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Home My WebLink About20101111 COLLINS COCKREL & COLE A PROFESSIONAL CORPORATION ' rt 1 CSI ep.T./ PAUL R.COCKREL ATTORNEYS AT LAW r JAMES M M&C JAMES P.COLLINS 390 UNION BOULEVARD,SUITE 400 KATHRYN L.GARNER ROBERT G.COLE DENVER,COLORADO 80228-1556 ,„AJLRON UIJ4 lj TIMOTHY J.FLYNN F 1. EVAN D.ELA TELEPHONE: 303-986-1551 ERIC C.JORGENSON LINDA G.ALEXANDER TOLL FREE: 800-354-5941 OF COUNSEL DAVID A.GREHER FACSIMILE: 303-986-1755 , , — _ UIRECT E-MAIL www.ccCFrtn.00m smeath@cccfimi.com DIRECT DIAL 303-218-7207 May 18, 2010 VIA CERTIFIED MAIL— RETURN RECEIPT REQUESTED Board of County Commissioners Weld County 915 10th Street Greeley, CO 80631-1117 Division of Securities Department of Regulatory Agencies State of Colorado 1560 Broadway, Suite 900 Denver, Colorado 80202 Re: Beebe Draw Farms Metropolitan District No. 1 Beebe Draw Farms Metropolitan District No. 2 Dear Sir or Madam: Pursuant to §32-1-1101.5(1), C.R.S., enclosed are copies of the Canvass Board's Certificate of Official Abstract of Votes Cast and the Amended Canvass Board's Certificate of Official Abstract of Votes Cast for Beebe Draw Farms Metropolitan District No. 1, and the Canvass Board's Certificate of Official Abstract of Votes Cast for Beebe Draw Farms Metropolitan District No. 2, for the regular elections conducted on May 4, 2010. Please contact me if you have any questions. Sincerely, Sharon Meath Designated Election Official Enclosures cc w/o encl.: Lisa Johnson 911iontal mtil- 2010-1111 5 -,92-/-10 / !v 5bbhe't (00192529.DOC/( AMENDED CANVASS BOARD'S CERTIFICATE OF OFFICIAL ABSTRACT OF VOTES CAST FOR THE REGULAR ELECTION HELD MAY 4.2010 BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 COUNTY OF WELD. COLORADO Each of the undersigned members of the Canvass Board of the Beebe Draw Farms Metropolitan District No. 1 who participated in the recount of Ballot Issues A through E certifies that the following is a true and correct amended abstract of the votes cast, including provisional ballots,if any, at the regular election of the Beebe Draw Farms Metropolitan District No. 1, at which time the eligible electors of the Beebe Draw Farms Metropolitan District No. 1 voted as set forth below, and as a result of which the eligible electors elected to office the following Directors: Jeffrey T. Hare 16504 Badminton Road North Four-Year Term Platteville, CO 80651 Michael Welch 16499 Badminton Road South Four-Year Term Platteville, CO 80651 Angela Powell 16491 Ledyard Road South Four-Year Term Platteville, CO 80651 George Martin Barrett 16497 Ledyard Road South Two-Year Term Platteville, CO 80651 The votes cast(including provisional ballots, if any) for and against each ballot issue and ballot question submitted were as follows: BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 BALLOT ISSUE A (Operations and Maintenance Mill Levy —Ad Valorem Taxes) SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 TAXES BE INCREASED $470,000 ANNUALLY (FOR COLLECTION IN CALENDAR YEAR 2011) AND BY SUCH ADDITIONAL AMOUNTS RAISED ANNUALLY THEREAFTER FROM AN AD VALOREM PROPERTY TAX LEVY IMPOSED AT A RATE OF 40 MILLS FOR THE PURPOSES OF PAYING THE DISTRICTS ADMINISTRATION, OPERATIONS, MAINTENANCE AND ANY OTHER EXPENSES, PROVIDED THAT SUCH AD VALOREM PROPERTY TAX LEVY TOGETHER WITH ANY OTHER AD VALOREM PROPERTY TAX LEVY IMPOSED BY THE DISTRICT, SHALL NOT EXCEED IN THE AGGREGATE 40 MILLS; AND SHALL THE PROCEEDS OF SUCH TAXES AND ANY INVESTMENT INCOME THEREON BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT IN FISCAL YEAR 2011 AND IN EACH FISCAL YEAR THEREAFTER AS A VOTER-APPROVED REVENUE CHANGE WITHOUT REGARD TO ANY SPENDING, REVENUE-RAISING, OR OTHER LIMITATION CONTAINED WITHIN ARTICLE X, SECTION 20 OF THE COLORADO CONSTITUTION, THE LIMITS (00191956.DOC I) IMPOSED ON INCREASES IN PROPERTY TAXATION BY SECTION 29-1-301, C.R.S. IN ANY YEAR, OR ANY OTHER LAW WHICH PURPORTS TO LIMIT THE DISTRICT'S REVENUES OR EXPENDITURES AS IT CURRENTLY EXISTS OR AS IT MAY BE AMENDED IN THE FUTURE, ALL WITHOUT LIMITING IN ANY YEAR THE AMOUNT OF OTHER REVENUES THAT MAY BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT?Number of YES votes cast: *Crti -Tw'o Lci a /l Number of NO votes cast: 4-6- ---rant, ((la) BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 BALLOT ISSUE B (Street Improvements) SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 DEBT BE INCREASED $1,500,000 WITH A REPAYMENT COST OF $2,560,000, AND SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 TAXES BE INCREASED $320,000 ANNUALLY OR SUCH LESSER AMOUNT AS MAY BE NECESSARY FOR THE PAYMENT OF SUCH DEBT AND ANY REFUNDINGS THEREOF (WHICH REFUNDINGS MAY BEAR INTEREST AT AN INTEREST RATE THAT IS EQUAL TO, LOWER OR HIGHER THAN THE INTEREST RATE ON THE REFUNDED DEBT), FOR THE PURPOSE OF: PAYING, LEASING, FINANCING OR REIMBURSING ALL OR ANY PART OF THE COSTS OF DESIGNING, ACQUIRING, CONSTRUCTING, RELOCATING, INSTALLING, COMPLETING AND OTHERWISE PROVIDING, WITHIN OR WITHOUT THE BOUNDARIES OF THE DISTRICT, STREET IMPROVEMENTS, INCLUDING BUT NOT LIMITED TO CURBS, GUTTERS, CULVERTS, AND OTHER DRAINAGE FACILITIES, UNDERGROUND CONDUITS, SIDEWALKS, TRAILS, PUBLIC PARKING LOTS, STRUCTURES AND FACILITIES, PAVING, LIGHTING, GRADING, LANDSCAPING, BIKE PATHS AND PEDESTRIAN WAYS, PEDESTRIAN OVERPASSES, RETAINING WALLS, FENCING, ENTRY MONUMENTATION, STREETSCAPING, BRIDGES, OVERPASSES, UNDERPASSES, INTERCHANGES, MEDIAN ISLANDS, IRRIGATION, AND A SAFETY PROTECTION SYSTEM THROUGH TRAFFIC AND SAFETY CONTROLS AND DEVICES ON STREETS AND HIGHWAYS AND AT RAILROAD CROSSINGS, SIGNALIZATION, SIGNING AND STRIPING, AREA IDENTIFICATION, DRIVER INFORMATION AND DIRECTIONAL ASSISTANCE SIGNS, TOGETHER WITH ALL NECESSARY, INCIDENTAL, AND APPURTENANT FACILITIES, EQUIPMENT, LAND AND EASEMENTS AND EXTENSIONS OF AND IMPROVEMENTS TO SUCH FACILITIES; SUCH DEBT TO CONSIST OF AN INTERGOVERNMENTAL AGREEMENT WITH THE BEEBE DRAW FARMS AUTHORITY WHICH INTERGOVERNMENTAL AGREEMENT WILL CONSTITUTE A MULTIPLE FISCAL YEAR FINANCIAL OBLIGATION OF THE DISTRICT, SUCH DEBT FOR STREETS TOGETHER WITH ANY OTHER DEBT ISSUED BY THE DISTRICT FOR THE PURPOSES OF FINANCING WATER (00191956.DOC/} IMPROVEMENTS OR PARKS AND RECREATION IMPROVEMENTS NOT TO EXCEED IN THE AGGREGATE $1,500,000, SUCH DEBT TO MATURE AND TERMINATE NOT LATER THAN DECEMBER 31, 2018, SUCH DEBT TO BEAR INTEREST (IF ANY) AT A MAXIMUM NET EFFECTIVE INTEREST RATE NOT TO EXCEED 8.0% PER ANNUM, SUCH INTEREST TO BE PAYABLE AT SUCH TIME OR TIMES, AND WHICH MAY COMPOUND ANNUALLY OR SEMIANNUALLY, SUCH DEBT TO BE ISSUED OR INCURRED AT ONE TIME OR FROM TIME TO TIME, TO BE PAID FROM ANY LEGALLY AVAILABLE REVENUES OF THE DISTRICT, INCLUDING THE PROCEEDS OF AD VALOREM PROPERTY TAXES, WHICH REVENUES SHALL BE ASSIGNABLE BY THE AUTHORITY FOR THE PAYMENT OF OBLIGATIONS FUNDING STREET IMPROVEMENTS; SUCH TAXES TO CONSIST OF AN AD VALOREM MILL LEVY IMPOSED ON ALL TAXABLE PROPERTY OF THE DISTRICT IN AMOUNTS SUFFICIENT TO PRODUCE THE ANNUAL INCREASE SET FORTH ABOVE OR SUCH LESSER AMOUNT AS MAY BE NECESSARY, BUT NOT TO EXCEED, IN ANY TAX LEVY YEAR, 40 MILLS LESS (A) THE NUMBER OF MILLS REQUIRED TO BE IMPOSED IN SUCH TAX LEVY YEAR TO PAY THE DISTRICTS ADMINISTRATION AND OPERATIONS AND MAINTENANCE EXPENSES IN ACCORDANCE WITH THE BEEBE DRAW FARMS AUTHORITY ESTABLISHMENT AGREEMENT, AND LESS (B) THE NUMBER OF MILLS REQUIRED TO BE IMPOSED IN SUCH TAX LEVY YEAR BY THE DISTRICT TO PAY THE DISTRICT'S OUTSTANDING GENERAL OBLIGATION BONDS, SERIES 1998; SUCH TAXES TO BE USED FOR THE PURPOSE OF PAYING THE PRINCIPAL OF, PREMIUM IF ANY, AND INTEREST ON SUCH DEBT; ALL OF THE ABOVE CONCERNING SUCH DEBT AND SUCH TAXES AS MAY BE DETERMINED BY THE DISTRICT BOARD OF DIRECTORS; AND SHALL THE PROCEEDS OF ANY SUCH DEBT AND THE REVENUE FROM SUCH TAXES, ANY OTHER REVENUE USED TO PAY SUCH DEBT, AND INVESTMENT EARNINGS THEREON, BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT AS A VOTER-APPROVED REVENUE CHANGE, WITHOUT REGARD TO ANY SPENDING, REVENUE-RAISING, OR OTHER LIMITATION CONTAINED WITHIN ARTICLE X, SECTION 20 OF THE COLORADO CONSTITUTION, OR ANY OTHER LAW WHICH PURPORTS TO LIMIT THE DISTRICTS REVENUES OR EXPENDITURES AS IT CURRENTLY EXISTS OR AS IT MAY BE AMENDED IN THE FUTURE, AND WITHOUT LIMITING IN ANY YEAR THE AMOUNT OF OTHER REVENUES THAT MAY BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT? / Number of YES votes cast: $1 -Turn C� 2) Number of NO votes cast: :—L APO (q 2) {00191956.DOC I) BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 BALLOT ISSUE C (Parks and Recreation Improvements) SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 DEBT BE INCREASED $1,500,000 WITH A REPAYMENT COST OF $2,560,000, AND SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 TAXES BE INCREASED $320,000 ANNUALLY OR SUCH LESSER AMOUNT AS MAY BE NECESSARY FOR THE PAYMENT OF SUCH DEBT AND ANY REFUNDINGS THEREOF (WHICH REFUNDINGS MAY BEAR INTEREST AT AN INTEREST RATE THAT IS EQUAL TO, LOWER OR HIGHER THAN THE INTEREST RATE ON THE REFUNDED DEBT), FOR THE PURPOSE OF: PAYING, LEASING, FINANCING OR REIMBURSING ALL OR ANY PART OF THE COSTS OF DESIGNING, ACQUIRING, CONSTRUCTING, RELOCATING, INSTALLING, COMPLETING AND OTHERWISE PROVIDING, WITHIN OR WITHOUT THE BOUNDARIES OF THE DISTRICT, PARKS AND RECREATION FACILITIES, IMPROVEMENTS AND PROGRAMS, INCLUDING BUT NOT LIMITED TO COMMUNITY PARKS, BIKE PATHS AND PEDESTRIAN WAYS, FENCING, TRAILS, REGIONAL TRAILS, FIELDS, TOT LOTS, OPEN SPACE, CULTURAL ACTIVITIES, COMMON AREAS, COMMUNITY RECREATION CENTERS, TENNIS COURTS, EQUESTRIAN FACILITIES, OUTDOOR LIGHTING, EVENT FACILITIES, IRRIGATION FACILITIES, LAKES, WATER BODIES, SWIMMING POOLS, PUBLIC FOUNTAINS AND SCULPTURES, ART, GARDENS, LANDSCAPING, WEED CONTROL, AND OTHER ACTIVE AND PASSIVE RECREATIONAL FACILITIES, IMPROVEMENTS AND PROGRAMS, TOGETHER WITH ALL NECESSARY, INCIDENTAL, AND APPURTENANT FACILITIES, EQUIPMENT, LAND, EASEMENTS AND EXTENSIONS OF AND IMPROVEMENTS TO SUCH FACILITIES; SUCH DEBT TO CONSIST OF AN INTERGOVERNMENTAL AGREEMENT WITH THE BEEBE DRAW FARMS AUTHORITY WHICH INTERGOVERNMENTAL AGREEMENT WILL CONSTITUTE A MULTIPLE FISCAL YEAR FINANCIAL OBLIGATION OF THE DISTRICT, SUCH DEBT FOR PARKS AND RECREATION IMPROVEMENTS TOGETHER WITH ANY OTHER DEBT ISSUED BY THE DISTRICT FOR THE PURPOSES OF FINANCING WATER IMPROVEMENTS OR STREET IMPROVEMENTS NOT TO EXCEED IN THE AGGREGATE $1,500,000, SUCH DEBT TO MATURE AND TERMINATE NOT LATER THAN DECEMBER 31, 2018, SUCH