IN THE MATTER OF THE PROMULGATION OF FIELD RULES TO GOVERN OPERATIONS FOR THE PRODUCTION OF GAS AND ASSOCIATED HYDROCARBONS FROM THE ISMAY FORMATION, THE DESERT CREEK FORMATION, THE UPPER BARKER CREEK/AKAH FORMATION, AND THE LOWER BARKER CREEK FORMATION IN THE BARKER DOME FIELD, LA PLATA AND MONTEZUMA COUNTIES, COLORADO Cause No. 515 Order No. 515-1

REPORT OF THE COMMISSION

This cause came on for hearing before the Commission on February 22, 1995, at the Chancery Building, Suite 801, 1120 Lincoln Street, Denver, Colorado, and on March 20, 1995 at the La Plata County Fairgrounds, 2500 Main Street, Extension Building, Durango, Colorado, 81301, after giving Notice of Hearing as required by law, on the Verified Amended Application of Meridian Oil Inc. for an order to establish 160-acre drilling and spacing units for the product ion of gas and associated hydrocarbons from the Ismay Formation, with the permitted well in each drilling and spacing unit to be located no closer than 330 feet to the outer boundary of the unit; to establish 320-acre drilling and spacing units for production of gas and associated hydrocarbons from the Desert Creek Formation with the drilling and spacing units consisting of the E1/2 and the W1/2 or the N1/2 and the S1/2, with the permitted well to be loca ted no closer than 790 feet to the outer boundary of the unit; to establish 320-acre drilling and spacing units for production of gas and associated hydrocarbons from the Upper Barker Creek/Akah Formation with the drilling and spacing units consisting of the E1/2 and the W1/2 or the N1/2 and the S1/2, with the permitted well to be located no closer than 790 feet to the outer boundary of the unit; and to establish 640-acre drilling and spacing units for th e production of gas and associated hydrocarbons from the Lower Barker Creek Formation, with the permitted well to be located no closer than 790 feet to the outer boundary of the unit.

FINDINGS

The Commissions finds as follows:

1. Meridian Oil Inc., as the 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. Evidence presented at the administrative hearing indicates that the Ismay Formation, the Desert Creek Formation, the Upper Barker Creek/Akah Formation and the Lower Barker Creek Formation constitute separate common sources of supply of gas and associated hydrocarbons underlying the following described lands in the Barker Dome Field located in La Plata and Montezuma Counties, Colorado:

Township 32 North, Range 131/2 West, N.M.P.M. Section 1: All Section 2: All Section 3: All Section 4: All (Lots 1, 2, 3, 4, E1/2 E1/2) Section 9: All (Lots 1, 2, 3, 4, E1/2 E1/2) Section 10: All Section 11: All Section 12: All Section 13: All Section 14: All Section 15: All Section 16: All (Lots 1, 2, 3, 4, E1/2 E1/2) Section 21: All (Lots 1, 2, 3, 4, E1/2 NE1/4) Section 22: All (Lots 1, 2, 3, 4, N1/2) Section 23: All (Lots 1, 2, 3, 4, N1/2) Section 24: All (Lots 1, 2, 3, 4, N1/2)

Township 32 North, Range 14 West, N.M.P.M. Section 1: All (Lots 1, 2, 3, 4, S1/2 N1/2, S1/2) Section 2: All (Lots 1, 2, 3, 4, S1/2 N1/2, S1/2) Section 3: All (Lots 1, 2, 3, 4, S1/2 N1/2, S1/2) Section 10: All Section 11: All Section 12: All Section 13: All Section 14: All Section 15: All Section 22: All (Lots 1, 2, 3, 4, N1/2) Section 23: All (Lots 1, 2, 3, 4, N1/2) Section 24: All (Lots 1, 2, 3, 4, N1/2)

5. The southern boundary of Township 32 North, Range 131/2 West, N.M.P.M. and Township 32 North, Range 14 West, N.M.P.M. is the Colorado/New Mexico line. As a result, Sections 21, 22, 23, and 24 of Township 32 North, Range 131/2 West, N.M.P.M. and Sections 22, 23, and 24 of Township 32 North, Range 14 West, N.M.P.M. are irregular sections. Furthermore, Township 32 North, Range 131/2 West, N.M.P.M. is an irregular township, and Sections 4, 9, 16 and 2 1 lying along the western boundary of the township are irregular sections.

