BEFORE THE OIL AND GAS CONSERVATION COMMISSION

OF THE STATE OF COLORADO

IN THE MATTER OF THE PROMULGATION AND                                 )                             CAUSE NOS. 440 and 479

ESTABLISHMENT OF FIELD RULES TO GOVERN                             )

OPERATIONS IN THE PARACHUTE AND GRAND                               )                             ORDER NOS. 440-29 & 479-16

VALLEY FIELDS, GARFIELD COUNTY, COLORADO                          )

REPORT OF THE COMMISSION

                        This cause came on for hearing before the Commission at 9:00 a.m. on August 15, 2005, in the Weld County Department of Planning Services Hearing Room, 918 10^th Street, Greeley, Colorado on the application of Williams Production RMT Company for an order to vacate the 320-acre drilling and spacing units established in Order No. 440-12 and Order No. 479-1 for certain lands located in Township 6 South, Ranges 95 and 96 West, 6^th P.M.

FINDINGS

                        The Commission finds as follows:

                        1. Williams Production RMT Company ("Williams") as applicant herein, is an interested party in the subject matter of the above-referenced hearing.

                        2. Due notice of the time, place and purpose of the hearing has been given in all respects as required by law.

                       3. The Commission has jurisdiction over the subject matter embraced in said Notice, and of the parties interested therein, and jurisdiction to promulgate the hereinafter prescribed order.

                        4. On May 18, 1990, the Commission issued Order No. 440-12 which, among other things, established 320-acre drilling and spacing units for the production of gas and associated hydrocarbons from the Mesaverde Formation for the below-listed lands:

                                        Township 6 South, Range 95 West, 6th P. M.

                        5. On March 9, 1990, the Commission issued Order No. 479-1 which, among other things, established 320-acre drilling and spacing units for the production of gas from the Mesaverde Formation for the below-listed lands:

                        6. On June 30, 2005, Williams Production RMT Company, by its attorney, filed with the Commission a verified application for an order to vacate the 320-acre drilling and spacing units established in Order No. 440-12 and Order No. 479-1 for the below listed lands:

                                        Township 6 South, Range 95 West, 6th P. M.

                        7. At the time of the administrative hearing, the N½ of Section 23, Township 6 South, Range 96 West, 6^th P.M. was removed from the application lands because the S½ of said Section 23 has been communitized.

                        8. Testimony and exhibits presented at the administrative hearing showed existing spacing orders covering the application lands, the lands Williams has leased, and the unleased lands subject to the Naval Oil Shale Reserves ("NOSR") near the Roan Plateau area. Testimony indicated that many of Williams’ lands are placer mining claims and as such, it is difficult to find a 320-acre drilling and spacing unit can easily be drilled upon. Additional testimony showed that the NOSR lands are subject to the Roan Plateau Environmental Impact Statement and may not be leased for drilling for an unknown period of time. Further testimony indicated that there are currently no wells on the application lands producing from the Mesaverde Formation.

                        9. On August 10, 2005, subsequent to the administrative hearing, Williams filed with the Commission a written request that Section 24, Township 6 South, Range 96 West, 6^th P.M. be excluded from the application and remain subject to Order No. 479-1.

                        11. Based on the facts stated in the verified application, having received no protests and having been heard by the Hearing Officer who recommends approval, the Commission should enter an order that the amended application be approved.

                        NOW, THEREFORE IT IS ORDERED, that the below-listed lands are hereby vacated from the 320-acre drilling and spacing units established in Order No. 440-12 and Order No. 479-1 and the lands are hereby placed under the provisions of the Rules and Regulations of the Colorado Oil and Gas Conservation Commission:

                                        Township 6 South, Range 95 West, 6th P. M.

                        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.

                        IT IS FURTHER ORDERED, that under the State Administrative Procedure Act the Commission considers this order to be final agency action for purposes of judicial review within thirty (30) days after the date this order is mailed by the Commission.

                        IT IS FURTHER ORDERED, that an application for reconsideration by the Commission of this order is not required prior to the filing for judicial review.

                                                ENTERED this________ day of August, 2005, as of August 15, 2005.

                                                            OIL AND GAS CONSERVATION COMMISSION

                                                                        OF THE STATE OF COLORADO

                                                            By &# _________________________________________

                                                                                    Patricia C. Beaver, Secretary

Dated at Suite 801

1120 Lincoln Street

Denver, Colorado 80203

August 29, 2005