BEFORE THE OIL AND GAS CONSERVATION COMMISSION

                                                             OF THE STATE OF COLORADO

IN THE MATTER OF THE UNDERGROUND DISPOSAL          )          CAUSE NO. 1

OF WATER BY INJECTION IN THE DRAGON TRAIL                )         

FIELD, RIO BLANCO COUNTY, COLORADO                             )          ORDER NO. 1-42

                                                                                                                                    (Formerly 1-154)

REPORT OF THE COMMISSION

                        This matter came on for hearing before the Commission on September 20, 1993 at 8:30 a.m. in Room 318, State Centennial Building, 1313 Sherman Street, Denver, Colorado, on the application of Conoco, Inc. to convert the Dragon Trail Unit No. 121 Well in the NW1/4 SW1/4 of Section 33, Township 2 South, Range 102 West, Rio Blanco County, Colorado, for the purpose of water disposal.

FINDINGS

                        The Commission finds as follows:

                        1.  The Commission has jurisdiction over the subject matter and of the parties interested herein, and jurisdiction to promulgate the hereinafter prescribed order.

                        2.  Conoco, Inc. gave notice as per Rule 326(e) to each surface owner and owner as defined in C.R.S. 34-60-103(7), within one-quarter (1/4) mile of the proposed well and to owners and operators of oil and gas wells producing from the proposed injection zone within one-half (1/2) mile of the disposal well or to owners of cornering and contiguous units where injection will occur into the producing zones, whichever is the greater distance.

                        3.  The Commission received written requests for public hearing from Max Krey, Mark B. Garman, Walter S. Fees, Jr., on behalf of Fees Revocable Trust, and Chandler and Associates, Inc.

                        4.  At the time of hearing, Mr. Krey, Mr. Fees and Chandler and Associates, testified as to the potential damage to the Mancos "A" and "B" Formations that an injection well offsetting the protestants' lease would cause, and the potential for an environmental liability due to injection into the Dragon Trail Unit No. 121 Well.

                        5.  The Commission finds that no substantial damage to offset leaseholders should occur if injection is restricted to (1) a maximum injection volume of 73,000 bbls over a period of no more than two years, whichever limit is reached first, (2) with a daily injection rate not to exceed 250 bbls/day, and (3) a maximum surface injection pressure of no more than 250 psi.

                        6.  The restrictions set forth above in Finding 5 may be modified upon the written agreement of the applicant, all protestants or their respective successors or interests.

ORDER

                        NOW, THEREFORE IT IS ORDERED, that the Director shall be authorized to approve the application of Conoco, Inc. to convert the Dragon Trail Unit No. 121 Well in the NW1/4 SW1/4 of Section 33, Township 2 South, Range 102 West, Rio Blanco County, Colorado, and further, upon completion of all requirements of Rule 326 of the Rules and Regulations of the Commission, to authorize the underground disposal of produced water into the above described Dragon Trail Unit No. 121 Well.

                        IT IS FURTHER ORDERED, that the Director shall approve the application with the restrictions described above in Finding 5 and that modification of the above-described restrictions can be approved by the Director if written agreement for the particular modification is provided by the parties who were involved in the hearing to the Director of the Commission.

                        IT IS FURTHER ORDERED, that the provisions contained in the above order shall become effective forthwith.

                        IT IS FURTHER ORDERED, that the Commission expressly reserves its right after notice and hearing, to alter, amend or repeal any and/or all of the above orders.

                        ENTERED this  day of , 1993, as of September 20, 1993.

                                                                        OIL AND GAS CONSERVATION COMMISSION

                                                                           OF THE STATE OF COLORADO

                                                                        By

                                                                                          Patricia C. Beaver, Secretary

Dated at Suite 380

1580 Logan Street

Denver, Colorado 80203

September 28, 1993