up to its maximum surface acreage, to determine the monthly evaporative depletions. These evaporative depletions shall be replaced by the consumptive use from Applicant’s FMIC shares at times when FVS Pond and FVS Springs are out of priority. As an alternative to augmentation of evaporative depletions from the pond, Applicant may also pass all out of priority inflows through the pond and make releases, or lower the pond level, as necessary, to the extent of out of priority evaporative depletions. Water available under Applicant's shares will be diverted at the headgate of the Fountain Mutual Ditch and released back to Fountain Creek at the Spring Creek Augmentation Station, and Applicant will contract with FMIC for the use of the augmentation station. The replacement credits under this plan for Fountain Mutual shares will be computed as a percentage of actual FMIC in priority diversions applied to the above monthly replacement credit schedule. Depletions from FVS Well No. 10 to Fountain Creek will be calculated by the use of the Glover analysis performed by Applicant’s engineer as generally outlined in Exhibit C attached to the Application. The release of replacement water from the FMIC water rights will be made to replace evaporative depletions, irrigation depletions from the FVS Springs, and also the irrigation well depletions as calculated in accordance with the Glover analysis for diversions from the FVS Well No. 10. Applicant’s pro rata interest in FMIC’s 10,000 acre feet of decreed storage in Big Johnson Reservoir

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will be stored in Big Johnson Reservoir, together with any excess consumptive use credits from FMIC shares dedicated for augmentation purposes. Such storage and use shall be in accordance with FMIC rules and regulations. The water so stored in Big John Reservoir is to be used as augmentation and may be delivered by means of an intraditch exchange during any month in which Applicant’s deliveries of water under its direct flow rights to the Spring Creek augmentation station may be inadequate. The intraditch exchange from Big Johnson Reservoir to the Spring Creek augmentation station will operate at any time FMIC is diverting water, except when both (a) Big Johnson Reservoir is full, and (b) the date is between November 15 and March 15. This intraditch exchange will operate from Big Johnson Reservoir, which is located in Sections 8, 17 and 18, Township 15 South, Range 65 West, 6th P.M., up the Fountain Mutual Ditch to the location of the Spring Creek augmentation station in the NE1/4 of Section 29, Township 14 South, Range 66 West, 6th P.M. As an alternative to the delivery of water to the Spring Creek augmentation station, if FMIC constructs a new augmentation station on the Fountain Mutual Ditch down gradient from Big Johnson Reservoir, Applicant’s replacements may also be made by releasing water from Big Johnson Reservoir and returning it to Fountain Creek through the new augmentation station, in addition to the intraditch exchange. Such releases can be made at any time to the extent that Applicant owns a pro rata portion of the water stored in Big Johnson Reservoir. Applicant's FMIC water rights as changed herein for augmentation purposes will be permanently removed from their historical use for irrigation and the historically irrigated property will no longer be irrigated at such time as these shares are committed to meet depletions under this plan of augmentation. Until so used in this plan of augmentation, such FMIC shares may be continued to be used through the Fountain Mutual Ditch in accordance with the terms of its decrees. Once shares have been dedicated to this plan for replacement purposes, those shares will not be used for other purposes absent a new water court application. The Fountain Mutual system is a water short system, and the withdrawal of water deliveries under the Fountain Mutual Ditch to lands under the FMIC system results in naturally reduced irrigation and the dry up of property. No dry up covenant of Fountain Mutual lands is therefore required for shares committed to this plan of augmentation. Williams v. Midway Ranches Property Owners Association, Inc., 938 P.2d 515 (Colo. 1997); and Case Nos. 99CW146, 00CW152 and 01CW153. E. Name and Address of Owner of Land Upon Which Structures Are Located. The Applicant is the owner of the land where the augmentation well, pond, and springs are located. F. Additional Information/Requests. The use of the 130 shares of FMIC are to be changed to augmentation use as set forth herein. The use of FVS Well No. 10 is to also be changed to allow irrigation use on the entirety of the school grounds, with all depletions augmented as set forth herein. Applicant further requests the ability to add additional shares of FMIC to this plan for augmentation in order to augment additional irrigation well depletions or to provide a supplemental source of augmentation water. Any additional shares added to this augmentation plan shall be committed to this plan by change of water right though Water Court

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committing such additional FMIC shares to the uses and purposes under this augmentation plan. G. Terms and Conditions. Applicants propose the following additional terms and conditions to prevent injury to other vested water rights by this Application: 1. A totalizing flow meter will be installed on FVS Well No. 10 and on irrigation diversions from the FVS Springs to allow accurate monitoring of this augmentation plan, as amended and supplemented hereby. 2. Monthly accountings shall be made to the Division Engineer demonstrating compliance with this plan for FVS Well No. 10, FVS Pond, and FVS Springs, including well diversions, spring diversions for irrigation, total stream depletions, net evaporation, available augmentation water credit and any intraditch exchange. 3. Applicant’s well and spring diversions for the pond maintenance and irrigation shall be limited in order that augmentation water available under Applicant’s FMIC shares shall equal or exceed the out of priority depletions of FVS Well No. 10, FVS Pond, and FVS Springs. 4. Applicant shall measure and account for its entitlement under its FMIC shares through use of the FMIC augmentation station. 5. The Division Engineer shall assess appropriate transit losses, if any. 6. Only that amount of water actually available and attributable to Applicant's 130 shares of FMIC stock will be made available for purposes of this augmentation plan. 7. Applicant will curtail their diversions as required by this decree and directed by the Division Engineer if the available water directly attributable to Applicant's shares of FMIC stock is not sufficient to fully augment the depletions under this plan. (Application and attachments, 12 pages) ------------------------------------------------------------------------------------------------------------ CASE NO. 04CW119 – ED EDWARDS, 7360 Shoup Road, Colorado Springs, CO 80908 (Robert E. Schween, Robert E. Schween, P.C., Attorney for Applicant, 8231 South Winnipeg Circle, Aurora, CO 80016) Application for Underground Water Rights from Nontributary and Not Nontributary Sources and for Approval of a Plan for Augmentation for Not Nontributary Dawson Aquifer Withdrawals El Paso County 2. Water Rights Sought: A. The land and ground water rights subject to this application are owned by Applicant, Ed Edwards. The overlying land area subject to this application shall be referred to as “Applicant’s Property.” B. By this application, Applicant seeks a decree – (1) Quantifying and determining the ground water rights underlying Applicant’s Property, described below; and (2) Adjudicating a plan for augmentation for the use of all or a part of its not-nontributary Dawson aquifer ground water through wells to be constructed on Applicant’s Property. 3. Well Permits: Well permits will be applied for prior to construction of wells on the property and in accordance with the terms and conditions of a decree to be granted herein. 4. Legal Description of Wells and Subject Property: A. The wells which are proposed to withdraw ground water from the not-nontributary and nontributary aquifers will be located at any location on a tract of land consisting of 44.4 acres, more or less, and located as follows: A portion of the W ½ of the SE ¼, Section 8, Township 12 South, Range 65 West of the 6th P.M., as shown on Exhibit A to the Application (General Location Map) and as described in Exhibit

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B to the application (Property Legal Description). All exhibits mentioned herein are incorporated by reference and may be inspected at the office of the Clerk of this Court. B. An augmentation plan for use of Applicant's not-nontributary Dawson aquifer ground water is being sought herein. A plan for Denver aquifer withdrawals is not sought by this application. No such augmentation plan is needed for withdrawal and use of ground water in the nontributary Arapahoe and Laramie-Fox Hills aquifers underlying Applicant’s Property. 5. Source of Water Rights: A. Nontributary Ground Water: The ground water contained in the Arapahoe and Laramie-Fox Hills aquifers at this location is nontributary ground water as defined in § 37-90-103(10.5), C.R.S. A two-percent (2%) relinquishment is imposed on withdrawals of such ground water. B. The ground water in the Dawson and Denver aquifers at this location is classified as not-nontributary as such term is defined in §§ 37-90-103(10.7), C.R.S. Prior to withdrawal of such ground water, a plan for augmentation for the replacement of stream depletions caused by such pumping must be judicially approved. Such plan for withdrawals of Dawson aquifer ground water is sought hereinbelow. 6. Estimated Amounts and Rates of Withdrawal: A. Wells will withdraw amounts of ground water at rates of flow necessary to efficiently withdraw the entire decreed amounts. Applicant will withdraw the subject ground water through wells to be located at any location on Applicant's Property. The estimated average annual amounts of withdrawal available from the subject aquifers are based upon the Denver Basin Rules, 2 C.C.R. 402-6, and are indicated as follows: Aquifer Acres Sat.Thickness Ave. Ann. Amt Dawson 44.4 335 Ft. 29.7 AF Denver 44.4 385 Ft. 29.0 AF Arapahoe 44.4 255 Ft. 19.2 AF Laramie-Fox Hills 44.4 190 Ft. 12.7 AF B. The average annual amounts available for withdrawal from the subject aquifers will depend on the hydrogeology and the legal entitlement of the Applicant, who asserts a claim to all nontributary and not-nontributary ground water underlying Applicant's Property. C. There are two existing Dawson aquifer wells on Applicant’s Property that were permitted pursuant to § 37-92-602(1)(b), C.R.S. Applicant requests that the ground water quantities assigned to these structures be adjudicated hereby so that, upon entry of this decree and plan for augmentation, the exempt well permits may be cancelled and the wells re-permitted as fee wells under the plan for augmentation to be decreed hereby. 7. Well Fields; Additional Wells: A. Applicant requests that this Court determine that Applicant has the right to withdraw all of the legally available ground water lying below Applicant's Property, as described herein, through the wells requested herein which may be located anywhere on Applicant's Property. Such wells shall be considered a well field. B. Additional wells may be completed in the future to allow full production from a given aquifer. As additional wells are needed, well permit applications will be filed in accordance with § 37-90-137(10), C.R.S. Applicant waives the 600-foot well spacing requirement for wells constructed into the same aquifer within the boundaries of Applicant’s Property. 8. Proposed Use: A. Applicant will use all water withdrawn from the subject aquifers in a water system to

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be used, reused, successively used, and after use leased, sold, or otherwise disposed of for the following beneficial purposes: domestic, industrial, commercial, irrigation, livestock watering, recreational, fish and wildlife, aesthetic uses, and fire protection. B. Said water will be produced for immediate application to said uses, both on and off the property, for storage and subsequent application to said uses, for exchange purposes, for replacement of stream depletions resulting from the use of its water or use of water from other sources, and for augmentation purposes. 9. Jurisdiction: The Water Court has jurisdiction over the subject matter of this application pursuant to 37-92-302(2), and 37-90-137(6), C.R.S. 10. Name and Address of Owners of the Land on Which Structures are Located: The owner of the overlying land area described herein is the Applicant herein, as identified above. PLAN FOR AUGMENTATION 11. Description of Plan for Augmentation: A. Ground Water to be Augmented: Dawson aquifer ground water to be decreed as described in Paragraph 6A above. B. Water Rights to be Used for Augmentation: Return flows from the use of fully augmented not-nontributary and nontributary ground water; direct discharge of nontributary ground water; and other adequate replacement water sources. 12. Statement of Plan for Augmentation: A. Applicant will use Dawson aquifer ground water herein to serve as the domestic and irrigation supply of nine (9) single-family homes to be constructed on the property. Additionally, a community clubhouse will be part of the development plan. It is contemplated that each home and the clubhouse will have a Dawson aquifer well. Such ground water will be used for all domestic, stock watering, irrigation, and recreational purposes on the property. Each home and the clubhouse will be equipped with a nonevaporative wastewater disposal system. B. It is estimated that each residence will require an annual amount of up to 0.9 acre-feet. In-house uses are allocated 0.3 acre-feet, limiting lawn and garden irrigation and stock watering uses to approximately 0.6 acre-feet per year. Applicant reserves the right to amend these values based on final annual quantities available and final planning considerations for the Applicant's Property. C. Assumptions which have previously been acceptable to the Water Court are made in this application as follows: (1) Consumptive use associated with in-residence uses and in-facility uses will be approximately 10% of the water supplied; thus 90% of such water is not consumed and will return to the stream system. (2) Approximately 90% of the water applied to irrigation uses will be consumed; thus about 10% of water used for lawn irrigation purposes will percolate and return to the stream system. (3) Any water used for stock-watering purposes is wholly consumed. D. Before any other type of sewage treatment is proposed in the future, including incorporation of the facility into a central sewage collection and treatment system, Applicant, or its successors and assigns, will amend the decree entered in this case prior to such change and thereby provide notice of the proposed change to other water users by publication procedures required by then existing law. 13. Replacement of Modeled Stream Depletions: A. During the Pumping Period. (1) Pumping from the not-nontributary Dawson aquifer at this location will result in stream depletions in both Water Divisions 1 and 2. Applicant will replace modeled actual stream depletions from Dawson aquifer pumping to the

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affected stream system pursuant to § 37-90-137(9)(c), C.R.S., to the extent required. (2) Return flows from the use of Dawson aquifer ground water will accrue to the Monument Creek/Arkansas River system, and those return flows will be sufficient to replace actual stream depletions and to fulfill all replacement obligations hereunder while such ground water is being pumped. The following table illustrates the quantity of return flows expected from the proposed uses of 0.9 acre-feet per year at each of the proposed nine (9) homesites and one (1.0) acre-feet per year at the clubhouse facility: Type of Use Amt. Used % Returned Amt Returned Total

Returned Domestic .30 AF x 90% = .27 AF x 9 = 2.43 AF Clubhouse 1.00 AF x 90% = .90 AF = 0.90 AF Irrigation .57 AF x 10% = .06 AF x 9 = 0.54 AF Stock- Watering .03 AF x -0- = -0- = -0- Sub-Total 1.90 AF 3.87 AF (4) It is estimated that 3.87 acre-feet of water per year will return to the stream system, assuming the withdrawal and use of a total of 9.1 acre-feet per year by the planned nine homes and the clubhouse. Such amount far exceeds the amount of modeled maximum annual depletion to the stream system, which is approximately 2.1 acre-feet per year at the end of 300 years of pumping. See Stream Depletion Table, Exhibit C to the Application. B. During the Period After Pumping Ceases: (1) Modeled stream depletions continue after pumping ceases. At such time, however, Applicant’s successors will demonstrate that any such stream depletions which may continue to occur to the stream system are unmeasurable, non-injurious to other water rights, and need not be replaced. However, in the event the Court finds that such stream depletions must be replaced, Applicant will reserve an adequate amount of nontributary ground water underlying Applicant's property or underlying property of others, and/or acquire another adequate post-pumping source to meet such post-pumping augmentation requirements. (2) Amounts reserved for post-pumping replacement will be equal to that portion of modeled stream depletions that occurs after pumping ceases. 14. Remarks: A. Applicant claims the right to withdraw more than the average annual amounts estimated in Paragraph 6A above pursuant to Rule 8A of the Statewide Rules, 2 C.C.R. 402-7. B. Although Applicant has estimated the amounts of water available for withdrawal from the subject aquifers based on estimates of relative values for specific yield and saturated thicknesses, Applicant requests the right to revise the estimates upward or downward, based on better or revised data, without the necessity of amending this application or republishing the same. C. Applicant will withdraw the not-nontributary Dawson aquifer ground water requested herein under the plan of augmentation requested herein pursuant to § 37-90-137(9)(c), C.R.S. No plan is sought hereby for withdrawal of not-nontributary Denver aquifer ground water. D. In compliance with House Bill 93-1060 (effective March 30, 1993), Applicant will give notice to every person or entity who has a lien or mortgage on, or deed of trust to, or other financial interest in the overlying land recorded in the county in which the overlying land is located within 10 days of the filing of this