DEBT TO BEAR INTEREST (IF ANY) AT A MAXIMUM NET EFFECTIVE INTEREST RATE NOT TO EXCEED 8.0% PER ANNUM, SUCH INTEREST TO BE PAYABLE AT SUCH TIME OR TIMES, AND WHICH MAY COMPOUND ANNUALLY OR SEMIANNUALLY, SUCH DEBT TO BE ISSUED OR INCURRED AT ONE TIME OR FROM TIME TO TIME, TO BE PAID FROM ANY LEGALLY AVAILABLE REVENUES OF THE DISTRICT, INCLUDING THE PROCEEDS OF AD VALOREM PROPERTY TAXES, WHICH REVENUES SHALL BE ASSIGNABLE BY THE AUTHORITY FOR THE PAYMENT OF OBLIGATIONS FUNDING PARKS AND RECREATION IMPROVEMENTS; {00191956.DOC/} SUCH TAXES TO CONSIST OF AN AD VALOREM MILL LEVY IMPOSED ON ALL TAXABLE PROPERTY OF THE DISTRICT IN AMOUNTS SUFFICIENT TO PRODUCE THE ANNUAL INCREASE SET FORTH ABOVE OR SUCH LESSER AMOUNT AS MAY BE NECESSARY, BUT NOT TO EXCEED, IN ANY TAX LEVY YEAR, 40 MILLS LESS (A) THE NUMBER OF MILLS REQUIRED TO BE IMPOSED IN SUCH TAX LEVY YEAR TO PAY THE DISTRICT'S ADMINISTRATION AND OPERATIONS AND MAINTENANCE EXPENSES IN ACCORDANCE WITH THE BEEBE DRAW FARMS AUTHORITY ESTABLISHMENT AGREEMENT, AND LESS (B) THE NUMBER OF MILLS REQUIRED TO BE IMPOSED IN SUCH TAX LEVY YEAR BY THE DISTRICT TO PAY THE DISTRICTS OUTSTANDING GENERAL OBLIGATION BONDS, SERIES 1998; SUCH TAXES TO BE USED FOR THE PURPOSE OF PAYING THE PRINCIPAL OF, PREMIUM IF ANY, AND INTEREST ON SUCH DEBT; ALL OF THE ABOVE CONCERNING SUCH DEBT AND SUCH TAXES AS MAY BE DETERMINED BY THE DISTRICT BOARD OF DIRECTORS; AND SHALL THE PROCEEDS OF ANY SUCH DEBT AND THE REVENUE FROM SUCH TAXES, ANY OTHER REVENUE USED TO PAY SUCH DEBT, AND INVESTMENT EARNINGS THEREON, BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT AS A VOTER-APPROVED REVENUE CHANGE, WITHOUT REGARD TO ANY SPENDING, REVENUE-RAISING, OR OTHER LIMITATION CONTAINED WITHIN ARTICLE X, SECTION 20 OF THE COLORADO CONSTITUTION, OR ANY OTHER LAW WHICH PURPORTS TO LIMIT THE DISTRICTS REVENUES OR EXPENDITURES AS IT CURRENTLY EXISTS OR AS IT MAY BE AMENDED IN THE FUTURE, AND WITHOUT LIMITING IN ANY YEAR THE AMOUNT OF OTHER REVENUES THAT MAY BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT? Number of YES votes cast: 'TWt 2. Number of NO votes cast: BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 LLOT ISSUE D (Water Improvements) SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 DEBT BE INCREASED $1,500,000 WITH A REPAYMENT COST OF $2,560,000, AND SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 TAXES BE INCREASED $320,000 ANNUALLY OR SUCH LESSER AMOUNT AS MAY BE NECESSARY FOR THE PAYMENT OF SUCH DEBT AND ANY REFUNDINGS THEREOF (WHICH REFUNDINGS MAY BEAR INTEREST AT AN INTEREST RATE THAT IS EQUAL TO, LOWER OR HIGHER THAN THE INTEREST RATE ON THE REFUNDED DEBT), FOR THE PURPOSE OF: PAYING, LEASING, FINANCING OR REIMBURSING ALL OR ANY PART OF THE COSTS OF DESIGNING, ACQUIRING, CONSTRUCTING, RELOCATING, INSTALLING, COMPLETING AND OTHERWISE PROVIDING, WITHIN OR WITHOUT THE BOUNDARIES OF THE DISTRICT, A POTABLE AND NON- (00191956 DOC I) POTABLE WATER SUPPLY, STORAGE, TRANSMISSION AND DISTRIBUTION SYSTEM FOR DOMESTIC AND OTHER PUBLIC AND PRIVATE PURPOSES BY ANY AVAILABLE MEANS, AND TO PROVIDE ALL NECESSARY OR PROPER TREATMENT WORKS AND FACILITIES, EQUIPMENT, AND APPURTENANCES INCIDENT THERETO, INCLUDING BUT NOT LIMITED TO WELLS, WATER PUMPS, WATER LINES, WATER FEATURES, PURIFICATION PLANTS, PUMP STATIONS, TRANSMISSION LINES, DISTRIBUTION MAINS AND LATERALS, FIRE HYDRANTS, METERS, WATER TAPS, IRRIGATION FACILITIES, CANALS, DITCHES, WATER RIGHTS, FLUMES, PARTIAL FLUMES, HEADGATES, DROP STRUCTURES, STORAGE RESERVOIRS AND FACILITIES, TOGETHER WITH ALL NECESSARY, INCIDENTAL AND APPURTENANT FACILITIES, EQUIPMENT, LAND, EASEMENTS, AND EXTENSIONS OF AND IMPROVEMENTS TO SUCH FACILITIES; SUCH DEBT TO CONSIST OF AN INTERGOVERNMENTAL AGREEMENT WITH THE BEEBE DRAW FARMS AUTHORITY WHICH INTERGOVERNMENTAL AGREEMENT WILL CONSTITUTE A MULTIPLE FISCAL YEAR FINANCIAL OBLIGATION OF THE DISTRICT, SUCH DEBT FOR WATER IMPROVEMENTS TOGETHER WITH ANY OTHER DEBT ISSUED BY THE DISTRICT FOR THE PURPOSES OF FINANCING STREET IMPROVEMENTS OR PARKS AND RECREATION IMPROVEMENTS NOT TO EXCEED IN THE AGGREGATE $1,500,000, SUCH DEBT TO MATURE AND TERMINATE NOT LATER THAN DECEMBER 31, 2018, SUCH DEBT TO BEAR INTEREST (IF ANY) AT A MAXIMUM NET EFFECTIVE INTEREST RATE NOT TO EXCEED 8.0% PER ANNUM, SUCH INTEREST TO BE PAYABLE AT SUCH TIME OR TIMES, AND WHICH MAY COMPOUND ANNUALLY OR SEMIANNUALLY, SUCH DEBT TO BE ISSUED OR INCURRED AT ONE TIME OR FROM TIME TO TIME, TO BE PAID FROM ANY LEGALLY AVAILABLE REVENUES OF THE DISTRICT, INCLUDING THE PROCEEDS OF AD VALOREM PROPERTY TAXES, WHICH REVENUES SHALL BE ASSIGNABLE BY THE AUTHORITY FOR THE PAYMENT OF OBLIGATIONS FUNDING WATER IMPROVEMENTS; SUCH TAXES TO CONSIST OF AN AD VALOREM MILL LEVY IMPOSED ON ALL TAXABLE PROPERTY OF THE DISTRICT IN AMOUNTS SUFFICIENT TO PRODUCE THE ANNUAL INCREASE SET FORTH ABOVE OR SUCH LESSER AMOUNT AS MAY BE NECESSARY, BUT NOT TO EXCEED, IN ANY TAX LEVY YEAR, 40 MILLS LESS (A) THE NUMBER OF MILLS REQUIRED TO BE IMPOSED IN SUCH TAX LEVY YEAR TO PAY THE DISTRICT'S ADMINISTRATION AND OPERATIONS AND MAINTENANCE EXPENSES IN ACCORDANCE WITH THE BEEBE DRAW FARMS AUTHORITY ESTABLISHMENT AGREEMENT, AND LESS (B) THE NUMBER OF MILLS REQUIRED TO BE IMPOSED IN SUCH TAX LEVY YEAR BY THE DISTRICT TO PAY THE DISTRICTS OUTSTANDING GENERAL OBLIGATION BONDS, SERIES 1998; SUCH TAXES TO BE USED FOR THE PURPOSE OF PAYING THE PRINCIPAL OF, PREMIUM IF ANY, AND INTEREST ON SUCH DEBT; ALL OF THE ABOVE CONCERNING SUCH DEBT AND SUCH TAXES AS MAY BE DETERMINED BY THE DISTRICT BOARD OF DIRECTORS; {00191956.DOC I) AND SHALL THE PROCEEDS OF ANY SUCH DEBT AND THE REVENUE FROM SUCH TAXES, ANY OTHER REVENUE USED TO PAY SUCH DEBT, AND INVESTMENT EARNINGS THEREON, BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT AS A VOTER-APPROVED REVENUE CHANGE, WITHOUT REGARD TO ANY SPENDING, REVENUE-RAISING, OR OTHER LIMITATION CONTAINED WITHIN ARTICLE X, SECTION 20 OF THE COLORADO CONSTITUTION, OR ANY OTHER LAW WHICH PURPORTS TO LIMIT THE DISTRICT'S REVENUES OR EXPENDITURES AS IT CURRENTLY EXISTS OR AS IT MAY BE AMENDED IN THE FUTURE, AND WITHOUT LIMITING IN ANY YEAR THE AMOUNT OF OTHER REVENUES THAT MAY BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT? / Number of YES votes cast: — 2) Number of NO votes cast: -7- Z) BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 BALLOT ISSUE E (Formation of Authority and Execution of Establishment Agreement) SHALL THE BEEBE DRAW FARMS AUTHORITY ("AUTHORITY") BE ESTABLISHED FOR THE PURPOSE OF PROVIDING FOR THE FINANCING, CONSTRUCTION, OPERATION AND MAINTENANCE OF PUBLIC INFRASTRUCTURE AND AMENITIES (INCLUDING ROAD AND WATER IMPROVEMENTS AND PARKS AND RECREATION FACILITIES) NECESSARY FOR THE COMPLETION OF DEVELOPMENT IN BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 ("DISTRICT NO. 1") AND BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 ("DISTRICT NO. 2") UNDER AN INTERGOVERNMENTAL AGREEMENT (THE "ESTABLISHMENT AGREEMENT") BETWEEN DISTRICT NO. 1 AND DISTRICT NO. 2; SHALL DISTRICT NO. 1 ENTER INTO SUCH ESTABLISHMENT AGREEMENT AS A MULTIPLE FISCAL YEAR FINANCIAL OBLIGATION TO CONTRIBUTE TO THE AUTHORITY THE PROCEEDS OF AN AD VALOREM PROPERTY TAX LEVY WHICH, TOGETHER WITH ANY OTHER AD VALOREM PROPERTY TAX LEVY IMPOSED BY DISTRICT NO. 1, SHALL NOT EXCEED 40 MILLS FOR THE PURPOSE OF FUNDING THE PROVISION BY THE AUTHORITY OF INFRASTRUCTURE AND AMENITIES IN ACCORDANCE WITH THE ESTABLISHMENT AGREEMENT; AND SHALL ALL AMOUNTS RECEIVED BY THE AUTHORITY UNDER THE ESTABLISHMENT AGREEMENT BE COLLECTED, RETAINED AND SPENT BY THE AUTHORITY AS A VOTER- APPROVED REVENUE CHANGE, WITHOUT REGARD TO ANY SPENDING, REVENUE-RAISING, OR OTHER LIMITATION CONTAINED WITHIN ARTICLE X, SECTION 20 OF THE COLORADO CONSTITUTION, OR ANY OTHER LAW WHICH PURPORTS TO LIMIT THE AUTHORITY'S REVENUES OR EXPENDITURES AS IT CURRENTLY EXISTS OR AS IT MAY BE AMENDED IN THE FUTURE, AND WITHOUT LIMITING IN ANY YEAR THE AMOUNT OF OTHER REVENUES THAT MAY BE COLLECTED, RETAINED AND SPENT BY THE AUTHORITY? Number of YES votes cast: :Mk) (4 2) Number of NO votes cast: 1Th7Ly- T uno C'-I 2) 100191956.DOC I) BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 BALLOT QUESTION F (Revocation of Prior Remaining Debt Authorization) SHALL ALL OF THE DEBT AUTHORIZATION OF BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 (PREVIOUSLY BEEBE DRAW FARMS METROPOLITAN DISTRICT) APPROVED BY ELIGIBLE ELECTORS OF THE DISTRICT AT ELECTIONS HELD NOVEMBER 2, 1993, NOVEMBER 5, 1996, NOVEMBER 3, 1998 AND NOVEMBER 2, 1999, BUT SOLELY TO THE EXTENT THE SAME REMAINS UNUSED AND OUTSTANDING AS OF THE DATE HEREOF, BE REVOKED AND NO LONGER CONSTITUTE VALID DEBT AUTHORIZATION FOR SUCH DISTRICT, PROVIDED THAT THE EFFECTIVENESS OF SUCH REVOCATION SHALL BE CONTINGENT UPON: (I) THE APPROVAL BY THE DISTRICTS VOTERS, AT THE ELECTION HELD MAY 4, 2010, OF BALLOT ISSUES A THROUGH E, AND (II) THE APPROVAL BY THE VOTERS OF BEEBE DRAW METROPOLITAN DISTRICT NO. 2, AT THE ELECTION HELD MAY 4, 2010, OF ITS BALLOT ISSUES A THROUGH H? Number of YES votes cast: Seventy-Three (73) Number of NO votes cast: Eleven(11) At such election, the total number of provisional ballots counted and rejected were as follows: Total Provisional Ballots Cast Zero (0) Provisional Ballots Counted Zero (0) Provisional Ballots Rejected: Provisional Ballot Affidavit not signed N/A Unable to confirm elector's eligibility N/A Provisional ballot envelope is empty N/A Elector did not register by the deadline N/A Elector voted a mail-in ballot N/A Elector not registered in the State N/A TOTAL REJECTED N/A Ballot Received After Election Day Four(4) (00191956.DOC 1) CERTIFIED this I lay of May, 2010. Deb' n d ElectioL Canya�se � Canvasser Contact Person•for District: Paul R. Cockrel Collins Cockrel& Cole Business Address: 390 Union Boulevard, Suite 400 Denver, Colorado 80228 Telephone Number: (303) 986-1551; (800) 354-5941 (00191956.DOC/} CANVASS BOARD'S CERTIFICATE OF OFFICIAL ABSTRACT OF VOTES CAST FOR ME REGULAR ELECTION HELD MAY 4,2010 BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 COUNTY OF WELD,COLORADO Each of the undersigned members of the Canvass Board of the Beebe Draw Farms Metropolitan District No. 1 certifies that the following is a true and correct abstract of the votes cast,including provisional ballots,if any,at the regular election of the Beebe Draw Farms Metropolitan District No. 1,at which time the eligible electors of the Beebe Draw Farms Metropolitan District No. 1 voted as indicated