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<br />WARD H. FISCHER (1929-19961 <br />WILLIAM H. BROWN <br />WILLIAM C. GUNN <br /> <br />.CHER, BROWN &GUNN, P.c.e <br /> <br />ATTOANEVS AT LAW <br /> <br />MAILING ADDRESS <br />POST OFFICE BOX Q <br />FORT COLLINS, CO 80522 <br /> <br />WILLIAM R. FISCHER <br />MARGARET A. (MEG) BROWN <br />MARGARET A. AL THOF~ <br /> <br />EIGHTH FLOOR . FIRST TOWER <br />2'\5 WEST OAK STREET <br />FORT COLLINS, COLORADO 80521 <br /> <br />TELEPHONE <br />9701407-9000 <br /> <br />FAX <br />970/407-1055 <br /> <br />E.mail: fog@frii.com <br /> <br />December 15, 2000 <br /> <br />Colorado Water Conservation Board <br />Department of Natural Resources <br />1313 Sherman Street, Room 721 <br />Denver, CO 80203 <br /> <br />Re: Your Loan Contract C150052 - The Laramie-Poudre Tunnel <br /> <br />Ladies and Gentlemen: <br /> <br />We are the attorneys for the Tunnel Water Company ("Company"). <br /> <br />In connection with the above-referenced Loan Contract (being a loan with the <br />Department of Natural Resources, Colorado Water Conservation Board ("State") to The <br />Tunnel Water Company in the amount of $1 ,600,000.00 for the rehabilitation of a portion <br />ofthe Laramie-Poudre Tunnel), we have been requested to provide an opinion letter as to <br />various points. <br /> <br />It is our opinion: <br /> <br />1. That the signatures of the persons signing for the Company are the duly <br />elected or appointed President and Secretary, respectively, and have the authority to sign <br />the Loan Contract on behalf of the Company and to so bind the Company. We base this <br />opinion on: the attached Certificate of the Secretary of the Company dated December 14, <br />2000; the attached resolutions of the Board of Directors of the Company and <br />accompanying certification of the Secretary of the Company, dated December 14, 2000; <br />the attached resolutions of the shareholders of the Company and accompanying <br />certification of the Secretary of the Company, dated December 14, 2000; the attached <br />certified excerpt of minutes (which include resolutions) of the Board of Directors of The <br />Water Supply and Storage Company dated December 14, 2000; and the attached certified <br />excerpt of minutes (which include resolutions) ofthe Board of Directors of the Windsor <br />Reservoir and Canal Company, dated December 8, 2000. Also enclosed is the original <br />certificate of good standing issued by the Secretary of the State, dated November 8, 2000, <br />which was received by our office. <br />