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application. WHEREFORE, Applicant prays that this Court enter a decree: A. Granting the application herein and awarding the water rights claimed herein as final water rights, except as to those issues for which jurisdiction of the Court will be specifically retained; and B. Specifically determining that: 1. Applicant has complied with § 37-90-137(4), C.R.S., and water is legally available for withdrawal by the wells proposed herein. Jurisdiction will be retained with respect to the average annual amounts of withdrawal specified herein to provide for the adjustment of such amounts to conform to actual local aquifer characteristics from adequate information obtained from wells or test holes drilled on or near Applicant's property, pursuant to § 37-92-305(11), C.R.S., and Denver Basin Rule 9A; 2. The ground water in the Dawson and Denver aquifers at this location is not-nontributary, and ground water in the Arapahoe and Laramie-Fox Hills aquifers is nontributary; 3. During the pumping period, return flows from the use of not-nontributary Dawson aquifer ground water will serve as an adequate source of replacement water to satisfy Applicant's obligation to replace actual stream depletions occurring as a result of the amount pumped annually; 4. Vested or conditionally decreed water rights of others will not be materially injured by the withdrawals of Dawson aquifer ground water and the plan for augmentation proposed herein; and 5. No findings of diligence are required to maintain the Denver Basin aquifer ground water rights applied for hereby. FURTHER, Applicant prays that this Court grant such other relief as it deems proper in the premises. (Application and attachments, 11 pages) ---------------------------------------------------------------------------------------------------------------- CASE NO. 04CW120 – GARY AND SANDRA RIGGINS, 924 Arrowhead Drive, La Veta, CO 81055 (Gerald B. McDaniel, Attorney for Applicants, 824 Park Street, Trinidad, CO 81082) Application for Water Rights (Surface) Huerfano County 2. Name of structure: Riggins Diversion. 3. Legal description of each point of diversion: Huerfano County, SW ¼ of the NW ¼ Section 25, Township 28 South, Range 70 West, 6th P.M., 2610 feet from the North line and 550 feet from the West line. 4. Source: Spring-fed unnamed tributary to South Abeyta Creek. 5. A. Date of initiation of appropriation: 1930, 1996, 2002. B. How appropriation was initiated: household, garden, livestock. 1930-pipeline diversion of surface flows for indoor use and outdoor irrigation and commercial use by predecessor Harry King. June 1996-predecessor Wintersieck irrigated shrubs and trees to develop a noise and natural barrier to the highway. August 2002- Applicant created a small race-way for fish. C. Date water applied to beneficial use: 1930, 1996, 2002. 6. Amount claimed: 50 gpm (1/9 cfs) Absolute and Conditional. 7. Use or proposed use: Absolute: fish race-way, irrigate trees (sound barrier fruit trees, ornamentals etc.) and garden, indoor household; conditional: wildlife, dust control, fire protection, commercial use. A. If irrigation, complete the following: Number of acres historically irrigated: __; proposed to be irrigated: 2. Legal description of acreage: Township 28 South, Range 70 West of the 6th P.M. Section 25: A tract or parcel of land being more particularly described as follows: Beginning at a point on the Northeasterly

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right of way line of State highway 10 aka U.S. Hwy 160 and from which point the Southeast corner of Section 31, Township 28, Range 69 West bears South, 52º16’ east a distance of 12,423.8 feet more or less; Thence in a northwesterly direction along the Northeasterly right of way line of said Highway 160 a distance of 317.3 feet; Thence north 30º43’ East a distance of 247.3 feet; thence S 59º16; east a distance of 300 ft. thence S 30º43’W a distance of 351.7 ft. MOL to the POB according to the Records of the clerk and Recorder of Huerfano Co., Colorado. See exhibit #1 map and survey, exhibit #3 attached to the application. All exhibits mentioned herein are incorporated by reference and may be inspected at the office of the Clerk of this Court. 8. Name(s) and address(es) of owner(s) or reputed owner(s) of the land upon which any new diversion or storage structure, or modification to any existing diversion or storage structure is or will be constructed or upon which water is or will be stored, including any modification to the existing storage pool: Applicant owns the land where diversion will be located and the entire tract is described in paragraph #7A above. 9. Remarks: Applicant proposes to divert surface flow from the unnamed tributary flowing through Applicant’s property as described herein for beneficial use within and upon Applicant’s land. (Application and attachments, 6 pages) ---------------------------------------------------------------------------------------------------------------- CASE NO. 04CW121 – THE RALPH M. FORD TRUST, 2415 NW Ashurst Drive, Lees Summit, MO 64081-2068 (James W. Culichia and Christopher D. Cummins, Felt, Monson & Culichia, LLC, Attorneys for Applicant, 319 North Weber Street, Colorado Springs, CO 80903) Application for Water Storage Right and Surface Water Right Chaffee County WATER STORAGE RIGHT. 2. Name of Reservoir: Ford Pond. 3. Legal Description of Location of Pond: The Ford Pond is located on Lot 16, Four Elk Camp Subdivision (Amended), Chaffee County, Colorado. Lot 16 is located in the NW1/4, NW 1/4, Section 22, Township 13 South, Range 79 West, 6th P.M. Chaffee County, Colorado. The Ford Pond is located approximately 850 feet from the north section line and 1014 feet from the west section line. A map of Lot 16 depicting the location and dimensions of the Ford Pond is attached to the Application as Exhibit A. A plat map of the subdivision showing the location of the Ford Pond is attached as Exhibit B. All exhibits mentioned herein are incorporated by reference and may be inspected at the office of the Clerk of this Court. 4. Point of Diversion: The point of diversion for Ford Pond is on the JBI Pond Ditch, adjudicated in Case No. 03CW41, District Court, State of Colorado Water Division No. 2. 5. Source: Ford Pond is an off-channel reservoir which impounds the waters of Four Elk Creek, a tributary to the Arkansas River, by diversion at the JBI Pond Ditch headgate to the Ford Pond Lateral before reaching Ford Pond. 6. Date of Appropriation: A. August 1, 1972. B. How appropriation was initiated: By construction of the pond structure by the subdivision developer and by impounding the waters of Four Elk Creek for beneficial uses, including but not limited to storage for wildlife habitat, recreation, piscatorial, fish propagation, and fire protection. C. Date water applied to

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beneficial use: August 1, 1972. 7. Amount Claimed in Acre Feet: A. .29 acre feet, absolute. B. The rate of diversion for filling the off-channel reservoir through the JBI Pond Ditch and the Ford Pond Lateral is 0.5 c.f.s., absolute. 8. Use. A. Fire protection, wildlife, piscatorial, recreation and fish propagation. 9. Surface Area of High Water Line: approximately 0.07 acres. There is no dam structure associated with Ford Pond, as the pond was constructed via excavation below grade. 10. Total Capacity of Reservoir: 0.29 acre feet. Active capacity: 0.0 acre feet Dead Storage: 0.29 acre feet. 11. Names and Addresses of Owners Upon Which Any Structure is or will be Located: Applicant owns Lot 16 upon which the Ford Pond is located. Four Elk Property Owner’s Association, c/o Bob Sherron, President, 34077 Surrey Lane, Buena Vista, CO 81211, Four Elk Property Owners Association owns the JBI Pond Ditch. Robert and Cristi Hacker, 731 Iris Avenue, Boulder, CO 80304. The Hackers own Lot 15. The headgate to the JBI Pond Ditch is located on Lot 15. SURFACE WATER RIGHT. 12. Name of Structure: Ford Pond Lateral. 13. Legal Description of Location of Structure: The Ford Pond Lateral is located on Lot 16, Four Elk Camp Subdivision (Amended), Chaffee County, Colorado. Lot 16 is located in the NW1/4, NW 1/4, Section 22, Township 13 South, Range 79 West, 6th P.M. Chaffee County, Colorado. 14. Point of Diversion of JBI Pond Ditch from Four Elk Creek: The JBI Pond Ditch point of diversion is located on Lot 15, Four Elk Camp Subdivision (Amended), Chaffee County, Colorado. Lot 15 is located in the NW1/4, NW 1/4, Section 22, Township 13 South, Range 79 West, 6th P.M. Chaffee County, Colorado. The point of diversion of the JBI Pond Ditch is approximately 1300 feet south from the northwest corner of Section 22, Township 13 South, Range 79 West, 6th P.M., Chaffee County, Colorado. 15. Source: Four Elk Creek, a tributary to the Arkansas River. 16. Date of Appropriation: A. August 1, 1972. B. How appropriation was initiated: By construction of lateral structure by the subdivision developer and by impounding the waters of Four Elk Creek for beneficial uses, including but not limited to storage for wildlife habitat, recreation, piscatorial, fish propagation, and fire protection. C. Date water applied to beneficial use: August 1, 1972. 17. Amount Claimed: 0.5 c.f.s., absolute. 18. Use: Fire protection, wildlife, piscatorial, recreation and fish propagation. 19. Names and Addresses of Owners Upon Which Any Structure is or will be Located: See paragraph 11. (Application and attachments, 7 pages) ------------------------------------------------------------------------------------------------------------ CASE NO. 04CW122 – W.R. “CY” COBB and BRINDA S. COBB, 7273 S. Costilla Street, Littleton, CO 80120 (James W. Culichia and Christopher D. Cummins, Felt, Monson & Culichia, LLC, Attorneys for Applicants, 319 North Weber Street, Colorado Springs, CO 80903) Application for Water Storage Right Chaffee County 2. Name of Reservoir: Cobb Pond. 3. Legal description of location of pond: The Cobb Pond is located on Lot 13, Four Elk Camp Subdivision (Amended), Chaffee County, Colorado. Lot 13 is located in the NW1/4, NW 1/4, Section 22,

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Township 13 South, Range 79 West, 6th P.M. Chaffee County, Colorado,. The Cobb Pond Dam is located approximately 1130 feet from the north section line and 105 feet from the west section line. A plat of Lot 13 depicting the location and dimensions of the Pond is attached to the Application as Exhibit A. A plat of the subdivision showing the location of the Cobb Pond is attached to the Application as Exhibit B. All exhibits mentioned herein are incorporated by reference and may be inspected at the office of the Clerk of this Court. 4. Source: Cobb Pond is an in-channel reservoir which impounds the waters of Four Elk Creek, a tributary to the Arkansas River. 5. Date of Appropriation: A. April 1, 1995. B. How appropriation was initiated: By construction of the dam and pond structure by the property owner and by impounding the waters of Four Elk Creek for beneficial uses, including but not limited to storage for wildlife habitat, recreation, fish propagation and fire protection. C. Date water applied to beneficial use: April 22, 1995. 6. Amount claimed in acre feet: 0.04 acre feet, absolute. 7. Use: Fire protection, wildlife, piscatorial, and fish propagation. 8. Surface area of high water line: approximately 0.05 acres A. Maximum height of dam: 9.0 feet, B. Length of dam in feet: 15 feet. 9. Total capacity of reservoir: 0.175 acre feet. Active capacity: 0.175 acre feet Dead Storage: 0.0. 10. Names and addresses of owners upon which any structure is or will be located: Applicant owns Lot 13 upon which the Cobb Pond is located. (Application and attachments, 5 pages) ------------------------------------------------------------------------------------------------------------ CASE NO. 04CW123 – ROBERT E. SPIELMAN, SHEILA J. SPIELMAN, AND THE SHEILA J. SPIELMAN FAMILY TRUST, P. O. Box 742, Lyons, KS 67554 (James W. Culichia and Christopher D. Cummins, Felt, Monson & Culichia, LLC, Attorneys for Applicants, 319 North Weber Street, Colorado Springs, CO 80903) Application for Water Storage Right and Surface Water Right Chaffee County WATER STORAGE RIGHT. 2. Name of Reservoir: Spielman Pond. 3. Legal Description of Location of Pond: The Spielman Pond is located on Lot 14, Four Elk Camp Subdivision (Amended), Chaffee County, Colorado. Lot 14 is located in the NW 1/4, NW 1/4, Section 22, Township 13 South, Range 79 West, 6th P.M. Chaffee County, Colorado. The Spielman Pond is located approximately 985 feet from the north section line and 432 feet from the west section line. A map of Lot 14 depicting the location and dimensions of the Spielman Pond is attached to the Application as Exhibit A. A plat map of the subdivision showing the location of the Spielman Pond is attached to the Application as Exhibit B. All exhibits mentioned herein are incorporated by reference and may be inspected at the office of the Clerk of this Court. 4. Source: Spielman Pond is an off-channel reservoir which impounds the waters of Four Elk Creek, a tributary to the Arkansas River. Water is subsequently diverted to storage through the Spielman Ditch. 5. Date of Appropriation: A. August 1, 1972. B. How appropriation was initiated: By construction of the pond structure by the subdivision developer and by impounding the waters of Four Elk Creek for beneficial uses, including but not limited to storage for wildlife habitat, recreation, piscatorial and fire protection. C. Date water applied to

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beneficial use: August 1, 1972. 6. Amount Claimed in Acre Feet: A. .22 acre feet, absolute. B. The rate of diversion for filling the off-channel reservoir through the Spielman Ditch is 0.5 c.f.s., absolute. 7. Use: Fire protection, wildlife, piscatorial, recreation and fish propagation. 8. Surface Area of High Water Line: approximately 0.9 acres. There is no dam structure associated with Spielman Pond, as the pond was constructed via excavation below grade. 9. Total Capacity of Reservoir: 0.22 acre feet. Active capacity: 0.0 acre feet Dead Storage: 0.22 acre feet. 10. Names and Addresses of Owners Upon Which Any Structure is or will be Located: Applicants own Lot 14 upon which the Spielman Pond is located. SURFACE WATER RIGHT. 11. Name of Structure: Spielman Ditch. 12. Legal Description of Location of Structure: The Spielman Ditch was constructed to carry water from Four Elk Creek to the Spielman Pond. The Spielman Ditch is located on Lot 14, Four Elk Camp Subdivision (Amended), Chaffee County, Colorado. Lot 14 is located in the NW 1/4, NW 1/4, Section 22, Township 13 South, Range 79 West, 6th P.M. Chaffee County, Colorado. 13. Point of Diversion: The point of diversion is located on Lot 14, Four Elk Camp Subdivision (Amended), Chaffee County, Colorado. Lot 14 is located in the NW 1/4, NW 1/4, Section 22, Township 13 South, Range 79 West, 6th P.M. Chaffee County, Colorado. The point of diversion is located approximately 1182 feet from the north section line and 432 feet from the west section line. 14. Source: Four Elk Creek, a tributary to the Arkansas River. 15. Date of Appropriation: A. August 1, 1972. B. How appropriation was initiated: By construction of the ditch by the subdivision developer and by impounding the waters of Four Elk Creek for beneficial uses, including but not limited to storage for wildlife habitat, recreation, piscatorial and fire protection. C. Date water applied to beneficial use: August 1, 1972. 16. Amount Claimed: 0.5 c.f.s., absolute. 17. Use: Fire protection, wildlife, piscatorial, recreation and fish propagation. 18. Names and Addresses of Owners Upon Which Any Structure is or will be Located: Applicants own Lot 14 upon which the Spielman Ditch is located. (Application and attachments, 7 pages) ------------------------------------------------------------------------------------------------------------ CASE NO. 04CW124 – SALIDA SCHOOL DISTRICT R-32J, c/o Jim Wilson, Superintendent, 310 East 9th Street, Salida, CO 81201 and CITY OF SALIDA, c/o Julie Feier, City Administrator, P. O. Box 417, Salida, CO 81201 (James R. Montgomery and Brian A. Knutsen, Moses,Wittemyer, Harrison & Woodruff, Attorneys for Applicants, P. O. Box 1440, Boulder, CO 80306-1440) Application for Approval of Plan for Augmentation, Including Exchange Chaffee County Names of structures to be augmented: Town Ditch: Case number: C.A. 1640. Decree date: July 20, 1899. Diversion point: At a point whence the northeast corner of Section 6, Township 49 North, Range 9 East of the N.M.P.M., bears North 26º East 1408 feet, in the County of Chaffee, Colorado. Amount: 1.5 cfs. Decreed use: Irrigation. Appropriation date: May 1, 1895. Source: Certain spring and seepage water, arising at and about the head of such ditch, tributary to the South Arkansas River and the Arkansas River. The Town Ditch is

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adjudicated for raw water irrigation use within the service area of the City of Salida; thus no change in type of use or place of use is required for use of the Town Ditch as proposed in this application. Lippard Seepage Ditch: Case number: C.A. 1826. Decree date: January 30, 1904. Diversion point: The two heads of branches for the ditch, the north and the south branch, unite into one common ditch at a point in the NW1/4 of the SW1/4 of Section 6, Township 49 North, Range 9 East of the N.M.P.M., from whence the west quarter corner of said Section 6 bears North 24º30' West 228.8 feet. The headgate of the north branch of the ditch is situated in the NE1/4 of the SE1/4 of Section 1, Township 49 North, Range 8 East of the N.M.P.M., at a point from whence the east quarter corner of said Section 1 bears North 60º28' East 1065.6 feet. The headgate of the south branch of the ditch is situated in the NW1/4 of the SE1/4 of said Section 1, at a point from whence the East Quarter Corner of said Section bears North 62º56' East 2574.9 feet. Amount: 5/7 (0.714) cfs. is claimed by the School District out of a total appropriation of 2.0 cfs. Decreed use: Irrigation. Appropriation date: May 1, 1895. Source: Springs and seepage waters arising at, about and above the heads of said ditch, and along the course thereof, and of its branches, tributary to the South Arkansas River and the Arkansas River. The School District land to be irrigated under this application is part of the land for which the Lippard Seepage Ditch was originally appropriated, so no change in type or place of use is required. Source of augmentation water: Applicants propose to use excess credits generated through the augmentation plan of the City of Salida (“City”) decreed in Case No. 84CW158, including any excess credits that may be generated through amendments to said augmentation plan: Previous decree: Case No. 84CW158. Date entered: November 5, 1987. Court: District Court, Water Division No. 2. Location: Excess credits are generated under the augmentation plan at a point immediately below the Salida Sewage Treatment sewage outflow. This is located at the point where the Arkansas River is intersected by the east-west centerline of Section 9, Township 49 North, Range 9 East of the N.M.P.M. Augmentation water under the decreed plan: The City operates a plan for augmentation which uses various water rights that have been changed from irrigation use to multiple uses, as well as water provided to the Arkansas River basin from the Fryingpan-Arkansas federal reclamation project, as sources of augmentation water. In certain months of certain years, the accounting for the City’s augmentation plan results in consumptive use credits that are not needed to replace depletions from the City’s municipal water system. Such excess credits represent fully consumable augmentation water which remains under the dominion and control of the City. Statement of plan for augmentation: Applicants have entered into an agreement under which excess credits from the City’s plan for augmentation may be used as a source of augmentation water to replace out-of-priority depletions caused by the School District’s use of the Town Ditch and/or the Lippard Ditch for irrigation of athletic fields that the School District intends to construct within the Salida City limits. Up to 10 acres of turf grass will be irrigated on the athletic fields, which are located in the East 1/2 of the North East 1/4 of Section 6, Township 49 North, Range 9 East of the N.M.P.M., South of the Denver and Rio

