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<br />e <br /> <br />e <br /> <br />LAW OFFICES <br /> <br />BALLARD SPAHR ANDREWS & INGERSOLL, LLP <br />1225 17TH STREET, SUITE 2300 <br />DENVER. COLORADO 80202-5596 <br />(303) 292-2400 <br />FAX: (303) 296-3956 <br />LAWYERS@BALLARDSPAHR.COM <br /> <br />PHILADELPHIA, PA <br />BALTIMORE. MD <br />CAMDEN, N.J <br />SALT LAKE CITY. UT <br />WASHINGTON, DC <br /> <br />June 20, 2000 <br /> <br />State of Colorado <br />Department of Natural Resources <br />Colorado Water Conservation Board <br />1313 Sherman Street, Room 721 <br />Denver, Colorado 80203 <br /> <br />Re: Loan Contract, dated June 20,2000, by and between <br />the City of Loveland, Colorado, and the City of Loveland, <br />Colorado, Water Enterprise and the State of Colorado for <br />the use and benefit of the Department of Natural Resources, <br />Colorado Water Conservation Board, and Promissory Note, <br />dated June 20, 2000, from the Enterprise to the State <br />in the principal amount of $5,000,000 <br /> <br />Ladies and Gentlemen: <br /> <br />We have acted as bond counsel to the City of Loveland, Colorado (the "City"), and <br />the City of Loveland, Colorado, Water Enterprise (the "Enterprise") in connection with the execution <br />and delivery by the City and the Enterprise of the above-referenced loan contract (the "Contract") <br />and the execution and delivery by the Enterprise of the above-referenced promissory note (the <br />"Promissory Note") in order to finance the expansion of the Green Ridge Glade Reservoir. <br /> <br />In our capacity as bond counsel we have examined the Constitution and the laws of <br />the State of Colorado, the home rule Charter ofthe City and the ordinances and resolutions adopted <br />by the governing bodies of the City and the Enterprise, and with your permission we have relied as <br />to matters of fact upon certificates delivered by the City and the Enterprise in connection with the <br />execution and delivery of the Contract and the Promissory Note. <br />