Rifle, CO A (1) Resources, Inc. Group. Withdrawn. Group. Kerr-McGeee. Group. D (3) Red Hawk. E (6) Piceance Synergy. Group. F (5) Encana Noble

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1 FINAL HEARING AGENDA (AS OF 06/13//2014) Rifle Branch Library Garfield County Public Library District 207 East Avenue Rifle, CO Please silence all cell phones and personal communicati on devices during the hearing. The times associated with each docketed item are subject to change. The Commission reserves the right to call any and all agenda items out of order. The Hearing Agenda is a guidance document and not part of the record for purposes of Notice. Tuesday, June 17, :00 a.m. Roll Call of Commissioners Approval of Proceedings 9:05 a.m. 9:10 a.m. 9:40 a.m. 9:45 a.m. Report from the Executivee Director s Office Report from the Director Staff Report available Commissioner Comments Audience Comments 10:00 a.m. Consent Agenda 68 Hearing Officer Recommendations under Rule 511. Group DJ Group Group C (3) Kerr-McGeee Group Group Group A (1) Resources, Inc. B Withdrawn D (3) Red Hawk E (6) Piceance Synergy F (5) Encana Noble Kerr-McGeee Group G (2) Extraction Page 1 of 33

2 Group H (4) Kerr-McGee Group I (5) ConocoPhillips Noble PDC Group J (5) Red Hawk Group K (5) Red Hawk Group L (1) Red Hawk Group M (5) Kerr-McGee Encana BBC Group N (4) Noble PDC Group O (6) Ward Group P (6) Cirque BBC WPX Encana Group Q (1) Noble Enforcement Matters Group A (6) Renegade Oil & Gas Company LLC Magpie Operating, Inc. Sunburst Inc. WPX Energy Rocky Mountain LLC Petro Mex Resources Presentations to the Commission 10:30 a.m. Update on the Colbran Slide Presenters: Jonathan L. White, Senior Engineering Geologist Karen Berry, Acting Director Colorado Geological Survey (CGS) Page 2 of 33

3 The CGS will provide the Commission an update on the recent slide near Colbran in Mesa County, CO. General Hearing Matters 10:45 a.m. Requests for Conditional Approval The following are Uncontested Hearing Matters that have not fully complied with the publication and notice requirements, namely proof of publication of the Notice of Hearing, pursuant to (4), C.R.S., as required. The Hearing Officer recommends that the Commission Conditionally Approve these applications subject to the Applicant providing proof of compliance of all publication and notice requirements to the Hearing Officer. A Final Order will not be issued until all requirements have been complied with. Docket No SP-2060, Unnamed Field, Moffat County Southwestern Energy Production Company Steven M. Nagy & Michael T. Jewell Request for an order to among other things: 1) Establish an approximate 800-acre drilling and spacing unit for the Mancos and Niobrara Formations; 2) Determine the appropriate number of wells to efficiently and economically recover the oil, gas and associated hydrocarbons from the Mancos and Niobrara Formations. Township 6 North, Range 92 West, 6th P.M. Section 1: S½ SW¼, Section 2: S½ SE¼, Section 11: E½, Section 12: W½. Docket No SP-2073, Parachute Field, Garfield County Jill Dorancy, Hearings Officer Caerus Piceance LLC J. Michael Morgan & Justin M Plaskov Request for an order to among other things: 1) Vacate an approximate acre drilling and spacing unit established by Order Nos and for certain lands within Section 24, Township 7 South, Range 96 West, 6th P.M. located south of the center line of the Colorado River. 2) Vacate an approximate 76.1-acre drilling and spacing unit established by Order No for certain lands north of the center line of the Colorado River. 3) Amend Order Nos , and to conform to the Application Lands listed in proposed DSU #1. 4) Establish an approximate 560-acre drilling and spacing unit, an approximate 70-acre drilling and spacing unit and an approximate 10-acre drilling and spacing unit for the production of oil, gas and associated hydrocarbons from the Williams Fork and Iles Formations of the Mesaverde Group. 5) Approve 10-acre bottomhole density within each unit. Page 3 of 33

4 Township 7 South, Range 96 West, 6th P.M. Section 24: Lots 1, 5 and 6; and adjacent lands thereto, lying up to the center line of the Colorado River, NE¼ NE¼; S½ NE¼; S½ (excluding Lots 2, 3 and 4, North of the center line of the Colorado River; and the S½ S½ NW¼ NW¼ which is DSU #3) (DSU#1 approximately 560-acres); Township 7 South, Range 96 West, 6th P.M. Section 24: Lots 2, 3 and 4 (North of the center line of the Colorado River (excluding S½ S½ NW¼ NW¼ which is DSU #3) (DSU#2 approximately 70-acres); Township 7 South, Range 96 West, 6th P.M. Section 24: S½ S½ NW¼ NW¼.(DSU #3 - approximately 10-acres) Docket No UP-193, Unnamed Field, Jackson County EE3 LLC Request for an order to among other things: 1) Establish an approximate 640-acre drilling and spacing unit for the Application Lands, for the Niobrara Formation; 2) Approve up to one horizontal well within the unit; 3) Pool all interests within the unit established for the Application Lands, for the development and operation of the Niobrara Formation, and subject all nonconsenting parties to cost recovery for the drilling of the well. Township 8 North, Range 80 West, 6th P.M. Section 32: All Docket No SP-2066, Unnamed Field, Jackson County EE3 LLC Request for an order to among other things: 1) Establish an approximate 1280-acre drilling and spacing unit for the Application lands for the Niobrara and Frontier Formations. 2) Approve up to 14 horizontal wells within the approximate 1,280-acre drilling and spacing unit, for the production of oil, gas and associated hydrocarbons from the Niobrara and Frontier Formations. Township 7 North, Range 81 West, 6th P.M. Section 10: All Section 11: All 10:50 a.m. Docket Nos UP-171, 1406-UP-172, 1406-UP-173 On April 28, 2014, the Commission approved Order Nos , and , pooling all interests in three designated wellbore spacing units. Concurrently, on April 17, 2014, Applicant submitted new Applications to pool previously un-locatable (unnoticed) interests. Applicant will present testimony and evidence at hearing before the Commission in support of its applications. Docket No UP-171, Wattenberg Field, Weld County Roger Albrandt, Hearing Officer Page 4 of 33