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Grande Western Right of Way, as more particularly shown on the map attached to the Application as Exhibit A. All exhibits mentioned herein are incorporated by reference and may be inspected at the office of the Clerk of this Court. Applicants’ engineer has estimated that the average annual consumptive use from such irrigation of up to 10 acres will be 23.9 acre-feet. A retention pond will be constructed with a surface area of up to 1.5 acres and used as part of the proposed irrigation system for the athletic fields. Applicants’ engineer has estimated gross annual evaporation on a surface area of 1.5 acres to be about 3.75 acre-feet (2.5 acre-feet per acre). However, the pond will be used only during the months when the irrigation system is operating, so applicant proposes to replace evaporation from the pond on a monthly basis when there is water in the pond and the Town Ditch and Lippard Seepage Ditch water rights are out-of-priority. The irrigation consumptive use plus the pond evaporation represent the amount of stream depletion that will result from the irrigation of these lands. Applicant, the City of Salida, owns the Town Ditch. Applicant, the Salida School District R-32J, owns an interest in the Lippard Seepage Ditch. The School District will use the Town Ditch and Lippard Seepage Ditch water rights whenever they are in priority to irrigate said land. The School District seeks to continue to make diversions to irrigate said land when the Town Ditch and Lippard Seepage Ditch water rights are out-of-priority through this proposed augmentation plan. The School District is also considering drilling a backup well for the irrigation of said lands; such well will be augmented through other sources. Terms and conditions: In order to prevent injury to the water rights of others, applicants propose to make such out-of-priority diversions only when excess credits from the augmentation plan decreed in 84CW158 are available. If no such credits are available and the Town Ditch and Lippard Seepage Ditch water rights are not in priority, applicants will curtail all surface diversions. Applicants will fully replace the stream depletions resulting from any out-of-priority diversions through the Town Ditch and Lippard Seepage Ditch structures with excess credits generated from the augmentation plan decreed at 84CW158 to prevent injury to other water rights. Attached to the Application as Exhibit B is a table showing the excess credits generated through the augmentation plan for the years 2000 through 2004. The School District will install and maintain such measuring devices and keep such records as may be reasonably required by the Division Engineer to operate the proposed plan for augmentation and to prevent injury to other water rights. The City will provide such accounting records or other information as may reasonably be required by the Division Engineer to demonstrate the availability of excess credits under its augmentation plan for a particular reporting period. If no such credits are available or if insufficient credits are available to fully replace the projected out-of-priority depletions from the School District’s use of the Town Ditch and Lippard Seepage Ditch water rights, the City shall so notify the Division Engineer or Water Commissioner and the School District. Appropriative right of exchange: Applicants’ proposal involves an exchange in the Arkansas and the South Arkansas Rivers. Excess credits generated through the augmentation plan decreed in Case No. 84CW158 will be exchanged up the Arkansas and South Arkansas Rivers and through

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various surface and subsurface drainage ways to the headgates of the Town Ditch and the Lippard Seepage Ditch described above. Downstream extent of exchange reach: Excess credits from the augmentation plan decreed at 84CW158 are generated at a point immediately below the Salida Sewage Treatment sewage outflow. This is located at the point where the Arkansas River is intersected by the east-west centerline of Section 9, Township 49 North, Range 9 East of the N.M.P.M. Upstream extent of exchange reach: Points of diversion of the Town Ditch and Lippard Seepage Ditch described above. Amount: 0.5 cfs, CONDITIONAL. Appropriation date: December 17, 2004. How appropriation was initiated: Preparation and filing of this application. The names and addresses of owners or reputed owners of the land upon which any new diversion or storage structure, or modification to any existing diversions 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: Salida School District R-32J, 310 East 9th Street, Salida, Colorado 81201. (Application and attachments, 10 pages) ---------------------------------------------------------------------------------------------------------------- CASE NO. 04CW125 – CITY OF SALIDA, c/o Julie Feier, City Administrator, P. O. Box 417, Salida, CO 81201 (James R. Montgomery and Brian A. Knutsen, Moses, Wittemyer, Harrison & Woodruff, Attorneys for Applicant, P. O. Box 1440, Boulder, CO 80306-1440) Application for Change of Water Rights and for Amendment to Plan for Augmentation Including Exchange Chaffee County APPLICATION FOR CHANGE OF WATER RIGHTS: Water rights sought to be changed: Applicant is the owner of the following water rights which it seeks to change as necessary to allow their use in the plan for augmentation decreed in Case No. 84CW158: Decreed name of structure for which change is sought: Tenassee Ditch. Decreed point of diversion: The decreed headgate location is located on the South Arkansas River at a point North 47º47’ East 800.2 feet from the North 1/4 Corner of Section 7, Township 49 North, Range 9 East of the N.M.P.M., Chaffee County, Colorado. Source: South Arkansas River, a tributary to the Arkansas River. Priority No. Appropriation Date Amount (cfs) Owned by Salida (cfs) Priority 8 04/13/1866 5.4 4.9893 Priority 68 12/31/1878 2.4 1.8325 Previous decree: June 19, 1890, District Court of Chaffee County. Historical use: The water rights owned by applicant have been and are used for irrigation. A map showing the approximate location and acreage of historical use is attached to the Application as Exhibit A and a summary of diversion records for the Tenassee Ditch is attached to the Application as Exhibit B. All exhibits mentioned herein are incorporated by reference and may be inspected at the office of the Clerk of this Court. Applicant owns approximately 165 acres that have been historically irrigated by the water rights described herein. Proposed change of water rights: Applicant requests the Court to approve a change in point of diversion and place and manner of use of its water rights decreed to the

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Tenassee Ditch so that those water rights may be used alternatively for continued irrigation or as a source of augmentation water in the augmentation plan decreed in Case No. 84CW158. Use of the water rights for augmentation under the decree in Case No. 84CW158 will replace depletions from out-of-priority diversions for all municipal purposes including without limitation domestic, commercial, irrigation, stockwatering, industrial, fire protection, recreation, and fish and wildlife, including both direct application for such purposes and storage for subsequent application for such purposes. Proposed Terms and Conditions: Although applicant does not concede that it has a legal obligation to do so, applicant proposes to continue to divert a portion of its Tenassee Ditch water rights into the Tenassee Ditch equivalent to the historical losses of water through the ditch. Such diversions will occur only when the rights are in priority and in an amount to be determined by the Court as reasonably necessary to maintain historical return flows to the South Arkansas River and the Arkansas River from such ditch loss. Such diversions of amounts equivalent to historical ditch losses may also allow other Tenassee Ditch water rights holders to continue to divert their water through the ditch without increased losses. Applicant’s engineers have estimated the average annual historical consumptive use of applicant’s Tenassee Ditch water rights to be about 2.1 acre-feet per acre. The historical depletion to the South Arkansas River from irrigation use of the subject water rights consists of that consumptive use amount plus the amount of historical diversions that represented delayed return flows. That amount will be accounted for as a depletion credit in the augmentation plan. Applicant proposes to take credit for historical depletions under its Tenassee Ditch water rights only when they are in priority. Applicant will replace any historical delayed return flows whenever there is a valid call downstream of the Tenassee Ditch headgate senior to the date of the filing of this application. Applicant will install and maintain such measuring devices as may be reasonably required to account for its use of the water rights as changed. Applicant will determine before each irrigation season whether and how much of its Tenassee Ditch water rights will be used in the augmentation plan or for other changed use. Applicant will remove from irrigation during that entire irrigation season a number of acres corresponding to the proportion of the water rights to be used for the changed purposes during that season. If required by the Division Engineer, the acres removed from irrigation will be monumented in the field for identification. The names and addresses of owners or reputed owners of the land upon which any new diversion or storage structure, or modification to any existing diversions or storage structure is or will be constructed or upon which water is or will be stored, including any modification to the existing storage pool: John V. Dykins and Cynthia Dykins, 7063 County Road 110, Salida, Colorado 81201 are the owners of property where the headgate of the Tenassee Ditch is located. Applicant may make modifications of the Tenassee Ditch and its headgate at this location in order to fulfill the objectives of this application. APPLICATION TO AMEND EXISTING PLAN OF AUGMENTATION Existing decree: Findings of Fact, Conclusions of Law and Decree, Case No. 84CW158, District Court for Water Division No. 2, entered November 5, 1987.

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Amendment to Add Source of Augmentation: Applicant seeks to add its Tenassee Ditch water rights as a source of augmentation water in its decreed augmentation plan pursuant to the conditions described in this application. The accounting procedures and forms under the augmentation plan will be revised to account for the additional depletion credits under the Tenassee water rights and to replace historical delayed return flows as described above. Amendment to Add Structures to be Augmented: Structures to be augmented: Marvin Park Irrigation System: Point of diversion: Applicant intends to divert water from the Arkansas River through use of a pumping plant or collection gallery at a point approximately 3,223 feet North of the South section line of Section 32, Township 50 North, Range 9 East of the N.M.P.M, and 3,552 feet West of the East section line of said Section 32. Rate of Diversion: 0.66 cfs. Riverside Park Irrigation System: Point of Diversion: Applicant intends to divert water from the Arkansas River through use of a pumping plant or collection gallery at a point approximately 1,107 feet North of the South section line of Section 32, Township 50 North, Range 9 East of the N.M.P.M., and 850 feet West of the East section line of said Section 32. Rate of Diversion: 0.36 cfs. Use: Irrigation of approximately 7.4 acres of turf grass within two parks owned by the City of Salida. Marvin Park contains approximately 4.8 acres of turf grass in the SE1/4 of the NW1/4 of Section 32, Township 50 North, Range 9 East of the N.M.P.M. Riverside Park contains approximately 2.6 acres of turf grass in the SE1/4 of the SE1/4 of Section 32, Township 50 North, Range 9 East of the N.M.P.M. Description of Augmentation: Applicant seeks to divert out-of-priority from the two points of diversion described above. Applicant will replace the consumptive use component from these diversions pursuant to its plan of augmentation decreed in Case No. 84CW158. Because the proposed places of use are immediately adjacent to the river, all depletions and return flows to the river will be assumed to be instantaneous. Applicant’s engineer estimates that the total average annual consumptive use from irrigation of the two parks will be 15.54 acre-feet. The right to divert at the structures described above is presently undecreed, and will be administered as such under the plan of augmentation decreed at Case No. 84CW158. If applicant obtains a decree adjudicating conditional or absolute rights to divert at these structures, such rights will be incorporated into the augmentation plan according to the priority established in such decree. The accounting procedures and forms under the augmentation plan will be revised to account for any consumptive use from diversions for irrigation of town parks as determined in this case. No other changes in the augmentation plan are requested, and all of the terms and conditions in the existing augmentation plan (Case No. 84CW158) will remain the same, except as expressly provided in this application. APPROPRIATIVE RIGHT OF EXCHANGE Proposed exchange: The requested change of water rights and use of those water rights in the applicant’s decreed plan for augmentation may involve exchanges along the South Arkansas River and the Arkansas River. Applicant proposes to take credit for leaving water in the South Arkansas River at the Tenassee Ditch point of diversion, allowing for diversions at various points of

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diversion pursuant to the augmentation plan decreed in Case No. 84CW158, or for storage in the North Fork Reservoir. South Arkansas River Exchange: Downstream extent of exchange reach (Tenassee Ditch headgate): Decreed point of diversion for the Tenassee Ditch. Upstream extent of exchange reach (Harrington Ditch headgate): The original decree places the point of diversion of the Harrington Ditch on the North Bank of the South Arkansas River about one-and-a-half (1½) miles below the Town of Poncha Springs. The decree in Civil Action No. 4995, District Court of Chaffee County, which approved a transfer of 4.0 c.f.s. from the South Arkansas Water Works and Irrigation Company Ditch to the Harrington Ditch, describes the location of the headgate of the Harrington Ditch as a point in the Northwest 1/4 of the Southeast 1/4 of Section 10, Township 49 North, Range 8 East, of the N.M.P.M., on the north bank of the South Arkansas River whence the Southwest Corner of said Section 10 bears South 64º6’ West a distance of 3969 feet. Amount: 6.8 cfs, CONDITIONAL. Appropriation date: September 7, 2004. How appropriation was initiated: Appropriation was initiated by passage of Resolution No. 2004-31 by the City Council for the City of Salida on September 7, 2004. Arkansas River Exchange: Downstream extent of exchange reach: Water will be bypassed at the headgate of the Tenassee Ditch and delivered to the Arkansas River at its confluence with the South Arkansas River. The confluence of the Arkansas River and the South Arkansas River is located near the point where the South Section line of Section 4, Township 49 North, Range 9 East of the N.M.P.M crosses the Arkansas River. Upstream extent of exchange reach: The point of diversion for the Pasquale Springs is in the NW1/4 of Section 32, Township 50 North, Range 9 East, of the N.M.P.M., at a point approximately 2000 feet from the north section line and 2300 feet from the west section line of said section 32. An underground collection system diverts water at a rate of up to 3.1 cfs from various underground springs lying generally to the west, northwest of the described point of diversion a distance of approximately 800 feet. Diversions at Pasquale Springs deplete the Arkansas River adjacent to the described springs. Water will additionally be diverted under this exchange at the two points of diversion on the Arkansas River for city park irrigation as described above at rates of up to 0.66 cfs and 0.36 cfs, respectively, which points of diversion are within the reach described here. Amount: 4.12 cfs CONDITIONAL. Appropriation date: September 7, 2004. How appropriation was initiated: Appropriation was initiated by passage of Resolution No. 2004-31 by the City Council for the City of Salida on September 7, 2004. Exchange of Excess Credits to North Fork Reservoir: Any credits generated through the change proposed herein of the Tenassee Ditch water rights owned by applicant and not used under the augmentation plan decreed in Case No. 84CW158 may be exchanged upstream to the North Fork Reservoir pursuant to the exchange decreed in Case No. 87CW61. Alternatively, applicant claims a right to exchange any excess credits generated through the proposed change of the Tenassee Ditch water rights owned by applicant upstream to the North Fork Reservoir as follows: Downstream extent of exchange reach (point below the Salida Sewage Treatment Plant sewage outflow): the point where the