on the attached Judges' Certificate of Election Returns,and as a result of which the eligible electors elected to office the following Directors: Jeffrey T. Hare 16504 Badminton Road North Four-Year Term Platteville, CO 80651 Michael Welch 16499 Badminton Road South Four-Year Term Platteville, CO 80651 Angela Powell 16491 Ledyard Road South Four-Year Term Platteville,CO 80651 George Martin Barrett 16497 Ledyard Road South Two-Year Term Platteville,CO 80651 The votes cast(including provisional ballots,if any) for and against each ballot issue and ballot question submitted were as follows: BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 BALLOT ISSUE A (Operations and Maintenance Mill Levy—Ad Valorem Taxes) SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 TAXES BE INCREASED $470,000 ANNUALLY (FOR COLLECTION IN CALENDAR YEAR 2011) AND BY SUCH ADDITIONAL AMOUNTS RAISED ANNUALLY THEREAFTER FROM AN AD VALOREM PROPERTY TAX LEVY IMPOSED AT A RATE OF 40 MILLS FOR THE PURPOSES OF PAYING THE DISTRICT'S ADMINISTRATION, OPERATIONS, MAINTENANCE AND ANY OTHER EXPENSES, PROVIDED THAT SUCH AD VALOREM PROPERTY TAX LEVY TOGETHER WITH ANY OTHER AD VALOREM PROPERTY TAX LEVY IMPOSED BY THE DISTRICT, SHALL NOT EXCEED IN THE AGGREGATE 40 MILLS; AND SHALL THE PROCEEDS OF SUCH TAXES AND ANY INVESTMENT INCOME THEREON BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT IN FISCAL YEAR 2011 AND IN EACH FISCAL YEAR THEREAFTER AS A VOTER-APPROVED REVENUE CHANGE WITHOUT REGARD TO ANY SPENDING, REVENUE-RAISING, OR OTHER LIMITATION CONTAINED WITHIN ARTICLE X, SECTION 20 OF THE COLORADO CONSTITUTION, THE LIMITS IMPOSED ON INCREASES IN PROPERTY TAXATION BY SECTION 29-1-301, C.R.S. (00191039.DOC I) • IN ANY YEAR, OR ANY OTHER LAW WHICH PURPORTS TO LIMIT THE DISTRICTS REVENUES OR EXPENDITURES AS IT CURRENTLY EXISTS OR AS IT MAY BE AMENDED IN THE FUTURE, ALL WITHOUT LIMITING IN ANY YEAR THE AMOUNT OF OTHER REVENUES THAT MAY BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT? Number of YES votes cast: Forty-Two (42) Number of NO votes cast: Forty-Two(42) BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 BALLOT ISSUE B (Street Improvements) SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 DEBT BE INCREASED $1,500,000 WITH A REPAYMENT COST OF $2,560,000, AND SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 TAXES BE INCREASED $320,000 ANNUALLY OR SUCH LESSER AMOUNT AS MAY BE NECESSARY FOR THE PAYMENT OF SUCH DEBT AND ANY REFUNDINGS THEREOF (WHICH REFUNDINGS MAY BEAR INTEREST AT AN INTEREST RATE THAT IS EQUAL TO, LOWER OR HIGHER THAN THE INTEREST RATE ON THE REFUNDED DEBT), FOR THE PURPOSE OF: PAYING, LEASING, FINANCING OR REIMBURSING ALL OR ANY PART OF THE COSTS OF DESIGNING, ACQUIRING, CONSTRUCTING, RELOCATING, INSTALLING, COMPLETING AND OTHERWISE PROVIDING, WITHIN OR WITHOUT THE BOUNDARIES OF THE DISTRICT, STREET IMPROVEMENTS, INCLUDING BUT NOT LIMITED TO CURBS, GUTTERS, CULVERTS, AND OTHER DRAINAGE FACILITIES, UNDERGROUND CONDUITS, SIDEWALKS, TRAILS, PUBLIC PARKING LOTS, STRUCTURES AND FACILITIES, PAVING, LIGHTING, GRADING, LANDSCAPING, BIKE PATHS AND PEDESTRIAN WAYS, PEDESTRIAN OVERPASSES, RETAINING WALLS, FENCING, ENTRY MONUMENTATION, STREETSCAPING, BRIDGES, OVERPASSES, UNDERPASSES, INTERCHANGES, MEDIAN ISLANDS, IRRIGATION, AND A SAFETY PROTECTION SYSTEM THROUGH TRAFFIC AND SAFETY CONTROLS AND DEVICES ON STREETS AND HIGHWAYS AND AT RAILROAD CROSSINGS, SIGNALIZATION, SIGNING AND STRIPING, AREA IDENTIFICATION, DRIVER INFORMATION AND DIRECTIONAL ASSISTANCE SIGNS, TOGETHER WITH ALL NECESSARY, INCIDENTAL, AND APPURTENANT FACILITIES, EQUIPMENT, LAND AND EASEMENTS AND EXTENSIONS OF AND IMPROVEMENTS TO SUCH FACILITIES; SUCH DEBT TO CONSIST OF AN INTERGOVERNMENTAL AGREEMENT WITH THE BEEBE DRAW FARMS AUTHORITY WHICH INTERGOVERNMENTAL AGREEMENT WILL CONSTITUTE A MULTIPLE FISCAL YEAR FINANCIAL OBLIGATION OF THE DISTRICT, SUCH DEBT FOR STREETS TOGETHER WITH ANY OTHER DEBT ISSUED BY THE DISTRICT FOR THE PURPOSES OF FINANCING WATER IMPROVEMENTS OR PARKS AND RECREATION IMPROVEMENTS NOT TO (00191039.DOC I) EXCEED IN THE AGGREGATE $1,500,000, SUCH DEBT TO MATURE AND TERMINATE NOT LATER THAN DECEMBER 31, 2018, SUCH DEBT TO BEAR INTEREST (IF ANY) AT A MAXIMUM NET EFFECTIVE INTEREST RATE NOT TO EXCEED 8.0% PER ANNUM, SUCH INTEREST TO BE PAYABLE AT SUCH TIME OR TIMES, AND WHICH MAY COMPOUND ANNUALLY OR SEMIANNUALLY, SUCH DEBT TO BE ISSUED OR INCURRED AT ONE TIME OR FROM TIME TO TIME, TO BE PAID FROM ANY LEGALLY. AVAILABLE REVENUES OF THE DISTRICT, INCLUDING THE PROCEEDS OF AD VALOREM PROPERTY TAXES, WHICH REVENUES SHALL BE ASSIGNABLE BY THE AUTHORITY FOR THE PAYMENT OF OBLIGATIONS FUNDING STREET IMPROVEMENTS; SUCH TAXES TO CONSIST OF AN AD VALOREM MILL LEVY IMPOSED ON ALL TAXABLE PROPERTY OF THE DISTRICT IN AMOUNTS SUFFICIENT TO PRODUCE THE ANNUAL INCREASE SET FORTH ABOVE OR SUCH LESSER AMOUNT AS MAY BE NECESSARY, BUT NOT TO EXCEED, IN ANY TAX LEVY YEAR, 40 MILLS LESS (A) THE NUMBER OF MILLS REQUIRED TO BE IMPOSED IN SUCH TAX LEVY YEAR TO PAY THE DISTRICTS ADMINISTRATION AND OPERATIONS AND MAINTENANCE EXPENSES IN ACCORDANCE WITH THE BEEBE DRAW FARMS AUTHORITY ESTABLISHMENT AGREEMENT, AND LESS (B) THE NUMBER OF MILLS REQUIRED TO BE IMPOSED IN SUCH TAX LEVY YEAR BY THE DISTRICT TO PAY THE DISTRICTS OUTSTANDING GENERAL OBLIGATION BONDS, SERIES 1998; SUCH TAXES TO BE USED FOR THE PURPOSE OF PAYING THE PRINCIPAL OF, PREMIUM IF ANY, AND INTEREST ON SUCH DEBT; ALL OF THE ABOVE CONCERNING SUCH DEBT AND SUCH TAXES AS MAY BE DETERMINED BY THE DISTRICT BOARD OF DIRECTORS; AND SHALL THE PROCEEDS OF ANY SUCH DEBT AND THE REVENUE FROM SUCH TAXES, ANY OTHER REVENUE USED TO PAY SUCH DEBT, AND INVESTMENT EARNINGS THEREON, BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT AS A VOTER-APPROVED REVENUE CHANGE, WITHOUT REGARD TO ANY SPENDING, REVENUE-RAISING, OR OTHER LIMITATION CONTAINED WITHIN ARTICLE X, SECTION 20 OF THE COLORADO CONSTITUTION, OR ANY OTHER LAW WHICH PURPORTS TO LIMIT THE DISTRICT'S REVENUES OR EXPENDITURES AS IT CURRENTLY EXISTS OR AS IT MAY BE AMENDED IN THE FUTURE, AND WITHOUT LIMITING IN ANY YEAR THE AMOUNT OF OTHER REVENUES THAT MAY BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT? Number of YES votes cast: Forty-Two(42) Number of NO votes cast: Forty-Two(42) BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 BALLOT ISSUE C (Parks and Recreation Improvements) SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 DEBT BE INCREASED $1,500,000 WITH A REPAYMENT COST OF $2,560,000, AND SHALL (00191039.DOC/} BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 TAXES BE INCREASED $320,000 ANNUALLY OR SUCH LESSER AMOUNT AS MAY BE NECESSARY FOR THE PAYMENT OF SUCH DEBT AND ANY REFUNDINGS THEREOF (WHICH REFUNDINGS MAY BEAR INTEREST AT AN INTEREST RATE THAT IS EQUAL TO, LOWER OR HIGHER THAN THE INTEREST RATE ON THE REFUNDED DEBT), FOR THE PURPOSE OF: PAYING, LEASING, FINANCING OR REIMBURSING ALL OR ANY PART OF THE COSTS OF DESIGNING, ACQUIRING, CONSTRUCTING, RELOCATING, INSTALLING, COMPLETING AND OTHERWISE PROVIDING, WITHIN OR WITHOUT THE BOUNDARIES OF THE DISTRICT, PARKS AND RECREATION FACILITIES, IMPROVEMENTS AND PROGRAMS, INCLUDING BUT NOT LIMITED TO COMMUNITY PARKS, BIKE PATHS AND PEDESTRIAN WAYS, FENCING, TRAILS, REGIONAL TRAILS, FIELDS, TOT LOTS, OPEN SPACE, CULTURAL ACTIVITIES, COMMON AREAS, COMMUNITY RECREATION CENTERS, TENNIS COURTS, EQUESTRIAN FACILITIES, OUTDOOR LIGHTING, EVENT FACILITIES, IRRIGATION FACILITIES, LAKES, WATER BODIES, SWIMMING POOLS, PUBLIC FOUNTAINS AND SCULPTURES, ART, GARDENS, LANDSCAPING, WEED CONTROL, AND OTHER ACTIVE AND PASSIVE RECREATIONAL FACILITIES, IMPROVEMENTS AND PROGRAMS, TOGETHER WITH ALL NECESSARY, INCIDENTAL, AND APPURTENANT FACILITIES, EQUIPMENT, LAND, EASEMENTS AND EXTENSIONS OF AND IMPROVEMENTS TO SUCH FACILITIES; SUCH DEBT TO CONSIST OF AN INTERGOVERNMENTAL AGREEMENT WITH THE BEEBE DRAW FARMS AUTHORITY WHICH INTERGOVERNMENTAL AGREEMENT WILL CONSTITUTE.A MULTIPLE FISCAL YEAR FINANCIAL OBLIGATION OF THE DISTRICT, SUCH DEBT FOR PARKS AND RECREATION IMPROVEMENTS TOGETHER WITH ANY OTHER DEBT ISSUED BY THE DISTRICT FOR THE PURPOSES OF FINANCING WATER IMPROVEMENTS OR STREET IMPROVEMENTS NOT TO EXCEED IN THE AGGREGATE $1,500,000, SUCH DEBT TO MATURE AND TERMINATE NOT LATER THAN DECEMBER 31, 2018, SUCH DEBT TO BEAR INTEREST (IF ANY) AT A MAXIMUM NET EFFECTIVE INTEREST RATE NOT TO EXCEED 8.0% PER ANNUM, SUCH INTEREST TO BE PAYABLE AT SUCH TIME OR TIMES, AND WHICH MAY COMPOUND ANNUALLY OR SEMIANNUALLY, SUCH DEBT TO BE ISSUED OR INCURRED AT ONE TIME OR FROM TIME TO TIME, TO BE PAID FROM ANY LEGALLY AVAILABLE REVENUES OF THE DISTRICT, INCLUDING THE PROCEEDS OF AD VALOREM PROPERTY TAXES, WHICH REVENUES SHALL BE ASSIGNABLE BY THE AUTHORITY FOR THE PAYMENT OF OBLIGATIONS FUNDING PARKS AND RECREATION IMPROVEMENTS; SUCH TAXES TO CONSIST OF AN AD VALOREM MILL LEVY IMPOSED ON ALL TAXABLE PROPERTY OF THE DISTRICT IN AMOUNTS SUFFICIENT TO PRODUCE THE ANNUAL INCREASE SET FORTH ABOVE OR SUCH LESSER AMOUNT AS MAY BE U LESS (A) THE NUMBER OF MILLS REQUIRED TO BE IMPOSED IN SUCH TAX (00191039.DOC/} LEVY YEAR TO PAY THE DISTRICTS ADMINISTRATION AND OPERATIONS AND MAINTENANCE EXPENSES IN ACCORDANCE WITH THE BEEBE DRAW FARMS AUTHORITY ESTABLISHMENT AGREEMENT, AND LESS (B) THE NUMBER OF MILLS REQUIRED TO BE IMPOSED IN SUCH TAX LEVY YEAR BY THE DISTRICT TO PAY THE 1998;;SUCH TAXES ISTRICTS OUTSTANDING GENERAL OBLIGATION BONDS, AXES TO BE USED FOR THE PURPOSE OF PAYING THEPRINCIPAL OF, PREMIUM IF ANY, AND INTEREST ON SUCH DEBT; ALL OF THE ABOVE CONCERNING SUCH DEBT AND SUCH TAXES AS MAY BE DETERMINED BY THE DISTRICT BOARD OF DIRECTORS; AND SHALL THE PROCEEDS OF ANY SUCH DEBT AND THE REVENUE FROM SUCH TAXES, ANY OTHER REVENUE USED TO PAY SUCH DEBT, AND INVESTMENT EARNINGS THEREON, BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT AS A VOTER-APPROVED REVENUE CHANGE, WITHOUT REGARD TO ANY SPENDING, REVENUE-RAISING, OR OTHER LIMITATION CONTAINED WITHIN ARTICLE X, SECTION HCOLORADOCONSTITUTION, OR ANY OTHER LAW WHICH PURPORTS TO LIMIT THE TRICTS REVENUES OR EXPENDITURES AS IT CURRENTLY EXISTS OR AS IT MAY BE AMENDED IN THE FUTURE, AND T ANY YEAR THE AMOUNT OF OTHER REVENUES THAT MAY BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT? Number of YES votes cast: Forty-Two(42) Number of NO votes cast: Forty-Two (42) BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 BALLOT ISSUE D (Water Improvements) SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 DEBT BE INCREASED $1,500,000 WITH A REPAYMENT COST OF $2,560,000, AND SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 TAXES BE INCREASED $320,000 ANNUALLY NT AS MAY BE NECESSARY FOR THE PAAYMENTOF SUCH DEBT AND AO YUREFUNDINGS THEREOF (WHICH REFUNDINGS MAY BEAR INTEREST AT AN INTEREST RATE THAT IS EQUAL TO, LOWER OR HIGHER THAN THE INTEREST RATE ON THE REFUNDED DEBT), FOR THE PURPOSE OF: PAYING, LEASING, FINANCING OR REIMBURSING ALL OR ANY PART OF THE COSTS OF DESIGNING, ACQUIRING, CONSTRUCTING, RELOCATING, INSTALLING, COMPLETING AND OTHERWISE PROVIDING, WITHIN OR WITHOUT THE BOUNDARIES OF THE DISTRICT, A POTABLE AND NON- POTABLE WATER SUPPLY, STORAGE, TRANSMISSION AND DISTRIBUTION SYSTEM FOR DOMESTIC AND OTHER PUBLIC AND PRIVATE PURPOSES BY ANY AVAILABLE MEANS, AND TO PROVIDE ALL NECESSARY OR PROPER TREATMENT WORKS AND FACILITIES, EQUIPMENT, AND APPURTENANCES INCIDENT THERETO, INCLUDING {0019I039.DOC/} BUT NOT LIMITED TO WELLS, WATER PUMPS, WATER LINES, WATER FEATURES, PURIFICATION PLANTS, PUMP STATIONS, TRANSMISSION LINES, DISTRIBUTION MAINS AND LATERALS, FIRE HYDRANTS, METERS, WATER TAPS, IRRIGATION FACILITIES, CANALS, DITCHES, WATER RIGHTS, FLUMES, PARTIAL FLUMES, HEADGATES, DROP STRUCTURES, STORAGE RESERVOIRS AND FACILITIES, TOGETHER WITH ALL NECESSARY, INCIDENTAL AND APPURTENANT FACILITIES, EQUIPMENT, LAND, EASEMENTS, AND EXTENSIONS OF AND IMPROVEMENTS TO SUCH FACILITIES; SUCH DEBT TO CONSIST OF AN INTERGOVERNMENTAL AGREEMENT WITH THE BEEBE DRAW FARMS AUTHORITY WHICH INTERGOVERNMENTAL AGREEMENT WILL CONSTITUTE A MULTIPLE FISCAL YEAR FINANCIAL OBLIGATION OF THE DISTRICT, SUCH DEBT FOR WATER IMPROVEMENTS TOGETHER WITH ANY OTHER DEBT ISSUED BY THE DISTRICT FOR THE PURPOSES OF FINANCING STREET IMPROVEMENTS OR PARKS AND RECREATION IMPROVEMENTS NOT TO EXCEED IN THE AGGREGATE $1,500,000, SUCH DEBT TO MATURE AND TERMINATE NOT LATER THAN INTEREST (IF ANY) AT A MAXIMUM CNET B ER 31, 2018, DEBT BEAR EFFECTIVEINTER ST RATE NOT TO EXCEED 8.0% PER ANNUM, SUCH INTEREST TO BE PAYABLE AT SUCH TIME OR TIMES, AND WHICH MAY COMPOUND ANNUALLY OR SEMIANNUALLY, SUCH DEBT TO BE ISSUED OR INCURRED AT ONE TIME OR FROM TIME TO TIME, TO BE PAID FROM ANY LEGALLY AVAILABLE REVENUES OF THE DISTRICT, INCLUDING THE PROCEEDS OF AD VALOREM PROPERTY TAXES, WHICH REVENUES SHALL BE ASSIGNABLE BY THE AUTHORITY FOR THE PAYMENT OF OBLIGATIONS FUNDING WATER IMPROVEMENTS; SUCH TAXES TO CONSIST OF AN AD VALOREM MILL LEVY IMPOSED ON ALL TAXABLE PROPERTY OF THE DISTRICT IN AMOUNTS SUFFICIENT TO PRODUCE THE ANNUAL INCREASE SET FORTH ABOVE OR SUCH LESSER AMOUNT AS MAY BE NECESSARY, BUT NOT TO EXCEED, IN ANY TAX LEVY YEAR, 40 MILLS LESS (A) THE NUMBER OF MILLS REQUIRED TO BE IMPOSED IN SUCH TAX LEVY YEAR TO PAY THE DISTRICT'S ADMINISTRATION AND OPERATIONS AND MAINTENANCE EXPENSES IN ACCORDANCE WITH THE BEEBE DRAW FARMS AUTHORITY ESTABLISHMENT AGREEMENT, AND LESS (B) THE NUMBER OF MILLS REQUIRED TO BE IMPOSED IN SUCH TAX LEVY YEAR BY THE DISTRICT TO PAY THE DISTRICT'S OUTSTANDING GENERAL OBLIGATION BONDS, SERIES 1998; SUCH TAXES TO BE USED FOR THE PURPOSE OF PAYING THE PRINCIPAL OF, PREMIUM IF ANY, AND INTEREST ON SUCH DEBT; ALL OF THE ABOVE CONCERNING SUCH DEBT AND SUCH TAXES AS MAY BE DETERMINED BY THE DISTRICT BOARD OF DIRECTORS; AND SHALL THE PROCEEDS OF ANY SUCH DEBT AND THE REVENUE FROM SUCH TAXES, ANY OTHER REVENUE USED TO PAY SUCH DEBT, AND INVESTMENT EARNINGS THEREON, BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT AS A VOTER-APPROVED REVENUE CHANGE, WITHOUT REGARD TO ANY SPENDING, REVENUE-RAISING, OR OTHER LIMITATION CONTAINED (00191039.DOC/) WITHIN ARTICLE X, SECTION 20 OF THE COLORADO CONSTITUTION, OR ANY OTHER LAW WHICH PURPORTS TO LIMIT THE DISTRICT'S REVENUES OR EXPENDITURES AS IT CURRENTLY EXISTS OR AS IT MAY BE AMENDED IN THE FUTURE, AND WITHOUT LIMITING IN ANY YEAR THE AMOUNT OF OTHER REVENUES THAT MAY BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT? Number of YES votes cast: Forty-Two(42) Number of NO votes cast: Forty-Two(42) BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 BALLOT ISSUE E (Formation of Authority and Execution of Establishment Agreement) SHALL THE BEEBE DRAW FARMS AUTHORITY ("AUTHORITY") BE ESTABLISHED FOR THE PURPOSE OF PROVIDING FOR THE FINANCING, CONSTRUCTION, OPERATION AND MAINTENANCE OF PUBLIC INFRASTRUCTURE AND AMENITIES (INCLUDING ROAD AND WATER IMPROVEMENTS AND PARKS AND RECREATION FACILITIES) NECESSARY FOR THE COMPLETION OF DEVELOPMENT IN BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 ("DISTRICT NO. 1") AND BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 ("DISTRICT NO. 2") UNDER AN INTERGOVERNMENTAL AGREEMENT (THE "ESTABLISHMENT AGREEMENT) BETWEEN DISTRICT NO. 1 AND DISTRICT NO. 2; SHALL DISTRICT NO. 1 ENTER INTO SUCH ESTABLISHMENT AGREEMENT AS A MULTIPLE FISCAL YEAR FINANCIAL OBLIGATION TO CONTRIBUTE TO THE AUTHORITY THE PROCEEDS OF AN AD VALOREM PROPERTY TAX LEVY WHICH, TOGETHER WITH ANY OTHER AD VALOREM PROPERTY TAX LEVY IMPOSED BY DISTRICT NO. 1, SHALL NOT EXCEED 40 MILLS FOR THE PURPOSE OF FUNDING THE PROVISION BY THE AUTHORITY OF INFRASTRUCTURE AND AMENITIES IN ACCORDANCE WITH THE ESTABLISHMENT AGREEMENT; AND SHALL ALL AMOUNTS RECEIVED BY THE AUTHORITY UNDER THE ESTABLISHMENT AGREEMENT BE COLLECTED, RETAINED AND SPENT BY THE AUTHORITY AS A VOTER- APPROVED REVENUE CHANGE, WITHOUT REGARD TO ANY SPENDING, REVENUE-RAISING, OR OTHER LIMITATION CONTAINED WITHIN ARTICLE X, SECTION 20 OF THE COLORADO CONSTITUTION, OR ANY OTHER LAW WHICH PURPORTS TO LIMIT THE AUTHORITY'S REVENUES OR EXPENDITURES AS IT CURRENTLY EXISTS OR AS IT MAY BE AMENDED IN THE FUTURE, AND WITHOUT LIMITING IN ANY YEAR THE AMOUNT OF OTHER REVENUES THAT MAY BE COLLECTED, RETAINED AND SPENT BY THE AUTHORITY? Number of YES votes cast: Forty-Two (42) Number of NO votes cast: Forty-Two(42) {00191039.DOC I} Contact Person for District: Paul R Coekrel Collins"Cockrel&Cole Business Address: 390 Union Boulevard, Suite 400 Denver,Colorado 80228 Telephone Number: (303)986-1551; (800) 354-5941 A recount of Ballot Issues A, B, C, D and E took place on May 11, 2010 by the Canvass Board, and the numbers did not change. (00191039.DOC 1) BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 BALLOT QUESTION F (Revocation of Prior Remaining Debt Authorization) SHALL ALL OF THE DEBT AUTHORIZATION OF BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 (PREVIOUSLY BEEBE DRAW FARMS METROPOLITAN DISTRICT) APPROVED BY ELIGIBLE ELECTORS OF THE DISTRICT AT ELECTIONS HELD NOVEMBER 2, 1993, NOVEMBER 5, 1996, NOVEMBER 3, 1998 AND NOVEMBER 2, 1999, BUT SOLELY TO THE EXTENT THE SAME REMAINS UNUSED AND OUTSTANDING AS OF THE DATE HEREOF, BE REVOKED AND NO LONGER CONSTITUTE VALID DEBT AUTHORIZATION FOR SUCH DISTRICT, PROVIDED THAT THE EFFECTIVENESS OF SUCH REVOCATION SHALL BE CONTINGENT UPON: (I) THE APPROVAL BY THE DISTRICT'S VOTERS, AT THE ELECTION HELD MAY 4, 2010, OF BALLOT ISSUES A THROUGH E, AND (II) THE APPROVAL BY THE VOTERS OF BEEBE DRAW METROPOLITAN DISTRICT NO. 2, AT THE ELECTION HELD MAY 4, 2010, OF ITS BALLOT ISSUES A THROUGH H? Number of YES votes cast: Seventy-Three(73) Number of NO votes cast: Eleven(11) At such election,the total number of provisional ballots counted and rejected were as follows: Total Provisional Ballots Cast Zero(0) Provisional Ballots Counted Zero(0) Provisional Ballots Rejected: Provisional Ballot Affidavit not signed N/A Unable to confirm elector's eligibility N/A Provisional ballot envelope is empty N/A Elector did not register by the deadline N/A Elector voted a mail-in ballot N/A Elector not registered in the State N/A TOTAL REJECTED N/A CERTIFIED this 6th day of May,2010. Des ated El ion Office rjecn.ca ac Canvasser (00191039.DOC/} EXHIBIT A (Attach Judges' Certificate of Election Returns) {00191039.DOC I) JUDGES' CERTIFICATE OF MAIL BALLOT ELECTION RETURNS FOR BEEBE DRAW METROPOLITAN DISTRICT NO. 1 IT IS HEREBY CERTIFIED by the undersigned, who conducted the mail ballot election held in the Beebe Draw Farms Metropolitan District No. 1, in Weld County, Colorado, on the 4th day of May, 2010, that after qualifying by swearing and subscribing to their Oaths of Office, they opened the polls at 7:00 a.m., and that they kept the polls open continuously until the hour of 7:00 p.m. on such date, after which they counted the ballots cast for Directors of the District and for any ballot issue or ballot question submitted in accordance with the Uniform Election Code. That the votes cast for Director of the District for a 4-year term were as follows: CANDIDATE FOR DIRECTOR NUMBER OF VOTES CAST Jeffrey T. Hare 7 Michael Welch 53 Cynthia L. Lair 39 Angela Powell 58 That the votes cast for Director of the District for a 2-year term were as follows: CANDIDATE FOR DIRECTOR NUMBER OF VOTES CAST George Martin Barrett 42- That the votes cast for and against the ballot issue or ballot question submitted were as follows: BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 BALLOT ISSUE A (Operations and Maintenance Mill Levy - Ad Valorem Taxes) SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 TAXES BE INCREASED $470,000 ANNUALLY (FOR COLLECTION IN CALENDAR YEAR 2011) AND BY SUCH ADDITIONAL AMOUNTS RAISED ANNUALLY THEREAFTER FROM AN AD VALOREM PROPERTY TAX LEVY IMPOSED AT A RATE OF 40 MILLS FOR THE PURPOSES OF PAYING THE DISTRICT'S ADMINISTRATION, OPERATIONS, MAINTENANCE AND ANY OTHER EXPENSES, PROVIDED THAT SUCH AD VALOREM PROPERTY TAX LEVY TOGETHER WITH ANY OTHER AD VALOREM PROPERTY TAX LEVY IMPOSED BY THE DISTRICT, SHALL NOT EXCEED IN THE AGGREGATE 40 MILLS; AND SHALL THE PROCEEDS OF SUCH TAXES AND ANY INVESTMENT INCOME THEREON BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT IN FISCAL YEAR 2011 AND IN EACH FISCAL YEAR THEREAFTER AS A VOTER-APPROVED REVENUE CHANGE WITHOUT REGARD TO ANY SPENDING, REVENUE-RAISING, OR OTHER LIMITATION CONTAINED WITHIN ARTICLE X, {00189619.DOC/} SECTION 20 OF THE COLORADO CONSTITUTION, THE LIMITS IMPOSED ON INCREASES IN PROPERTY TAXATION BY SECTION 29-1-301, C.R.S. IN ANY YEAR, OR ANY OTHER LAW WHICH PURPORTS TO LIMIT THE DISTRICT'S REVENUES OR EXPENDITURES AS IT CURRENTLY EXISTS OR AS IT MAY BE AMENDED IN THE FUTURE, ALL WITHOUT LIMITING IN ANY YEAR THE AMOUNT OF OTHER REVENUES THAT MAY BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT? YES NO 42- 42 BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 BALLOT ISSUE B (Street Improvements) SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 DEBT BE INCREASED $1,500,000 WITH A REPAYMENT