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<br />THE Dow LAW FIRM, LLC <br />ATTORNEYS AND COUNSELORS AT LAW <br /> <br />TIMOTHY 1. row, MBA. JD <br />PATRICIA T. DOW. CPA. LLM <br /> <br />MAYO SOMMERMEYER, PC' <br />OF COUNSEL <br /> <br />P.O. BOX 1578 <br />FORT COLLINS. COLORADO 80522-1578 <br />(970) 498-9900 <br />FAX: (970) 498-9966 <br />E-MAIL: dow@dowlawfinn.com <br /> <br /># 7 CLOCK TOWER SQUARE <br />323 SOUTH COLLEGE A VENUE <br />FORT COLLINS, COLORADO 80524 <br /> <br />"Al.SO ADMITIEO IN WYOMING <br /> <br />2312 CAREY AVENUE <br />CHEYENNE. WYOMING 82001 <br />(307)634-1541 <br /> <br />July 25, 2003 <br /> <br />Janis IIJian <br />Contract Administrator <br />Water Supply Planning and Finance Section <br />Colorado Water Conservation Board <br />1313 Sherman St., Room 721 <br />Denver, CO 80203 <br /> <br />Re: Contract C153725 - Amendment No.2 <br />Windsor Reservoir & Canal Company <br /> <br />Dear Ms. llIian: <br /> <br />Please be advised that this firm serves as general legal counsel for the Windsor Reservoir & <br />Canal Company ("WRCC"). As you know we were previously involved in representation of WRCC in <br />connection with the original loan in the referenced matter in 1996 and with Amendment No.1 in 2000. <br />We have received your letter dated July 10, 2003 addressed to WRCC conceming the referenced <br />matter along with copies of loan documents for Amendment No.2. In connection with this matter, we <br />have reviewed the following: <br /> <br />I. Y ourletter dated July 10, 2003; <br /> <br />2. Loan Contract Amendment No.2 dated August 1,2003; <br /> <br />3. Resolution of the Board of Directors ofWRCC; <br /> <br />4. Promissory Note dated August 1, 2003; <br /> <br />5. Amendment No.2 to Deed of Trust dated August 1,2003; <br /> <br />6. Amendment No.2 to Security Agreement dated August 1, 2003; <br /> <br />7. CWCB letter dated June 3, 2003; <br /> <br />8. CWCB staff memorandum dated May 6, 2003. <br />