BEFORE THE OIL & GAS CONSERVATION COMMISSION

* Protest/Intervention deadline on this application only has been extended to September 14, 2000.

OF THE STATE OF COLORADO

IN THE MATTER OF THE APPLICATION OF )

CEDAR RIDGE, LLC FOR AN ORDER )

ESTABLISHING DRILLING AND SPACING ) CAUSE NO. ________

UNITS COVERING A PORTION OF THE )

RATON AND VERMEJO COAL FORMATIONS ) Docket No. 0009-SP-_____

IN LAS ANIMAS AND HUERFANO COUNTIES, )

COLORADO AND FOR AN ORDER POOLING )

ALL NON-CONSENTING INTERESTS IN )

SUCH FORMATIONS )

APPLICATION

COMES NOW Cedar Ridge, LLC, a Colorado limited liability corporation authorized to conduct business in the State of Colorado, by its attorneys Clanahan, Tanner, Downing and Knowlton, P.C., makes application to the Oil and Gas Conservation Commission of the State of Colorado, for an order establishing drilling and spacing units in a portion of the Raton and Vermejo Coal formations and for an Order pooling all non-consenting interests in said units. In support thereof Cedar Ridge, LLC (hereinafter "Applicant") states and alleges as follows:

That the Applicant is the owner of certain undivided leasehold interests in Las Animas and Huerfano Counties, Colorado, located within the area requested for spacing.

SPACING

That the Applicant is requesting drilling and spacing units of 160 acres for the Raton and Vermejo Coal formations covering the following described lands in Las Animas and Huerfano Counties, Colorado, to wit:

SEE EXHIBIT A ATTACHED HERETO AND

INCORPORATED HEREIN BY REFERENCE.

That the proposed units of 160 acres are expected to efficiently drain the Raton and Vermejo Coal formations which are the common source of supply in this area. Such spacing is not smaller than the maximum area that can be efficiently and economically drained by one well from said formations.

To Applicant's knowledge, the lands requested have not heretofore been spaced for production from either the Raton and Vermejo Coal formations. For purposes of this Application, the Raton and Vermejo formations are defined as the interval from the surface of the earth to the stratigraphic equivalent of the top of the Trinidad Sanstone.

Applicant requests that the permitted wells are to be located in each quarter section no closer than 600 feet from the boundaries of the unit.

That the Director may without further notice and hearing approve exceptions to the permitted well locations due to topography, surface considerations or to avoid conflicts with coal mining operations.

That Applicant owns the following existing wells which are located on the subject lands outside of the setback requested hereunder. Should such wells be produced from the Raton Coal or Vermejo Coal formations, Applicant hereby requests that such exception locations for such wells be permitted:

Existing Wells	Location
Turcotte #21-3R	T30S, R66W, Sec. 21: NW/4SE/4, 2050’ FSL, 1890’ FEL
Turcotte #21-4	T30S, R66W, Sec. 21: SE/4NE/4, 2207’ FNL, 607’ FEL
Ortiz School #34-1	T30S, R66W, Sec. 34: NE/4SW/4, 1738’ FWL, 2279’ FSL
Adobe Canyon #25-11	T30S, R66W, Sec. 25: NE/4SW/4, 2166’ FWL, 2401’ FSL
Spring Canyon #22-4	T30S, R66W, Sec. 22: SW/4SE/4, 747’ FSL, 2198’ FEL
County Line #27-1	T30S, R66W, Sec. 17: SW/4NE/4, 1534’ FNL, 2068’ FEL
Wheeler Canyon #36-3	T30S, R66W, Sec. 36: NE/4SW/4, 2098’ FSL, 1679’ FWL
Wheeler Canyon #36-4	T30S, R66W, Sec. 36: NW/4SE/4, 2466’ FSL, 1363’ FEL
Adobe Canyon #30-2	T30S, R66W, Sec. 30: SW/4NW/4, 1590’ FNL, 282’ FWL

That by the establishment of such spacing the correlative rights of all parties will be protected, the drilling of unnecessary wells will be prevented and the waste will therefore be avoided all in accordance with the Colorado statutes and the rules and regulations of this Commission. That proposed operations may be conducted on the subject lands in a manner consistent with public health, safety and welfare.