6. To prevent the waste of oil and gas, as defined by law, to protect the correlative rights of all parties concerned, to prevent the drilling of unnecessary wells, and to ensure proper and efficient development and to promote conservation of the oil and gas resources of the state, an order should be made establishing 160-acre drilling and spacing units for the production of gas and associated hydrocarbons from the Ismay Formation, establishing 320-acre drilling and spacing units for the production of gas and associated hydrocarbons from the Desert Creek Formation and from the Upper Barker Creek/Akah Formation, and establishing 640-acre drilling and spacing units for the production of gas and associated hydrocarbons from the Lower Barker Creek Formation.

7. The drilling and spacing units for the Ismay Formation, for the Upper Barker Creek/Akah Formation, for the Desert Creek Formation and for the Lower Barker Creek Formation are based on regular governmental sections. The irregular sections in the Barker Dome Field do not coincide with the 160-acre drilling and spacing units for the Ismay Formation, the 320-acre drilling well spacing units for the Desert Creek Formation and the Upper Barker Creek/Akah Formation, or the 640-acre drilling and spacing units for the Lower Barker Creek Formation. To account for these irregular sections, specifically designated drilling spacing units are required.

8. The geologic and engineering data presented at the administrative hearing indicates that one well will economically and efficiently drain an area of approximately 160-acres in the Ismay Formation; that one well will economically and efficiently drain an area of approximately 320-acres from the Desert Creek Formation and the Upper Barker Creek/Akah Formation; that one well will economically and efficiently drain an area of approximately 640-acres from the Lower Barker Creek Formation; and that drilling units of the size and shape described above, or as may be specifically described, are not smaller than the maximum area that can be efficiently and economically drained by one well producing from the formations as described above.

9. The Ute Com #1 Well located 1,870 FNL and 1,445 FWL in Section 13, Township 32 North, Range 131/2 West, N.M.P.M. produces from the Upper Barker Creek and Lower Barker Creek Formations. The Ute #2-R Well located 325 FSL and 1,435 FWL in Section 15, Township 32 North, Range 131/2 West, N.M.P.M. produces from the Ismay and Desert Creek Formations. The Ute #5 Well located 990 FSL and 990 FWL in Section 11, Township 32 North, Range 131/2 West, N.M.P.M. produces from the Ismay and Desert Creek Formations. The Ute #9A Well located 2,385 FNL and 955 FEL in Section 21, Township 32 North, Range 131/2 West, N.M.P.M. produces from the Ismay and Desert Creek Formations. The Ute #19 Well located at 1,125 FNL and 1,685 FEL in Section 24, Township 32 North, Range 14 West, N.M.P.M. produces from the Ismay and Desert Creek Formations. Although these wells produce from formations which will have different drilling and spacing units, the ownership of the minerals and the lessees in the separate spacing units from which these wells produce is the same. As a result, correlative rights will not be affected by allowing production from these wells from the differing formations to be commingled.

10. The Director, without additional notice or hearing, should be allowed to grant exceptions for well locations provided the owners of contiguous and cornering units toward which the proposed location would be moved file a waiver or consent in writing agreeing to said exceptions.

11. No protests to the amended application were received and the Hearing Officer recommends that the application be approved.

ORDER

NOW, THEREFORE, IT IS ORDERED, that the following rules and regulations shall apply hereafter to wells drilled and completed or recompleted in the Ismay Formation, the Desert Creek Formation, the Upper Barker Creek/Akah Formation, and the Lower Barker Creek Formation underlying the Barker Dome Field of La Plata and Montezuma Counties, Colorado, in addition to other applicable rules and regulations and orders of the Commission, if any, heretofore adopted not in conflict herein.

