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<br />Members of Colorado Water Conservation Board <br />Page 2 <br />June 8, 2004 <br /> <br />property of the Terrace Irrigation Company so as to secure and guarantee the <br />payment of said loan. <br /> <br />The Resolution of the shareholders duly adopted on the 12th day of May, <br />2004 is attached hereto and incorporated herein by reference as Exhibit "A" <br />and is sufficient to memorialize the action taken by the shareholders and <br />accurately sets forth the authority of the Members of the Board of Directors. <br /> <br />Accordingly I see no impediment to the execution by the Members of the <br />Board of Directors of the required security instruments thereby enabling the <br />consummation of the loan with disbursement of the loan funds. <br /> <br />If what I have set forth in this letter gives rise to any questions feel free to <br />contact me. <br /> <br />Very truly yours, <br /> <br />~4 <br /> <br />Felix D. Valdez ' - <br /> <br />FDV /ls <br /> <br />enclosure <br /> <br />cc: Rodney Reinhardt, President <br />John L. Riddick. Secretary/Treasurer <br />