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HASLER, FONFARA AND MAXWELL LLP <br />ATTORNEYS AT LAW <br />TIMOTHY W. HASLER <br />JOSEPH H. FONFARA <br />MICHAEL A. MAXWELL <br />TIMOTHY L. GODDARD <br />DOUGLAS M. DUMLER <br />Sixth Floor, Key Bank Building <br />125 South Howes Street <br />Fort Collins, Colorado 80521 <br />MAILING ADDRESS: <br />POST OFFICE BOX 2267 <br />FORT COLLINS, COLORADO 80522 <br />TELEPHONE (970) 493-5070 <br />FACSIMILE (970) 493-9703 <br />February 26, 2003 <br />ATTORNEY OPINION LETTER <br />Colorado Water Conservation Board <br />Attn: Construction Fund Section <br />1313 Sherman Street, Room 721 <br />Denver, Colorado 80203 <br />Re: Proposed loan by the State of Colorado for the use and <br />benefit of the Department of Natural Resources, Colorado <br />Water Conservation Board to Owl Creek Reservoir Company <br />in the amount of $1,125,000.00 secured by real property <br />located in Weld County, Colorado (the "Property'�) <br />Ladies and Gentlemen: <br />We have acted as legal counsel for Owl Creek Reservoir <br />Company, a Colorado Corporation (°Borrower"), in connection with <br />a loan to be made by the State of Colorado for the use and <br />benefit of the Department of Natural Resources, Colorado Water <br />Conservation Board ("CWCB'�) to Borrower in the amount of <br />$1,125,000.00 (the "Loan"). <br />For purposes of rendering our opinion set forth herein, we <br />have reviewed the proposed Loan Contract dated February 1, 2003 <br />(the "Loan Contract"). <br />In addition to the Loan Contract, we have reviewed the <br />following documents relating to Borrower (collectively "Authority <br />Documents"): <br />(i) Articles of Incorporation of Borrower filed with the <br />Colorado Secretary of State's Office on March 27, 1986. <br />(ii) Borrower's current By-Laws. <br />