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Arkansas River is intersected by the east-west centerline of Section 9, Township 49 North, Range 9 East of the N.M.P.M. Upstream extent of the river segment (North Fork Reservoir): North Fork Reservoir is located on the North Fork of the South Arkansas River in the SE1/4 of Section 5, Township 50 North, Range 6 East of the N.M.P.M., at the headwaters of the South Arkansas River. Amount: 6.8 cfs, CONDITIONAL. Appropriation date: September 7, 2004. How appropriation was initiated: Appropriation was initiated by passage of Resolution No. 2004-31 by the City Council for the City of Salida on September 7, 2004. WHEREFORE, applicant requests entry of a decree approving the change of water rights requested above; approving the amendment to the augmentation plan decreed in Case No. 84CW158 to add water rights as additional sources of augmentation supply; approving and granting the conditional appropriative rights of exchange claimed in this application; and for such other relief as the Court may deem proper. (Application and attachments, 11 pages) --------------------------------------------------------------------------------------------------------------------- CASE NO. 04CW126 – RICHARD B. CASCHETTE and MARTHA CASCHETTE, 1675 Broadway, Suite 1800, Denver, CO 80202 (Please direct all correspondence and pleadings to: Charles B. White, Esq., Petros & White, LLC, Attorneys for Applicants, 730 – 17th Street, Suite 820, Denver, CO 80202) Application, as corrected, for Water Rights and Approval of Plan for Augmentation, Including Exchange Huerfano County A. CLAIM FOR DIRECT FLOW WATER RIGHT 2. Name of structure: Caschette Pipeline. 3. Legal description of point of diversion: NW1/4 of the NE1/4, Section 12, T. 29 S., R. 70 W., 6th P.M., 300 feet from the North Section line and 2110 feet from the East Section line. Optional Additional Description: GPS location information in UTM format. Required settings for GPS units are as follows: Format must be UTM; Zone must be 13; Units must be Meters; Datum must be NAD83; and Units must be set to true north. Were points averaged: No. Northing: 4,155,552.6; Easting: 485,178.9. 4. Source: Unnamed tributary of North Middle Creek, tributary of the Cucharas River. 5. A. Date of initiation of appropriation: August 31, 2004. B. How appropriation was initiated: By the concurrence of an intent to appropriate water, the construction of physical diversion facilities, and the diversion and measurement of water. C. Date water applied to beneficial use: N/A. 6. Amount claimed: .016 c.f.s., conditional. 7. Use: Piscatorial, aesthetic, recreational, wildlife propagation. 8. Name(s) and address(es) of owner(s) or reputed owner(s) of the land upon which any new diversion or storage structure, or modification to any existing diversion or storage structure is or will be constructed or upon which water is or will be stored, including any modification to the existing storage pool: Applicants. 9. Remarks: The diversion facilities have been constructed. Water has been diverted and measured but has not yet been applied to beneficial use. B. CLAIM FOR WATER STORAGE RIGHT. 10. Name of Reservoir: Rainbow Pond. 11. A. Legal description of location of

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dam: NE1/4 of the NE1/4, Section 12, T. 29 S., R. 70 W., 6th P.M., 260 feet from the North Section line and 1200 feet from the East Section line. Optional Additional Description: GPS location information in UTM format. Required settings for GPS units are as follows: Format must be UTM; Zone must be 13; Units must be Meters; Datum must be NAD83; and Units must be set to true north. Were points averaged? No. Northing: 4,155,581.7; Easting: 485,454.0. B. If off-channel reservoir, name and capacity of ditch or ditches used to fill reservoir, and legal description of each point of diversion: Caschette Pipeline, as described in Part A of this application. 12. Source: Unnamed tributary of North Middle Creek, a tributary of the Cucharas River. 13. A. Date of initiation of appropriation: August 31, 2004. B. How appropriation was initiated: By the concurrence of an intent to appropriate water, the design of the pond, the construction of physical diversion facilities, and the diversion and measurement of water. C. Date water applied to beneficial use: N/A. 14. Amount claimed: 3.58 acre feet, conditional, with the right to fill and refill continuously to maintain the Pond at its maximum water level. B. If off-channel reservoir, rate of diversion in c.f.s. for filling the reservoir: 0.16, conditional. 15. Use: Piscatorial, aesthetic, recreational, wildlife propagation. 16. Surface area of high water line: 0.558 acres. A. Maximum height of dam in feet: less than 10. B. Length of dam in feet: approximately 200. 17. Total capacity of reservoir in acre feet: 3.58. Active capacity 0.43 acre-feet. Dead storage 3.15 acre-feet. 18. Name(s) and address(es) of owner(s) or reputed owners of the land upon which any new diversion or storage structure, or modification to any existing diversion or storage structure is or will be constructed or upon which water is or will be stored, including any modification to the existing storage pool: Applicants. 19. Remarks or any other pertinent information: A. The Rainbow Pond will initially be filled in priority or by exchange with, or diversion under the priority of, the water rights described in part C of this application, or other water rights. The Pond will be lined with impervious materials to minimize seepage losses and will not intercept ground water. Evaporation losses will be replaced by diversions in priority through the Caschette Pipeline. Out of priority evaporative losses will be fully replaced in time, quantity and quality with water available to Applicants under the water rights described in Part C below or other water rights acceptable to the Division Engineer. B. The Caschette Pipeline and Rainbow Pond are part of an integrated water supply project or system. Thus, any work on any one feature of the project or system shall be considered in finding that reasonable diligence has been shown in the development of all water rights for all features of the entire project or system, see Section 37-92-301(4)(b), C.R.S. C. CHANGE OF WATER RIGHTS 20. Description of water rights for which change is sought. Subject to completion of their acquisition of an interest in the following water rights, Applicants propose to change up to 1.90 acre-feet of historical consumptive use available under those water rights: A. Calf Pasture Ditch, Priority No. 2. (1) Original Decree: This water right was originally confirmed in an unnumbered decree designated as the “Read Decree” entered on June 12, 1889 by the District Court in and for Huerfano County, Colorado. (2)

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Appropriation Date: June 15, 1863. (3) Originally Decreed Amount: 1.5 c.f.s. (4) Location: The decreed location of the headgate is in the Cucharas River in the NW ¼ SW ¼ Section 21, Township 29 South, Range 68 West, 6th P.M. at a point 40 feet west of the intersection of Oak Street and Ryus Avenue in the Town of La Veta. (5) Originally Decreed Use: Irrigation. (6) Subsequent Decrees: By decree entered on February 13, 1985, in Case No. 82CW132, District Court in and for Water Division No. 2, State of Colorado, 0.5 c.f.s. of the 1.5 c.f.s. originally decreed to this water right was changed to the following alternate points of diversion: (i) A point on the north bank of Baker Creek, a tributary to the Cucharas River, which is 850 feet east of the center of Section 17, Township 31 South, Range 69 West, 6th P.M.; (ii) A point on the left bank of the Cucharas River located in the southwest quarter of Section 19, Township 30 South, Range 68 West, 6th P.M., at a point approximately 180 feet from the west line and 1,940 feet from the south line of said Section 19. The Court in Case No. 82CW132 also approved a three-phased change of this water right from its originally decreed use to “direct use (Phase I) for irrigation, fish and wildlife enhancement and all municipal purposes and to a stream credit (Phases II and III) for direct replacement or storage for subsequent replacement of depletions for irrigation, artificial snowmaking, fish and wildlife enhancement and all municipal purposes,” as more specifically described in said decree. By decree entered in Case No. 85CW10, District Court in and for Water Division No. 2, State of Colorado, a third alternate point of diversion for this water right was established at the intake of the Cucharas Sanitation and Water District’s treatment facilities on the Cucharas River at a point in Section 22, Township 31 South, Range 69 West of the 6th P.M., from which the west quarter-corner of Section 15, Township 31 South, Range 69 West of the 6th P.M. bears north 14°25’ west a distance of 5,770 feet. By decree entered in Case No. 98CW172, District Court in and for Water Division No. 2, State of Colorado, a fourth alternate point of diversion for this water right was established at the intake of the Dalton Pump and Pipeline, located in the SE1/4 NE1/4 Sec. 7, T30S, R68W of the 6th P.M., at a point 850 feet West of the East Section Line and 2,000 feet South of the North Section line of said Section 7. B. Oso Ditch, Priority No. 9. (1) Prior Decree: See Paragraph 20.A.(1), above. (2) Appropriation Date: May 3, 1868. (3) Originally Decreed Amount: 3.0 c.f.s. (4) Location: The point of diversion for 1.5 c.f.s. of this water right was changed from the Coler Ditch to the Calf Pasture Ditch headgate, described in Paragraph 20.A.(4), above, by decree entered April 16, 1973 in Case No. W-1137, District Court in and for Water Division No. 2, State of Colorado. (5) Use: Irrigation. (6) Subsequent Decrees: See Paragraph 20.A.(6), above. C. Romero Ditch, Priority No. 12. (1) Prior Decree: See Paragraph 20.A.(1), above. (2) Appropriation Date: April 1, 1869. (3) Originally Decreed Amount: 1.2 c.f.s.. (4) Location: The point of diversion for 0.6 c.f.s. of this water right was changed from the Coler Ditch to the Calf Pasture Ditch headgate, by decree entered April 16, 1973 in Case No. W-1137, District Court in and for Water Division No. 2, State of Colorado. (5) Originally Decreed Use: Irrigation. (6) Subsequent Decrees: See Paragraph 20.A.(6), above. D. Dep Ditch, Priority No. 59. (1) Prior Decree: See Paragraph

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20.A.(1), above. (2) Appropriation Date: May 12, 1882. (3) Originally Decreed Amount: 0.6 c.f.s.. (4) Location: originally, the decreed point of diversion for this water right was out of Middle Creek, tributary to the Cucharas River. An alternate point of diversion was approved by decree entered on May 8, 1981, in Case No. 79CW40, District Court in and for Water Division No. 2, State of Colorado, at the following location: at a point on the north bank of Middle Creek in the NW ¼ SW ¼ Section 21, Township 29 South, Range 68 West, 6th P.M., being 1,000 feet from the west line and 800 feet from the north line of said Section 21. (5) Originally Decreed Use: Irrigation. (6) Subsequent Decrees: see Paragraph 20.A.(6), above. 21. Historical Use: The water rights described in Paragraphs 20A-D were historically used for irrigation. Said water rights are the subject of a decree in Case Nos. 82CW132 and 85CW010, which quantifies the historic consumptive use of the subject water rights, and determines that the net average annual historic use associated with those rights was 230 acre feet, of which 130 acre feet is attributable solely to Priority No. 2, and 100 acre feet is attributable to Priorities 9, 12 and 59. The decree then proceeds to approve a three-phased change of the subject water rights. Phase I applies only to the water associated with Priority No. 2, changes the point of diversion of that water to three upstream points, and changes the use to direct year-round use for irrigation, fish and wildlife enhancement and municipal purposes. Under Phase II, the water associated with Priority No. 2 is further changed to allow its use as a “stream credit” for direct replacement of depletions or for storage and subsequent replacement of depletions for irrigation, artificial snowmaking, fish and wildlife enhancement and municipal purposes. Under Phase III, the water associated with Priorities 9, 12 and 59 is also changed to stream credit for the purposes identified under Phase II. Phase I was implemented upon entry of the decree and will continue until a storage facility is constructed. Phase II begins upon construction of a storage facility, but prior to the removal from irrigation of lands irrigated by Priorities 9, 12 and 59. Phase III will begin when the lands historically irrigated under Priorities 9, 12 and 59 are removed from irrigation. Because no storage facility has been constructed, it is readily apparent that the Water Rights are currently operating under Phase I, which means that they can be used only on a direct flow basis at the three alternate points of diversion identified in Paragraph 7(b) of the decree. Applicants’ use of said water rights in the manner approved in this decree shall be subject to all terms and conditions of the decrees in Case No. 82CW132 and 85CW010. 22. Description of proposed change: Applicants seek to establish an alternate point of diversion for up to 1.90 acre feet of annual consumptive use attributable to the water rights described in Paragraph 20A-D herein at the point of diversion and place of storage of the Caschette Pipeline and Rainbow Pond as described herein. Said volume is attributable to up to 0.0095 c.f.s. of the 0.5 c.f.s. of Priority No. 2 that is the subject of the decree previously entered by this court in Case Nos. 82CW132 and 85CW010. D. PLAN FOR AUGMENTATION AND EXCHANGE 23. Name(s) of structure(s) to be augmented: Caschette Pipeline and Rainbow Pond, as described in paragraphs 2 – 19 herein. Other than the conditional water rights identified above, no other water rights are diverted through these

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structures. 24. Previous decree(s) for water right(s) to be used for augmentation: See paragraph 20. 25. Historic use: See paragraph 21. 26. Names(s) and address(es) of owner(s) or reputed owners of the land upon which any new diversion or storage structure, or modification to any existing diversion or storage structure is or will be constructed or upon which water is or will be stored, including any modification to the existing storage pool: Applicants. 27. Statement of plan for augmentation, covering all applicable matters under CRS 37-92-103(9), 302(1)(2) and 305(8): Following the initial fill of the Rainbow Pond, Applicants will divert water through the Caschette Pipeline in such amounts and at such times as are required to replace evaporative losses from the Pond. Applicants’ engineer has calculated the gross evaporation loss from the pond to be no greater than 1.90 acre-feet, and the net evaporation to be no more than 1.25 acre-feet. Applicant proposes to replace out-of-priority net evaporative losses (or out-of-priority gross evaporative losses if legally obligated to do so) in the following manner: A. During Phase I of the changes approved in Case Nos. 82CW132 and 85CW10, Applicants will: (i) Divert up to 1.90 acre feet of consumptive use water annually into the Rainbow Pond via the Caschette Pipeline, at a maximum rate of flow of .0095 c.f.s., under the water right changed under part C of this application; or (ii) Bypass at the headgates of the Calf Pasture Ditch, Oso Ditch, Romero Ditch, and/or Dep Ditch up to 1.90 acre feet of consumptive use water annually under the water right changed under part C of this application, and allow said 1.90 acre feet to remain in Middle Creek and the Cucharas River. B. During Phases II and III of the changes approved in Case Nos. 82CW132 and 85CW10, Applicants will: (i) Continue to replace evaporative losses in the manner described in paragraph 27.A, above; or (ii) Divert into Rainbow Pond via the Caschette Pipeline up to 1.90 acre feet annually of stream credits attributable to the water rights described in paragraphs 20.A-D stored and released from the upstream reservoir(s) the construction of which is (are) a prerequisite to implementation of Phases II and III; or (iii) Cause the release into the Cucharas River of up to 1.90 acre feet annually of stream credits attributable to the rights described in paragraphs 20.A-D from the upstream reservoir(s) the construction of which is (are) a prerequisite to implementation of Phases II and III. Upon completion of the acquisition of an interest in the water rights described in Paragraph 20 A-D, above, Applicants will be entitled to the use of up to 1.90 acre feet annually of consumptive use associated with those water rights. Said water rights are decreed for year-round use. During Phase I, the entire 1.90 acre feet will be derived from Priority No. 2, described in Paragraph 7.A, above. During Phases II and III, the 1.90 acre feet may be derived from any one or a combination of all four water rights described in Paragraphs 20.A-D, above. Applicants’ use of said 1.90 acre feet shall be subject to all terms and conditions of the decrees previously entered in Case Nos. 82CW132 and 85CW010. 28. Right of exchange: Applicants claim an appropriative right of exchange as follows: A. The downstream terminus of the exchange reach is the confluence of Middle Creek and the Cucharas River in section 21, T. 29S, R. 68W, 6th P.M. The upstream terminus is the point of diversion of the Caschette Pipeline described

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herein. B. The maximum rate of the requested exchange is 0.16 c.f.s. C. The date of appropriation for the exchange is December 31, 2004, the date this Application was filed. WHEREFORE, Applicants request the Court to enter a judgment and decree that: A. Confirms and decrees the conditional water right for the Caschette Pipeline as described in Part A above; B. Confirms and decrees the conditional water right for the Rainbow Pond as described in Part B above; C. Approves the requested changes of water rights as described in Part C above; D. Approves the plan for augmentation, including exchange, described in Part D above; E. Finds that the requested changes of water rights and plan for augmentation will not injuriously affect the owner of or person entitled to use water under a vested water right or decreed conditional water right; and F. Grants to Applicants such other relief as the Court deems just and proper. (Corrected Application, 11 pages) ------------------------------------------------------------------------------------------------------------ CASE NO. 04CW127 – MANUEL AND SARA GARCIA, 7861 County Road 570, Gardner, CO 81040 Application for Change of Water Right Huerfano County 2. Decreed name of structure for which change is sought: Garcia Springs. 3. From previous Decree: A. Date Entered: Sept. 28, 2001; Case No. 99CW131; Court: Dist. Division 2. B. Decreed point of diversion: A series of springs within the NE ¼ SE ¼ Section 31, Township 26 South,, Range 70 West of 6th P.M., Huerfano County, Colorado, the center which is approximately 2,821 feet from North section line and 300 feet from East section line of Section 31. C. Source: Natural spring. D. Appropriation Date: July 29, 1998; Amount: 10 gpm. E. Historic use: Stock water. 4. Proposed change: (a) describe change requested: alternate point of diversion/replacement/change of use; (if well, please list pertinent information from well permit); (b) location; (c) use; (d) amount; (e) give proposed plan for operation (if (b) through (e) applicable, please give full descriptions.) A. Diversion location same; B. Same; C. Piscatorial use; D. 30 gpm; E. Small pond less than 1/8 acre. 5. Names and addresses of owners or reputed owners of the land upon which any new diversion or storage structure, or modification to any existing diversion or storage structure is or will be constructed or upon which water is or will be stored, including any modification to the existing storage pool: (Application, 2 pages) --------------------------------------------------------------------------------------------------------------------- CASE NO. 04CW128 – ELLICOTT SPRINGS RESOURCES, LLC, Attn: Rodney J. Preisser, 90 S. Cascade Avenue, Suite 900, Colorado Springs, CO 80903 Application for Underground Water Right El Paso County 2. Names of wells: ESR Well #s 1, 2, 3 and 4. No well permits have been applied for as of the date of this application. 3. The following paragraph sets