COST OF $2,560,000, AND SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 TAXES BE INCREASED $320,000 ANNUALLY OR SUCH LESSER AMOUNT AS MAY BE NECESSARY FOR THE PAYMENT OF SUCH DEBT AND ANY REFUNDINGS THEREOF (WHICH REFUNDINGS MAY BEAR INTEREST AT AN INTEREST RATE THAT IS EQUAL TO, LOWER OR HIGHER THAN THE INTEREST RATE ON THE REFUNDED DEBT), FOR THE PURPOSE OF: PAYING, LEASING, FINANCING OR REIMBURSING ALL OR ANY PART OF THE COSTS OF DESIGNING, ACQUIRING, CONSTRUCTING, RELOCATING, INSTALLING, COMPLETING AND OTHERWISE PROVIDING, WITHIN OR WITHOUT THE BOUNDARIES OF THE DISTRICT, STREET IMPROVEMENTS, INCLUDING BUT NOT LIMITED TO CURBS, GUTTERS, CULVERTS, AND OTHER DRAINAGE FACILITIES, UNDERGROUND CONDUITS, SIDEWALKS, TRAILS, PUBLIC PARKING LOTS, STRUCTURES AND FACILITIES, PAVING, LIGHTING, GRADING, LANDSCAPING, BIKE PATHS AND PEDESTRIAN WAYS, PEDESTRIAN OVERPASSES, RETAINING WALLS, FENCING, ENTRY MONUMENTATION, STREETSCAPING, BRIDGES, OVERPASSES, UNDERPASSES, INTERCHANGES, MEDIAN ISLANDS, IRRIGATION, AND A SAFETY PROTECTION SYSTEM THROUGH TRAFFIC AND SAFETY CONTROLS AND DEVICES ON STREETS AND HIGHWAYS AND AT RAILROAD CROSSINGS, SIGNALIZATION, SIGNING AND STRIPING, AREA IDENTIFICATION, DRIVER INFORMATION AND DIRECTIONAL ASSISTANCE SIGNS, TOGETHER WITH ALL NECESSARY, INCIDENTAL, AND APPURTENANT FACILITIES, EQUIPMENT, LAND AND EASEMENTS AND EXTENSIONS OF AND IMPROVEMENTS TO SUCH FACILITIES; SUCH DEBT TO CONSIST OF AN INTERGOVERNMENTAL AGREEMENT WITH THE BEEBE DRAW FARMS AUTHORITY WHICH INTERGOVERNMENTAL AGREEMENT WILL CONSTITUTE A MULTIPLE FISCAL YEAR FINANCIAL OBLIGATION OF THE DISTRICT, SUCH DEBT FOR STREETS TOGETHER WITH ANY OTHER DEBT toot 89619.DOC/} 2 ISSUED BY THE DISTRICT FOR THE PURPOSES OF FINANCING WATER IMPROVEMENTS OR PARKS AND RECREATION IMPROVEMENTS NOT TO EXCEED IN THE AGGREGATE $1,500,000, SUCH DEBT TO MATURE AND TERMINATE NOT LATER THAN DECEMBER 31, 2018, SUCH DEBT TO BEAR INTEREST (IF ANY) AT A MAXIMUM NET EFFECTIVE INTEREST RATE NOT TO EXCEED 8.0% PER ANNUM, SUCH INTEREST TO BE PAYABLE AT SUCH TIME OR TIMES, AND WHICH MAY COMPOUND ANNUALLY OR SEMIANNUALLY, SUCH DEBT TO BE ISSUED OR INCURRED AT ONE TIME OR FROM TIME TO TIME, TO BE PAID FROM ANY LEGALLY AVAILABLE REVENUES OF THE DISTRICT, INCLUDING THE PROCEEDS OF AD VALOREM PROPERTY TAXES, WHICH REVENUES SHALL BE ASSIGNABLE BY THE AUTHORITY FOR THE PAYMENT OF OBLIGATIONS FUNDING STREET IMPROVEMENTS; SUCH TAXES TO CONSIST OF AN AD VALOREM MILL LEVY IMPOSED ON ALL TAXABLE PROPERTY OF THE DISTRICT IN AMOUNTS SUFFICIENT TO PRODUCE THE ANNUAL INCREASE SET FORTH ABOVE OR SUCH LESSER AMOUNT AS MAY BE NECESSARY, BUT NOT TO EXCEED, IN ANY TAX LEVY YEAR, 40 MILLS LESS (A) THE NUMBER OF MILLS REQUIRED TO BE IMPOSED IN SUCH TAX LEVY YEAR TO PAY THE DISTRICT'S ADMINISTRATION AND OPERATIONS AND MAINTENANCE EXPENSES IN ACCORDANCE WITH THE BEEBE DRAW FARMS AUTHORITY ESTABLISHMENT AGREEMENT, AND LESS (B) THE NUMBER OF MILLS REQUIRED TO BE IMPOSED IN SUCH TAX LEVY YEAR BY THE DISTRICT TO PAY THE DISTRICT'S OUTSTANDING GENERAL OBLIGATION BONDS, SERIES 1998; SUCH TAXES TO BE USED FOR THE PURPOSE OF PAYING THE PRINCIPAL OF, PREMIUM IF ANY, AND INTEREST ON SUCH DEBT; ALL OF THE ABOVE CONCERNING SUCH DEBT AND SUCH TAXES AS MAY BE DETERMINED BY THE DISTRICT BOARD OF DIRECTORS; AND SHALL THE PROCEEDS OF ANY SUCH DEBT AND THE REVENUE FROM SUCH TAXES, ANY OTHER REVENUE USED TO PAY SUCH DEBT, AND INVESTMENT EARNINGS THEREON, BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT AS A VOTER-APPROVED REVENUE CHANGE, WITHOUT REGARD TO ANY SPENDING, REVENUE-RAISING, OR OTHER LIMITATION CONTAINED WITHIN ARTICLE X, SECTION 20 OF THE COLORADO CONSTITUTION, OR ANY OTHER LAW WHICH PURPORTS TO LIMIT THE DISTRICTS REVENUES OR EXPENDITURES AS IT CURRENTLY EXISTS OR AS IT MAY BE AMENDED IN THE FUTURE, AND WITHOUT LIMITING IN ANY YEAR THE AMOUNT OF OTHER REVENUES THAT MAY BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT? YES NO ¢2 4z {00189619.DOC/1 3 BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 BALLOT ISSUE C (Parks and Recreation Improvements) SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 DEBT BE INCREASED $1,500,000 WITH A REPAYMENT COST OF $2,560,000, AND SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 TAXES BE INCREASED $320,000 ANNUALLY OR SUCH LESSER AMOUNT AS MAY BE NECESSARY FOR THE PAYMENT OF SUCH DEBT AND ANY REFUNDINGS THEREOF (WHICH REFUNDINGS MAY BEAR INTEREST AT AN INTEREST RATE THAT IS EQUAL TO, LOWER OR HIGHER THAN THE INTEREST RATE ON THE REFUNDED DEBT), FOR THE PURPOSE OF: PAYING, LEASING, FINANCING OR REIMBURSING ALL OR ANY PART OF THE COSTS OF DESIGNING, ACQUIRING, CONSTRUCTING, RELOCATING, INSTALLING, COMPLETING AND OTHERWISE PROVIDING, WITHIN OR WITHOUT THE BOUNDARIES OF THE DISTRICT, PARKS AND RECREATION FACILITIES, IMPROVEMENTS AND PROGRAMS, INCLUDING BUT NOT LIMITED TO COMMUNITY PARKS, BIKE PATHS AND PEDESTRIAN WAYS, FENCING, TRAILS, REGIONAL TRAILS, FIELDS, TOT LOTS, OPEN SPACE, CULTURAL ACTIVITIES, COMMON AREAS, COMMUNITY RECREATION CENTERS, TENNIS COURTS, EQUESTRIAN FACILITIES, OUTDOOR LIGHTING, EVENT FACILITIES, IRRIGATION FACILITIES, LAKES, WATER BODIES, SWIMMING POOLS, PUBLIC FOUNTAINS AND SCULPTURES, ART, GARDENS, LANDSCAPING, WEED CONTROL, AND OTHER ACTIVE AND PASSIVE RECREATIONAL FACILITIES, IMPROVEMENTS AND PROGRAMS, TOGETHER WITH ALL NECESSARY, INCIDENTAL, AND APPURTENANT FACILITIES, EQUIPMENT, LAND, EASEMENTS AND EXTENSIONS OF AND IMPROVEMENTS TO SUCH FACILITIES; SUCH DEBT TO CONSIST OF AN INTERGOVERNMENTAL AGREEMENT WITH THE BEEBE DRAW FARMS AUTHORITY WHICH INTERGOVERNMENTAL AGREEMENT WILL CONSTITUTE A MULTIPLE FISCAL YEAR FINANCIAL OBLIGATION OF THE DISTRICT, SUCH DEBT FOR PARKS AND RECREATION IMPROVEMENTS TOGETHER WITH ANY OTHER DEBT ISSUED BY THE DISTRICT FOR THE PURPOSES OF FINANCING WATER IMPROVEMENTS OR STREET IMPROVEMENTS NOT TO EXCEED IN THE AGGREGATE $1,500,000, SUCH DEBT TO MATURE AND TERMINATE NOT LATER THAN DECEMBER 31, 2018, SUCH DEBT TO BEAR INTEREST (IF ANY) AT A MAXIMUM NET EFFECTIVE INTEREST RATE NOT TO EXCEED 8.0% PER ANNUM, SUCH INTEREST TO BE PAYABLE AT SUCH TIME OR TIMES, AND WHICH MAY COMPOUND ANNUALLY OR SEMIANNUALLY, SUCH DEBT TO BE ISSUED OR INCURRED AT ONE TIME OR FROM TIME TO TIME, TO BE PAID FROM ANY LEGALLY AVAILABLE REVENUES OF THE DISTRICT, INCLUDING THE PROCEEDS OF AD VALOREM PROPERTY TAXES, WHICH REVENUES SHALL BE ASSIGNABLE BY THE AUTHORITY FOR THE PAYMENT OF OBLIGATIONS FUNDING PARKS AND RECREATION IMPROVEMENTS; (00189619.DOC/} 4 SUCH TAXES TO CONSIST OF AN AD VALOREM MILL LEVY IMPOSED ON ALL TAXABLE PROPERTY OF THE DISTRICT IN AMOUNTS SUFFICIENT TO PRODUCE THE ANNUAL INCREASE SET FORTH ABOVE OR SUCH LESSER AMOUNT AS MAY BE NECESSARY, BUT NOT TO EXCEED, IN ANY TAX LEVY YEAR, 40 MILLS LESS (A) THE NUMBER OF MILLS REQUIRED TO BE IMPOSED IN SUCH TAX LEVY YEAR TO PAY THE DISTRICT'S ADMINISTRATION AND OPERATIONS AND MAINTENANCE EXPENSES IN ACCORDANCE WITH THE BEEBE DRAW FARMS AUTHORITY ESTABLISHMENT AGREEMENT, AND LESS (B) THE NUMBER OF MILLS REQUIRED TO BE IMPOSED IN SUCH TAX LEVY YEAR BY THE DISTRICT TO PAY THE DISTRICT'S OUTSTANDING GENERAL OBLIGATION BONDS, SERIES 1998; SUCH TAXES TO BE USED FOR THE PURPOSE OF PAYING THE PRINCIPAL OF, PREMIUM IF ANY, AND INTEREST ON SUCH DEBT; ALL OF THE ABOVE CONCERNING SUCH DEBT AND SUCH TAXES AS MAY BE DETERMINED BY THE DISTRICT BOARD OF DIRECTORS; AND SHALL THE PROCEEDS OF ANY SUCH DEBT AND THE REVENUE FROM SUCH TAXES, ANY OTHER REVENUE USED TO PAY SUCH DEBT, AND INVESTMENT EARNINGS THEREON, BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT AS A VOTER-APPROVED REVENUE CHANGE, WITHOUT REGARD TO ANY SPENDING, REVENUE-RAISING, OR OTHER LIMITATION CONTAINED WITHIN ARTICLE X, SECTION 20 OF THE COLORADO CONSTITUTION, OR ANY OTHER LAW WHICH PURPORTS TO LIMIT THE DISTRICT'S REVENUES OR EXPENDITURES AS IT CURRENTLY EXISTS OR AS IT MAY BE AMENDED IN THE FUTURE, AND WITHOUT LIMITING IN ANY YEAR THE AMOUNT OF OTHER REVENUES THAT MAY BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT? YES NO 4z 4Z BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 BALLOT ISSUE D (Water Improvements) SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 DEBT BE INCREASED $1,500,000 WITH A REPAYMENT COST OF $2,560,000, AND SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 TAXES BE INCREASED $320,000 ANNUALLY OR SUCH LESSER AMOUNT AS MAY BE NECESSARY FOR THE PAYMENT OF SUCH DEBT AND ANY REFUNDINGS THEREOF (WHICH REFUNDINGS MAY BEAR INTEREST AT AN INTEREST RATE THAT IS EQUAL TO, LOWER OR HIGHER THAN THE INTEREST RATE ON THE REFUNDED DEBT), FOR THE PURPOSE OF: PAYING, LEASING, FINANCING OR REIMBURSING ALL OR ANY PART OF THE COSTS OF DESIGNING, ACQUIRING, CONSTRUCTING, RELOCATING, INSTALLING, COMPLETING AND OTHERWISE PROVIDING, WITHIN OR WITHOUT THE BOUNDARIES OF THE DISTRICT, A POTABLE AND NON- POTABLE WATER SUPPLY, STORAGE, TRANSMISSION AND DISTRIBUTION (00189619.DOC/1 5 SYSTEM FOR DOMESTIC AND OTHER PUBLIC AND PRIVATE PURPOSES BY ANY AVAILABLE MEANS, AND TO PROVIDE ALL NECESSARY OR PROPER TREATMENT WORKS AND FACILITIES, EQUIPMENT, AND APPURTENANCES INCIDENT THERETO, INCLUDING BUT NOT LIMITED TO WELLS, WATER PUMPS, WATER LINES, WATER FEATURES, PURIFICATION PLANTS, PUMP STATIONS, TRANSMISSION LINES, DISTRIBUTION MAINS AND LATERALS, FIRE HYDRANTS, METERS, WATER TAPS, IRRIGATION FACILITIES, CANALS, DITCHES, WATER RIGHTS, FLUMES, PARTIAL FLUMES, HEADGATES, DROP STRUCTURES, STORAGE RESERVOIRS AND FACILITIES, TOGETHER WITH ALL NECESSARY, INCIDENTAL AND APPURTENANT FACILITIES, EQUIPMENT, LAND, EASEMENTS, AND EXTENSIONS OF AND IMPROVEMENTS TO SUCH FACILITIES; SUCH DEBT TO CONSIST OF AN INTERGOVERNMENTAL AGREEMENT WITH THE BEEBE DRAW FARMS AUTHORITY WHICH INTERGOVERNMENTAL AGREEMENT WILL CONSTITUTE A MULTIPLE FISCAL YEAR FINANCIAL OBLIGATION OF THE DISTRICT, SUCH DEBT FOR WATER IMPROVEMENTS TOGETHER WITH ANY OTHER DEBT ISSUED BY THE DISTRICT FOR THE PURPOSES OF FINANCING STREET IMPROVEMENTS OR PARKS AND RECREATION IMPROVEMENTS NOT TO EXCEED IN THE AGGREGATE $1,500,000, SUCH DEBT TO MATURE AND TERMINATE NOT LATER THAN DECEMBER 31, 2018, SUCH DEBT TO BEAR INTEREST (IF ANY) AT A MAXIMUM NET EFFECTIVE INTEREST RATE NOT TO EXCEED 8.0% PER ANNUM, SUCH INTEREST TO BE PAYABLE AT SUCH TIME OR TIMES, AND WHICH MAY COMPOUND ANNUALLY OR SEMIANNUALLY, SUCH DEBT TO BE ISSUED OR INCURRED AT ONE TIME OR FROM TIME TO TIME, TO BE PAID FROM ANY LEGALLY AVAILABLE REVENUES OF THE DISTRICT, INCLUDING THE PROCEEDS OF AD VALOREM PROPERTY TAXES, WHICH