Rule No. 1 The Ismay Formation, the Desert Creek Formation, the Upper Barker Creek/Akah Formation, and the Lower Barker Creek Formation (all as defined in Rule No. 2 below) constitute separate common sources of supply of gas and associated hydrocarbons in the following described lands in the Barker Dome field located in La Plata and Montezuma Counties, Colorado:

Township 32 North, Range 131/2 West, N.M.P.M. Section 1: All Section 2: All Section 3: All Section 4: All (Lots 1, 2, 3, 4, E1/2 E1/2) Section 9: All (Lots 1, 2, 3, 4, E1/2 E1/2) Section 10: All Section 11: All Section 12: All Section 13: All Section 14: All Section 15: All Section 16: All (Lots 1, 2, 3, 4, E1/2 E1/2) Section 21: All (Lots 1, 2, 3, 4, E1/2 NE1/4) Section 22: All (Lots 1, 2, 3, 4, N1/2) Section 23: All (Lots 1, 2, 3, 4, N1/2) Section 24: All (Lots 1, 2, 3, 4, N1/2)

Township 32 North, Range 14 West, N.M.P.M. Section 1: All (Lots 1, 2, 3, 4, S1/2 N1/2, S1/2) Section 2: All (Lots 1, 2, 3, 4, S1/2 N1/2, S1/2) Section 3: All (Lots 1, 2, 3, 4, S1/2 N1/2, S1/2) Section 10: All Section 11: All Section 12: All Section 13: All Section 14: All Section 15: All Section 22: All (Lots 1, 2, 3, 4, N1/2) Section 23: All (Lots 1, 2, 3, 4, N1/2) Section 24: All (Lots 1, 2, 3, 4, N1/2)

Rule No. 2 The Ismay Formation, the Desert Creek Formation, the Upper Barker Creek/Akah Formation, and the Lower Barker Creek Formation in the Barker Dome Field are defined as follows:

Ismay Formation: The Ismay Formation shall be defined as the interval occurring from the top of the Ismay Formation at 8,502 feet to the base of the Ismay Formation at 8,693 feet as identified on the log of the Ute #16 Well located in Lot 1 of Section 22, Township 32 North, Range 131/2 West, 6th P.M.

Desert Creek Formation: The Desert Creek Formation shall be defined as the interval occurring from the top of the Desert Creek Formation at 8,693 feet to the base of the Desert Creek Formation at 8,809 feet as identified on the log of the Ute #16 Well located in Lot 1 of Section 22, Township 32 North, Range 131/2 West, 6th P.M.

Upper Barker Creek/ Akah Formation: The Upper Barker Creek/Akah Formation shall be defined as the interval occurring from the top of the Upper Barker Creek/Akah Formation at 8,809 feet to the base of the Akah Formation at 9,134 feet as identified on the log of the Ute #16 Well located in Lot 1 of Section 22, Township 32 North, Range 131/2 West, 6th P.M.

Lower Barker Creek Formation: The Lower Barker Creek Formation shall be defined as the interval occurring from the base of the Akah Formation at 9,134 feet to the base of the Alkali Gulch Formation at 9,444 feet as identified on the log of the Ute #16 Well located in Lot 1 of Section 22, Township 32 North, Range 131/2 West, 6th P.M.

Rule No. 3 Except as set forth in Rule No. 7 below, 160-acre drilling and spacing units are hereby established for the Ismay Formation in all of the lands described above, with the permitted well in each drilling and spacing unit to be located no closer than 330 feet to the outer boundary of the unit.

Rule No. 4 Except as set forth in Rule No. 7 below, 320-acre drilling and spacing units are hereby established for the Desert Creek Formation, with the drilling and spacing units consisting of the E1/2 and the W1/2 or the N1/2 and the S1/2, to be designated by the operator of the first well to be drilled, with the permitted well in each drilling and spacing unit to be located no closer than 790 feet to the outer boundary of the unit.

Rule No. 5 Except as set forth in Rule No. 7 below, 320-acre drilling and spacing units are hereby established for the Upper Barker Creek/Akah Formation, with drilling and spacing units consisting of the E1/2 and the W1/2 or the N1/2 and the S1/2 to be designated by the operator of the first well to be drilled, with the permitted well in each drilling and spacing unit being located no closer than 790 feet to the outer boundary of the unit.

Rule No. 6 Except as set forth in Rule No. 7 below, 640-acre drilling and spacing units are hereby established for the Lower Barker Creek Formation with the permitted well in each drilling and spacing unit to be located not closer than 790 feet to the outer boundary of the unit.