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forth the legal description of the location of each well claimed, the date of appropriation for each well, the amount claimed for each well, and the proposed beneficial uses claimed for each well: Name of well: ESR Well #1; Legal Description of Well: SW of SE of Section 3, T16S, R63W of the 6th PM. Distances from Section lines: 1520 feet from East Line (SL), 400 feet from South Section Line. Source: Alluvial aquifer, Depth 200 feet. Date of Appropriation: August 29, 2003. How appropriation was initiated: By forming the intent to appropriate this underground water for beneficial use and taking overt actions in furtherance of this intent, including without limitation entering an agreement with the landowner to allow construction of the well. Amount claimed: 1500 gpm, Conditional. Proposed use: domestic, commercial, industrial, irrigation, livestock, recreation, augmentation, and all other beneficial uses. Name of well: ESR Well #2; Legal Description of Well: NW of SW of Section 18, T16S, R62W of the 6th PM. Distances from Section lines: 1500 feet from South Section Line, 200 feet from West Section Line. Source: Alluvial aquifer, Depth 200 feet. Date of Appropriation: August 29, 2003. How appropriation was initiated: By forming the intent to appropriate this underground water for beneficial use and taking overt actions in furtherance of this intent, including without limitation entering an agreement with the landowner to allow construction of the well. Amount claimed: 1500 gpm, Conditional. Proposed use: domestic, commercial, industrial, irrigation, livestock, recreation, augmentation, and all other beneficial uses. Name of well: ESR Well #3; Legal Description of Well: NW of NW of Section 19, T16S, R62W of the 6th PM. Distances from Section lines: 200 feet from North Section Line, 200 feet from the West Section Line. Source: Alluvial aquifer, Depth 200 feet. Date of Appropriation: August 29, 2003. How appropriation was initiated: By forming the intent to appropriate this underground water for beneficial use and taking overt actions in furtherance of this intent, including without limitation entering an agreement with the landowner to allow construction of the well. Amount claimed: 1500 gpm, Conditional. Proposed use: domestic, commercial, industrial, irrigation, livestock, recreation, augmentation, and all other beneficial uses. Name of well: ESR Well #4; Legal Description of Well: NW of NE of Section 24, T16S, R63W of the 6th PM. Distances from Section lines: 1250 feet from North Section Line, 1700 feet from East Section Line. Source: Alluvial aquifer, Depth 200 feet. Date of Appropriation: August 29, 2003. How appropriation was initiated: By forming the intent to appropriate this underground water for beneficial use and taking overt actions in furtherance of this intent, including without limitation entering an agreement with the landowner to allow construction of the well. Amount claimed: 1500 gpm, Conditional. Proposed use: domestic, commercial, industrial, irrigation, livestock, recreation, augmentation, and all other beneficial uses. 4. Name and address of the owner or reputed owner of the land upon which the above described wells will be located: Robert C. Norris Family Trust, 970 Summer Games Drive, Colorado Springs, CO 80906. 5. Remarks: All of the wells described in paragraph 3 will withdraw water tributary to the Arkansas River. However, no material injury will occur to the vested water rights of others since

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Applicant will provide any required replacement for depletions caused by the pumping of said wells under a Plan for Augmentation which will be filed in Water Court, Water Division No. 2. Applicant seeks a conditional decree for each of the above-described water rights. Development of this underground water for the described beneficial uses is feasible, and Applicant has the necessary resources, including reusable replacement water, so that the water appropriated can and will be placed to beneficial use within a reasonable period of time. Applicant has not provided any notice pursuant to C.R.S. 37-92-137(2)(b)(II)(B). Applicant has not discovered any wells within six hundred feet of any of the proposed wells described in paragraph 3 above, and Applicant is not aware of any evidence that any wells are located within six hundred feet of any of the proposed wells described in paragraph 3 above. (Application, 4 pages) ------------------------------------------------------------------------------------------------------------ CASE NO. 04CW129 – CHAFFEE COUNTY, c/o Don Reimer, Chaffee County Engineer, 104 Crestone Avenue, Salida, CO 81201 (Direct all pleadings to: Steven J. Bushong and P. Fritz Holleman, Porzak Browning & Bushong LLP, Attorneys for Applicant, 929 Pearl Street, Suite 300, Boulder, CO 80302) Application for Surface Water Rights Chaffee County, Colorado 2. Introduction. This application seeks water rights for in-channel diversion structures within Chaffee County. These structures divert, capture and control the flow of the Arkansas River to create features that provide a reasonable recreation experience in and on the water for boating and related recreational uses. The Town of Buena Vista and the City of Salida support obtaining recreational in-channel diversion water rights for the structures referenced herein. 3. Name of Structures: (a) City of Salida Boating Park Structures (“Salida Park”). The Salida Park consists of two existing in-channel diversion structures in the channel of the Arkansas River within the City of Salida. (b) Town of Buena Vista Boating Park Structures (“B.V. Park”). The B.V. Park currently consists of one in-channel diversion structure in the channel of the Arkansas River within the Town of Buena Vista. The Town intends to construct up to 3 additional structures in the river channel as described below, contingent upon approval of a land use project that is currently under negotiation. 4. Legal Description of Structures: (a) The Salida Park is located within the channel of the Arkansas River. The locations of the two recreational in-channel diversion structures in the Salida Park are as follows: i. Structure No. 1. A recreational in-channel diversion structure varying in width, located in the Southeast quarter of Section 32, T 50 N, R 9 E of the New Mexico Principal Meridian, Chaffee County, Colorado, the centerline of which is more particularly described as follows: Beginning at a point on the Southwesterly bank of the Arkansas River from whence the East quarter corner of said Section 32, marked by a 2 ½" U.S.G.L.O. brass cap, bears North 33°03'11" East, a distance of 1712.25 feet; Thence Northeasterly and deflecting to the right a distance of 93.01 feet along the arc of a curve having a radius of 238.43 feet, a delta angle of 22°21'05", a chord of 92.43 feet and a chord bearing of North 44°26'54" East to a point on the

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Northeasterly bank of the Arkansas River from whence said East Quarter corner of Section 32 bears North 32°24'29" East, a distance of 1621.74 feet. ii. Structure No. 2. A recreational in-channel diversion structure varying in width, located in the Southeast quarter of Section 32, T 50 N, R 9 E of the New Mexico Principal Meridian, Chaffee County, Colorado, the centerline of which is more particularly described as follows: Beginning at a point on the Southwesterly bank of the Arkansas River from whence the East quarter corner of said Section 32, marked by a 2 ½" U.S.G.L.O. brass cap, bears North 20°59'55" East, a distance of 1799.35 feet; Thence Northeasterly and deflecting to the right a distance of 106.07 feet along the arc of a curve having a radius of 81.32 feet, a delta angle of 74°43'49", a chord of 98.71 feet and a chord bearing of North 34°42'24" East to a point on the Northeasterly bank of the Arkansas River from whence said East Quarter corner of Section 32 bears North 20°12'42" East, a distance of 1703.61 feet. The distance between the two structures in the Salida Park is approximately 400 feet. A map depicting the location of the structures is attached to the Application as Exhibit A. All exhibits mentioned herein are incorporated by reference and may be inspected at the office of the Clerk of this Court. (b) The B.V. Park is located in the channel of the Arkansas River. The location of the current existing recreational in-channel diversion structure in the B.V. Park is as follows: i. Structure No. 1. A recreational in-channel diversion structure varying in width, located in the Southwest quarter of Section 9, T 14 S, R 78 W of the Sixth Principal Meridian, Chaffee County, Colorado, the centerline of which is more particularly described as follows: Beginning at a point on the Southwesterly bank of the Arkansas River from whence the Southwest corner of said Section 9, marked by a 2" aluminum cap stamped LS 20152, bears South 26°43'24" West, a distance of 3260.51 feet; Thence Northeasterly and deflecting to the right a distance of 115.63 feet along the arc of a curve having a radius of 87.36 feet, a delta angle of 75°50'03", a chord of 107.37 feet and a chord bearing of North 51°10'19" East to a point on the Northeasterly bank of the Arkansas River from whence said Southwesterly corner of Section 9 bears South 27°28'54" West, a distance of 3358.55 feet. ii. Structure Nos. 2-4. Depending upon the outcome of the ongoing land use negotiations noted above, Applicant’s intent is to extend the B.V. Park with up to three additional structures in the channel of the Arkansas River. The current planned location for these structures is in the channel of the Arkansas River as follows: Structure No. 2 approximately 2000 feet downstream of the existing structure; Structure No. 3 approximately 2150 feet downstream of the existing structure; and Structure No. 4 approximately 2300 feet downstream of the existing structure. A map depicting the location of the existing Structure No. 1 and the approximate location of Structure Nos. 2-4 is attached to the Application as Exhibit B. 5. Source. The source for all structures is the Arkansas River. 6. Appropriation Date. March 30, 2004, based upon the intent to appropriate coupled with acts demonstrating that intent, including a public meeting with interested parties. 7. Amounts Claimed. For each structure in the Salida Park and the B.V. Park, Applicant claims conditional water rights in cubic feet per second in the amounts and for the time periods set forth below:

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Time Period

Jan 1- May 15

May 16 - June 30

July 1 - Aug 31

Sept 1- Dec 31

Flows (cfs) 250 1800 700 250 Some part or all of these claimed conditional amounts may be claimed as absolute at trial to the extent Applicant demonstrates beneficial use has occurred prior to the trial date. 8. Beneficial Uses. For each structure, Applicant claims all recreational uses in and on the Arkansas River, including without limitation boating, kayaking, tubing, rafting, floating, canoeing and other such general recreational uses. 9. Name and Address of the Owner of Land on Which the Structures and Access Points are Located: (a) Salida Park: The structures are located partially on land owned by the City of Salida and partially on land owned by the Union Pacific Railroad Company. Both structures are accessible via land owned by the City of Salida. The address for the City of Salida is PO Box 417, Salida, CO 81201. The address for the Union Pacific Railroad Company, Real Estate Department is 1400 Douglas Street, Omaha, Nebraska 68179-1690. (b) B.V. Park: Structure No. 1 is located on land owned by the Town of Buena Vista. The address for the Town of Buena Vista is 210 E Main, Buena Vista, CO 81211. Structure Nos. 2-4 would be located on land currently owned by The Town Company, LLC. The address for The Town Company, LLC is c/o Katy and Jed W. Selby, PO Box 4259, Buena Vista, CO 81211. 10. Remarks: (a) Precedent for the requested water rights is specifically set forth in City of Thornton v. City of Fort Collins, 830 P.2d 915 (Colo. 1992), State Eng’r v. City of Golden, 69 P.2d 1027 (2003) (aff’d by operation of law), State Eng’r v. Town of Breckenridge, 69 P.3d 1028 (2003) (aff’d by operation of law), State Eng’r v. Eagle River Water & San. Dist., 69 P.3d 1028 (2003) (aff’d by operation of law), and further supported by C.R.S. §§ 37-92-103(4), 37-92-103(7), 37-92-103(10.3) and 37-92-305(9)(b). (b) The foregoing appropriation does not impair the ability of the State of Colorado to fully develop and place to consumptive beneficial use its compact entitlements. (c) The Town of Buena Vista and City of Salida have passed resolutions supporting this application. (Application and attachments, 8 pages) ------------------------------------------------------------------------------------------------------------ CASE NO. 04CW130 – BOARD OF WATER WORKS OF PUEBLO, COLORADO (“The Board”), c/o Alan Hamel, Executive Director, 319 West Fourth Street, P. O. Box 400, Pueblo, CO 81002 (William A. Paddock and Amy N. Huff, Carlson, Hammond & Paddock, Attorneys for Applicant, 1700 Lincoln Street, Suite 3900, Denver, CO 80203) Application for Conditional Water Storage Right Chaffee County 2. Name of Reservoir: Clear Creek Reservoir Second Enlargement. 3. Legal description: the dam will be located in the NW¼SE¼, NE¼SE¼, SW¼NE¼, NW¼NE¼, SE¼NW¼, and NE¼NW¼ of § 8, T. 12 S., R. 79 W. 6th P.M. The lands inundated by Clear Creek Reservoir are in §§ 7 and 8, T.12 S., R. 79 W., and Section 12, T.12 S., R. 80 W. 6th P.M., in Chaffee County, CO, all as shown on Exhibit 1 attached to the Application. All exhibits mentioned herein are incorporated by reference and may be inspected at the office of the Clerk of this

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Court. 4. Source: Clear Creek and its tributaries, tributary to the Arkansas River. The Board may also store in the reservoir transmountain water rights diverted from Water Division No. 5 and delivered into the Arkansas River, water diverted by exchange pursuant to the Board’s water rights, including, but not limited to, the Board’s storable native water rights, transmountain water rights, and reusable waters, and any other water that is available to the Board that can be stored, by exchange or other means, in Clear Creek Reservoir. 5.A. Date of Appropriation: September 19, 2000. 5.B How appropriation was initiated: Conditional water storage rights were initiated by formation of the intent to appropriate water, by field surveys, by engineering studies, and by other acts in furtherance of the appropriation. 5.C. Date water applied to beneficial use: Not applicable. 6. Amount Claimed: 18,561 acre-feet conditional. 7. Use: All beneficial uses related to the Board’s municipal water supply and distribution system, including municipal, domestic, irrigation, commercial, industrial, mechanical, power generation and cooling, wastewater treatment, recreation, fish and wildlife, replacement, exchange, augmentation, and substitution, together with a right to fill and refill in priority in the same water year. The Board also claims the right to recapture, reuse, successive use, and dispose of the water available to this conditional water right. 8. Surface Area at high water line: 630 acres. 8.A. Maximum Height of Dam: approximately 110 feet. 8.B. Maximum Length of Dam: approximately 4,000 feet. 9. Total Capacity of Reservoir: 30,000 acre-feet, Active Capacity: 29,970 acre-feet; Dead Storage: 30 acre-feet. 10. 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: A map showing the approximate location of the high water line of the dam when enlarged is attached to the Application as Exhibit 1. The Clear Creek Reservoir Dam will be located on lands owned by the Board and lands owned by the United States of America and managed by the Bureau of Land Management. The enlarged reservoir will inundate lands owned by the Board, lands owned by the United States of America and managed by the Bureau of Land Management and the Forest Service, and lands owned by Clear Creek Resources Ltd., LLLP, P.O. Box 2186, Granite, CO 81228. The address of the U.S. Forest Service’s local office is 2015 North Poplar, Leadville, CO 80461. The address of the U.S. Bureau of Land Management’s local office is 3170 East Main, Canon City, CO 81212. 11. Remarks: The Board has appropriated the water storage right described above and has exercised reasonable diligence in completion of the appropriation of that right. The Board can and will divert, store, or otherwise capture, possess, and control the claimed water storage rights and appropriative rights of exchange and will beneficially use such water. The water storage rights can and will be completed with diligence and within a reasonable time. No injury to senior vested water rights will occur by the exercise of the claimed water storage right. The water storage right claimed herein is part of the Board’s integrated municipal water supply and distribution system.