Exhibit B attached hereto and made part hereof is the list of the names of "Owners" as defined by statute, including within the area covered by this application. To the best of Applicant's knowledge and belief, Exhibit B contains the names of all such owners.

POOLING

In the event the Commission grants the Applicant’s Spacing Application for the Vermejo and Raton Coal Formations as requested in the first portion of this Application, Applicant states as follows:

(a) that Applicant proposes to drill certain wells within the lands described in paragraph 2 above which have now been spaced for production from the Vermejo and Raton Coal Formations into 160 acre drilling and spacing units.

(b) while Applicant holds leasehold working interests, there are separate unleased mineral interests within the proposed drilling and spacing units which are held by those owners identified on Exhibit C.

(c) that the parties listed on Exhibit C have been offered the option to participate on the drilling of said wells or the option to lease their interest upon competitive terms but to date have refused to participate by bearing their proportionate share of the costs and risks of drilling or operating the wells or executing a lease. AFE’s were sent respecting these wells more than thirty (30) days prior to the date of the hearing.

That in order to prevent waste, protect correlative rights and in the best interest of conservation, all unleased interests should be pooled in the Raton Coal and Vermejo Coal Formations in accordance with § 34-60-116 and Rule 530 of this Commission.

WHEREFORE, Applicant respectfully requests that this matter be set for hearing, that notice thereof be given as required by law and that upon such hearing this Commission enter its order:

A. Establishing 160-acre drilling and spacing units for gas and associated hydrocarbons from the Raton and Vermejo Coal formations underlying the lands set forth in paragraph 2 above with the permitted well located in each quarter section no closer than 600 feet from any unit boundary subject to the Director approving exceptions for the permitted well location as set forth in paragraph 6 in his discretion.

B. That exception locations be granted for the wells listed in paragraph 7 at their existing locations.

C. That all unleased mineral interests who refuse to lease or participate in the drilling of the proposed wells within the above described drilling and spacing units be pooled, that such owners be treated as non-consenting owners under the referenced statute subject to the terms and penalties provided for therein.

D. For such other findings and orders as the Commission may deem proper or advisable in the premises.

DATED this _______ day of August, 2000.

Respectfully submitted,

CEDAR RIDGE, LLC

By: _____________________________________

Michael J. Wozniak

Clanahan, Tanner, Downing and

Knowlton, P.C.

Attorneys for Applicant

730 17^TH Street, Suite 500

Denver, CO 80202

(720) 359-9500

Applicants' Address:

484 Turner Drive, Building B

P.O. Box 3524

Durango, CO 81302

STATE OF COLORADO )

) ss.

COUNTY OF LA PLATA )

Terry L. Logan, of lawful age, being first duly sworn upon oath, deposes and says that he is the Manager for Cedar Ridge, LLC and that he has read the foregoing Application and that the matters therein contained are true to the best of my knowledge, information and belief.

_________________________________

Terry L. Logan, Manager

Subscribed and sworn to before this _________ day of August, 2000.

Witness my hand and official seal.

My commission expires:

______________________________

Notary Public

EXHIBIT A

LEGAL DESCRIPTIONS OF

LANDS TO BE SPACED

Las Animas and Huerfano Counties, Colorado

Township 29 South, Range 66 West

Section 25: S/2

Section 26: S/2

Section 27: S/2

Sections 34 through 36

Township 30 South, Range 65 West

Sections 4 through 9, 16 through 21, 28 through 33

Township 30 South, Range 66 West

Sections 1 through 3, 10 through 15, 19 through 36

Township 31 South, Range 65 West

Section 3: W/2

Sections 4 through 8

Section 9: E/2

Township 31 South, Range 66 West

Sections 1 through 12

Township 31 South, Range 67 West

Sections 1 through 2, 10 through 15

EXHIBIT B

INTERESTED PARTIES

(WORKING INTEREST OR UNLEASED MINERAL INTEREST OWNERS)