Rule No. 7 The following lands are specifically designated as drilling and spacing units for the identified formation, with the permitted well in each designated spacing unit to be located as stated:

ISMAY FORMATION

Designated Unit Permitted Location

Township 32 North, Range 131/2 West, N.M.P.M. 330 feet from the North Section 4: Lots 1, 2, 3, 4, E1/2 E1/2 (All) and South lines and 330 feet from the East and containing 195.88 acres, more or less West lines

Township 32 North, Range 131/2 West, N.M.P.M. 330 feet from the North Section 9: Lots 1, 2, 3, 4, E1/2 E1/2 (All) and South lines and 330 feet from the East and containing 195.76 acres, more or less West lines

Township 32 North, Range 131/2 West, N.M.P.M. 330 feet from the North Section 16: Lots 1, 2, 3, 4, E1/2 E1/2 (All) and South lines and 330 feet from the East and containing 195.70 acres, more or less West lines

Township 32 North, Range 131/2 West, N.M.P.M. 330 feet from the North Section 21: Lots 1, 2, 3, 4, E1/2 NE1/4 (All) and South lines and 330 feet from the East and containing 144.30 acres, more or less West lines

Township 32 North, Range 131/2 West, N.M.P.M. 330 feet from the North Section 22: Lots 3, 4, NW1/4 (W1/2) and South lines and 330 feet from the East and containing 235.59 acres, more or less West lines

Township 32 North, Range 131/2 West, N.M.P.M. 330 feet from the North Section 22: Lots 1, 2, NE1/4 (E1/2) and South lines and 330 feet from the East and containing 235.44 acres, more or less West lines

Township 32 North, Range 131/2 West, N.M.P.M. 330 feet from the North Section 23: Lots 3, 4, NW1/4 (W1/2) and South lines and 330 feet from the East and containing 234.99 acres, more or less West lines

Township 32 North, Range 131/2 West, N.M.P.M. 330 feet from the North Section 23: Lots 1, 2, NE1/4 (E1/2) and South lines and 330 feet from the East and containing 235.43 acres, more or less West lines

Township 32 North, Range 131/2 West, N.M.P.M. 330 feet from the North Section 24: Lots 3, 4, NW1/4 (W1/2) and South lines and 330 feet from the East and containing 235.38 acres, more or less West lines

Township 32 North, Range 131/2 West, N.M.P.M. 330 feet from the North Section 24: Lots 1, 2, NE1/4 (E1/2) and South lines and 330 feet from the East and containing 235.30 acres, more or less West lines

Township 32 North, Range 14 West, N.M.P.M. 330 feet from the North Section 22: Lots 3, 4, NW1/4 (W1/2) and South lines and 330 feet from the East and containing 239.28 acres, more or less West lines

Township 32 North, Range 14 West, N.M.P.M. 330 feet from the North Section 22: Lots 1, 2, NE1/4 (E1/2) and South lines and 330 feet from the East and containing 238.88 acres, more or less West lines

Township 32 North, Range 14 West, N.M.P.M. 330 feet from the North Section 23: Lots 3, 4, NW1/4 (W1/2) and South lines and 330 feet from the East and containing 238.41 acres, more or less West lines

Township 32 North, Range 14 West, N.M.P.M. 330 feet from the North Section 23: Lots 1, 2, NE1/4 (E1/2) and South lines and 330 feet from the East and containing 237.87 acres, more or less West lines

Township 32 North, Range 14 West, N.M.P.M. 330 feet from the North Section 24: Lots 3, 4, NW1/4 (W1/2) and South lines and 330 feet from the East and containing 237.45 acres, more or less West lines

Township 32 North, Range 14 West, N.M.P.M. 330 feet from the North Section 24: Lots 1, 2, NE1/4 (E1/2) and South lines and 330 feet from the East and containing 237.15 acres, more or less West lines

