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<br />. <br /> <br />. <br /> <br />LIND, LAWRENCE & OTTENHOFF LLP <br />ATTORNEYS AT LAW <br />THE LAW BUILDING <br />1011 ELEVENTH AVENUE <br />P.O. BOX 326 <br />GREELEY, COLORADO 80632 <br /> <br />GEORGE H. OTTENHOFF <br />KENNETH F. LIND <br />KIM R. LAWRENCE <br /> <br />TELEPHONE <br />(970) 353.2323 <br />(970) 356-9160 <br />TELECOPIER <br />(970) 356-1111 <br /> <br />JEFFREY R. BURNS <br />P. ANDREW JONES <br /> <br />May21,1999 <br /> <br />State of Colorado <br />Colorado Water Conservation Board <br />Department of Natural Resources <br />721 Centennial Building <br />1313 Sherman Street <br />Denver, CO 80203 <br /> <br />Re: Wood Lake and Colorado Water Conservation Board <br /> <br />Ladies & Gentlemen: <br /> <br />Pursuantto that certain documenttitled Amendment NO.1 to Contract C15381 O. by <br />and between the State of Colorado for the use and benefit of the Department of Natural <br />Resources, Colorado Water Conservation Board ("State") and The Wood Lake Mutual <br />Water & Irrigation Company ("Wood Lake"), we hereby provide to the State our opinion as <br />follows: <br /> <br />(1) The Wood Lake Mutual Water & Irrigation Company (d/b/a The Wood Lake <br />Mutual Water & Irrigation Company) is a Colorado corporation in good <br />standing which is exempt from Federal Income Tax under Internal Revenue <br />Code, Section 501(c)(12); <br /> <br />(2) That the Amendment No. 1 and attached exhibit documents have been <br />executed on behalf of Wood Lake by Ruben Hergert as President and Vicki <br />B. Mill as Secretary; <br /> <br />(3) That the said President, Ruben Hergert and Secretary, Vicki B. Bill alkla <br />Vicki Mill were duly elected at a properly called and held meeting of the <br />Shareholders and Board of Directors of Wood Lake and they do have the <br />authority to sign all said documents and to bind Wood Lake; <br /> <br />F:\KFl\WOODLAKElSTA TE.l TR <br />