5 Jamie L. Jost & Joseph Evers interests, including previously unlocatable interests, in an approximate 480-acre designated wellbore spacing unit, for the development and operation of the Niobrara Formation. Township 3 North, Range 68 West, 6th P.M. Section 13: SW¼ SW¼ Section 14: S½ S½ Section 15: SE¼ SE¼ Section 22: NE¼ NE¼ Section 23: N½ N½ Section 24: NW¼ NW¼ Docket No UP-172, Wattenberg Field, Weld County Roger Albrandt, Hearing Officer Jamie L. Jost & Joseph Evers interests, including previously unlocatable interests, in three approximate 480-acre designated wellbore spacing units, for the development and operation of the Niobrara and Codell Formations. Township 3 North, Range 68 West, 6th P.M. Section 22: E½ NE¼, Section 23: N½, Section 24: W½ NW¼ (WSU #1 - Codell), Township 3 North, Range 68 West, 6th P.M. Section 22: E½ NE¼, Section 23: N½, Section 24: W½ W¼ (WSU #2 - Niobrara), Township 3 North, Range 68 West, 6th P.M. Section 22: E½ NE¼ Section 23: N½ Section 24: W½ NW¼ (WSU #3 - Codell). Docket No UP-173, Wattenberg Field, Weld County Roger Albrandt, Hearing Officer Jamie L. Jost & Joseph M. Evers interests, including previously unlocatable interests, in an approximate 480-acre designated wellbore spacing unit, for the development and operation of the Niobrara Formation. Township 3 North, Range 68 West, 6th P.M. Section 22: SE¼ NE¼, NE¼ SE¼, Section 23: S½ N½, N½ S½, Section 24: SW¼ NW¼, NW¼ SW¼. Page 5 of 33

6 11:00 a.m. Docket Nos UP-148, 1406-UP-159, 1406-UP-166 The following applications are for an Order for Involuntary Pooling from the Commission where all of the parties are consenting minerals interest owners. The Applicant will present testimony and evidence at hearing before the Commission in support of its applications and basis for the request. Docket No UP-148, Unnamed Field, Weld County Roger Albrandt, Hearing Officer Jamie L. Jost & Joseph M. Evers interests, including, but not limited to, any nonconsenting interests and leased mineral interests, in an approximate 640-acre designated horizontal wellbore spacing unit, for the development and operation of the Codell Formation. Township 1 North, Range 67 West, 6th P.M. Section 3: W½ W½, Section 4: E½ E½, Section 9: E½ E½, Section 10: W½ W½ Docket No UP-159, Wattenberg Field, Weld County Roger Albrandt, Hearing Officer Noble Energy, Inc. Jamie L. Jost & Joseph Evers interests, including, but not limited to, any nonconsenting interests and leased mineral interests, in an approximate 480-acre designated horizontal wellbore spacing unit, for the development and operation of the Codell Formation. Township 3 North, Range 68 West, 6th P.M. Section 22: NE¼ SE¼, SE¼ NE¼, Section 23: S½ N½, N½ S½, Section 24: SW¼ NW¼, NW¼ SW¼. Docket No UP-166, Wattenberg Field, Weld County Roger Albrandt, Hearing Officer Jamie L. Jost & Joseph Evers interests, including, but not limited to, any nonconsenting interests and leased mineral interests, in an approximate 480-acre designated horizontal wellbore spacing unit, for the development and operation of the Niobrara Formation. Township 3 North, Range 68 West, 6th P.M. Section 24: S½ S½ Section 25: N½ N½ Township 3 North, Range 67 West, 6th P.M. Section 19: S½ SW¼ Section 30: N½ NW¼. Page 6 of 33

7 11:15 a.m. Docket Nos UP-150, 1406-UP-158, 1406-UP-160, 1406-UP-161, UP-177, 1406-UP-179, 1406-UP-180, 1406-UP-185, 1406-UP-191 The following applications are for an Order for Involuntary Pooling from the Commission where all of the parties are consenting minerals interest owners. The Applicant will present testimony and evidence at hearing before the Commission in support of its applications and basis for the request. Docket No UP-150, Wattenberg Field, Weld County Roger Albrandt, Hearing Officer interests, including, but not limited to, any nonconsenting interests and leased mineral interests, in an approximate 800-acre designated horizontal wellbore spacing unit established for the Application Lands, for the development and operation of the Codell Formation, effective as of the date of the Application. Township 1 North, Range 67 West, 6th P.M. Section 5: W½ W½, Section 6: E½ E½, Section 7: NE¼ NE¼, Section 8: NW¼ NW¼, Township 2 North, Range 67 West, 6th P.M. Section 29: SW¼ SW¼, Section 30: SE¼ SE¼, Section 31: E½ E½, Section 32: W½ W½ Docket No UP-158, Wattenberg Field, Weld County Roger Albrandt, Hearing Officer interests, including, but not limited to, any nonconsenting interests and leased mineral interests, in an approximate 240-acre designated horizontal wellbore spacing unit established for the Application Lands, for the development and operation of the Niobrara Formation, as of the date of the Application. Township 3 North, Range 68 West, 6th P.M. Section 25: SW¼ NW¼ Section 26: S½ N½ Section 27: SE¼ NE¼ Docket No UP-160, Wattenberg Field, Weld County Roger Albrandt, Hearing Officer interests, including, but not limited to, any nonconsenting interests and leased mineral interests, in two approximate Page 7 of 33

8 480-acre designated horizontal wellbore spacing units established for the Application Lands, for the development and operation of the Codell and Niobrara Formations, effective as of the date of the Application. Township 3 North, Range 68 West, 6th P.M. Section 25: SW¼ NW¼, NW¼ SW¼ Section 26: S½ N½, N½ S½ Section 27: SE¼ NE¼, NE¼ SE¼ ( WSU #1 and WSU #2 ). Docket No UP-161, Wattenberg Field, Weld County Roger Albrandt, Hearing Officer interests, including, but not limited to, any nonconsenting interests and leased mineral interests, in an approximate 240-acre designated horizontal wellbore spacing unit established for the Application Lands, for the development and operation of the Codell Formation, effective as of the date of the Application. Township 3 North, Range 68 West, 6th P.M. Section 25: NW¼ SW¼, Section 26: N½ S½, Section 27: NE¼ SE¼. Docket No UP-177, Wattenberg Field, Weld County Roger Albrandt, Hearing Officer interests, including, but not limited to, any nonconsenting interests and leased mineral interests, in an approximate 720-acre designated horizontal wellbore spacing unit established for the Application Lands, for the development and operation of the Codell Formation, effective as of the date of the Application. Township 3 North, Range 68 West, 6th P.M. Section 35: S½ N½, N½ S½, Section 36: N½ S½, S½ N½, Township 3 North, Range 67 West, 6th P.M. Section 31: SW¼ NW¼, NW¼ SW¼ Docket No UP-179, Wattenberg Field, Weld County Roger Albrandt, Hearing Officer interests, including, but not limited to, any nonconsenting Page 8 of 33