IN THE MATTER OF THE APPLICATION OF )

CEDAR RIDGE, LLC FOR AN ORDER )

ESTABLISHING DRILLING AND SPACING ) CAUSE NO. ________

UNITS COVERING A PORTION OF THE )

RATON AND VERMEJO COAL FORMATIONS ) Docket No. 0009-SP-_____

IN LAS ANIMAS AND HUERFANO COUNTIES, )

COLORADO AND FOR AN ORDER POOLING )

ALL NON-CONSENTING INTERESTS IN )

SUCH FORMATIONS )

[To Be Supplemented; Such Parties Will be Notified Within Seven Days Per

COGCC Rule 503.c]

Conferina Abeyta a/k/a Connie Abeyta

c/o Ida Mae Marquez

430 Maple / P.O. Box 49

Aguilar, CO 81020

Conferina Abeyta a/k/a Connie Abeyta a/k/a Mrs Adam Abeyta

815 Fir Street

Aguilar, CO 81020

Conferina Abeyta a/k/a Connie Abeyta

c/o Trinity State Nursing Home

409 Benedicta Avenue

Trinidad, CO 81082

Mike Abeyta, Jr. & Lucy Abeyta

P.O. Box 501

Aguilar, CO 81020

Robert E. Abeyta

260 Kennen Krest

Mochville, NC 27028

Town of Aguilar

101 W. Main

Aguilar, CO 81020

James Alfonso

1516 Garfield

Trinidad, CO 81082

Kenneth Alfonso

1516 Garfield

Trinidad, CO 81082

American State Bank, Trustee of the E. Hayes Sieber Trust

P.O. Box 1401

Lubbock, TX 79208-1401

Felix Avila & Marie Avila

P.O. Box 204

Aguilar, CO 81020

The Known & Unknown Heirs, Successors & Assigns of Helen Bell

c/o John C. Hamilton

530 Madison

Pueblo, CO 81004

Helen Bell

c/o John C. Hamilton

530 Madison

Pueblo, CO 81004

Cruz Benavidez

21021 Trujillo Cr. Rd.

Aguilar, CO 81020

Cruz & Lucy Benavidez

21021 Trujillo Cr. Rd.

Aguilar, CO 81020

Julia Benavidez

21090 Trujillo Cr. Rd.

Aguilar, CO 81020

Larry Benavidez

21021 Trujillo Cr. Rd.

Aguilar , CO 81020

Michael A. & Charlene L. Benavidiz

2926 Girard Blvd. NE

Albuquerque, NM 87107

Michael Benvidez

21090 Trujillo Cr. Rd.

Aguilar, CO 81020

Rachael Marie Fernald Berciles aka Rachael M. Berciles

# 22 Polsar Circle

Sacramento, CA 95822

Blackhawk Group, LLC, a Texas Limited Liability Partnership d/b/a Blackhawk Ranch

