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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 /> WEB PAGE:LLOLAW.COM <br /> GEORGE H.OTTENHOFF TELEPHONE <br /> KENNETH F.LIND (970)353-2323 <br /> KIM R.LAWRENCE (970)356-9160 <br /> TELECOPIER <br /> P.ANDREW JONES (970)356-1111 <br /> RICHARD T.LiPUMA ken@Ilolaw.com <br /> KELLY J.CUSTER <br /> May 15, 2003 <br /> State of Colorado <br /> Colorado Water Conservation Board <br /> Water Supply Planning & Finance Section <br /> 1580 Logan Street, Suite 750 <br /> Denver, CO 80203 <br /> Re: Kern Reservoir and Ditch Company and <br /> Colorado Water Conservation Board <br /> Ladies & Gentlemen: <br /> Pursuant to that certain Loan Contract, Contract No. C150118 dated June 1, 2003 <br /> in the amount of $3,620,000.00, by and between the State of Colorado for the use and <br /> benefit of the Department of Natural Resources, Colorado Water Conservation Board <br /> ("State") and the Kern Reservoir and Ditch Company ("Kern"), we hereby provide to the <br /> State our opinion as follows: <br /> (1) Kern Reservoir and Ditch Company is a Colorado corporation in good <br /> standing; <br /> (2) The above referenced Loan Contract and Appendix documents has been <br /> duly executed on behalf of Kern Reservoir and Ditch Company by W.Wayne <br /> Miller as President and Julie Chester as Secretary; <br /> (3) That the said President, W. Wayne Miller and Secretary, Julie Chester were <br /> duly elected at a properly called and held Meeting of the Shareholders and <br /> Board of Directors of Kern Reservoir and Ditch Company and they do have <br /> the authority to execute the Loan Contract and to bind Kern Reservoir and <br /> Ditch Company; <br /> F:\KFL\KERN RESERVOIR\OPINION.LTR 5 15 03.wpd <br />