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STARR & WESTBROOK, P.C. <br /> ATTORNEYS AT LAW <br /> 210 EAST 29TH STREET <br /> P.O.BOX 642 <br /> LOVELAND,COLORADO 80539-0642 <br /> TELEPHONE 970-667-1029 <br /> FACSIMILE 970-669-3841 <br /> RANDOLPH W.STARR E-Mail RSTARR8553( aol.com <br /> MICHAEL A.WESTBROOK E-mail WESTBROOK72( aol.com <br /> Tuesday,April 07, 2009 <br /> State Of Colorado <br /> Department Of Natural Resources <br /> Colorado Water Conservation Board <br /> Construction Fund Section <br /> 1313 Sherman Street,Room 721 <br /> Denver, CO 80203 <br /> RE: LOAN CONTRACT DATED APRIL 1, 2009 <br /> BORROWER: THE LOUDEN IRRIGATING CANAL AND RESERVOIR <br /> COMPANY <br /> AMOUNT: $263,610.00 <br /> LOAN NUMBER: C 150268 <br /> OPINION OF COUNSEL <br /> Ladies and Gentlemen: <br /> We have acted as counsel to THE LOUDEN IRRIGATING CANAL AND RESERVOIR <br /> COMPANY, (the "Corporation") in connection with the preparation of the Loan Contract setting <br /> forth the principal terms of the Transaction addressed by the Opinion Letter(the"Agreement")and <br /> the ancillary Transaction Documents, if any and have participated on the Corporation's behalf in <br /> connection with the above Transaction.' This Opinion Letter is provided to you at the request of the <br /> Corporation. Except as otherwise indicated herein,capitalized terms used in this Opinion Letter are <br /> defined as set forth in the Agreement or the Accord(see below). <br /> This Opinion Letter is governed by, and shall be interpreted in accordance with,the Legal <br /> Opinion Accord(the"Accord")of the ABA Section of Business Law(1991). As a consequence,it <br /> is subject to a number of qualifications, exceptions,definitions, limitations on coverage and other <br /> limitations,all as more particularly described in the Accord,and this Opinion Letter should be read <br /> in conjunction therewith. The law covered by the opinions expressed herein is limited to the Law of <br /> the State of Colorado. <br /> Based upon and subject to the foregoing,we are of the opinion that: <br /> 1. The person signing the Loan Contract has the authority to sign such document on <br /> 1 We have relied upon factual representations made by the Corporation in the Agreement. <br />