2210 Bandera Hwy, Ste. 100

Kerrville, TX 78028

Blackhawk Group, LLC

216 N. Spruce

Colorado Springs, CO 80905

Leandro Borrego

c/o Narciso borrego

172 Encino Dr.

Pueblo, CO 81005

Lloyd F. Borrego & Josephine W. Borrego,

his wife

21710 Trujilla Creek Road

Aguilar, CO 81020

Lloyd F. Borrego & Josephine W. Borrego, his wife

21710 Trujilla Creek Road

Aguilar, CO 81020

Lloyd F. Borrego & Josephine W. Borrego,

his wife

21710 Trujilla Creek Road

Aguilar, CO 81020

Narciso Borrego

172 Encino Dr.

Pueblo, CO 81005

The Known & Unknown Heirs, Successors & Assigns of Joan Brainerd

c/o John C. Hamilton

530 Madison

Pueblo, CO 81004

Joan Brainerd

c/o John C. Hamilton

530 Madison

Pueblo, CO 81004

Ray M. & Jan Lynn Brigham

11210 Flatirum Dr.

Lafayette, CO 80026

J. Dan Brown

411 Chicon

Austin, TX 78702

Scott W. Brush and Patricia A. Brush

904 Oak Street

Lake Oswebe, Oregon 97034

Beverly Buckhalt

1953 Stratton Circle

Walnut Creek, CA 94598

Narciso Bueno

7693 Wyandot

Denver, CO 80221

Melaine Bullivant & M. Jeanine Trevilyan

31235 San Martinez Rd.

Castaic, CA 91384

Capps Ranch Limited Partnership

230 County Road 312

Walsenburg, CO 81089

Samuel J. Capps

230 County Road 312

Walsenburg, CO 81089

Charles C. Cardenas

P.O. Box 316

Cokedale, CO 81032

Lee Cardenas

P.O. Box 316

Cokedale, CO 81032

Catholic Bishop of the Diocese of Denver; Attention: Arch Bishop Charles

J. Chaput OFM. Cap Archdiocese

of Denver

1300 S. Steele

Denver, CO 80210-2599

Stella Athea Chapman

c/o Miss Frances L. Chapman

32037 Point Place

South Laguna , CA 92677

The Known & Unknown Heirs, Successors & Assigns of Stella Athea Chapman

c/o Miss Frances L. Chapman

32037 Point Place

South Laguna, CA 92677

Carl D. & Cristella A. Clark

5739 W. Milan Place

Denver, CO 80235

Colorado Mountain Development, Inc.

14 Inverness Drive East, Bldg. D #100

Englewood, CO 80112

Peter & Susan E. Conley

P.O. Box 830

Trinidad, CO 81082

Charlotte Cunningham & John D. Cunningham

2508 Harvard Ave.

Alamorgorda, NM 88310

Andrew David

15775 Trujillo Creek Rd.

Aguilar, CO 81020

John David

15775 Trujillo Creek Rd.

Aguilar, CO 81020

Clyde S. Dawn

909 Park St.

Trinidad, CO 81082

The Known & Unknown Heirs, Successors & Assigns of Clyde S. Dawn

909 Park St.

Trinidad, CO 81082

The Known & Unknown Heirs, Successors & Assigns of Clyde S. Dawn a/k/a C. S. Dawn

c/o William E. Dawn

11000 East Yale Avenue

Aurora, CO 80014

Gary D. DeJohn

1860 23rd Ave.

Greely, CO 80631

Devon Energy Corporation

Attn.: Mr. Charles Speer

20 N. Broadway, Ste. 1500

Oklahoma City, OK 73102-8260

Catherine Jane Dionisio

9130 E. Lehigh Ave.

Denver, CO 80237

The Known & Unknown Heirs, Successors & Assigns of Genevieve G. Dionisio a/k/a Geneive Dighera Dionisio

c/o Victor J. Dionisio

309 Animas Street

Trinidad, CO 81082

The Known & Unknown Heirs, Successors & Assigns of Genevieve G. Dionisio a/k/a Geneive Dighera Dionisio

c/o Joann Felthager

1407 Buena Vista

Trinidad, CO 81082

The Known & Unknown Heirs, Successors & Assigns of Genevieve G. Dionisio a/k/a Geneive Dighera Dionisio

c/o Paula Monteleone

13747 U.S. Hwy. 350 # 10

Trinidad, CO 81082

Jerome Dionisio

17556 East Crestline

Aurora, CO 80015

Julia Dionisio

600 S. Clay

Denver , CO 80219

Niki Gene Dionisio a/k/a Nichole Dionisio

9130 E. Lehigh

Denver, CO 80237