REPORT OF THE COMMISSION

            This cause came on for hearing before the Commission on February 18, 1985 at 9:00 A.M., in Room 110, State Centennial Building, 1313 Sherman Street, Denver, Colorado, after giving Notice of Hearing as required by law, on the verified application of Bellwether Exploration Co. for an order allowing the option to drill an, additional well on each 80-acre drilling and spacing unit in the undrilled 40-acre tract for the production of oil and associated hydrocarbons from the Codell and Niobrara formations underlying the lands in the Bracewell Field described in Order No. 381-1 and further that, said additional well be subject to the provisions of Order Nos. 381-1, 381-2 and 381-3.

FINDINGS

            The Commission finds as follows:

            1, Bellwether Exploration Co., as applicant herein, is an interested party in the subject matter of the above-referenced hearing.

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

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

            4. On June 27, 1983 the Commission authorized Order No. 381-1 to be issued which established 80-acre drilling and spacing units for the production of oil and associated hydrocarbons from the Codell formation underlying certain lands in the Bracewell Field. In the area where there were existing wells, the units consist of the E/2 and W/2 of each quarter section. For the remaining area the units consist of the E/2 and W/2 or the N/2 and S/2 of each quarter section. The permitted well location is the center of the NE/4 and SW/4 of each quarter section with a tolerance of 200 feet, except in Sections 17, 18, 19 and 20 where the permitted well location is the center of the NW/4 and SE/4 of each quarter section with a tolerance of 200 feet. Exceptions may be granted by the Director due to topography and surface hazards. By Order No. 381-2, the Niobrara formation was included in the spaced area of the Bracewell Field in accordance with Order No. 381-1 and by Order No. 381-3 multiple completion and downhole commingling was authorized for production from the Codell and Niobrara formation wells in the spaced area.

            5. Based upon the facts stated in the verified application and exhibits, and in accordance with 34-60-108 (7) C.R.S., as amended, the application should be approved and the option to drill an additional well be, allowed on each 80-acre drilling and spacing unit in the undrilled 40-acre tract in the spaced area of the Bracewell Field, and such well made subject to the proVisions of Order Nos. 381-1, 381-2 and 381-3.

            6. No. objections to the application were received.

ORDER

            NOW, THEREFORE, IT IS ORDERED, that the option to drill an additional well is hereby allowed on each 80-acre drilling and spacing unit in the undrilled 40-acre tract for the production of oil and associated-hydrocarbons underlying the following described lands in the Bracewell Field, and that such wells shall be subject to the provisions of Order Nos. 38,1-1, 381-2 and 381-3.

Township 5 North, Range 66 West, 6th P.M.

Section 1: N/2

Section 2: N/2

Township 6 North, Range 66 West, 6th P.M.

Sections 15 thru 18: All

Section 19: E/2

Sections 20 thru 23: All

Section 24: S/2

Sections 25 thru 29: All

Sections 32 thru 36: All

            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.

            ENTERED this 28th day of 1985, as of February 18, 1985.

            THE OIL AND GAS CONSERVATION COMMISSION OF THE STATE OF COLORADO

            By Frank J. Piro, Secretary