This cause came on for hearing before the Commission at 9:00 a.m. on February 12. 2007, in Suite 801, The Chancery Building, 1120 Lincoln Street, Denver, Colorado, for an order to vacate a 320-acre drilling and spacing unit established for the production of gas and associated hydrocarbons from the Mesaverde Formation for certain lands in Section 18, Township 6 South, Range 95 West, 6^th P.M., and to establish two approximate 160-acre drilling and spacing units for the production of gas and associated hydrocarbons from the Williams Fork Formation.

FINDINGS

The Commission finds as follows:

1. Williams Production RMT Company (“Williams”) 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 pursuant to the Oil and Gas Conservation Act.

4. On July 16, 1979, the Commission issued Order No. 139-8, which among other things, established 320-acre drilling and spacing units for the production of gas and associated hydrocarbons from the Mesaverde Formation, including the W½ of Section 18, Township 6 South, Range 93 West, 6^th P.M.

5. On November 20, 2006, Williams, by its attorney, filed with the Commission a verified application for an order to vacate the 320-acre drilling and spacing unit consisting of the W½ of Section 18, Township 6 South, Range 93 West, 6^th P.M. from Order No. 139-8, and establish one (1) 160-acre drilling and spacing unit consisting of the NW¼ of said Section 18, for the production of gas and associated hydrocarbons from the Williams Fork Formation, with the permitted well to be located no closer than six hundred (600) feet from the unit boundary.

6. On January 3, 2007, the Bureau of Land Management filed with the Commission a protest to the application. On January 4, 2007, Williams, by its attorney, filed with the Commission a written request to continue this matter to the February hearing and the hearing in this matter was continued.

7. On January 10, 2007, Williams, by its attorney, amended the application to vacate the 320-acre drilling and spacing unit consisting of the W½ of Section 18, Township 6 South, Range 93 West, 6^th P.M. from Order No. 139-8, and establish two (2) 160-acre drilling and spacing units consisting of the NW¼ and SW¼ of Section 18, Township 6 South, Range 93 West, 6^th P.M. for the production of gas and associated hydrocarbons from the Williams Fork Formation, with the permitted well to be located no closer than six hundred (600) feet from the unit boundary.

8. On January 19, 2007, Williams, by its attorney, filed with the Commission a written request to approve the application based on the merits of the verified application and the supporting exhibits. Sworn written testimony and exhibits were submitted in support of the application.

9. On January 30, 2007, the Bureau of Land Management filed with the Commission a written withdrawal of its protest.

10. Testimony and exhibits submitted in support of the application indicated that Williams owns leasehold interests in the NW¼ of said Section 18 but owns very little of the leasehold interest in the SW¼ of said Section 18. In addition, testimony indicated that the SW¼ of Section 18 includes some federal oil and gas minerals which are not leased and not expected to be leased in the near future. Williams maintains that vacation of the described 320-acre drilling and spacing unit and the establishment of two (2) approximate 160-acre drilling and spacing units consisting of the NW¼ and SW¼ of said Section 18 for the Williams Fork Formation will allow the NW¼ of said Section 18 to be timely drilled for the production of gas and associated hydrocarbons from the Williams Fork Formation.

11. Williams Production RMT Company agreed to be bound by oral order of the Commission.

12. Based on the facts stated in the verified application, having received no protests and based on the Hearing Officer review of the application under Rule 511.b., the Commission should approve the request for an order to vacate a 320-acre drilling and spacing unit established for the production of gas and associated hydrocarbons from the Mesaverde Formation for certain lands in Section 18, Township 6 South, Range 95 West, 6^th P.M., and establish two (2) approximate 160-acre drilling and spacing units for the production of gas and associated hydrocarbons from the Williams Fork Formation.

ORDER

NOW, THEREFORE, IT IS ORDERED, that the 320-acre drilling and spacing unit consisting of the W½ of Section 18, Township 6 South, Range 93 West, 6^th P.M. established for the Mesaverde Formation under the Commission’s Order No. 139-8 is hereby vacated and two (2) approximate 160-acre drilling units consisting of the NW¼ and SW¼ of said Section 18 are hereby established for the production of gas and associated hydrocarbons from the Williams Fork Formation.

IT IS FURTHER ORDERED, that all future Williams Fork Formation wells shall be located anywhere downhole in the established drilling and spacing unit but no closer downhole than six hundred (600) feet from the boundaries of the unit, without exception being granted by the Director.

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 20th day of February, 2007, as of February 12, 2007.

CORRECTED this______day of March, 2007, as of February 12, 2007.

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

March 1, 2007