9 interests and leased mineral interests, in an approximate 720-acre designated horizontal wellbore spacing unit established for the Application Lands, for the development and operation of the Codell Formation, effective as of the date of the Application. Township 3 North, Range 68 West, 6th P.M. Section 25: S½ S½ Section 26: S½ S½ Section 35: N½ N½ Section 36: N½ N½ Township 3 North, Range 67 West, 6th P.M. Section 30: SW¼ SW¼ Section 31: NW¼ NW¼ Docket No UP-180, Wattenberg Field, Weld County Roger Albrandt, Hearing Officer interests, including, but not limited to, any nonconsenting interests and leased mineral interests, in two approximate 720-acre designated horizontal wellbore spacing units established for the Application Lands, for the development and operation of the Codell and Niobrara Formations, effective as of the date of the Applicaton. Township 3 North, Range 68 West, 6th P.M. Section 35: N½ Section 36: N½ Township 3 North, Range 67 West, 6th P.M. Section 31: W½ NW¼ ( WSU #1 AND WSU #2 ). Docket No UP-185, Wattenberg Field, Weld County Roger Albrandt, Hearing Officer interests, including, but not limited to, any nonconsenting interests and leased mineral interests, in an approximate 360-acre designated horizontal wellbore spacing unit established for the Application Lands, for the development and operation of the Niobrara Formation, effective as of the date of the Application. Township 3 North, Range 68 West, 6th P.M. Section 35: S½ N½ Section 36: S½ N½ Township 3 North, Range 67 West, 6th P.M. Section 31: SW¼ NW¼ Docket No UP-191, Wattenberg Field, Weld County Roger Albrandt, Hearing Officer Page 9 of 33

10 interests, including, but not limited to, any nonconsenting interests and leased mineral interests, in two approximate 480-acre designated horizontal wellbore spacing units established for the Application Lands, for the development and operation of the Codell and Niobrara Formations, effective as of the date of the Application. Township 3 North, Range 68 West, 6th P.M. Section 25: W½ NW¼ Section 26: N½ Section 27: E½ NE¼ ( WSU #1 and WSU #2 ). 12:00 p.m. Lunch/Executive Session COGCC et al. vs. City of Longmont, Our Health, Our Future, Our Longmont, Food & Water Watch, Sierra Club, and Earthworks, 2013CV63 (Boulder Dist. Ct.) Status update. Enforcement Hearing Matters 1:00 p.m. Docket No OV-45 Redwine Resources, Inc. Mari Deminski, Assistant Attorney General Pursuant to Rule 522.c., the Colorado Oil and Gas Conservation Commission Staff will apply to the Commission for an Order Finding Violation ( OFV ) against Redwine Resources, Inc. (Operator No ). General Hearing Matters Continued 1:30 p.m. BLM MATTERS Docket No SP-2056, Sulfur Creek Field, Rio Blanco County Jill Dorancy, Hearings Officer Protest: Representative: WPX Energy Rocky Mountain, LLC Request for an order to among other things, approve the equivalent of one well per 10 acre well density for the Application Lands, for the production of gas and associated hydrocarbons from the Williams Fork and Iles Formations. Township 3 South, Range 97 West, 6th P.M., Section 6: All (Lots 1-7, S½NE¼, SE¼NW¼, E½SW¼, SE¼),Township 3 South, Range 98 West, 6th P.M., Section 1: All (Lots 1 & 2, S½N½, S½), Section 12: E½ Bureau of Land Management (Protest Withdrawn) Lonny R. Bagley, Deputy State Director Energy, Lands and Minerals Page 10 of 33

11 Comment: Recommendation: This matter was protested by the BLM. The BLM withdrew its protest after Applicant amended its Application to withdraw certain lands which are immediately adjacent to unleased BLM minerals. Staff recommends approval of this application. TBD Adjournment Page 11 of 33

12 CONSENT AGENDA No valid protests/interventions were received or valid protests were resolved, or no interventions were made on the technical merits for the matters listed below. Based upon requests made by the applicants to approve the applications based on the merits of the verified applications and the supporting written testimony and exhibits, the Hearing Officers recommend approval. Draft proposed orders were provided. The applicants agreed to be bound by oral order of the Commission. Group A- Docket No SP-2017, Wattenberg Field, Weld County DJ Resources, Inc. Brent D. Chicken Request for an order to among other things: 1) Establish an approximate 640-acre drilling and spacing unit for the Codell and Niobrara Formations. 2) Approve up to 14 horizontal wells within the unit. Township 3 North, Range 63 West, 6 th P.M., Section 4 Group B- Protest is withdrawn. No further action required by Commission. Group C- Docket No UP-106, Wattenberg Field, Weld County Kerr-McGee Oil & Gas Onshore, LP interests, including leased mineral interest owners, in three approximate 360-acre to 720-acre designated wellbore spacing units. Township 2 North, Range 67 West, 6th P.M. ( WSU#1-720 Acres - Niobrara Formation), Section 22: SE¼ SE¼, Section 23: SW¼ SW¼, Section 26: W½ W½, Section 27: E½ E½, Section 34: E½ E½, Section 35: W½ W½, Township 2 North, Range 67 West, 6th P.M. ( WSU#2-360 Acres - Codell Formation), Section 23: SW¼ SW¼, Section 26: W½ W½, Section 35: W½ W½, Township 2 North, Range 67 West, 6th P.M. ( WSU#3-720 Acres - Niobrara Formation), Section 23: S½ SW¼, Section 26: W½, Section 35: W½. Docket No UP-109, Wattenberg Field, Weld County Kerr-McGee Oil & Gas Onshore, LP interests, including leased mineral interest owners, in three approximate 360-acre to 720-acre designated wellbore spacing units. Page 12 of 33