DESERT CREEK FORMATION

Designated Unit Permitted Location

Township 32 North, Range 131/2 West, N.M.P.M. 790 feet from the North Section 21: Lots 1, 2, 3, 4, E1/2 NE1/4 and South lines and 790 Section 22: Lot 4, W1/2 NW1/4 feet from the East and Township 32 North, Range 14 West, N.M.P.M. West lines Section 24: Lot 1, E1/2 NE1/4

containing 380.73 acres, more or less

Township 32 North, Range 131/2 West, N.M.P.M. 790 feet from the North Section 22: Lots 1, 2, 3, E1/2 NW1/4, NE1/4 and South lines and 790 feet from the East and containing 353.14 acres, more or less West lines

Township 32 North, Range 131/2 West, N.M.P.M. 790 feet from the North Section 23: Lots 2, 3, 4, NW1/4, W1/2 NE1/4 and South lines and 790 feet from the East and containing 352.62 acres, more or less West lines

Township 32 North, Range 131/2 West, N.M.P.M. 790 feet from the North Section 23: Lot 1, E1/2 NE1/4 and South lines and 790 Section 24: Lots 3, 4, NW1/4 feet from the East and West lines containing 353.12 acres, more or less

Township 32 North, Range 131/2 West, N.M.P.M. 790 feet from the North Section 24: Lots 1, 2, NE1/4 and South lines and 790 feet from the East and containing 235.30 acres, more or less West lines

Township 32 North, Range 131/2 West, N.M.P.M. 330 feet from the North Section 16: Lots 1, 2, 3, 4, E1/2 E1/2 and South lines and 330 feet from the East and containing 195.70 acres, more or less West lines

Township 32 North, Range 131/2 West, N.M.P.M. 330 feet from the North Section 9: Lots 1, 2, 3, 4, E1/2 E1/2 and South lines and 330 feet from the East and containing 195.76 acres, more or less West lines

Township 32 North, Range 131/2 West, N.M.P.M. 330 feet from the North Section 4: Lots 1, 2, 3, 4, E1/2 E1/2 and South lines and 330 feet from the East and containing 195.88 acres, more or less West lines

Township 32 North, Range 14 West, N.M.P.M. 790 feet from the North Section 22: Lots 1, 2, NE1/4 and South lines and 790 Section 23: Lot 4, W1/2 NW1/4 feet from the East and West lines containing 358.15 acres, more or less

Township 32 North, Range 14 West, N.M.P.M. 790 feet from the North Section 22: Lots 3, 4, NW1/4 and South lines and 790 feet from the East and containing 239.28 acres, more or less West lines

Township 32 North, Range 14 West, N.M.P.M. 790 feet from the North Section 23: Lots 1, 2, 3, E1/2 NW1/4, NE1/4 and South lines and 790 feet from the East and containing 357.01 acres, more or less West lines

Township 32 North, Range 14 West, N.M.P.M. 790 feet from the North Section 24: Lots 2, 3, 4, NW1/4, W1/2 NE1/4 and South lines and 300 feet from the East and containing 356.06 acres, more or less West lines

UPPER BARKER CREEK/AKAH FORMATION

Designated Unit Permitted Location

Township 32 North, Range 131/2 West, N.M.P.M. 330 feet from the North Section 21: Lots 1, 2, 3, 4, E1/2 NE1/4 and South lines and 790 Section 22: Lot 4, W1/2 NW1/4 feet from the East and Township 32 North, Range 14 West, N.M.P.M. West lines Section 24: Lot 1, E1/2 NE1/4

containing 380.73 acres, more or less

Township 32 North, Range 131/2 West, N.M.P.M. 790 feet from the North Section 22: Lots 1, 2, 3, E1/2 NW1/4, NE1/4 and South lines and 790 feet from the East and containing 353.14 acres, more or less West lines

Township 32 North, Range 131/2 West, N.M.P.M. 790 feet from the North Section 23: Lots 2, 3, 4, NW1/4, W1/2 NE1/4 and South lines and 790 feet from the East and containing 352.62 acres, more or less West lines

Township 32 North, Range 131/2 West, N.M.P.M. 790 feet from the North Section 23: Lot 1, E1/2 NE1/4 and South lines and 790 Section 24: Lots 3, 4, NW1/4 feet from the East and West lines containing 353.12 acres, more or less

Township 32 North, Range 131/2 West, N.M.P.M. 790 feet from the North Section 24: Lots 1, 2, NE1/4 and South lines and 790 feet from the East and containing 235.30 acres, more or less West lines