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(Application and attachments, 5 pages) ------------------------------------------------------------------------------------------------------------ CASE NO. 04CW131 – MICHAEL J. FUCHS and MARGARET S. FUCHS, 8610 Road T.7, Weldona, CO 80653 (James W. Culichia and Steven T. Monson, Felt, Monson & Culichia, LLC, Attorneys for Applicants, 319 North Weber Street, Colorado Springs, CO 80903) Application for Surface Water Rights and for Water Storage Rights Huerfano County 2. Legal Description of Place of Use of Water Rights: Applicants are the owners of the following described parcel of real property located in Huerfano County, Colorado where the water rights will be beneficially used (hereinafter the “Subject Property”): The E ½ , E ½ W ½ of Section 12, Township 27 South, Range 71 West of the 6th P.M., Huerfano County, Colorado, and the SW 1/4 SE 1/4, SE 1/4 SW 1/4 Section 1, Township 27 South, Range 71 West of the 6th P.M., Huerfano County, Colorado. A map depicting the location of each of the structures claimed in this Application is attached to the Application as Exhibit A. All exhibits mentioned herein are incorporated by reference and may be inspected at the office of the Clerk of this Court. 3. Applicants’ Ownership of the Property. Applicants own all of the real property upon which any structures described in this application are located. SURFACE WATER RIGHTS Applicant seeks adjudication of the following surface water rights: 4. Name of Structure: Fuchs Spring H (Absolute and Conditional) A. Legal Description of Point of Diversion: Fuchs Spring H is located in the Southeast 1/4 Southwest 1/4 of Section 1, Township 27 South, Range 71 West of the 6th P.M., Huerfano County, Colorado at a point approximately 2620 feet from the west section line and 987 feet from the south section line. B. Source: Spring and seepage. C. Date of Appropriation: The absolute appropriation was initiated on approximately September 1, 1937 by the application to beneficial use of the spring water for stockwatering by Applicants’ predecessors. The conditional appropriation was initiated on December 30, 2004 by Applicants’ development of the intent to appropriate the spring water for irrigation and wildlife purposes and the filing of this Application. The date of filing shall be the date of the conditional appropriations. D. Amount Claimed: 5 g.p.m., absolute for stockwatering and conditional for all other claimed uses. E. Use or Proposed Use of Water: Stockwatering, irrigation, wildlife, recreation, and piscatorial. F. Description of Location of Irrigation. Fuchs Spring H will be used for irrigation within approximately 185 acres within the E ½, E ½ W ½ of Section 12 and 45 acres within the SW 1/4 SE 1/4, SE 1/4 SW 1/4 of Section 1, all in Township 27 South, Range 71 West of the 6th P.M., Huerfano County, Colorado. A map depicting the area of irrigated acres is attached to the Application as Exhibit B. 5. Name of Structure: Fuchs Spring I (Absolute and Conditional) A. Legal Description of Point of Diversion: Fuchs Spring I is located in the Southeast 1/4 Southwest 1/4 of Section 1, Township 27 South, Range 71 West of the 6th P.M., Huerfano County, Colorado at a point approximately 2604 feet from the west section line and 997 feet from the south section line. B. Source: Spring and seepage. C. Date of Appropriation: The absolute appropriation was initiated on

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approximately September 1, 1937 by the application to beneficial use of the spring water for stockwatering by Applicants’ predecessors. The conditional appropriation was initiated on December 30, 2004 by Applicants’ development of the intent to appropriate the spring water for irrigation and wildlife purposes and the filing of this Application. The date of filing shall be the date of the conditional appropriations. D. Amount Claimed: 5 g.p.m., absolute for stockwatering and conditional for all other claimed uses. E. Use or Proposed Use of Water: Stockwatering, irrigation, wildlife, recreation, and piscatorial. F. Description of Location of Irrigation: Fuchs Spring I will be used for irrigation within approximately 185 acres within the E ½, E ½ W ½ of Section 12 and 45 acres in the SW 1/4 SE 1/4, SE 1/4 SW 1/4 of Section 1, all in Township 27 South, Range 71 West of the 6th P.M., Huerfano County, Colorado. A map depicting the area of irrigated acres is attached to the Application as Exhibit B. 6. Name of Structure: Fuchs Spring J (Absolute and Conditional) A. Legal Description of Point of Diversion: Fuchs Spring J is located in the Southwest 1/4 Southeast 1/4 of Section 1, Township 27 South, Range 71 West of the 6th P.M., Huerfano County, Colorado at a point approximately 2489 feet from the east section line and 1122 feet from the south section line. B. Source: Spring and seepage. C. Date of Appropriation: The absolute appropriation was initiated on approximately September 1, 1937 by the application to beneficial use of the spring water for stockwatering by Applicants’ predecessors. The conditional appropriation was initiated on December 30, 2004 by Applicants’ development of the intent to appropriate the spring water for irrigation and wildlife purposes and the filing of this Application. The date of filing shall be the date of the conditional appropriations. D. Amount Claimed: 5 g.p.m., absolute for stockwatering and conditional for all other claimed uses. E. Use or Proposed Use of Water: Stockwatering, irrigation, wildlife, recreation, and piscatorial. F. Description of Location of Irrigation: Fuchs Spring J will be used for irrigation within approximately 185 acres within the E ½, E ½ W ½ of Section 12 and 45 acres in the SW 1/4 SE 1/4, SE 1/4 SW 1/4 of Section 1, all in Township 27 South, Range 71 West of the 6th P.M., Huerfano County, Colorado. A map depicting the area of irrigated acres is attached to the Application as Exhibit B. 7. Name of Structure: Fuchs Spring K (Absolute and Conditional) A. Legal Description of Point of Diversion: Fuchs Spring K is located in the Southwest 1/4 Southeast 1/4 of Section 1, Township 27 South, Range 71 West of the 6th P.M., Huerfano County, Colorado at a point approximately 2453 feet from the east section line and 1150 feet from the south section line. B. Source: Spring and seepage. C. Date of Appropriation: The absolute appropriation was initiated on approximately September 1, 1937 by the application to beneficial use of the spring water for stockwatering by Applicants’ predecessors. The conditional appropriation was initiated on December 30, 2004 by Applicants’ development of the intent to appropriate the spring water for irrigation and wildlife purposes and the filing of this Application. The date of filing shall be the date of the conditional appropriations. D. Amount Claimed: 5 g.p.m., absolute for stockwatering and conditional for all other claimed uses. E. Use or Proposed Use of Water: Stockwatering, irrigation, wildlife, recreation, and piscatorial. F. Description of

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Location of Irrigation: Fuchs Spring K will be used for irrigation within approximately 185 acres within the E ½, E ½ W ½ of Section 12 and 45 acres in the SW 1/4 SE 1/4, SE 1/4 SW 1/4 of Section 1, all in Township 27 South, Range 71 West of the 6th P.M., Huerfano County, Colorado. A map depicting the area of irrigated acres is attached to the Application as Exhibit B. 8. Name of Structure: Fuchs Spring L (Absolute and Conditional) A. Legal Description of Point of Diversion: Fuchs Spring L is located in the Southwest 1/4 Southeast 1/4 of Section 1, Township 27 South, Range 71 West of the 6th P.M., Huerfano County, Colorado at a point approximately 2418 feet from the east section line and 1143 feet from the south section line. B. Source: Spring and seepage. C. Date of Appropriation: The absolute appropriation was initiated on approximately September 1, 1937 by the application to beneficial use of the spring water for stockwatering by Applicants’ predecessors. The conditional appropriation was initiated on December 30, 2004 by Applicants’ development of the intent to appropriate the spring water for irrigation and wildlife purposes and the filing of this Application. The date of filing shall be the date of the conditional appropriations. D. Amount Claimed: 5 g.p.m., absolute for stockwatering and conditional for all other claimed uses. E. Use or Proposed Use of Water: Stockwatering, irrigation, wildlife, recreation, and piscatorial. F. Description of Location of Irrigation: Fuchs Spring L will be used for irrigation within approximately 185 acres within the E ½, E ½ W ½ of Section 12 and 45 acres in the SW 1/4 SE 1/4, SE 1/4 SW 1/4 of Section 1, all in Township 27 South, Range 71 West of the 6th P.M., Huerfano County, Colorado. A map depicting the area of irrigated acres is attached to the Application as Exhibit B. 9. Name of Structure: Fuchs Spring M (Absolute and Conditional) A. Legal Description of Point of Diversion: Fuchs Spring M is located in the Southwest 1/4 Southeast 1/4 of Section 1, Township 27 South, Range 71 West of the 6th P.M., Huerfano County, Colorado at a point approximately 2342 feet from the east section line and 1127 feet from the south section line. B. Source: Spring and seepage. C. Date of Appropriation: The absolute appropriation was initiated on approximately September 1, 1937 by the application to beneficial use of the spring water for stockwatering by Applicants’ predecessors. The conditional appropriation was initiated on December 30, 2004 by Applicants’ development of the intent to appropriate the spring water for irrigation and wildlife purposes and the filing of this Application. The date of filing shall be the date of the conditional appropriations. D. Amount Claimed: 5 g.p.m., absolute for stockwatering and conditional for all other claimed uses. E. Use or Proposed Use of Water: Stockwatering, irrigation, wildlife, recreation, and piscatorial. F. Description of Location of Irrigation: Fuchs Spring M will be used for irrigation within approximately 185 acres within the E ½, E ½ W ½ of Section 12 and 45 acres in the SW 1/4 SE 1/4, SE 1/4 SW 1/4 of Section 1, all in Township 27 South, Range 71 West of the 6th P.M., Huerfano County, Colorado. A map depicting the area of irrigated acres is attached to the Application as Exhibit B. 10. Name of Structures: Fuchs Spring Nos 14-1 through 14-11 (Absolute and Conditional) A. Legal Description of Points of Diversion: Fuchs Spring Nos 14-1 through 14-11 are located in the Southeast 1/4 Southwest 1/4 of Section 1, which are in

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sequential order at points 2253 feet from the west section line and 654 feet from the south section line; 2267 feet from the west section line and 680 feet from the south section line; 2300 feet from the west section line and 733 feet from the south section line; 2297 feet from the west section line and 750 feet from the south section line; 2268 feet from the west section line and 770 feet from the south section line; 2280 feet from the west section line and 773 feet from the south section line; 2293 feet from the west section line and 780 feet from the south section line; 2305 feet from the west section line and 788 feet from the south section line; 2394 feet from the west section line and 968 feet from the south section line; 2397 feet from the west section line and 980 feet from the south section line; 2402 feet from the west section line and 993 feet from the south section line, all in Township 27 South, Range 71 West of the 6th P.M., Huerfano County, Colorado. B. Source: Springs and seepage. C. Date of Appropriation: The absolute appropriation for Fuchs Spring Nos 14-1 through 14-8 was initiated on approximately September 1, 1937 by the diversion, collection, and application to beneficial use of the spring water for irrigation of 10 adjacent acres downgradient from the springs and stockwatering by Applicants’ predecessors. The conditional appropriation for all other uses was initiated on December 30, 2004 by Applicants’ development of the intent to appropriate the spring water for wildlife, recreation, fish propagation, irrigation of additional acreage, and piscatorial purposes and the filing of this Application. The absolute appropriation for Fuchs Spring Nos 14-9 through 14-11 was initiated on approximately September 1, 1937 by the application to beneficial use of the spring water for stockwatering by Applicants’ predecessors. The conditional appropriation for Fuchs Spring Nos 14-9 through 14-11 was initiated on December 30, 2004, by Applicants’ development of the intent to appropriate the spring water for domestic, wildlife, recreation, irrigation, fish propagation and piscatorial purposes and the filing of this Application. The date of filing shall be the date of the conditional appropriations. D. Amount Claimed: 5 g.p.m. for each of Fuchs Spring Nos 14-1 through 14-8, absolute for stockwatering and irrigation of 10 acres, conditional for additional irrigated acreage, recreation, wildlife and piscatorial uses; 5 g.p.m. for Fuchs Spring No 14-10, absolute for stockwatering, conditional for all additional uses; 10 g.p.m. for each of Fuchs Spring Nos 14-9 and 14-11, absolute for stockwatering, conditional for all additional uses. E. Use or Proposed Use of Water: Fuchs Spring Nos 14-1 through 14-8 will be used for stockwatering, irrigation, wildlife, recreation, fish propagation, and piscatorial uses. Fuchs Spring Nos 14-9 through 14-11 will be used for domestic, stockwatering, irrigation, wildlife, recreation, fish propagation and piscatorial uses. These uses include conveyance of the water to Fuchs Pond Nos 14 and 15. Water used for domestic purposes on the Fuchs property will be conveyed via pipeline from the springs to the place of intended use upon Applicants’ property. F. Description of Location of Irrigation: Fuchs Spring Nos 14-1 through 14-11 will be used for irrigation within approximately 185 acres within the E ½, E ½ W ½ of Section 12 and 45 acres in the SW 1/4 SE 1/4, SE 1/4 SW 1/4 of Section 1, all in Township 27 South, Range 71 West of the 6th P.M., Huerfano County, Colorado. A map depicting the area of irrigated acres is

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attached to the Application as Exhibit B. 11. Name of Structure: Fuchs Spring Ditch No. 1. (Conditional). A. Legal Description: The ditch starts at a point located in the Southeast 1/4 Southwest 1/4 of Section 1, Township 27 South, Range 71 West of the 6th P.M., Huerfano County, Colorado approximately 2600 feet from the west section line and 1262 feet from the south section line. The ditch runs east approximately 700 feet to the terminus at a pump pond located in the Southwest 1/4 Southeast 1/4 of Section 1, Township 27 South, Range 71 West of the 6th P.M., Huerfano County, Colorado approximately 1960 feet from the east section line and 1200 feet from the south section line. The Fuchs Spring Ditch No. 1 is depicted on Exhibit A to the Application. B. Source: The Fuchs Spring Ditch No. 1 will divert and collect the flows of Fuchs Springs H, I, J, K, L, and M, Fuchs Spring Nos 14-1 through 14-11, and collect tailwater from upgradient irrigation for reapplication, including tailwater from the Palmer Ditch, the Reservoir Ditch, and all sources identified in Case No. 00CW124 for all uses as set forth within this section. C. Date of Appropriation: This conditional appropriation was initiated on December 30, 2004 by the Applicants’ intent to appropriate the waters of Fuchs Spring Ditch # 1 and by filing of this Application. The date of filing shall be the date of the conditional appropriations. D. Amount Claimed: 1.5 c.f.s., conditional. E. Use or Proposed Use: Stockwatering, irrigation, wildlife, recreation, fish propagation, and piscatorial. F. Description of Location of Irrigation: Fuchs Spring Ditch No. 1 will be used for irrigation within approximately 185 acres within the E ½, E ½ W ½ of Section 12 and 45 acres in the SW 1/4 SE 1/4, SE 1/4 SW 1/4 of Section 1, all in Township 27 South, Range 71 West of the 6th P.M., Huerfano County, Colorado. A map depicting the area of irrigated acres is attached to the Application as Exhibit B. WATER STORAGE RIGHTS 12. Fuchs Pond No. 14. (Conditional) A. Legal Description of Location of Pond: The Fuchs Pond No. 14 is located in the Southwest 1/4 Southeast 1/4 of Section 1,Township 27 South, Range 71 West of the 6th P.M., Huerfano County, Colorado at a point 2530 feet from the east section line and 940 feet from the south section line. B. Source of Water: tailwater from upgradient irrigation, including tailwater from the Palmer Ditch, Reservoir Ditch, and all sources identified in Case No 00CW124, including as diverted through Fuchs Spring Ditch No 1; Fuchs Pond No. 6 Enlargement (see Case No. 00CW124); Fuchs Pond No. 12 (see Case No. 00CW124); Fuchs Spring G (see Case No. 00CW124); Reservoir Ditch Enlargement (see Case No. 00CW124); Fuchs Pond No. 11 (see Case No. 00CW124); Fuchs Springs 14-1 through 14-11 which locations are identified in section 10 of this Application, all in Township 27 South, Range 71 West of the 6th P.M., Huerfano County, Colorado. Where ponds are identified as a source of water, these references include all identified pond sources and all pond overflow to be diverted below the ponds. C. Date of Initiation of Appropriation: This conditional appropriation was initiated on December 30, 2004 by the Applicants’ formation of the intent to appropriate, by filing of this application, by conducting the overt acts of measuring the flow rate of Fuchs Springs 14-1 through 14-11 on March 26, 2000 by digging a hole and measuring the flow rate with a five-gallon bucket, locating the points of diversion, siting the locations of the pond, and by

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the incurring of attorneys and engineering fees related to the development of the water right. The claimed date of appropriation is the date of filing of this Application. D. Date Water Applied to Beneficial Use: Not applicable. E. Amount Claimed: A. 7 acre feet, with right to refill. B. Diversion Rate: 5 g.p.m. for each of Fuchs Spring Nos 14-1 through 14-8, and 14-10; 10 g.p.m. for each of Fuchs Spring Nos 14-9 and 14-11; all diversion rates as established for the Fuchs Spring Ditch No. 1, and as established in pending Case No. 00CW124 and as referenced in section 12b of this Application. F. Use or Proposed Use of Water: The water will be used for stockwatering, fish propagation, temporary storage of tailwater for reapplication, wildlife, piscatorial, recreation, and irrigation within approximately 185 acres within the E ½, E ½ W ½ of Section 12 and 45 acres in the SW 1/4 SE 1/4, SE 1/4 SW 1/4 of Section 1, all in Township 27 South, Range 71 West of the 6th P.M., Huerfano County, Colorado. A map depicting the area of irrigated acres is attached to the Application as Exhibit B. G. Surface area of high water line: approximately 1.0 acre. A. Maximum height of dam: approximately 9.0 to 9.5 feet. B. Length of dam in feet: approximately 625 feet. H. Total capacity of reservoir: approximately 7.0 acre feet. Active capacity: 7.0 acre feet; Dead Storage: 0 13. Fuchs Pond No. 15. (Conditional) A. Legal Description of Location of Pond: The Fuchs Pond No. 15 is located in the Southwest 1/4 Southeast 1/4 of Section 1, Township 27 South, Range 71 West of the 6th P.M., Huerfano County, Colorado at a point 1900 feet from the east section line and 1120 feet from the south section line. B. Source of Water: tailwater from upgradient irrigation, including tailwater from the Palmer Ditch, Reservoir Ditch, and all sources identified in Case No 00CW124, including as diverted through Fuchs Spring Ditch No 1; Fuchs Pond No. 6 Enlargement (see Case No. 00CW124); Fuchs Pond No. 12 (see Case No. 00CW124); Fuchs Spring G (see Case No. 00CW124); Reservoir Ditch Enlargement (see Case No. 00CW124); Fuchs Pond No. 11 (see Case No. 00CW124); Fuchs Pond No. 14; Fuchs Springs 14-1 through 14-11 which locations are identified in section 10 of this Application, all in Township 27 South, Range 71 West of the 6th P.M., Huerfano County, Colorado. Where ponds are identified as a source of water, these references include all identified pond sources and all pond overflow to be diverted below the ponds. C. Date of Initiation of Appropriation: This conditional appropriation was initiated on December 30, 2004, by the Applicants’ formation of the intent to appropriate, by filing of this application, by conducting the overt acts of measuring the flow rate of Fuchs Springs 14-1 through 14-11 on March 26, 2000 by digging a hole and measuring the flow rate with a five-gallon bucket, locating the points of diversion, siting the locations of the pond, and by the incurring of attorneys and engineering fees related to the development of the water right. The claimed date of appropriation is the date of filing of this Application. D. Date Water Applied to Beneficial Use: Not applicable. E. Amount Claimed: A. 7 acre feet, with right to refill. B. Diversion Rate: 5 g.p.m. for each of Fuchs Spring Nos 14-1 through 14-8, and 14-10; 10 g.p.m. for each of Fuchs Spring Nos 14-9 and 14-11; all diversion rates as established for the Fuchs Spring Ditch No. 1, and as established in pending Case No. 00CW124 and as referenced in section 12b of