13 Township 2 North, Range 67 West, 6th P.M. ( WSU#1-720 Acres - Codell Formation), Section 23: S½ SW¼, Section 26: W½, Section 35: W½, Township 2 North, Range 67 West, 6th P.M. ( WSU#2-360 Acres - Niobrara Formation), Section 23: SE¼ SW¼, Section 26: E½ W½, Section 35: E½ W½, Township 2 North, Range 67 West, 6th P.M. ( WSU#3-720 Acres - Codell Formation), Section 23: SE¼ SW¼, SW¼ SE¼, Section 26: E½ W½, W½ E½, Section 35: E½ W½, W½ E½. Docket No UP-111, Wattenberg Field, Weld County interests, including leased mineral interest owners, in four approximate 240-acre to 480-acre designated wellbore spacing units. Sickler 26C-34HZ Well (API No. Pending), ( WSU#1-480 Acres - Codell Formation): Township 1 North, Range 67 West, 6th P.M., Section 2: NW¼ NW¼, Section 3: NE¼ NE¼; Township 2 North, Range 67 West, 6th P.M., Section 26: SW¼ SW¼, Section 27: SE¼ SE¼, Section 34: E½ E½, Section 35: W½ W½, Sickler 1N-34HZ (API No. Pending), ( WSU#2-240 Acres - Niobrara Formation): Township 1 North, Range 67 West, 6th P.M., Section 3: NE¼ NE¼, Township 2 North, Range 67 West, 6th P.M., Section 27: SE¼ SE¼, Section 34: E½ E½, Sickler 27N-34HZ (API No. Pending), ( WSU#3-480 Acres - Niobrara Formation): Township 1 North, Range 67 West, 6th P.M., Section 3: N½ NE¼, Township 2 North, Range 67 West, 6th P.M. Section 27: S½ SE¼, Section 34: E½; Sickler 27C-34HZ (API No. Pending), ( WSU#4-480 Acres - Codell Formation): Township 1 North, Range 67 West, 6th P.M., Section 3: N½ NE¼ Township 2 North, Range 67 West, 6th P.M. Section 27: S½ SE¼ Section 34: E½. Group D- Docket No AW-12, Unnamed Field, Weld County Red Hawk Petroleum, LLC Jamie L. Jost & James Parrot Request for an order to among other things: Approve up to eight horizontal wells within an approximate 640-acre drilling and spacing unit established by Order No for the Niobrara Formation. Township 7 North, Range 60 West, 6th P.M. Section 10: All Page 13 of 33

14 Docket No UP-140, Unnamed Field, Weld County Red Hawk Petroleum, LLC Jamie L. Jost & James Parrot interests, including previously unnoticed interests, in an approximate 640-acre drilling and spacing unit established by Order No , for the development and operation of the Niobrara Formation. Township 7 North, Range 60 West, 6th P.M. Section 10: All Docket No UP-142, Unnamed Field, Weld County Red Hawk Petroleum, LLC Jamie L. Jost & James Parrot interests in an approximate 960-acre drilling and spacing unit established by Order No , for the development and operation of the Niobrara Formation. Township 8 North, Range 61 West, 6th P.M. Section 29: S½ Section 32: All Group E- Docket No SP-2059, Vega Field, Mesa County Jill Dorancy, Hearings Officer Piceance Energy, LLC J. Michael Morgan & Justin Plaskov Request for an order to among other things: 1) Vacate two approximate 320-acre drilling and spacing units established by Order No for the E½ and W½ of the Application Lands; 2) Establish an approximate 640-acre drilling and spacing unit for the Application Lands, for the production of oil, gas, and associated hydrocarbons from the Williams Fork and Iles Formations; and 3) Authorized the equivalent one (1) well per acres 10-acre density within the unit. Township 9 South, Range 93 West, 6th P.M. Section 25: All Docket No UP-133, Wattenberg Field, Weld County Synergy Resources Corporation J. Michael Morgan & Justin M Plaskov Request for an order to among other things: 1) Pool all interests in an approximate 80-acre drilling and spacing unit for the Application Lands, for the development and operation of the Codell and Niobrara Formations. Page 14 of 33

15 Township 5 North, Range 66 West, 6th P.M. Section 10: E½ NE¼. Docket No UP-134, Wattenberg Field, Weld County Synergy Resources Corporation J. Michael Morgan & Justin M Plaskov Request for an order to among other things: 1) Pool all interests in an approximate 80-acre drilling and spacing unit for the Application Lands, for the development and operation of the Codell and Niobrara Formations. Township 5 North, Range 66 West, 6th P.M. Section 10: E½ SE¼ Docket No UP-135, Wattenberg Field, Weld County Synergy Resources Corporation J. Michael Morgan & Justin M Plaskov Request for an order to among other things: 1) Pool all interests in an approximate 160-acre drilling and spacing unit for the Application Lands, for the development and operation of the Codell and Niobrara Formations. Township 5 North, Range 66 West, 6th P.M. Section 10: E½ SW¼, W½ SE¼ Docket No UP-136, Wattenberg Field, Weld County Synergy Resources Corporation J. Michael Morgan & Justin M Plaskov Request for an order to among other things: 1) Pool all interests in an approximate 160-acre drilling and spacing unit for the Application Lands, for the development and operation of the Codell and Niobrara Formations. Township 5 North, Range 66 West, 6th P.M. Section 10: E½ NE¼ Section 11: W½ NW¼. Docket No UP-192, Wattenberg Field, Weld County Synergy Resources Corporation J. Michael Morgan & Justin M Plaskov Request for an order to among other things: 1) Approve an additional seven horizontal wells, for a total of eight horizontal wells within an approximate 640-acre drilling and spacing unit established by Order Nos and for the Niobrara Formation; 2) Require the productive interval of the wellbore to be located no closer than 460 feet from the unit boundaries, and no closer than 150 feet from the productive interval of any other wellbore located in the unit; 3) Pool all interests in the approximate 640-acre Page 15 of 33