Township 32 North, Range 131/2 West, N.M.P.M. 330 feet from the North Section 16: Lots 1, 2, 3, 4, E1/2 E1/2 and South lines and 330 feet from the East and containing 195.70 acres, more or less West lines

Township 32 North, Range 131/2 West, N.M.P.M. 330 feet from the North Section 9: Lots 1, 2, 3, 4, E1/2 E1/2 and South lines and 330 feet from the East and containing 195.76 acres, more or less West lines

Township 32 North, Range 131/2 West, N.M.P.M. 330 feet from the North Section 4: Lots 1, 2, 3, 4, E1/2 E1/2 and South lines and 330 feet from the East and containing 195.88 acres, more or less West lines

Township 32 North, Range 14 West, N.M.P.M. 790 feet from the North Section 22: Lots 1, 2, NE1/4 and South lines and 790 Section 23: Lot 4, W1/2 NW1/4 feet from the East and West lines containing 358.15 acres, more or less

Township 32 North, Range 14 West, N.M.P.M. 790 feet from the North Section 22: Lots 3, 4, NW1/4 and South lines and 790 feet from the East and containing 239.28 acres, more or less West lines

Township 32 North, Range 14 West, N.M.P.M. 790 feet from the North Section 23: Lots 1, 2, 3, E1/2 NW1/4, NE1/4 and South lines and 790 feet from the East and containing 357.01 acres, more or less West lines

Township 32 North, Range 14 West, N.M.P.M. 790 feet from the North Section 24: Lots 2, 3, 4, NW1/4, W1/2 NE1/4 and South lines and 300 feet from the East and containing 356.06 acres, more or less West lines

LOWER BARKER CREEK FORMATION

Designated Unit Permitted Location

Township 32 North, Range 131/2 West, N.M.P.M. 790 feet from the outer Section 3: All boundaries of the Section 4: Lots 1, 2, E1/2 NE1/4 (All) designated spacing unit

containing 737.95 acres, more or less

Township 32 North, Range 131/2 West, N.M.P.M. 790 feet from the outer Section 4: Lots 3, 4, E1/2 SE1/4 boundaries of the Township 32 North, Range 14 West, N.M.P.M. designated spacing unit Section 1: Lots 1, 2, 3, 4, S1/2 N1/2, S1/2 (All)

containing 740.21 acres, more or less

Township 32 North, Range 131/2 West, N.M.P.M. 790 feet from the outer Section 9: Lots 1, 2, E1/2 NE1/4 (All) boundaries of the Section 10: All designated spacing unit

containing 737.88 acres, more or less

Township 32 North, Range 131/2 West, N.M.P.M. 790 feet from the outer Section 9: Lots 3, 4, E1/2 SE1/4 boundaries of the Township 32 North, Range 14 West, N.M.P.M. designated spacing unit Section 12: All

containing 737.88 acres, more or less

Township 32 North, Range 131/2 West, N.M.P.M. 790 feet from the outer Section 15: All boundaries of the Section 16: Lots 1, 2, E1/2 NE1/4 (All) designated spacing unit

containing 737.87 acres, more or less

Township 32 North, Range 131/2 West, N.M.P.M. 790 feet from the outer Section 16: Lots 3, 4, E1/2 SE1/4 boundaries of the Township 32 North, Range 14 West, N.M.P.M. designated spacing unit Section 13: All

containing 737.83 acres, more or less

Township 32 North, Range 131/2 West, N.M.P.M. 790 feet from the outer Section 21: Lots 1, 2, 3, 4, E1/2 NE1/4 (All) boundaries of the Section 22: Lots 1, 2, 3, 4, N1/2 (All) designated spacing unit

containing 615.33 acres, more or less

Township 32 North, Range 131/2 West, N.M.P.M. 790 feet from the outer Section 23: Lots 1, 2, 3, 4, N1/2 (All) boundaries of the designated spacing unit containing 470.42 acres, more or less

Township 32 North, Range 131/2 West, N.M.P.M. 790 feet from the outer Section 24: Lots 1, 2, 3, 4, N1/2 (All) boundaries of the designated spacing unit containing 470.68 acres, more or less