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this Application. F. Use or Proposed Use of Water: The water will be used for stockwatering, fish propagation, temporary storage of tailwater for reapplication, wildlife, piscatorial, recreation and irrigation within approximately 185 acres within the E ½, E ½ W ½ of Section 12 and 45 acres in the SW 1/4 SE 1/4, SE 1/4 SW 1/4 of Section 1, all in Township 27 South, Range 71 West of the 6th P.M., Huerfano County, Colorado. A map depicting the area of irrigated acres is attached to the Application as Exhibit B. G. Surface area of high water line: approximately 1.0 acre. A. Maximum height of dam: approximately 9.0 to 9.5 feet. B. Length of dam in feet: approximately 625 feet. H. Total capacity of reservoir: approximately 7.0 acre feet. Active capacity: 7.0 acre feet; Dead Storage: 0 (Application and attachments, 14 pages) ------------------------------------------------------------------------------------------------------------ Case No. 04CW132 - COLORADO SPRINGS UTILITIES, c/o Brett C. Gracely, P.O. Box 1103, MC 1328, Colorado Springs, CO 80947-1328 (John A. Fredell, Esq., Assistant General Counsel, Utilities General Counsel Division, Colorado Springs Utilities, P.O. Box 1103, MC 940, Colorado Springs, CO 80947-0940, Phone: (719) 668-8050) Application For Appropriative Right Of Exchange And Reuse Program El Paso and Teller Counties 2. Introduction. In Case No. 84CW202 (the “Local Exchange Plan”) Colorado Springs obtained a decree for the exchange of reusable effluent derived from transmountain sources flowing into Fountain Creek from the Applicant's wastewater treatment facilities. This Application seeks a conditional decree with multiple appropriation dates for the appropriation of a proposed right of exchange and reuse of sewered return flows from reusable Denver Basin Ground Water, so as to recapture, reuse, and successively use to extinction, by exchange, all such water pursuant to CRS §§ 37-80-120, 37-82-106, 37-83-104 and 37-92-302. The water is exchanged to points of diversion and storage on Fountain Creek and its tributaries. This Application seeks to exchange sewered reusable return flows derived from Denver Basin Ground Water under the same terms as decreed for the Local Exchange Plan. The “exchange to” points in this Application are identical to those decreed in the Local Exchange Plan, with the addition of four points of diversion - an alternate point of diversion for the 33rd Street Intake on Fountain Creek, the point of diversion for the Manitou No. 1 Intake on Ruxton Creek, the point of diversion for the proposed Jimmy Camp Creek Reservoir, and the point of diversion for the proposed Williams Creek Reservoir. The “exchange from” points are identical to those decreed in the Local Exchange Plan, with the addition of the Northern Wastewater Reclamation Facility Outfall. The exchange rates and quantities are the same as those decreed for the Local Exchange Plan. The decree for the Local Exchange Plan excluded all issues and claims of use, reuse, and successive use by exchange of water derived from Applicant's transmountain sources from the irrigation of lawns, gardens, parks, landscaping, and all other similar uses within the areas served by the Applicant, accruing to Fountain Creek and its tributaries (“Non-Sewered Return Flows”). Non-Sewered Reusable Return Flows were the subject of a separate decree entered by this

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Court on July 17, 1991, in Consolidated Cases No. 84CW202, 84CW203, 86CW118(B), and 89CW36, as amended by decree entered on January 8, 1998 (“Consolidated Cases”). The decree in the Consolidated Cases allows Colorado Springs to recapture and reuse the non-sewered component of its reusable water. This Application also seeks to exchange the non-sewered reusable return flows, quantified pursuant to the decree in the Consolidated Cases, from the places where such return flows accrue to Fountain Creek and its tributaries, in excess of the Applicant’s augmentation requirements, into the proposed Jimmy Camp Creek and Williams Creek Reservoirs. 3. Name of Ditch or other Structure and Legal Description of Point of Diversion (description of exchange reaches): a. Point of Discharge of Reusable Denver Basin Ground Water From Which Water Will Be Exchanged. (1) The Las Vegas Street Wastewater Treatment Facility Outfall on Fountain Creek located in El Paso County in the SW¼ SW¼ S20,T14S,R66W, 6th PM. Said Outfall discharges into the Fountain Creek System. (2) The Air Force Academy Wastewater Treatment Facility Outfall on Monument Creek, located in El Paso County on Monument Creek in the SW¼ SW¼ S19,T12S,R66W,6th PM. (3) The Northern Wastewater Reclamation Facility Outfall located in El Paso County on Monument Creek in the SE¼ NW ¼ S30,T13S,R66W,6th PM. (4) Any other wastewater treatment facility outfall located within the drainages of Fountain Creek or the Arkansas River above its confluence with Fountain Creek and hereafter utilized by Colorado Springs, including any terminal storage facilities hereafter constructed and located to receive the City’s wastewater facility discharges. b. Structures to which the Reusable Water Will Be Exchanged in the Ruxton Creek System. (1) Sheep Creek Intake: A point on the S bank of Sheep Creek whence the SW corner S11,T14S,R68W,6th PM bears S21° W 600 ft. (2) South Ruxton Creek Intake No. 1: A point on the W bank of S Ruxton Creek whence the NW corner of S14,T14S,R68W,6thPM bears N49° W 2,555 ft. (3) South Ruxton Creek Intake No. 2: Located at a point on the W bank of S Ruxton Creek whence the NW corner of S14,T14S,R68W,6thPM bears N51°40'W 2,385 ft. (4) Cabin Creek Intake: Located at a point on the N bank of Cabin Creek whence the SW corner of S11,T14S,R68W,6th PM bears S7°55' W 3,020 ft. (5) Ruxton Creek Intake at Lake Moraine: A point on the E bank of Ruxton Creek at Lake Moraine Reservoir whence the SW corner of S22,T14S,R68W,6th PM bears S27°10' W 1,070 ft. (6) Dark Canyon Intake: A point on S Ruxton Creek whence the NW corner S14,T14S,R68W,6thPM bears N23°50' W 4,330 ft. (7) Lion Creek Intake: A point at the junction of Ruxton and Lion Creeks whence the NE corner of S15,T14S,R68W,6th PM bears N9°50' E 1,600 ft. (8) Manitou Intake No. 1: Located on Ruxton Creek in the NW 1/4 of S7,T14S,R67W,6th PM. (9) Lake Moraine Reservoir: Located in the SE1/4 S21 and the SW1/4 S22, the NW1/4 S27, and the NE1/4 S28,T14S,R68W,6th PM. (10) Big Tooth Reservoir: Located in the SW1/4 S14 and the NW1/4 S23,T14S,R68W,6th PM. c. Structures to which Reusable Water Will Be Exchanged in the N Slope System (Fountain Creek). (1) French Creek Intake: A point on French Creek whence the SE corner S26,T13S,R68W,6thPM bears S80°43' E 1,953 ft. (2) Cascade Creek Intake: A point on Cascade Creek whence the NW corner S27,T13S,R68W,6th PM bears

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N70°11'W 1,322 ft. (3) Crystal Creek Intake: A point on Crystal Creek whence the NW corner S17,T13S,R68W,6thPM bears N23°12'W 2,735 ft. (4) S Catamount Creek Intake: A point on S Catamount Creek whence the SE corner S12,T13S, R69W,6th PM bears S37°E 645 ft. (5) N Catamount Creek Intake: A point on N Catamount Creek whence the S1/4 corner S12,T13S,R69W,6th PM bears S47°45'W 1,535 ft. (6) Crystal Reservoir: Located in the SW1/4 S17, the SE1/4 S18 and the NW1/4 S19,T13S,R68W, 6th PM. (7) S Catamount Reservoir: Located in the NW1/4 S18,T13S,R68W,6th PM and the SE1/4 S12 and the N1/2 S13,T13S,R69W,6th PM. (8) N Catamount Reservoir: Located in S11,12,13,and 14,T13S,R69W,6th PM. d. Structures to which Reusable Water Will Be Exchanged in the Northfield Collection System (W Monument Creek). (1) Intake No. 1: A point on W Monument Creek whence the S1/4 corner S28,T12S,R67W,6th PM bears S80°23' E 2,060 ft. (2) Intake No. 2: A point on W Monument Creek whence the S1/4 corner S28,T12S,R67W,6th PM bears S49°50'E 1,255 ft. (3) Intake No. 3: A point on the N Fork of W Monument Creek whence the S1/4 corner S28,T12S,R67W,6th PM bears S9°10'W 4,288 ft. (4) Northfield Reservoir: Located in the SE1/4 S25,T12S, R68W,6th PM. (5) Stanley Canyon Reservoir: Located in S19,T12S, R67W,6th PM. (6) Nichols Reservoir: Located in the SW1/4 S25 and the SE1/4 S26 and the NW1/4 S36,T12S,R68W,6th PM. (7) Rampart Reservoir: Located in S22,23,26 and 27,T12S,R68W,6th PM. e. Structures to which Reusable Water Will Be Exchanged in the Pikeview System (Monument Creek). (1) Pikeview Intake (also known as Monument Creek Pipeline): Located on Monument Creek at a point just upstream from the point where the Garden of the Gods Road crosses Monument Creek, in N Colorado Springs, whence the N1/4 corner S19,T13S,R66W,6th PM bears N8°15'E 3,189.8 ft. This intake delivers water to Pikeview Reservoir. (2) Pikeview Reservoir: An off-channel reservoir located adjacent to and on the W side of Monument Creek, at a point just downstream from the point where the Garden of the Gods Road crosses Monument Creek, in N Colorado Springs, in the NE1/4 NW1/4 and in the NW1/4 NE1/4 S30,T13S,R66W,6th PM. f. Structures to which Reusable Water Will Be Exchanged – 33rd Street Diversion Intakes (Fountain Creek). The 33rd Street Intake is located on Fountain Creek at 33rd Street in W Colorado Springs, whence the S1/4 corner S3,T14S,R67W,6th PM bears S12°W 535 ft, and the alternate point of diversion for the 33rd Street Intake located at a point on the N bank of Fountain Creek in the SW1/4 S3,T14S,R67W,6th PM approximately 153 ft upstream of the original point of diversion. The alternate point of diversion was adjudicated on February 21, 1991, in this Court’s Case No. 90CW29. g. Structure to which Reusable Water Will Be Exchanged in the Bear Creek System (Bear Creek). Bear Creek Intake is located on Bear Creek just S of the intersection of Gold Camp Road and Bear Creek Canyon Road, in El Paso County, at a point whence the SW corner S15,T14S,R67W,6th PM bears N43°14'E 2,280 ft. h. Structures to which Reusable Water Will Be Exchanged in the S Suburban System (Cheyenne Creek). (1) S Cheyenne Creek Intake: Located on S Cheyenne Creek at a point just W of the intersection of Mesa Avenue and S. Cheyenne Canyon Road, in SW Colorado Springs, whence the

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1/4 corner common to S34&35,T14S,R67W,6th PM bears N35°16'E 1,329.7 ft. (2) N Cheyenne Creek Intake: Located on N Cheyenne Creek at a point approximately one mile W of the intersection of N and S Cheyenne Canyon Roads, in SW Colorado Springs, whence the NE corner of S34,T14S,R67W,6th PM bears N7°29'E 4,419.2 ft. This intake delivers water to S Suburban Reservoir and Gold Camp Reservoir. (3) S Suburban Reservoir: An off-channel reservoir located just N of the intersection of N and S Cheyenne Canyon Roads, in SW Colorado Springs, in S26&35,T14S,R67W,6th PM. (4) Gold Camp Reservoir: An off-channel reservoir located just N of the intersection of N and S Cheyenne Canyon Roads, in SW Colorado Springs, in S27&34,T14S,R67W,6th PM. i. Structure to which Reusable Water Will Be Exchanged on Jimmy Camp Creek. (1) Jimmy Camp Creek Reservoir: A reservoir located in S26,35,&36,T13S, and S1&2,T14S,R65W,6th PM, in El Paso County, Colorado. j. Structure to which Reusable Water Will Be Exchanged on Williams Creek. (1) Williams Creek Reservoir: A reservoir located in S12,13,23,24,&25,T16S,R65W and S18,19,&30,T16S,R64W,6th PM, in El Paso County, Colorado. k. Exchanges to Intermediate Points Within the Exchange Reaches. (1) Applicant requests a determination that once this exchange is decreed, no additional terms and conditions will be necessary for the Applicant to exercise these exchanges to other existing or hereafter constructed points of diversion within the exchange reaches described in Part 3 of this Application. 4. Source: Reusable sewered return flows derived from nontributary, or fully augmented not nontributary ground water from the Denver, Arapahoe, and Laramie-Fox Hills Aquifers (the “Denver Basin Aquifers” or “Denver Basin Ground Water”). The Applicant will also exchange the non-sewered reusable return flows, as quantified in the Consolidated Cases, from the places where such return flows accrue to Fountain Creek and its tributaries, in excess of the Applicant’s augmentation requirements, to the proposed Jimmy Camp Creek and Williams Creek Reservoirs. a. The source of supply of the sewered return flows for this exchange and reuse program will be all Denver Basin Ground Water that Colorado Springs is entitled to use located within its “Augmentation Plan Area” described in paragraph 14 of the Amended Findings of Fact, Conclusions of Law, Judgment and Decree entered on January 8, 1998, in the Consolidated Cases (Non-Sewered Phase), and depicted in Ex. A-1 to that decree. A general legal description of this area is attached to this Application as Ex. 1. All exhibits mentioned herein are incorporated by reference and may be inspected at the office of the Clerk of this Court. In addition to the land included within the Augmentation Plan Area, Colorado Springs may also use Denver Basin Ground Water from beneath land in S4&5,T12S,R66W, and land in S12,T13S,R65W,6th PM. The Applicant will not, however, use any not-nontributary ground water beneath land outside its Augmentation Plan Area until augmentation is provided as required by law. Legal descriptions of the overlying land outside the Augmentation Plan Area are attached to this Application as Ex. 2. b. The decrees adjudicating the Denver Basin Ground Water subject to this Application are: (1) Findings of Fact, Conclusions of Law, Judgment and Decree, dated October 5, 1993, Case No. 90CW39, Water Division No. 2, on the