16 drilling and spacing unit for the development and operation of the Niobrara Formation. Township 5 North, Range 66 West, 6th P.M. Section 11: W½ NW¼. Group F- Docket No UP-128, Wattenberg Field, Weld County Encana Oil & Gas (USA) Inc Request for an order to among other things: 1) Pool all interests in an approximate 160-acre wellbore spacing unit established for the Application Lands, for the development and operation of the Codell Formation, effective as of the date of the Application. Township 1 North, Range 65 West, 6th P.M. Section 31: E½ W½ Docket No UP-137, Wattenberg Field, Weld County Noble Energy, Inc. interests in an approximate 480-acre designated horizontal wellbore spacing unit established for the Application Lands, effective as of the date of the Application, for development and operation of the Niobrara Formation. Township 6 North, Range 65 West, 6th P.M. Section 26: S½, Section 27: SE¼ Docket No UP-138, Wattenberg Field, Weld County Noble Energy, Inc. Request for an order to among other things: 1) Pool all interests in two approximate 480-acre designated horizontal wellbore spacing units established for the Application Lands, effective as of the date of the Application, for development and operation of the Niobrara Formation. Township 6 North, Range 65 West, 6th P.M. Section 26: S½ S½, Section 27: S½ SE¼, Section 34: N½ NE¼, Section 35: N½ N½ Docket No UP-155, Wattenberg Field, Weld County Page 16 of 33

17 interests, including, but not limited to, any nonconsenting interests and leased mineral interests, in an approximate 480-acre designated horizontal wellbore spacing unit established for the Application Lands, for the development and operation of the Codell Formation, effective as of the date of the Application. Township 3 North, Range 68 West, 6th P.M. Section 22: SE¼ SE¼, Section 23: S½ S½, Section 24: SW¼ SW¼, Section 25: NW¼ NW¼, Section 26: N½ N½, Section 27: NE¼ NE¼. Docket No UP-182, Wattenberg Field, Weld County Request for an order to among other things: Subject any nonconsenting interests to the cost recovery provisions of (7), C.R.S., effective as of the earlier of the date of the Application, or the date that any of the costs specified in (7)(b), C.R.S. were first incurred for the drilling of the Howard Federal 40N-22HZ Well (API No ). Township 1 North, Range 67 West, 6th P.M. Section 22: E½ SE¼, Section 23: W½ SW¼, Section 26: W½ W½, Section 27: E½ E½. Group G- Docket No UP-100, Wattenberg Field, Weld County Extraction Oil and Gas, LLC Gretchen VanderWerf interests in two approximate 640-acre designated wellbore spacing units for the development and operation of the Codell and/or Niobrara Formations. Both units contain the same Application Lands. Township 6 North, Range 67 West, 6th P.M. Section 8: S½ S½, Section 9: S½ S½, Section 16: N½ N½, Section 17: N½ N½ ( WSU #1 and WSU #2 ). Docket No UP-101, Unnamed Field, Weld County Extraction Oil and Gas, LLC Gretchen VanderWerf Request for an order to among other things: 1) Pool all interests in two approximate 640-acre designated wellbore spacing units for the development and operation of the Codell and/or Niobrara Formations. Both units contain the same Application Lands. 2) Subject any nonconsenting Page 17 of 33

18 interests to the cost recovery provisions of (7), C.R.S., effective as of the earlier of the date of the Application, or the date that any of the costs specified in (7)(b), C.R.S. were first incurred for the drilling of the Twell #12 Well in WSU #1 to the Niobrara Formation and the Twell #13 in WSU #2 to the Codell Formation. Township 6 North, Range 67 West, 6th P.M. Section 8: S½ S½ Section 9: S½ S½ Section 16: N½ N½ Section 17: N½ N½ ( WSU #1 and WSU #2 ). Group H- Docket No UP-154, Wattenberg Field, Weld County Jamie L. Jost & Joseph Evers Request for an order to among other things: for an order to among other things: Pool all interests in three approximate 480-acre designated wellbore spacing units, for the development and operation of the Codell and Niobrara Formations. Township 2 North, Range 67 West, 6th P.M. Section 22: S½SE¼ Section 27: E½ Section 34: N½NE¼ ( WSU #1 ), Township 2 North, Range 67 West, 6th P.M. Section 22: S½SE¼, Section 27: E½ Section 34: N½ NE¼ ( WSU #2 ), Township 2 North, Range 67 West, 6th P.M. Section 22: S½SE¼ Section 27: E½ Section 34: N½NE¼ ( WSU 3 ). Docket No UP-156, Wattenberg Field, Weld County Jamie L. Jost & Joseph Evers interests, including, but not limited to, any nonconsenting interests and leased mineral interests, in an approximate 240-acre designated horizontal wellbore spacing unit, for the development and operation of the Codell Formation. Township 2 North, Range 67 West, 6th P.M. Section 22: SE¼ SE¼ Section 27: E½ E½ Section 34: NE¼ NE¼ Docket No UP-157, Wattenberg Field, Weld County Jamie L. Jost & Joseph Evers interests, including, but not limited to, any nonconsenting interests and leased mineral interests, in three approximate 480-acre designated horizontal wellbore spacing units, for the development and operation of the Codell and Niobrara Formations. Page 18 of 33

19 Township 3 North, Range 68 West, 6th P.M. Section 22: E½ SE¼ Section 23: S½ Section 24: W½ SW¼ (WSU # 1) Township 3 North, Range 68 West, 6th P.M. Section 22: E½ SE¼ Section 23: S½ Section 24: W½ SW¼ (WSU # 2) Township 3 North, Range 68 West, 6th P.M. Section 22: E½ SE¼ Section 23: S½ Section 24: W½ SW¼ (WSU #3). Docket No UP-163, Wattenberg Field, Weld County Jamie L. Jost & Joseph Evers interests, including, but not limited to, any nonconsenting interests and leased mineral interests, in an approximate 240-acre designated horizontal wellbore spacing unit, for the development and operation of the Niobrara Formation. Township 3 North, Range 68 West, 6th P.M. Section 22: SE¼ SE¼ Section 23: S½ S½ Section 24: SW¼ SW¼. Group I- Docket No UP-98, Unnamed Field, Arapahoe County ConocoPhillips Company Jamie L. Jost & James Parrot Request for an order to among other things: 1) Pool all interests in an approximate 1280-acre exploratory drilling and spacing unit for the development and operation of the Niobrara Formation. Township 4 South, Range 65 West, 6th P.M., Section 1: All, Section 2: All Docket No UP-153, Wattenberg Field, Weld County Noble Energy, Inc. Jamie L. Jost & Joseph Evers interests, including leased mineral interests, in an approximate 404-acre wellbore spacing unit for the development and operation of the Niobrara Formation. Township 6 North, Range 65 West, 6th P.M. Section 22: E½ E½, Section 23: W½ W½, Section 26: NW¼ NW¼, Section 27: NE¼ NE¼ Docket No UP-120, Wattenberg Field, Weld County PDC Energy, Inc. Jamie L. Jost & Joseph M. Evers Page 19 of 33