Township 32 North, Range 14 West, N.M.P.M. 790 feet from the outer Section 22: Lots 1, 2, 3, 4, N1/2 (All) boundaries of the designated spacing unit containing 478.16 acres, more or less

Township 32 North, Range 14 West, N.M.P.M. 790 feet from the outer Section 23: Lots 1, 2, 3, 4, N1/2 (All) boundaries of the designated spacing unit containing 476.28 acres, more or less

Township 32 North, Range 14 West, N.M.P.M. 790 feet from the outer Section 24: Lots 1, 2, 3, 4, N1/2 (All) boundaries of the designated spacing unit containing 474.50 acres, more or less

Rule No. 8 That the wells below-listed wells have been drilled and shall be the designated well for the designated drilling and spacing unit:

Producing Designated Drilling Well Name Well Location Formations & Spacing Unit

Ute Com #1 1,870' FNL and 1,445' FWL Upper Barker Creek 32N-131/2W, Sec. 13: W1/2 Section 13-32N-131/2W Lower Barker Creek 32N-131/2W, Sec. 13: All La Plata County, Colorado

Ute #2R 325' FSL and 1,435' FWL Ismay 32N-131/2W, Sec. 15: SW1/4 Section 15-32N-131/2W Desert Creek 32N-131/2W, Sec. 15: W1/2 La Plata County, Colorado

Ute #3 990' FSL and 990' FWL Lower Barker Creek 32N-131/2W, Sec. 14: All Section 14-32N-131/2W La Plata County, Colorado

Ute #5 990' FSL and 990' FWL Ismay 32N-131/2W, Sec. 11: SW1/4 Section 11-32N-131/2W Desert Creek 32N-131/2W, Sec. 11: W1/2 La Plata County, Colorado

Ute #9 990' FNL and 1,076' FWL Lower Barker Creek 32N-131/2W, Sec. 21: Lots 1, 2, 3, 4, Section 21-32N-131/2W E1/2NE1/4 (All - 144.30 acre more or less) La Plata County, Colorado 32N-131/2W, Sec. 22: Lots 1, 2, 3, 4, N1/2 (All - 471.0 acres more or less)

Ute #9A 2,385' FNL and 955' FEL Ismay 32N-131/2W, Sec. 21: Lots 1, 2, 3, 4, Section 21-32N-131/2W E1/2NE1/4 (All - 144.30 acre more or less) La Plata County, Colorado Desert Creek 32N-131/2W, Sec. 21: Lots 1, 2, 3, 4, E1/2NE1/4 (All - 144.30 acre more or less) 32N-131/2, Sec. 22: Lot 4, W1/2NW1/4 (117.89 acres more or less) 32N-14W, Sec. 24: Lot 1, E1/2NE1/4 (118.54 acres more or less)

Ute #16 620' FSL and 1,030' FEL Ismay 32N-131/2W, Sec. 22: Lots 1, 2, NE1/4 Section 22-32N-131/2W (235.44 acres more or less) La Plata County, Colorado

Ute #19 1,125' FNL and 1,685' FEL Ismay 32N-14W, Sec. 24: Lots 3, 4, NW1/4 (surface location) (235.38 acres more or less) 1,890' FSL and 661' FWL Desert Creek 32N-14W, Sec. 24: Lots 2, 3, 4, NW1/4 (bottom hole location) W1/2NE1/4 (All - 356.06 acres more or less) Section 24-32N-14W La Plata County, Colorado

Rule No. 9 Production from the Ute Com #1 Well from the Upper Barker Creek/Akah and Lower Barker Creek Formations are hereby approved to be commingled; production from the Ute #2R Well from the Ismay and Desert Creek Formations are hereby approved to be commingled; production from the Ute #5 Well from the Ismay and Desert Creek Formations are hereby approved to be commingled; production from the Ute #9A Well from the Ismay and Desert Creek Formations are hereby approved to be commingled; and production from the Ute #19 Well from the Ismay and Desert Creek Formations are hereby approved to be commingled.

IT IS FURTHER ORDERED, that the provisions contained in the above Order shall be come effective on the date specified below.

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 , 1995, effective as of March 20, 1995.

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 May 30, 1995 ??

(515#1)