REVENUES SHALL BE ASSIGNABLE BY THE AUTHORITY FOR THE PAYMENT OF OBLIGATIONS FUNDING WATER IMPROVEMENTS; SUCH TAXES TO CONSIST OF AN AD VALOREM MILL LEVY IMPOSED ON ALL TAXABLE PROPERTY OF THE DISTRICT IN AMOUNTS SUFFICIENT TO PRODUCE THE ANNUAL INCREASE SET FORTH ABOVE OR SUCH LESSER AMOUNT AS MAY BE NECESSARY, BUT NOT TO EXCEED, IN ANY TAX LEVY YEAR, 40 MILLS LESS (A) THE NUMBER OF MILLS REQUIRED TO BE IMPOSED IN SUCH TAX LEVY YEAR TO PAY THE DISTRICT'S ADMINISTRATION AND OPERATIONS AND MAINTENANCE EXPENSES IN ACCORDANCE WITH THE BEEBE DRAW FARMS AUTHORITY ESTABLISHMENT AGREEMENT, AND LESS (B) THE NUMBER OF MILLS REQUIRED TO BE IMPOSED IN SUCH TAX LEVY YEAR BY THE DISTRICT TO PAY THE DISTRICTS OUTSTANDING GENERAL OBLIGATION BONDS, SERIES 1998; SUCH TAXES TO BE USED FOR THE PURPOSE OF PAYING THE PRINCIPAL OF, PREMIUM IF ANY, AND INTEREST ON SUCH DEBT; ALL OF THE ABOVE CONCERNING SUCH DEBT AND SUCH TAXES AS MAY BE DETERMINED BY THE DISTRICT BOARD OF DIRECTORS; (00189619.DOC/( 6 AND SHALL THE PROCEEDS OF ANY SUCH DEBT AND THE REVENUE FROM SUCH TAXES, ANY OTHER REVENUE USED TO PAY SUCH DEBT, AND INVESTMENT EARNINGS THEREON, BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT AS A VOTER-APPROVED REVENUE CHANGE, WITHOUT REGARD TO ANY SPENDING, REVENUE-RAISING, OR OTHER LIMITATION CONTAINED WITHIN ARTICLE X, SECTION 20 OF THE COLORADO CONSTITUTION, OR ANY OTHER LAW WHICH PURPORTS TO LIMIT THE DISTRICT'S REVENUES OR EXPENDITURES AS IT CURRENTLY EXISTS OR AS IT MAY BE AMENDED IN THE FUTURE, AND WITHOUT LIMITING IN ANY YEAR THE AMOUNT OF OTHER REVENUES THAT MAY BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT? YES NO 42 4 L. BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 BALLOT ISSUE E (Formation of Authority and Execution of Establishment Agreement) SHALL THE BEEBE DRAW FARMS AUTHORITY ("AUTHORITY") BE ESTABLISHED FOR THE PURPOSE OF PROVIDING FOR THE FINANCING, CONSTRUCTION, OPERATION AND MAINTENANCE OF PUBLIC INFRASTRUCTURE AND AMENITIES (INCLUDING ROAD AND WATER IMPROVEMENTS AND PARKS AND RECREATION FACILITIES) NECESSARY FOR THE COMPLETION OF DEVELOPMENT IN BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 ("DISTRICT NO. 1") AND BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 ("DISTRICT NO. 2") UNDER AN INTERGOVERNMENTAL AGREEMENT (THE "ESTABLISHMENT AGREEMENT") BETWEEN DISTRICT NO. 1 AND DISTRICT NO. 2; SHALL DISTRICT NO. 1 ENTER INTO SUCH ESTABLISHMENT AGREEMENT AS A MULTIPLE FISCAL YEAR FINANCIAL OBLIGATION TO CONTRIBUTE TO THE AUTHORITY THE PROCEEDS OF AN AD VALOREM PROPERTY TAX LEVY WHICH, TOGETHER WITH ANY OTHER AD VALOREM PROPERTY TAX LEVY IMPOSED BY DISTRICT NO. 1, SHALL NOT EXCEED 40 MILLS FOR THE PURPOSE OF FUNDING THE PROVISION BY THE AUTHORITY OF INFRASTRUCTURE AND AMENITIES IN ACCORDANCE WITH THE ESTABLISHMENT AGREEMENT; AND SHALL ALL AMOUNTS RECEIVED BY THE AUTHORITY UNDER THE ESTABLISHMENT AGREEMENT BE COLLECTED, RETAINED AND SPENT BY THE AUTHORITY AS A VOTER-APPROVED REVENUE CHANGE, WITHOUT REGARD TO ANY SPENDING, REVENUE-RAISING, OR OTHER LIMITATION CONTAINED WITHIN ARTICLE X, SECTION 20 OF THE COLORADO CONSTITUTION, OR ANY OTHER LAW WHICH PURPORTS TO LIMIT THE AUTHORITY'S REVENUES OR EXPENDITURES AS IT CURRENTLY EXISTS OR AS IT MAY BE AMENDED IN THE FUTURE, AND WITHOUT LIMITING IN ANY YEAR THE AMOUNT OF OTHER REVENUES THAT MAY BE COLLECTED, RETAINED AND SPENT BY THE AUTHORITY? YES NO 42- 42- {00189619 DOC/{ 7 BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 BALLOT QUESTION F (Revocation of Prior Remaining Debt Authorization) SHALL ALL OF THE DEBT AUTHORIZATION OF BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 (PREVIOUSLY BEEBE DRAW FARMS METROPOLITAN DISTRICT) APPROVED BY ELIGIBLE ELECTORS OF THE DISTRICT AT ELECTIONS HELD NOVEMBER 2, 1993, NOVEMBER 5, 1996, NOVEMBER 3, 1998 AND NOVEMBER 2, 1999, BUT SOLELY TO THE EXTENT THE SAME REMAINS UNUSED AND OUTSTANDING AS OF THE DATE HEREOF, BE REVOKED AND NO LONGER CONSTITUTE VALID DEBT AUTHORIZATION FOR SUCH DISTRICT, PROVIDED THAT THE EFFECTIVENESS OF SUCH REVOCATION SHALL BE CONTINGENT UPON: (I) THE APPROVAL BY THE DISTRICTS VOTERS, AT THE ELECTION HELD MAY 4, 2010, OF BALLOT ISSUES A THROUGH E, AND (II) THE APPROVAL BY THE VOTERS OF BEEBE DRAW METROPOLITAN DISTRICT NO. 2, AT THE ELECTION HELD MAY 4, 2010, OF ITS BALLOT ISSUES A THROUGH H? YES NO 33 II It is hereby identified and specified that: NUMERIC Total Number of Ballots Issued to Electors 1 2-- Total Number of Ballots Voted: Ballots Returned Undelivered: Spoiled Ballots: I Rejected Ballots: Defective Ballots: O Challenged Ballots: — 0— Provisional Ballots: —69— (00189619 DOC/} 8 Dated this 4th day of May, 2010. figOtc (46'0\7 Election J ge r / Elec ' n ge Election dge (00189619.DOC/) 9 CANVASS BOARD'S CERTIFICATE OF OFFICIAL ABSTRACT OF VOTES CAST FOR THE REGULAR ELECTION HELD MAY 4,2010 BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 COUNTY OF WELD, COLORADO Each of the undersigned members of the Canvass Board of the Beebe Draw Farms Metropolitan District No. 2 certifies that the following is a true and correct abstract of the votes cast, including provisional ballots, if any, at the regular election of the Beebe Draw Farms Metropolitan District No. 2, at which time the eligible electors of the Beebe Draw Farms Metropolitan District No. 2 voted as indicated on the attached Judges' Certificate of Election Returns,and as a result of which the eligible electors elected to office the following Directors: Christine Hethcock 6025 S. Lima Street Four-Year Term Englewood, CO 80111 Thomas A. Burk 5717 Glenstone Lane Four-Year Term Highlands Ranch, CO 80130 Jason A. Monforton 3775 S. Rome Way Four-Year Term Aurora, CO 80018 Paul Joseph Knopinski 4144 Lost Canyon Drive Two-Year Term Loveland, CO 80538 The votes cast(including provisional ballots, if any) for and against each ballot issue and ballot question submitted were as follows: BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 BALLOT ISSUE A (Operations and Maintenance Mill Levy—Ad Valorem Taxes) SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 TAXES BE INCREASED $1,800,000 ANNUALLY (FOR COLLECTION IN CALENDAR YEAR 2011) AND BY SUCH ADDITIONAL AMOUNTS RAISED ANNUALLY THEREAFTER FROM AN AD VALOREM PROPERTY TAX LEVY IMPOSED AT A RATE OF 50 MILLS FOR THE PURPOSES OF PAYING THE DISTRICT'S ADMINISTRATION, OPERATIONS, MAINTENANCE AND ANY OTHER EXPENSES, PROVIDED THAT SUCH MILL LEVY RATE MAY BE ADJUSTED BY THE BOARD OF DIRECTORS TO TAKE INTO ACCOUNT LEGISLATIVE OR CONSTITUTIONALLY IMPOSED ADJUSTMENTS IN ASSESSED VALUES OR THE METHOD OF THEIR CALCULATION OCCURRING AFTER JANUARY 1, 2010, SO THAT, TO THE EXTENT POSSIBLE, THE ACTUAL REVENUES GENERATED BY SUCH MILL LEVY ARE NEITHER DIMINISHED NOR ENHANCED AS A RESULT OF SUCH CHANGES, AND FURTHER PROVIDED THAT SUCH AD VALOREM PROPERTY TAX LEVY TOGETHER WITH ANY OTHER AD VALOREM PROPERTY TAX LEVY IMPOSED BY THE DISTRICT, AND THE AD VALOREM PROPERTY TAX LEVY IMPOSED BY BEEBE DRAW FARMS (00191032.DOC/) METROPOLITAN DISTRICT NO. 1 FOR PAYMENT OF ITS GENERAL OBLIGATION BONDS, SERIES 1998, SHALL NOT EXCEED IN THE AGGREGATE 50 MILLS (AS ADJUSTED FOR LEGISLATIVE OR CONSTITUTIONALLY IMPOSED ADJUSTMENTS IN ASSESSED VALUES OR THE METHOD OF THEIR CALCULATION AS DESCRIBED ABOVE); AND SHALL THE PROCEEDS OF SUCH TAXES AND ANY INVESTMENT INCOME THEREON BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT IN FISCAL YEAR 2011 AND IN EACH FISCAL YEAR THEREAFTER AS A VOTER- APPROVED REVENUE CHANGE WITHOUT REGARD TO ANY SPENDING, REVENUE- RAISING, OR OTHER LIMITATION CONTAINED WITHIN ARTICLE X, SECTION 20 OF THE COLORADO CONSTITUTION, THE LIMITS IMPOSED ON INCREASES IN PROPERTY TAXATION BY SECTION 29-1-301, C.R.S. IN ANY YEAR, OR ANY OTHER LAW WHICH PURPORTS TO LIMIT THE DISTRICT'S REVENUES OR EXPENDITURES AS IT CURRENTLY EXISTS OR AS IT MAY BE AMENDED IN THE FUTURE, ALL WITHOUT LIMITING IN ANY YEAR THE AMOUNT OF OTHER REVENUES THAT MAY BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT? Number of YES votes cast: Five Number of NO votes cast: Zero BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 BALLOT ISSUE B (Street Improvements-Pledge Agreements) SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 DEBT BE INCREASED $44,000,000 WITH A REPAYMENT COST OF $308,000,000, AND SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 TAXES BE INCREASED $50,600,000 ANNUALLY OR SUCH LESSER AMOUNT AS MAY BE NECESSARY FOR THE PAYMENT OF SUCH DEBT AND ANY REFUNDINGS THEREOF (WHICH REFUNDINGS MAY BEAR INTEREST AT AN INTEREST RATE THAT IS EQUAL TO, LOWER OR HIGHER THAN THE INTEREST RATE ON THE REFUNDED DEBT), FOR THE PURPOSE OF: PAYING, LEASING, FINANCING OR REIMBURSING ALL OR ANY PART OF THE COSTS OF DESIGNING, ACQUIRING, CONSTRUCTING, RELOCATING, INSTALLING, COMPLETING AND OTHERWISE PROVIDING, WITHIN OR WITHOUT THE BOUNDARIES OF THE DISTRICT, STREET IMPROVEMENTS, INCLUDING BUT NOT LIMITED TO CURBS, GUTTERS, CULVERTS, AND OTHER DRAINAGE FACILITIES, UNDERGROUND CONDUITS, SIDEWALKS, TRAILS, PUBLIC PARKING LOTS, STRUCTURES AND FACILITIES, PAVING, LIGHTING, GRADING, LANDSCAPING, BIKE PATHS AND PEDESTRIAN WAYS, PEDESTRIAN OVERPASSES, RETAINING WALLS, FENCING, ENTRY MONUMENTATION, STREETSCAPING, BRIDGES, OVERPASSES, UNDERPASSES, INTERCHANGES, MEDIAN ISLANDS, IRRIGATION, AND A SAFETY PROTECTION SYSTEM THROUGH TRAFFIC AND SAFETY CONTROLS AND DEVICES ON STREETS AND HIGHWAYS AND AT RAILROAD CROSSINGS, SIGNALIZATION, SIGNING AND STRIPING, AREA IDENTIFICATION, DRIVER INFORMATION AND DIRECTIONAL ASSISTANCE {00191032.DOC/} SIGNS, TOGETHER WITH ALL NECESSARY, INCIDENTAL, AND APPURTENANT FACILITIES, EQUIPMENT, LAND AND EASEMENTS AND EXTENSIONS OF AND IMPROVEMENTS TO SUCH FACILITIES; SUCH DEBT TO CONSIST OF ONE OR MORE INTERGOVERNMENTAL AGREEMENTS WITH THE BEEBE DRAW FARMS AUTHORITY WHICH INTERGOVERNMENTAL AGREEMENTS WILL CONSTITUTE MULTIPLE FISCAL YEAR FINANCIAL OBLIGATIONS OF THE DISTRICT, SUCH DEBT FOR STREETS TOGETHER WITH ANY OTHER DEBT CONSISTING OF SUCH INTERGOVERNMENTAL AGREEMENTS ENTERED INTO BY THE DISTRICT WITH THE BEEBE DRAW FARMS AUTHORITY FOR THE PURPOSES OF FINANCING WATER IMPROVEMENTS OR PARKS AND RECREATION IMPROVEMENTS NOT TO EXCEED IN THE AGGREGATE $44,000,000, THE TERM OF SUCH DEBT NOT TO EXCEED FORTY YEARS FROM THE DATE OF ISSUANCE THEREOF, SUCH DEBT TO BEAR INTEREST (IF ANY) AT A MAXIMUM NET EFFECTIVE INTEREST RATE NOT TO EXCEED 15.0% PER ANNUM, SUCH INTEREST TO BE PAYABLE AT SUCH TIME OR TIMES, AND WHICH MAY COMPOUND ANNUALLY OR