20 interests in an approximate 320-acre designated wellbore spacing unit for the development and operation of the Niobrara Formation. Township 6 North, Range 66 West, 6th P.M., Section 1: W½ W½, Section 2: E½ E½. Docket No UP-169, Wattenberg Field, Weld County PDC Energy, Inc. Jamie L. Jost & Joseph M. Evers interests in an approximate 320-acre wellbore spacing unit, effective as of the Application, for the drilling of the SunMarke 28W-414 Well (API No ), for the development and operation of the Codell Formation. Township 4 North, Range 67 West, 6th P.M. Section 28: S½ N½, N½ S½ Docket No UP-170, Wattenberg Field, Weld County PDC Energy, Inc. Jamie L. Jost & Joseph M. Evers interests in an approximate 320-acre wellbore spacing unit, effective as of the Application, for the drilling of the SunMarke 28U-334 Well, (API No ), for the development and operation of the Niobrara Formation. Township 4 North, Range 67 West, 6th P.M. Section 21: S½ S½ Section 28: N½ N½ Group J- Docket No AW-10, Unnamed Field, Weld County Red Hawk Petroleum, LLC Jamie L. Jost & James Parrot Request for an order to among other things: Approve up to eight horizontal wells within an approximate 640-acre drilling and spacing unit established by Order Nos and for the Niobrara Formation. Township 7 North, Range 60 West, 6th P.M. Section 1: All Docket No AW-11, Unnamed Field, Weld County Red Hawk Petroleum, LLC Jamie L. Jost & James Parrot Request for an order to among other things: Approve up to 14 horizontal wells within an approximate 1280-acre drilling Page 20 of 33

21 and spacing unit established by Orders Nos and for the Niobrara Formation. Township 7 North, Range 60 West, 6th P.M. Section 2: All Section 11: All Docket No AW-13, Unnamed Field, Weld County Red Hawk Petroleum, LLC Jamie L. Jost & James Parrot Request for an order to among other things: Approve up to 16 horizontal wells within an approximate 1,280-acre drilling and spacing unit established by Order No for the Niobrara Formation. Township 8 North, Range 62 West, 6th P.M. Section 26: All, Section 35: All Docket No AW-14, Unnamed Field, Weld County Red Hawk Petroleum, LLC Jamie L. Jost & James Parrot Request for an order to among other things: Approve up to 15 horizontal wells within an approximate 1,280-acre drilling and spacing unit established by Order No for the Niobrara Formation. Township 7 North, Range 61 West, 6th P.M. Section 6: All, Township 8 North, Range 61 West, 6th P.M. Section 31: All Docket No AW-15, Unnamed Field, Weld County Red Hawk Petroleum, LLC Jamie L. Jost & James Parrot Request for an order to among other things: Approve up to fifteen horizontal wells within an approximate 1,280-acre drilling and spacing unit established by Order No for the Niobrara Formation. Township 7 North, Range 62 West, 6th P.M. Section 1: All Section 12: All Group K- Docket No UP-139, Unnamed Field, Weld County Red Hawk Petroleum, LLC Jamie L. Jost & James Parrot interests, including previously unnoticed interests, in an approximate 1,280-acre drilling and spacing unit established by Order No , for the development and operation of the Niobrara Formation. Page 21 of 33

22 Township 7 North, Range 62 West, 6th P.M. Section 1: All Section 12: All Docket No UP-141, Unnamed Field, Weld County Red Hawk Petroleum, LLC Jamie L. Jost & James Parrot interests, including previously unnoticed interests, in an approximate 1,280-acre drilling and spacing unit established by Order Nos and , for the development and operation of the Niobrara Formation. Township 7 North, Range 60 West, 6th P.M. Section 1: All Docket No UP-145, Unnamed Field, Weld County Red Hawk Petroleum, LLC Jamie L. Jost & James Parrot interests, including previously unnoticed interests, in an approximate 1,280-acre drilling and spacing unit established by Order Nos and , for the development and operation of the Niobrara Formation. Township 7 North, Range 60 West, 6th P.M. Section 2: All, Section 11: All Docket No UP-146, Unnamed Field, Weld County Red Hawk Petroleum, LLC Jamie L. Jost & James Parrot interests, including previously unnoticed interests, in an approximate 1,280-acre drilling and spacing unit established by Order No , for the development and operation of the Niobrara Formation. Township 7 North, Range 61 West, 6th P.M. Section 6: All, Township 8 North, Range 61 West, 6th P.M. Section 31: All Docket No UP-147, Unnamed Field, Weld County Red Hawk Petroleum, LLC Jamie L. Jost & James Parrot interests, including previously unnoticed interests, in an approximate 1,280-acre drilling and spacing unit established by Order No , for the development and operation of the Niobrara Formation. Page 22 of 33

23 Township 8 North, Range 62 West, 6th P.M. Section 26: All, Section 35: All Group L- Docket No UP-190, Wattenberg Field, Weld County Roger Albrandt, Hearings Officer Red Hawk Petroleum, LLC Brent D. Chicken Request for an order to among other things: 1) Establish an approximate 320-acre drilling and spacing unit for the production of oil, gas and associated hydrocarbons from the Niobrara Formation; 2) Approve up to four horizontal wells within the unit; 3) Require the productive interval of the wellbore to be located no closer than 460 feet from the unit boundaries, and no closer than 150 feet from the productive interval of any other wellbore located in the unit; 4) Pool all interests in the proposed approximate 320-acre drilling and spacing unit for the development and operation of the Niobrara Formation. Township 6 North, Range 61 West, 6th P.M. Section 31: All. Group M- Docket No UP-39, Wattenberg Field, Weld County Kerr-McGee Oil & Gas Onshore, LP interests, including leased mineral interest owners, in an approximate 640-acre designated wellbore spacing unit. Township 2 North, Range 67 West, 6 th P.M., Section 12: W½ E½, E½ W½, Section 13: W½ E½, E½ W½ Docket No UP-127, Wattenberg Field, Weld County Encana Oil & Gas (USA) Inc Request for an order to among other things: 1) Pool all interests in an approximate 160-acre designated horizontal wellbore spacing unit established for the Application Lands, for the development and operation of the Codell Formation, effective as of the date of the Application. Township 3 North Range 68W, Section 4: S1/2N1/2, N1/2S1/2 Docket No UP-174, Wattenberg Field, Weld County Bill Barrett Corporation. Page 23 of 33