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Application for Water Rights of the City of Colorado Springs, in the Laramie-Fox Hills, Arapahoe, Denver, and Dawson Aquifers. (2) Findings of Fact, Conclusions of Law, Judgment and Decree, dated July 7, 1987, Case No. 85CW57, Water Division No. 2, on the Application for Water Rights of JVRC, Inc., in the Laramie-Fox Hills Formation. (3) Findings of Fact, Conclusions of Law, Judgment and Decree, dated July 7, 1987, Case No. 85CW58, Water Division No. 2, on the Application for Water Rights of JVRC, Inc., in the Denver Formation. (4) Findings of Fact, Conclusions of Law, Judgment and Decree, dated July 7, 1987, Case No. 85CW59, Water Division No. 2, on the Application for Water Rights of JVRC, Inc., in the Arapahoe Formation. (5) Findings of Fact, Conclusions of Law, Judgment and Decree, dated July 7, 1987, Case No. 85CW60, Water Division No. 2, on the Application for Water Rights of JVRC, Inc., in the Dawson Formation. (6) Findings of Fact, Conclusions of Law, Judgment and Decree, dated June 22, 1988, Case No. W-4788, Water Division No. 2, on the Application for Water Rights of JVRC, Inc., in El Paso County. (7) Findings of Fact, Conclusions of Law, Judgment and Decree, dated July 19, 1988, Case No. 83CW133, Water Division No. 2, on the Application for Water Rights of Centennial Investments and Development Corp., Aries Properties, Inc., and Frank Aries, in the Arapahoe Formation. (8) Findings of Fact, Conclusions of Law, Judgment and Decree, dated May 5, 1987, Case No. 83CW133(A), on the Application for Water Rights of Centennial Investments and Development Corp., Aries Properties, Inc., and Frank Aries, in the Arapahoe Formation. (9) Findings of Fact, Conclusions of Law, Judgment and Decree, dated July 19, 1988, Case No. 83CW134, Water Division No. 2, on the Application for Water Rights of Centennial Investments and Development Corp., Aries Properties, Inc., and Frank Aries, in the Laramie-Fox Hills Formation. (10) Findings of Fact, Conclusions of Law, Judgment and Decree, dated May 5, 1987, Case No. 83CW134(A), Water Division No. 2, on the Application for Water Rights of Centennial Investments and Development Corp., Aries Properties, Inc., and Frank Aries, in the Laramie-Fox Hills Formation. (11) Findings of Fact, Conclusions of Law, Judgment and Decree, dated July 19, 1988, Case No. 83CW135, Water Division No. 2, on the Application for Water Rights of Centennial Investments and Development Corp., Aries Properties, Inc., and Frank Aries, in the Denver Formation. (12) Findings of Fact, Conclusions of Law, Judgment and Decree, dated July 19, 1988, Case No. 83CW135(A), Water Division No. 2, on the Application for Water Rights of Centennial Investments and Development Corp., Aries Properties, Inc., and Frank Aries, in the Denver Formation. (13) Findings of Fact, Conclusions of Law, Judgment and Decree, dated May 7, 2001, Case No. 99CW166, Water Division No. 2, on the Application for Water Rights of Pulpit Rock Investments, LLC, in the Dawson, Denver, Arapahoe and Laramie-Fox Hills Formations. (14) Findings of Fact, Conclusions of Law, Judgment and Decree, dated August 26, 1998, Case No. 96CW69, Water Division No. 2, on the Application of Water Rights of Harry and Gail Gelles and the Gelles Family Trust, in El Paso County. (15) Judgment and Decree, dated August 9, 1973, Case No. W-1680, Water Division No. 2, on the Application for Water Rights of Woodmen Water & Sanitation District, and ground

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water withdrawn pursuant to the following well permits: A. 4133-F, Woodmen Well No. 1, B. 4134-F, Woodmen Well No. 2, C. 10354-F, Woodmen Well No. 3, D. 11504 -RF, Woodmen Well No. 4, E. 15568-F, Woodmen Well No. 5, F. 16112-F, Woodmen Well No. 6, c. Unadjudicated Denver Basin Ground Water Withdrawn Pursuant to the Following Well Permits: (1) 17024-F, Woodmen Well No. 7 (alternate point of diversion for Woodmen Well Nos. 1-6). (2) 23905-F, Woodmen Well No. 8 (alternate point of diversion for Woodmen Well Nos. 1-6). d. Unadjudicated Denver Basin Ground Water Underlying: (1) Woodmen Heights annexation area in S4,5,8,&9,T13S,R65W,6th PM, in El Paso County. A legal description of the area Applicant is claiming in each aquifer is attached to this Application as Ex. 3. (2) Allison Valley annexation area in S17,18,19,&20,T12S,R66W,6th PM, in El Paso County. Legal descriptions of the area Applicant is claiming in each aquifer are attached to this Application as Ex. 4. (3) Woodmen W&S Dist. annexation in S5,8,&9,T13S,R66W,6th PM, in El Paso County. Legal descriptions of the area Applicant is claiming in each aquifer are attached to this Application as Ex. 5. 5. The Denver Basin Ground Water described in Part 4 above is, or will be, delivered into the Colorado Springs water distribution system from wells now or hereafter constructed. 6. Appropriation Date: This Application seeks a conditional decree for the appropriative rights of exchange described herein so as to recapture, reuse, and successively use to extinction, by exchange, the water described in paragraph 4 above pursuant to CRS §§ 37-80-120, 37-82-106, 37-83-104 and 37-92-302, with the following appropriation dates: a. June 12, 1987 for the exchange of sewered Denver Basin Ground Water decreed in Case Nos. 85CW57, 85CW58, 85CW59, 85CW60. This ground water was decreed for exchange purposes on July 7, 1987. The Applicant’s appropriation was initiated by executing an agreement with JVRC that conveyed water decreed in the above-mentioned cases to the City of Colorado Springs for use in the City’s municipal system, in accordance with the City’s policies, including the policy to reuse and successively use all reusable waters controlled by the City. b. Sept. 23, 1988 for the exchange of sewered Denver Basin Ground Water decreed in Case Nos. 85CW133, 85CW133(A), 85CW134, 85CW134(A), 85CW135, 85CW135(A). This ground water was decreed for exchange purposes in 1987 and 1988. The Applicant’s appropriation was initiated by executing the annexation agreement, which annexed the overlying land subject to these decrees and required the conveyance of this water to the Applicant for use in the City’s municipal system, in accordance with the City’s policies, including the policy to reuse and successively use all reusable waters controlled by the City. c. Sept. 28, 1990 for the exchange of sewered Denver Basin Ground Water decreed in Case No. 90CW39. The Applicant’s appropriation was initiated by filing the application to adjudicate ground water for use in the City’s municipal system, in accordance with the City’s policies, including the policy to reuse and successively use all reusable waters controlled by the City. d. May 20, 1997 for the exchange of sewered Denver Basin Ground Water decreed in Case No. W-4788. The return flows attributable to the ground water adjudicated in Case No. W-4788 were conveyed to the City on May 20, 1997. The Applicant’s appropriation of this water was initiated by accepting the

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conveyance of said return flows for use in the City’s municipal supply system, in accordance with the City’s policies, including the policy to reuse and successively use all reusable waters controlled by the City. e. Oct. 28, 2003 for the exchange of sewered Denver Basin Ground Water decreed in Case No. 99CW166. This ground water was decreed on May 7, 2001 for exchange purposes. The Applicant’s appropriation was initiated by executing the annexation agreement, which annexed the overlying land subject to this decree and required the conveyance of this water to the Applicant for use in the City’s municipal system, in accordance with the City’s policies, including the policy to reuse and successively use all reusable waters controlled by the City. f. August 3, 2004 for the exchange of sewered Denver Basin Ground Water decreed in Case No. 96CW69. This ground water was decreed for exchange purposes on Aug. 26, 1998. The Applicant’s appropriation was initiated by executing the annexation agreement, which annexed the overlying land subject to this decree and required the conveyance of this water to the Applicant for use in the City’s municipal system, in accordance with the City’s policies, including the policy to reuse and successively use all reusable waters controlled by the City. g. Dec. 14, 2004 for the exchange of sewered Denver Basin Ground Water not described in subparagraphs A-F above. The Applicant’s appropriation was initiated by the City Council’s approval of a resolution that directed the filing of an application for this purpose. h. Dec. 14, 2004 for the exchange of non-sewered reusable return flows to the proposed Jimmy Camp Creek and Williams Creek Reservoirs. The Applicant’s appropriation was initiated by the City Council’s approval of a resolution that directed the filing of an application for this purpose. 7. Amount Claimed: The exchange and reuse program described herein is to operate on Fountain Creek and its tributaries from the point of discharge of sewered reusable Denver Basin Ground Water, and from the places of accrual of reusable non-sewered return flows, to the points of diversion described above. The rates of exchange to direct flow points of diversion and the volumes of exchange to the water storage structures are the same as, and not in addition to, the maximum flow rates and volumes of exchange decreed in the Local Exchange Plan, except for the exchanges to the proposed Jimmy Camp Creek and Williams Creek Reservoirs. The Local Exchange Plan did not include an exchange on Jimmy Camp Creek or Williams Creek. The quantities for which the conditional exchange right is applied for are as follows: a. Exchange and Reuse Program to the Ruxton Creek System: 34.7 cfs total for each point from which water is exchanged to each direct flow diversion facility to which water is exchanged and 1,590 af total from the points from which water is exchanged to the storage reservoirs. The points of diversion in the Ruxton Creek System are described in paragraph 3.b. above. b. Exchange and Reuse Program to the North Slope System: 56.8 cfs total from each point from which water is exchanged to each direct flow diversion facility to which water is exchanged, and 17,430 af total from the points from which water is exchanged to the storage reservoirs. The points of diversion on the North Slope System are described in paragraph 3.c. above. c. Exchange and Reuse Program to the Northfield Collection System: 8.9 cfs total from each point from which water is exchanged to each direct flow diversion

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facility to which water is exchanged, and 41,770 af total from the points from which water is exchanged to the storage reservoirs. The points of diversion in the Northfield Collection System are described in paragraph 3.d. above. d. Exchange and Reuse Program to the Pikeview System: 11 cfs total from each point from which water is exchanged to the Pikeview Intake, and 204.5 af total from each point from which water is exchanged to Pikeview Reservoir. The points of diversion in the Pikeview System are described in paragraph 3.e. above. e. Exchange and Reuse Program to the 33rd St Diversion Intakes: 13.9 cfs total from each point from which water is exchanged to the 33rd St. Diversion Intakes. The points of diversion for the 33rd St. Diversion Intakes are described in paragraph 3.f. above. f. Exchange and Reuse Program to the Bear Creek Intake: 3.1 cfs from each point from which water is exchanged to the Bear Creek Intake. The Bear Creek Intake is described in paragraph 3.g. above. g. Exchange and Reuse Program to the S Suburban System: 25.5 cfs total from each point from which water is exchanged to the S Cheyenne Creek Intake and the N Cheyenne Creek Intake, and 1,600 af total from the points from which water is exchanged to S Suburban Reservoir and Gold Camp Reservoir. The points of diversion in the S Suburban System are described in paragraph 3.h. above. h. Exchange and Reuse Program to Jimmy Camp Creek Reservoir: the maximum rate of exchange from each point from which water is exchanged into the proposed Jimmy Camp Creek Reservoir, which is described in paragraph 3.i. above, will be the lesser of either the amount of reusable water discharged from the facilities listed in paragraph 3.a., or that amount of water which would have been released from the receiving storage reservoir had no exchange been made (including inadvertent storage) and had no storage right junior to the exchange been exercised to store water in the receiving reservoir. When the substitute supply for the exchange is reusable non-sewered return flows returning to the stream after use in Colorado Springs’s Water Service Area, the rate of exchange shall not exceed 17.04 cfs, as established in the Consolidated Cases. The proposed capacity for the Jimmy Camp Creek Reservoir is 28,000 af. i. Exchange and Reuse Program to Williams Creek Reservoir: the maximum rate of exchange from each point from which water is exchanged into the proposed Williams Creek Reservoir, which is described in paragraph 3.j. above, will be the lesser of either the amount of reusable water discharged from the facilities listed in paragraph 3.a., or that amount of water which would have been released from the receiving storage reservoir had no exchange been made (including inadvertent storage) and had no storage right junior to the exchange been exercised to store water in the receiving reservoir. When the substitute supply for the exchange is reusable non-sewered return flows returning to the stream after use in Colorado Springs’s Water Service Area, the rate of exchange shall not exceed 17.04 cfs, as established in the Consolidated Cases. The proposed capacity for the Williams Creek Reservoir is 20,600 af. 8. The Applicant’s plan for reuse by exchange is: a. The reusable sewered Denver Basin Ground Water will be discharged from the locations on Fountain Creek and its tributaries described in Paragraph 3.a. above. Colorado Springs will continue to utilize appropriate measurement and accounting methods to accurately

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determine on a daily basis the portion of the discharge from its wastewater treatment facilities that is attributable to reusable Denver Basin Ground Water. b. The reusable Denver Basin Ground Water discharged into Fountain Creek and its tributaries will be diverted by exchange at the points of diversion listed in Paragraphs 3.b. through 3.k. above. Such exchanges may take place at the rates and in the volumes claimed in Paragraphs 7.a. through 7.i. above, provided that intervening senior water rights that are lawfully calling for water are first satisfied. Such exchanges may also take place under any other lawful conditions approved by the Division Engineer. c. The reusable Denver Basin Ground Water diverted by exchange will be delivered into the City of Colorado Springs’s water distribution system for reuse, and successive use to extinction. The sewered return flows from reuse of such Denver Basin Ground Water will be discharged to Fountain Creek and its tributaries. Further exchanges against such discharges will occur as described in this plan. Such exchanges will allow the reuse, and a succession of uses to extinction, of all reusable sewered Denver Basin Ground Water. d. The reusable non-sewered return flows that return to Fountain Creek, in excess of Colorado Springs’s augmentation requirements, as quantified in the Consolidated Cases, may be diverted by exchange into the proposed Jimmy Camp Creek and Williams Creek Reservoirs. The non-sewered return flows from reuse of such reusable water will accrue to Fountain Creek and its tributaries. Further exchanges against such return flows will occur as described in this plan. Such exchanges will allow the reuse, and a succession of uses to extinction, of all reusable non-sewered return flows. 9. Names and Addresses of Owners of the Land on Which the Structures are Located: The relevant structures in this Application are the exchange to and exchange from points. The City of Colorado Springs, P.O. Box 1103, Colorado Springs, 80947, owns the land on which all of the structures are located, except for the Air Force Academy Wastewater Treatment Facility, which, upon information and belief, is located on land owned by the United States, and leased by the United States Air Force Academy, 3116 Academy Drive, USAF Academy, Colorado, 80804. 10. Colorado Springs will measure and record the necessary flows and will maintain the records necessary to operate this exchange and reuse program. Colorado Springs proposes to account for its sewered reusable return flows from Denver Basin Ground Water, and the exchanges thereof, in the same manner that it accounts for its sewered reusable transmountain return flows under the Local Exchange Plan. Colorado Springs proposes to account for its exchange of the non-sewered reusable return flows to the proposed Jimmy Camp Creek and Williams Creek Reservoirs in the same manner as decreed in the Consolidated Cases. 11. No injury to senior vested water rights will occur by the operation of these exchanges. Nothing in this Application is intended to preclude Colorado Springs from making any other lawful use, reuse, or successive use of its Denver Basin Ground Water or return flows therefrom. (Application and attachments, 19 pages) ------------------------------------------------------------------------------------------------------------ THE WATER RIGHTS CLAIMED BY THE FOREGOING APPLICATION(S) MAY AFFECT IN PRIORITY ANY WATER RIGHTS CLAIMED OR HERETOFORE

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ADJUDICATED WITHIN THIS DIVISION AND OWNERS OF AFFECTED RIGHTS MUST APPEAR TO OBJECT AND PROTEST WITHIN THE TIME PROVIDED BY STATUTE, OR BE FOREVER BARRED. YOU ARE HEREBY NOTIFIED that any party who wishes to oppose an application, or application as amended, may file with the Water Clerk a verified statement of opposition setting forth facts as to why the application should not be granted, or why it should be granted only in part or on certain conditions, such statement of opposition must be filed by the last day of February 2005, (forms available at Clerk’s office, must be submitted in quadruplicate, after serving parties and attaching a certificate of mailing, filing fee $70.00). The foregoing are resumes and the entire application, amendments, exhibits, maps and any other attachments filed in each case may be examined in the office of the Clerk for Water Division No. 2, at the address shown below. ---------------------------------------------------------------------------------------------------------

SUBSTITUTE WATER SUPPLY PLAN NOTIFICATION LIST Section 37-92-308, C.R.S. (2004) 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 for calendar year 2005, spcify whether you prefer to receive the information by 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, Colorado Division of Water Resources, 1313 Sherman Street, Room 818, Denver, Colorado 80203 or e-mail to: dwr-swsplist@state.co.us. There is a $12 fee for this information per calendar year, per water division. The fee may be paid by Visa, MasterCard, check or money order payable to the Colorado Division of Water Resources. If paying by credit card, please include the credit card number and expiration date. Subscription forms and other information regarding Substitute Water Supply Plans are available on the Division of Water Resources’ website at http://water.state.co.us/. Questions may be directed to the Division of Water Resources at (303) 866-3581. Witness my hand and the seal of this Court this _____ day of January, 2005. ________________________________ Mardell R. DiDomenico, Clerk District Court Water Div. 2 203 Judicial Bldg., 320 W. 10th Street Pueblo, CO 81003 Tel. 583-7048 (Court seal) Published: January _____, 2005