BEFORE THE OIL AND GAS CONSERVATION COMMISSION

OF THE STATE OF COLORADO

IN THE MATTER OF THE PROMULGATION AND                             )                     CAUSE NO. 139

ESTABLISHMENT OF FIELD RULES TO GOVERN                          )

OPERATIONS IN THE RULISON FIELD,                                              )                     DOCKET NO. 0501-AW-01

GARFIELD COUNTY, COLORADO                                                       )

TO ALL INTERESTED PARTIES AND TO WHOM IT MAY CONCERN:

        On June 26, 1962, the Commission issued Order No. 139-3, which established 640-acre drilling and spacing units for the production of gas from the Mesaverde Formation, with the permitted well to be located no closer than 990 feet to the boundaries of the quarter section upon which it is located. On July 1, 1997, the Commission issued Order Nos. 139-31 and 440-18, which among other things, allowed the drilling of additional wells up to sixteen (16) on the established 640-acre drilling and spacing units, for the production of gas and associated hydrocarbons from the Williams Fork Formation of the Mesaverde Group, with the permitted well to be located no closer than 400 feet from the outer boundaries of the unit and no closer than 800 feet from any well in the same formation, for the below-listed lands:

Section 30: All

Section 31: All

Section 25: All

Section 36: All

On November 19, 2004, corrected on December 2, 2004, Tom Brown, Inc., by its attorney, filed with the Commission a verified application for an order to increase the number of wells which can be optionally drilled into and produced from the Williams Fork Formation for the above-listed lands, the equivalent of one Williams Fork Formation well per 20 acres, with each well located downhole in the established drilling and spacing unit, no closer than 200 feet from the boundaries of the unit and no closer than 400 feet from any existing Williams Fork Formation well without exception being granted by the Director of the Oil and Gas Conservation Commission. Applicant commits that wells to be drilled under this Application will be drilled from the surface either vertically or directionally from no more than one well pad located on a given quarter quarter section unless exception is granted by the Director of the Colorado Oil and Gas Conservation Commission.

NOTICE IS HEREBY GIVEN, that the Oil and Gas Conservation Commission of the State of Colorado, pursuant to the above, has scheduled the above-entitled matter for hearing on:

                    Date: Monday, January 10, 2005

                    1120 Lincoln Street

                    Denver, CO 80203

        In accordance with the Americans with Disabilities Act, if any party requires special accommodations as a result of a disability for this hearing, please contact Angie Gipson at (303) 894-2100 ext. 113, prior to the hearing and arrangements will be made.

        Pursuant to said hearing in the above-entitled matter at the time and place aforesaid, or at any adjourned meeting, the Commission will enter such orders as it deems appropriate to protect the health, safety and welfare of the public and to prevent the waste of oil and gas, either or both, in the operations of said field, and to carry out the purposes of the statute.

        In accordance with Rule 509., any interested party desiring to protest the granting of the application or to intervene on the application should file with the Commission a written protest or intervention no later than December 27, 2004, briefly stating the basis of the protest or intervention. Such interested party shall, at the same time, serve a copy of the protest or intervention to the person filing the application. An original and nine (9) copies shall be filed with the Commission (Rule 503.f.). Anyone who files a protest or intervention must be available to participate in a prehearing conference during the week of December 27, 2004. Pursuant to Rule 503.e., if a party who has received notice under Rule 503.b. wishes to receive further pleadings in the above-referenced matter, that party must file a protest or intervention in accordance with these rules. In accordance with the practices of the Commission, should no protests or interventions be filed in this matter by December 27, 2004, the Applicant may request that an administrative hearing be scheduled for the week of December 27, 2004.

                            IN THE NAME OF THE STATE OF COLORADO

                                                                        OIL AND GAS CONSERVATION COMMISSION

                                                                        OF THE STATE OF COLORADO

                                                                        By

                                                                        Patricia C. Beaver, Secretary

Dated at Suite 801                                       Attorney for Applicant:

1120 Lincoln Street                                      Michael J. Wozniak

Denver, Colorado 80203                             Dorsey & Whitney LLP

December 7, 2004                                       370 17^th Street, Suite 4700

Denver, CO 80202                                       (303) 629-3400