24 interests within an approximate 320-acre wellbore spacing unit established for the Application Lands, effective as of the earlier of the date of the Application, for the development and operation of the Codell-Niobrara Formation. Township 5 North, Range 63 West, 6th P.M. Section 32: S½ N½, N½ S½ Docket No UP-175, Wattenberg Field, Weld County Bill Barrett Corporation. interests within an approximate 320-acre wellbore spacing unit established for the Application Lands, effective as of the date of the Application, for the development and operation of the Codell Formation. Township 4 North, Range 63 West, 6th P.M. Section 3: S½ N½, N½ S½. Docket No UP-176, Wattenberg Field, Weld County Bill Barrett Corporation. Request for an order to among other things: 1) Pool all interests in the approximate 320-acre horizontal wellbore spacing unit established for the Application Lands, effective as of the date of the Application, for development and operation of the Codell Formation. Township 4 North, Range 63 West, 6th P.M. Section 3: S½ Group N- Docket No SP-2075, Wattenberg Field, Weld County Noble Energy, Inc. Jamie L. Jost & Joseph Evers Request for an order to among other things: 1) Modify Order No to allow 300 foot setbacks for the western section boundary line of Section 7, Township 9 North, Range 58 West, 6th P.M. for the Codell and Niobrara Formations. Township 9 North, Range 58 West, 6th P.M. Section 7: All (specific to the western unit boundary line only) Docket No UP-117, Wattenberg Field, Weld County Noble Energy, Inc. Page 24 of 33

25 Jamie L. Jost & Joseph M. Evers Request for an order to among other things: to pool all interests within an approximate 640-acre wellbore spacing unit for the drilling of the NCLP PC AA HN Well, (API No ) for the development of the Niobrara Formation. Township 6 North, Range 63 West, 6th P.M. Section 3: S½ S½, Section 4: S½ S½, Section 9: N½ N½, Section 10: N½ N½. Docket No UP-167, Wattenberg Field, Weld County PDC Energy, Inc. Jamie L. Jost & Joseph M. Evers interests in an approximate 160-acre wellbore spacing unit for the development and operation of the Codell-Niobrara Formation. Township 4 North, Range 67 West, 6th P.M. Section 10: S½ NW¼, N½ SW¼ Docket No UP-168, Wattenberg Field, Weld County PDC Energy, Inc. Jamie L. Jost & Joseph M. Evers interests in an approximate 320-acre wellbore spacing unit for the development and operation of the Niobrara Formation. Township 6 North, Range 66 West, 6th P.M. Section 14: W½ W½ Section 15: E½ E½ Group O- Docket No SP-2070, Wattenberg Field, Adams County Jill Dorancy, Hearings Officer Ward Petroleum Corporation J. Michael Morgan & Justin M Plaskov Request for an order to among other things: Establish an approximate 640-acre drilling and spacing unit for horizontal well development to the Codell and Niobrara Formations. 2) Approve up to 12 horizontal wells within the unit. Township 1 South, Range 67 West, 6th P.M. Section 25: All Docket No SP-2071, Wattenberg Field, Adams County Page 25 of 33

26 Jill Dorancy, Hearings Officer Ward Petroleum Corporation J. Michael Morgan & Justin M Plaskov Request for an order to among other things: 1) Establish an approximate 640-acre drilling and spacing unit for horizontal well development to the Codell and Niobrara Formations. 2) Approve up to 12 horizontal wells within the unit. Docket No SP-2072, Wattenberg Field, Adams County Ward Petroleum Corporation J. Michael Morgan & Justin M Plaskov Request for an order to among other things: 1) Establish an approximate 640-acre drilling and spacing unit for horizontal well development to the Codell and Niobrara Formations. 2) Approve up to 12 horizontal wells within the unit. Township 1 South, Range 67 West, 6th P.M. Section 14: All Docket No UP-186, Wattenberg Field, Adams County Ward Petroleum Corporation J. Michael Morgan & Justin M Plaskov Request for an order to among other things: 1) Pool all interests in an approximate 640-acre drilling and spacing unit for the Application Lands, for the development and operation of the Codell and Niobrara Formations. Township 1 South, Range 67 West, 6th P.M. Section 14: All Docket No UP-187, Wattenberg Field, Adams County Ward Petroleum Corporation J. Michael Morgan & Justin M Plaskov Request for an order to among other things: 1) Pool all interests in an approximate 640-acre drilling and spacing unit for the Application Lands, for the development and operation of the Codell and Niobrara Formations. Township 1 South, Range 67 West, 6th P.M. Section 25: All Docket No UP-188, Wattenberg Field, Adams County Ward Petroleum Corporation J. Michael Morgan & Justin M Plaskov Request for an order to among other things: 1) Pool all interests in an approximate 640-acre drilling and spacing Page 26 of 33

27 unit for the Application Lands, for the development and operation of the Codell Formation. Township 1 South, Range 67 West, 6th P.M. Section 24: All Group P- Docket No SP-2061, Unnamed Field, Weld County Jill Dorancy, Hearings Officer Cirque Resources LP Request for an order to among other things: 1) Establish an approximate 640-acre drilling and spacing unit for the Application Lands, for production of oil, gas and associated hydrocarbons from the Codell Formation; 2) Approve up to four horizontal wells for the approximate 640-acre drilling and spacing unit to be established for the Application Lands, for the production of oil, gas and associated hydrocarbons from the Codell Formation. Township 12 North, Range 66 West, 6th P.M. Section 28: All Docket No SP-2062, Unnamed Field, Weld County Jill Dorancy, Hearings Officer Cirque Resources LP Request for an order to among other things: 1) Establish an approximate 640-acre drilling and spacing unit for the Application Lands, for production of oil, gas and associated hydrocarbons from the Codell Formation; 2) Approve up to four horizontal wells for the approximate 640-acre drilling and spacing unit to be established for the Application Lands, for the production of oil, gas and associated hydrocarbons from the Codell Formation. Township 12 North, Range 66 West, 6th P.M. Section 33: Docket No SP-2067, Wattenberg Field, Weld County Bill Barrett Corporation Request for an order to among other things: 1) Maintain two approximate 640-acre drilling and spacing units established for the Application Lands for existing production of oil, gas and associated hydrocarbons from the Niobrara Formation; 2) Establish two approximate 1,280-acre drilling and spacing units for the Application Lands, for the production of oil, gas and associated Page 27 of 33