SEMIANNUALLY, AND SUCH DEBT TO MATURE, BE SUBJECT TO REDEMPTION WITH OR WITHOUT PREMIUM, AND BE ISSUED AND SOLD AT, ABOVE OR BELOW PAR, SUCH DEBT TO BE ISSUED OR INCURRED AT ONE TIME OR FROM TIME TO TIME, TO BE PAID FROM ANY LEGALLY AVAILABLE REVENUES OF THE DISTRICT, INCLUDING THE PROCEEDS OF AD VALOREM PROPERTY TAXES, WHICH REVENUES SHALL BE ASSIGNABLE BY THE AUTHORITY FOR THE PAYMENT OF OBLIGATIONS FUNDING STREET IMPROVEMENTS; SUCH TAXES TO CONSIST OF AN AD VALOREM MILL LEVY IMPOSED ON ALL TAXABLE PROPERTY OF THE DISTRICT IN AMOUNTS SUFFICIENT TO PRODUCE THE ANNUAL INCREASE SET FORTH ABOVE OR SUCH LESSER AMOUNT AS MAY BE NECESSARY, BUT NOT TO EXCEED, IN ANY TAX LEVY YEAR, 50 MILLS (SUBJECT TO ADJUSTMENT AS DESCRIBED BELOW) LESS (A) THE NUMBER OF MILLS REQUIRED TO BE IMPOSED IN SUCH TAX LEVY YEAR TO PAY THE DISTRICT'S ADMINISTRATION AND OPERATIONS AND MAINTENANCE EXPENSES IN ACCORDANCE WITH THE BEEBE DRAW FARMS AUTHORITY ESTABLISHMENT AGREEMENT, AND LESS (B) THE NUMBER OF MILLS REQUIRED TO BE IMPOSED IN SUCH TAX LEVY YEAR BY THE BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 TO PAY SUCH DISTRICT'S OUTSTANDING GENERAL OBLIGATION BONDS, SERIES 1998, PROVIDED THAT SUCH 50 MILL MAXIMUM LEVY RATE MAY BE ADJUSTED BY THE BOARD OF DIRECTORS TO TAKE INTO ACCOUNT LEGISLATIVE OR CONSTITUTIONALLY IMPOSED ADJUSTMENTS IN ASSESSED VALUES OR THE METHOD OF THEIR CALCULATION OCCURRING AFTER JANUARY 1, 2010, SO THAT, TO THE EXTENT POSSIBLE, THE ACTUAL REVENUES GENERATED BY SUCH MILL LEVY ARE NEITHER DIMINISHED NOR ENHANCED AS A RESULT OF SUCH CHANGES; SUCH TAXES TO BE USED FOR THE PURPOSE OF PAYING THE PRINCIPAL OF, PREMIUM IF ANY, AND INTEREST ON SUCH DEBT; ALL OF THE ABOVE CONCERNING SUCH DEBT AND SUCH TAXES AS MAY BE DETERMINED BY THE DISTRICT BOARD OF DIRECTORS; {00191032.DOC I) AND SHALL THE PROCEEDS OF ANY SUCH DEBT AND THE REVENUE FROM SUCH TAXES, ANY OTHER REVENUE USED TO PAY SUCH DEBT, AND INVESTMENT EARNINGS THEREON, BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT AS A VOTER-APPROVED REVENUE CHANGE, WITHOUT REGARD TO ANY SPENDING, REVENUE-RAISING, OR OTHER LIMITATION CONTAINED WITHIN ARTICLE X, SECTION 20 OF THE COLORADO CONSTITUTION, OR ANY OTHER LAW WHICH PURPORTS TO LIMIT THE DISTRICT'S REVENUES OR EXPENDITURES AS IT CURRENTLY EXISTS OR AS IT MAY BE AMENDED IN THE FUTURE, AND WITHOUT LIMITING IN ANY YEAR THE AMOUNT OF OTHER REVENUES THAT MAY BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT? Number of YES votes cast: Five Number of NO votes cast: Zero BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 BALLOT ISSUE C (Parks and Recreation Improvements-Pledge Agreements) SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 DEBT BE INCREASED $44,000,000 WITH A REPAYMENT COST OF $308,000,000, AND SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 TAXES BE INCREASED $50,600,000 ANNUALLY OR SUCH LESSER AMOUNT AS MAY BE NECESSARY FOR THE PAYMENT OF SUCH DEBT AND ANY REFUNDINGS THEREOF (WHICH REFUNDINGS MAY BEAR INTEREST AT AN INTEREST RATE THAT IS EQUAL TO, LOWER OR HIGHER THAN THE INTEREST RATE ON THE REFUNDED DEBT), FOR THE PURPOSE OF: PAYING, LEASING, FINANCING OR REIMBURSING ALL OR ANY PART OF THE COSTS OF DESIGNING, ACQUIRING, CONSTRUCTING, RELOCATING, INSTALLING, COMPLETING AND OTHERWISE PROVIDING, WITHIN OR WITHOUT THE BOUNDARIES OF THE DISTRICT, PARKS AND RECREATION FACILITIES, IMPROVEMENTS AND PROGRAMS, INCLUDING BUT NOT LIMITED TO COMMUNITY PARKS, BIKE PATHS AND PEDESTRIAN WAYS, FENCING, TRAILS, REGIONAL TRAILS, FIELDS, TOT LOTS, OPEN SPACE, CULTURAL ACTIVITIES, COMMON AREAS, COMMUNITY RECREATION CENTERS, TENNIS COURTS, EQUESTRIAN FACILITIES, OUTDOOR LIGHTING, EVENT FACILITIES, IRRIGATION FACILITIES, LAKES, WATER BODIES, SWIMMING POOLS, PUBLIC FOUNTAINS AND SCULPTURES, ART, GARDENS, LANDSCAPING, WEED CONTROL, AND OTHER ACTIVE AND PASSIVE RECREATIONAL FACILITIES, IMPROVEMENTS AND PROGRAMS, TOGETHER WITH ALL NECESSARY, INCIDENTAL, AND APPURTENANT FACILITIES, EQUIPMENT, LAND, EASEMENTS AND EXTENSIONS OF AND IMPROVEMENTS TO SUCH FACILITIES; SUCH DEBT TO CONSIST OF ONE OR MORE INTERGOVERNMENTAL AGREEMENTS WITH THE BEEBE DRAW FARMS AUTHORITY WHICH INTERGOVERNMENTAL AGREEMENTS WILL CONSTITUTE MULTIPLE FISCAL YEAR FINANCIAL {00191032.DOC/} OBLIGATIONS OF THE DISTRICT, SUCH DEBT FOR STREETS TOGETHER WITH ANY OTHER DEBT CONSISTING OF SUCH INTERGOVERNMENTAL AGREEMENTS ENTERED INTO BY THE DISTRICT WITH THE BEEBE DRAW FARMS AUTHORITY FOR THE PURPOSES OF FINANCING WATER IMPROVEMENTS OR STREET IMPROVEMENTS NOT TO EXCEED IN THE AGGREGATE $44,000,000, THE TERM OF SUCH DEBT NOT TO EXCEED FORTY YEARS FROM THE DATE OF ISSUANCE THEREOF, SUCH DEBT TO BEAR INTEREST (IF ANY) AT A MAXIMUM NET EFFECTIVE INTEREST RATE NOT TO EXCEED 15.0% PER ANNUM, SUCH INTEREST TO BE PAYABLE AT SUCH TIME OR TIMES, AND WHICH MAY COMPOUND ANNUALLY OR SEMIANNUALLY, AND SUCH DEBT TO MATURE, BE SUBJECT TO REDEMPTION WITH OR WITHOUT PREMIUM, AND BE ISSUED AND SOLD AT, ABOVE OR BELOW PAR, SUCH DEBT TO BE ISSUED OR INCURRED AT ONE TIME OR FROM TIME TO TIME, TO BE PAID FROM ANY LEGALLY AVAILABLE REVENUES OF THE DISTRICT, INCLUDING THE PROCEEDS OF AD VALOREM PROPERTY TAXES, WHICH REVENUES TO THE EXTENT PAYABLE UNDER INTERGOVERNMENTAL AGREEMENTS SHALL BE ASSIGNABLE BY THE AUTHORITY FOR THE PAYMENT OF OBLIGATIONS FUNDING PARKS AND RECREATION IMPROVEMENTS; SUCH TAXES TO CONSIST OF AN AD VALOREM MILL LEVY IMPOSED ON ALL TAXABLE PROPERTY OF THE DISTRICT IN AMOUNTS SUFFICIENT TO PRODUCE THE ANNUAL INCREASE SET FORTH ABOVE OR SUCH LESSER AMOUNT AS MAY BE NECESSARY, BUT NOT TO EXCEED, IN ANY TAX LEVY YEAR, 50 MILLS (SUBJECT TO ADJUSTMENT AS DESCRIBED BELOW) LESS (A) THE NUMBER OF MILLS REQUIRED TO BE IMPOSED IN SUCH TAX LEVY YEAR TO PAY THE DISTRICT'S ADMINISTRATION AND OPERATIONS AND MAINTENANCE EXPENSES IN ACCORDANCE WITH THE BEEBE DRAW FARMS AUTHORITY ESTABLISHMENT AGREEMENT, AND LESS (B) THE NUMBER OF MILLS REQUIRED TO BE IMPOSED IN SUCH TAX LEVY YEAR BY THE BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 TO PAY SUCH DISTRICT'S OUTSTANDING GENERAL OBLIGATION BONDS, SERIES 1998, PROVIDED THAT SUCH 50 MILL MAXIMUM LEVY RATE MAY BE ADJUSTED BY THE BOARD OF DIRECTORS TO TAKE INTO ACCOUNT LEGISLATIVE OR CONSTITUTIONALLY IMPOSED ADJUSTMENTS IN ASSESSED VALUES OR THE METHOD OF THEIR CALCULATION OCCURRING AFTER JANUARY 1, 2010, SO THAT, TO THE EXTENT POSSIBLE, THE ACTUAL REVENUES GENERATED BY SUCH MILL LEVY ARE NEITHER DIMINISHED NOR ENHANCED AS A RESULT OF SUCH CHANGES; SUCH TAXES TO BE USED FOR THE PURPOSE OF PAYING THE PRINCIPAL OF, PREMIUM IF ANY, AND INTEREST ON SUCH DEBT; ALL OF THE ABOVE CONCERNING SUCH DEBT AND SUCH TAXES AS MAY BE DETERMINED BY THE DISTRICT BOARD OF DIRECTORS; AND SHALL THE PROCEEDS OF ANY SUCH DEBT AND THE REVENUE FROM SUCH TAXES, ANY OTHER REVENUE USED TO PAY SUCH DEBT, AND INVESTMENT EARNINGS THEREON, BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT AS A VOTER-APPROVED REVENUE CHANGE, WITHOUT REGARD TO ANY SPENDING, REVENUE-RAISING, OR OTHER LIMITATION CONTAINED WITHIN ARTICLE X, SECTION 20 OF THE COLORADO CONSTITUTION, OR ANY OTHER LAW (00191032.DOC I) WHICH PURPORTS TO LIMIT THE DISTRICT'S REVENUES OR EXPENDITURES AS IT CURRENTLY EXISTS OR AS IT MAY BE AMENDED IN THE FUTURE, AND WITHOUT LIMITING IN ANY YEAR THE AMOUNT OF OTHER REVENUES THAT MAY BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT? Number of YES votes cast: Five Number of NO votes cast: Zero BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 BALLOT ISSUE D (Water Improvements-Pledge Agreements) SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 DEBT BE INCREASED $44,000,000 WITH A REPAYMENT COST OF $308,000,000, AND SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 TAXES BE INCREASED $50,600,000 ANNUALLY OR SUCH LESSER AMOUNT AS MAY BE NECESSARY FOR THE PAYMENT OF SUCH DEBT AND ANY REFUNDINGS THEREOF (WHICH REFUNDINGS MAY BEAR INTEREST AT AN INTEREST RATE THAT IS EQUAL TO, LOWER OR HIGHER THAN THE INTEREST RATE ON THE REFUNDED DEBT), FOR THE PURPOSE OF: PAYING, LEASING, FINANCING OR REIMBURSING ALL OR ANY PART OF THE COSTS OF DESIGNING, ACQUIRING, CONSTRUCTING, RELOCATING, INSTALLING, COMPLETING AND OTHERWISE PROVIDING, WITHIN OR WITHOUT THE BOUNDARIES OF THE DISTRICT, A POTABLE AND NON- POTABLE WATER SUPPLY, STORAGE, TRANSMISSION AND DISTRIBUTION SYSTEM FOR DOMESTIC AND OTHER PUBLIC AND PRIVATE PURPOSES BY ANY AVAILABLE MEANS, AND TO PROVIDE ALL NECESSARY OR PROPER TREATMENT WORKS AND FACILITIES, EQUIPMENT, AND APPURTENANCES INCIDENT THERETO, INCLUDING BUT NOT LIMITED TO WELLS, WATER PUMPS, WATER LINES, WATER FEATURES, PURIFICATION PLANTS, PUMP STATIONS, TRANSMISSION LINES, DISTRIBUTION MAINS AND LATERALS, FIRE HYDRANTS, METERS, WATER TAPS, IRRIGATION FACILITIES, CANALS, DITCHES, WATER RIGHTS, FLUMES, PARTIAL FLUMES, HEADGATES, DROP STRUCTURES, STORAGE RESERVOIRS AND FACILITIES, TOGETHER WITH ALL NECESSARY, INCIDENTAL AND APPURTENANT FACILITIES, EQUIPMENT, LAND, EASEMENTS, AND EXTENSIONS OF AND IMPROVEMENTS TO SUCH FACILITIES; SUCH DEBT TO CONSIST OF ONE OR MORE INTERGOVERNMENTAL AGREEMENTS WITH THE BEEBE DRAW FARMS AUTHORITY WHICH INTERGOVERNMENTAL AGREEMENTS WILL CONSTITUTE MULTIPLE FISCAL YEAR FINANCIAL OBLIGATIONS OF THE DISTRICT, SUCH DEBT FOR STREETS TOGETHER WITH ANY OTHER DEBT CONSISTING OF SUCH INTERGOVERNMENTAL AGREEMENTS ENTERED INTO BY THE DISTRICT WITH THE BEEBE DRAW FARMS AUTHORITY FOR THE PURPOSES OF FINANCING PARKS AND RECREATION IMPROVEMENTS OR STREET IMPROVEMENTS NOT TO EXCEED IN THE AGGREGATE $44,000,000, THE TERM OF SUCH DEBT NOT TO EXCEED FORTY YEARS FROM THE DATE OF {00191032.DOC/{ ISSUANCE THEREOF, SUCH DEBT TO BEAR INTEREST (IF ANY) AT A MAXIMUM NET EFFECTIVE INTEREST RATE NOT TO EXCEED 15.0% PER ANNUM, SUCH INTEREST TO BE PAYABLE AT SUCH TIME OR TIMES, AND WHICH MAY COMPOUND ANNUALLY OR SEMIANNUALLY, AND SUCH DEBT TO MATURE, BE SUBJECT TO REDEMPTION WITH OR WITHOUT PREMIUM, AND BE ISSUED AND SOLD AT, ABOVE OR BELOW PAR, SUCH DEBT TO BE ISSUED OR INCURRED AT ONE TIME OR FROM TIME TO TIME, TO BE PAID FROM ANY LEGALLY AVAILABLE REVENUES OF THE DISTRICT, INCLUDING THE PROCEEDS OF AD VALOREM PROPERTY TAXES, WHICH REVENUES TO THE EXTENT PAYABLE UNDER INTERGOVERNMENTAL AGREEMENTS SHALL BE ASSIGNABLE BY THE AUTHORITY FOR THE PAYMENT OF OBLIGATIONS FUNDING WATER IMPROVEMENTS; SUCH TAXES TO CONSIST OF AN AD VALOREM MILL LEVY IMPOSED ON ALL TAXABLE PROPERTY OF THE DISTRICT IN AMOUNTS SUFFICIENT TO PRODUCE THE ANNUAL INCREASE SET FORTH ABOVE OR SUCH LESSER AMOUNT AS MAY BE