28 hydrocarbons from the Codell and Niobrara Formations; 3) Approve up to 16 horizontal wells for the approximate 1,280-acre drilling and spacing unit to be established for the Application Lands, for the production of oil, gas and associated hydrocarbons from the Niobrara Formation; 4) Approve up to four horizontal wells for the approximate 1,280-acre drilling and spacing unit to be established for the Application Lands, for the production of oil, gas and associated hydrocarbons from the Codell Formation Township 5 North, Range 62 West, 6th P.M. Section 25: All, Section 26: All Docket No SP-2069, Wattenberg Field, Weld County Bill Barrett Corporation Request for an order to among other things: 1) Maintain two approximate 640-acre drilling and spacing units established for the Application Lands for existing production of oil, gas and associated hydrocarbons from the Niobrara Formation; 2) Establish two approximate 1,280-acre drilling and spacing units for the Application Lands, for the production of oil, gas and associated hydrocarbons from the Codell and Niobrara Formations; 3) Approve up to 16 horizontal wells for the approximate 1,280-acre drilling and spacing unit to be established for the Application Lands, for the production of oil, gas and associated hydrocarbons from the Niobrara Formation; 4) Approve up to four horizontal wells for the approximate 1,280-acre drilling and spacing unit to be established for the Application Lands, for the production of oil, gas and associated hydrocarbons from the Codell Formation. Township 5 North, Range 62 West, 6th P.M. Section 35: All, Section 36: All Docket No UP-126, Parachute Field, Garfield County WPX Energy Rocky Mountain, LLC Request for an order to among other things: 1) Pool all interests in an approximate 320-acre drilling and spacing unit for the Application Lands, effective as of the earlier of the date of the Application, for the development and operation of the Williams Fork Formation. Township 7 South, Range 95 West, 6th P.M. Section 7: N½. Docket No UP-129, Wattenberg Field, Weld County Encana Oil & Gas (USA) Inc Page 28 of 33

29 Request for an order to among other things: 1) Pool all interests in three approximate 320-acre wellbore spacing units established for the Application Lands, for the development and operation of the Codell and Niobrara Formations, effective as of the date of the Application. Township 1 North, Range 65 West, 6th P.M. Section 31: W½ (WSU #1, WSU #2, WSU #3). Docket No UP-130, Wattenberg Field, Weld County Encana Oil & Gas (USA) Inc Request for an order to among other things: 1) Pool all interests in two approximate 320-acre wellbore spacing units established for the Application Lands, for the development and operation of the Codell and Niobrara Formations, effective as of the date of the Application. Township 1 North, Range 65 West, 6th P.M. Section 31: E½ W½, W½ E½ (WSU #1 and WSU #2) Group Q- Docket No SP-2076, Unnamed Field, Weld County Jill Dorancy, Hearings Officer Noble Energy, Inc. Jamie L. Jost & Joseph Evers Request for an order to among other things: 1) Modify Order No to allow 300-foot setbacks for the southern section lines of Sections 22, 23, and 24, Township 9 North, Range 59 West, 6th P.M., the eastern section lines of Section 28 and 33, Township 9 North, Range 59 West, 6th P.M., and the northern section lines of Sections 3 and 4, Township 8 North, Range 59 West., 6th P.M., for the Codell and Niobrara Formations. Township 8 North, Range 59 West, 6th P.M. Section 3: All (specific to the northern unit boundary line only), Section 4: All (specific to the northern unit boundary line only), Township 9 North, Range 59 West, 6th P.M. Section 22: All (specific to the southern unit boundary line only), Section 23: All (specific to the southern unit boundary line only), Section 24: All (specific to the southern unit boundary line only,) Section 28: All (specific to the eastern unit boundary line only), Section 33: All (specific to the eastern unit boundary line only). Page 29 of 33

30 Enforcement Group A Docket No OV-26 Renegade Oil & Gas Company LLC Britta Beckstead, Associate Enforcement Officer Staff requests approval of an AOC with Renegade Oil and Gas Company (Operator No ) imposing a $7,500 penalty for one violation of a 10-day violation of Rule 326.b.(1) (Mechanical Integrity Test, Shut-in Wells) for failure to perform a Mechanical Integrity Test on one Well in Adams County, Colorado. Docket Nos OV-06 and 1404-OV-07 Magpie Operating, Inc. Mari Deminski, Assistant Attorney General Staff requests approval of an AOC with Magpie Operating Inc. (Operator No ) imposing a $150,000 penalty for two NOAV s issued at two sites. Two enforcement cases have been consolidated into a single AOC. Violations include Rule 210 (Signs and Markers); Rule 324.A.a (General Pollution); Rule 603. (Weeds, Waste and Trash); Rule 804 (Visual Impact Mitigation); Rule 905 (Pits); Rule 906 (Spills and Releases); Rule 907 (Management of E&P Waste); Rule 909 (Site Investigation); Rule 910 (Remediation Standards); Rule 1002 (Site Preparation); and Rule 1003 (Interim Reclamation). The AOC provides for a suspension of $30,000 of the penalty if Magpie completes a compliance schedule on time. Failure to satisfy the compliance schedule will result in the reinstatement of the $30,000 suspended penalty and revocation of the operator s Form 10. Docket No OV-44 Sunburst Inc. Britta Beckstead, Associate Enforcement Officer Staff requests approval of an AOC with Sunburst Inc. (Operator No ) imposing an $8,000 penalty for one 10-day violation of the Colorado Oil and Gas Conservation Act, (1), C.R.S., for failure to comply with its approved Form 2A permit at a production facility in Larimer County, Colorado. Docket No OV-49 WPX Energy Rocky Mountain LLC Britta Beckstead, Associate Enforcement Officer Staff requests approval of an AOC with WPX Energy Rocky Mountain LLC (Operator No ) imposing a $30,000 penalty for four 10-day violations of (1), C.R.S. (Violation of a Permit Condition) for failure to submit a Sundry Notice, Form 4, and acquire prior approval before commencing completion operations as required by the conditions of approval in the Form 2 s for four Wells in Garfield County, Colorado. Page 30 of 33