NECESSARY, BUT NOT TO EXCEED, IN ANY TAX LEVY YEAR, 50 MILLS (SUBJECT TO ADJUSTMENT AS DESCRIBED BELOW) LESS (A) THE NUMBER OF MILLS REQUIRED TO BE IMPOSED IN SUCH TAX LEVY YEAR TO PAY THE DISTRICT'S ADMINISTRATION AND OPERATIONS AND MAINTENANCE EXPENSES IN ACCORDANCE WITH THE BEEBE DRAW FARMS AUTHORITY ESTABLISHMENT AGREEMENT, AND LESS (B) THE NUMBER OF MILLS REQUIRED TO BE IMPOSED IN SUCH TAX LEVY YEAR BY THE BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 TO PAY SUCH DISTRICT'S OUTSTANDING GENERAL OBLIGATION BONDS, SERIES 1998, PROVIDED THAT SUCH 50 MILL MAXIMUM LEVY RATE MAY BE ADJUSTED BY THE BOARD OF DIRECTORS TO TAKE INTO ACCOUNT LEGISLATIVE OR CONSTITUTIONALLY IMPOSED ADJUSTMENTS IN ASSESSED VALUES OR THE METHOD OF THEIR CALCULATION OCCURRING AFTER JANUARY 1, 2010, SO THAT, TO THE EXTENT POSSIBLE, THE ACTUAL REVENUES GENERATED BY SUCH MILL LEVY ARE NEITHER DIMINISHED NOR ENHANCED AS A RESULT OF SUCH CHANGES; SUCH TAXES TO BE USED FOR THE PURPOSE OF PAYING THE PRINCIPAL OF, PREMIUM IF ANY, AND INTEREST ON SUCH DEBT; ALL OF THE ABOVE CONCERNING SUCH DEBT AND SUCH TAXES AS MAY BE DETERMINED BY THE DISTRICT BOARD OF DIRECTORS; AND SHALL THE PROCEEDS OF ANY SUCH DEBT AND THE REVENUE FROM SUCH TAXES, ANY OTHER REVENUE USED TO PAY SUCH DEBT, AND INVESTMENT EARNINGS THEREON, BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT AS A VOTER-APPROVED REVENUE CHANGE, WITHOUT REGARD TO ANY SPENDING, REVENUE-RAISING, OR OTHER LIMITATION CONTAINED WITHIN ARTICLE X, SECTION 20 OF THE COLORADO CONSTITUTION, OR ANY OTHER LAW WHICH PURPORTS TO LIMIT THE DISTRICT'S REVENUES OR EXPENDITURES AS IT CURRENTLY EXISTS OR AS IT MAY BE AMENDED IN THE FUTURE, AND WITHOUT {00191032.DOC/} LIMITING IN ANY YEAR THE AMOUNT OF OTHER REVENUES THAT MAY BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT? Number of YES votes cast: Five Number of NO votes cast: Zero BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 BALLOT ISSUE E (Street Improvements-Bonds) SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 DEBT BE INCREASED $44,000,000 WITH A REPAYMENT COST OF $308,000,000, AND SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 TAXES BE INCREASED $50,600,000 ANNUALLY OR SUCH LESSER AMOUNT AS MAY BE NECESSARY FOR THE PAYMENT OF SUCH DEBT AND ANY REFUNDINGS THEREOF (WHICH REFUNDINGS MAY BEAR INTEREST AT AN INTEREST RATE THAT IS EQUAL TO, LOWER OR HIGHER THAN THE INTEREST RATE ON THE REFUNDED DEBT), FOR THE PURPOSE OF: PAYING, LEASING, FINANCING OR REIMBURSING ALL OR ANY PART OF THE COSTS OF DESIGNING, ACQUIRING, CONSTRUCTING, RELOCATING, INSTALLING, COMPLETING AND OTHERWISE PROVIDING, WITHIN OR WITHOUT THE BOUNDARIES OF THE DISTRICT, STREET IMPROVEMENTS, INCLUDING BUT NOT LIMITED TO CURBS, GUTTERS, CULVERTS, AND OTHER DRAINAGE FACILITIES, UNDERGROUND CONDUITS, SIDEWALKS, TRAILS, PUBLIC PARKING LOTS, STRUCTURES AND FACILITIES, PAVING, LIGHTING, GRADING, LANDSCAPING, BIKE PATHS AND PEDESTRIAN WAYS, PEDESTRIAN OVERPASSES, RETAINING WALLS, FENCING, ENTRY MONUMENTATION, STREETSCAPING, BRIDGES, OVERPASSES, UNDERPASSES, INTERCHANGES, MEDIAN ISLANDS, IRRIGATION, AND A SAFETY PROTECTION SYSTEM THROUGH TRAFFIC AND SAFETY CONTROLS AND DEVICES ON STREETS AND HIGHWAYS AND AT RAILROAD CROSSINGS, SIGNALIZATION, SIGNING AND STRIPING, AREA IDENTIFICATION, DRIVER INFORMATION AND DIRECTIONAL ASSISTANCE SIGNS, TOGETHER WITH ALL NECESSARY, INCIDENTAL, AND APPURTENANT FACILITIES, EQUIPMENT, LAND AND EASEMENTS AND EXTENSIONS OF AND IMPROVEMENTS TO SUCH FACILITIES; SUCH DEBT TO CONSIST OF REVENUE BONDS PAYABLE FROM AN ASSIGNMENT OF REVENUES PLEDGED UNDER INTERGOVERNMENTAL AGREEMENTS BETWEEN THE DISTRICT AND BEEBE DRAW FARMS AUTHORITY AND AN INTERGOVERNMENTAL AGREEMENT BETWEEN THE BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 AND THE BEEBE DRAW FARMS AUTHORITY AND ANY OTHER LEGALLY AVAILABLE REVENUES OF THE DISTRICT, SUCH DEBT FOR STREETS TOGETHER WITH ANY OTHER DEBT CONSISTING OF REVENUE BONDS ISSUED BY THE DISTRICT FOR THE PURPOSES OF FINANCING WATER IMPROVEMENTS OR PARKS AND RECREATION IMPROVEMENTS NOT TO EXCEED {00191032.DOC/{ IN THE AGGREGATE $44,000,000, THE TERM OF SUCH DEBT NOT TO EXCEED FORTY YEARS FROM THE DATE OF ISSUANCE THEREOF, SUCH DEBT TO BEAR INTEREST (IF ANY) AT A MAXIMUM NET EFFECTIVE INTEREST RATE NOT TO EXCEED 15.0% PER ANNUM, SUCH INTEREST TO BE PAYABLE AT SUCH TIME OR TIMES, AND WHICH MAY COMPOUND ANNUALLY OR SEMIANNUALLY, AND SUCH DEBT TO MATURE, BE SUBJECT TO REDEMPTION WITH OR WITHOUT PREMIUM, AND BE ISSUED AND SOLD AT, ABOVE OR BELOW PAR, SUCH DEBT TO BE ISSUED OR INCURRED AT ONE TIME OR FROM TIME TO TIME, TO BE PAID FROM ANY LEGALLY AVAILABLE REVENUES OF THE DISTRICT, INCLUDING THE PROCEEDS OF AD VALOREM PROPERTY TAXES, WHICH REVENUES SHALL BE ASSIGNABLE BY THE AUTHORITY FOR THE PAYMENT OF OBLIGATIONS FUNDING STREET IMPROVEMENTS; SUCH TAXES TO CONSIST OF AN AD VALOREM MILL LEVY IMPOSED ON ALL TAXABLE PROPERTY OF THE DISTRICT IN AMOUNTS SUFFICIENT TO PRODUCE THE ANNUAL INCREASE SET FORTH ABOVE OR SUCH LESSER AMOUNT AS MAY BE NECESSARY, BUT NOT TO EXCEED, IN ANY TAX LEVY YEAR, 50 MILLS (SUBJECT TO ADJUSTMENT AS DESCRIBED BELOW) LESS (A) THE NUMBER OF MILLS REQUIRED TO BE IMPOSED IN SUCH TAX LEVY YEAR TO PAY THE DISTRICT'S ADMINISTRATION AND OPERATIONS AND MAINTENANCE EXPENSES IN ACCORDANCE WITH THE BEEBE DRAW FARMS AUTHORITY ESTABLISHMENT AGREEMENT, AND LESS (B) THE NUMBER OF MILLS REQUIRED TO BE IMPOSED IN SUCH TAX LEVY YEAR BY THE BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 TO PAY SUCH DISTRICT'S OUTSTANDING GENERAL OBLIGATION BONDS, SERIES 1998, PROVIDED THAT SUCH 50 MILL MAXIMUM LEVY RATE MAY BE ADJUSTED BY THE BOARD OF DIRECTORS TO TAKE INTO ACCOUNT LEGISLATIVE OR CONSTITUTIONALLY IMPOSED ADJUSTMENTS IN ASSESSED VALUES OR THE METHOD OF THEIR CALCULATION OCCURRING AFTER JANUARY 1, 2010, SO THAT, TO THE EXTENT POSSIBLE, THE ACTUAL REVENUES GENERATED BY SUCH MILL LEVY ARE NEITHER DIMINISHED NOR ENHANCED AS A RESULT OF SUCH CHANGES; SUCH TAXES TO BE USED FOR THE PURPOSE OF PAYING THE PRINCIPAL OF, PREMIUM IF ANY, AND INTEREST ON SUCH DEBT; ALL OF THE ABOVE CONCERNING SUCH DEBT AND SUCH TAXES AS MAY BE DETERMINED BY THE DISTRICT BOARD OF DIRECTORS; AND SHALL THE PROCEEDS OF ANY SUCH DEBT AND THE REVENUE FROM SUCH TAXES, ANY OTHER REVENUE USED TO PAY SUCH DEBT, AND INVESTMENT EARNINGS THEREON, BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT AS A VOTER-APPROVED REVENUE CHANGE, WITHOUT REGARD TO ANY SPENDING, REVENUE-RAISING, OR OTHER LIMITATION CONTAINED WITHIN ARTICLE X, SECTION 20 OF THE COLORADO CONSTITUTION, OR ANY OTHER LAW WHICH PURPORTS TO LIMIT THE DISTRICT'S REVENUES OR EXPENDITURES AS IT CURRENTLY EXISTS OR AS IT MAY BE AMENDED IN THE FUTURE, AND WITHOUT (00191032.DOC/) LIMITING IN ANY YEAR THE AMOUNT OF OTHER REVENUES THAT MAY BE COLLECTED,RETAINED AND SPENT BY THE DISTRICT? Number of YES votes cast: Five Number of NO votes cast: Zero BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 BALLOT ISSUE F (Parks and Recreation Improvements-Bonds) SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 DEBT BE INCREASED $44,000,000 WITH A REPAYMENT COST OF $308,000,000, AND SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 TAXES BE INCREASED $50,600,000 ANNUALLY OR SUCH LESSER AMOUNT AS MAY BE NECESSARY FOR THE PAYMENT OF SUCH DEBT AND ANY REFUNDINGS THEREOF (WHICH REFUNDINGS MAY BEAR INTEREST AT AN INTEREST RATE THAT IS EQUAL TO, LOWER OR HIGHER THAN THE INTEREST RATE ON THE REFUNDED DEBT), FOR THE PURPOSE OF: PAYING, LEASING, FINANCING OR REIMBURSING ALL OR ANY PART OF THE COSTS OF DESIGNING, ACQUIRING, CONSTRUCTING, RELOCATING, INSTALLING, COMPLETING AND OTHERWISE PROVIDING, WITHIN OR WITHOUT THE BOUNDARIES OF THE DISTRICT, PARKS AND RECREATION FACILITIES, IMPROVEMENTS AND PROGRAMS, INCLUDING BUT NOT LIMITED TO COMMUNITY PARKS, BIKE PATHS AND PEDESTRIAN WAYS, FENCING, TRAILS, REGIONAL TRAILS, FIELDS, TOT LOTS, OPEN SPACE, CULTURAL ACTIVITIES, COMMON AREAS, COMMUNITY RECREATION CENTERS, TENNIS COURTS, EQUESTRIAN FACILITIES, OUTDOOR LIGHTING, EVENT FACILITIES, IRRIGATION FACILITIES, LAKES, WATER BODIES, SWIMMING POOLS, PUBLIC FOUNTAINS AND SCULPTURES, ART, GARDENS, LANDSCAPING, WEED CONTROL, AND OTHER ACTIVE AND PASSIVE RECREATIONAL FACILITIES, IMPROVEMENTS AND PROGRAMS, TOGETHER WITH ALL NECESSARY, INCIDENTAL, AND APPURTENANT FACILITIES, EQUIPMENT, LAND, EASEMENTS AND EXTENSIONS OF AND IMPROVEMENTS TO SUCH FACILITIES; SUCH DEBT TO CONSIST OF REVENUE BONDS PAYABLE FROM AN ASSIGNMENT OF REVENUES PLEDGED UNDER INTERGOVERNMENTAL AGREEMENTS BETWEEN THE DISTRICT AND BEEBE DRAW FARMS AUTHORITY AND AN INTERGOVERNMENTAL AGREEMENT BETWEEN THE BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 AND THE BEEBE DRAW FARMS AUTHORITY AND ANY OTHER LEGALLY AVAILABLE REVENUES OF THE DISTRICT, SUCH DEBT FOR STREETS TOGETHER WITH ANY OTHER DEBT CONSISTING OF REVENUE BONDS ISSUED BY THE DISTRICT FOR THE PURPOSES OF FINANCING WATER IMPROVEMENTS OR STREET IMPROVEMENTS NOT TO EXCEED IN THE AGGREGATE $44,000,000, THE TERM OF SUCH DEBT NOT TO EXCEED FORTY YEARS FROM THE DATE OF ISSUANCE THEREOF, SUCH DEBT TO BEAR INTEREST {00191032.DOC/f (IF ANY) AT A MAXIMUM NET EFFECTIVE INTEREST RATE NOT TO EXCEED 15.0% PER ANNUM, SUCH INTEREST TO BE PAYABLE AT SUCH TIME OR TIMES, AND WHICH MAY COMPOUND ANNUALLY OR SEMIANNUALLY, AND SUCH DEBT TO MATURE, BE SUBJECT TO REDEMPTION WITH OR WITHOUT PREMIUM, AND BE ISSUED AND SOLD AT, ABOVE OR BELOW PAR, SUCH DEBT TO BE ISSUED OR INCURRED AT ONE TIME OR FROM TIME TO TIME, TO BE PAID FROM ANY LEGALLY AVAILABLE REVENUES OF THE DISTRICT, INCLUDING THE PROCEEDS OF AD VALOREM PROPERTY TAXES, WHICH REVENUES TO THE EXTENT PAYABLE UNDER INTERGOVERNMENTAL AGREEMENTS SHALL BE ASSIGNABLE BY THE AUTHORITY FOR THE PAYMENT OF OBLIGATIONS FUNDING PARKS AND RECREATION IMPROVEMENTS; SUCH TAXES TO CONSIST OF AN AD VALOREM MILL LEVY IMPOSED ON ALL TAXABLE PROPERTY OF THE DISTRICT IN AMOUNTS SUFFICIENT TO PRODUCE THE ANNUAL INCREASE SET FORTH ABOVE OR SUCH LESSER AMOUNT AS MAY BE NECESSARY, BUT NOT TO EXCEED, IN ANY TAX LEVY YEAR, 50 MILLS (SUBJECT TO ADJUSTMENT AS DESCRIBED. BELOW) LESS (A) THE NUMBER OF MILLS REQUIRED TO BE IMPOSED IN SUCH TAX LEVY YEAR TO PAY THE DISTRICT'S ADMINISTRATION AND OPERATIONS AND MAINTENANCE EXPENSES IN ACCORDANCE WITH THE BEEBE DRAW FARMS AUTHORITY ESTABLISHMENT AGREEMENT, AND LESS (B) THE NUMBER OF MILLS REQUIRED TO BE IMPOSED IN SUCH TAX LEVY YEAR BY THE BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 TO PAY SUCH DISTRICT'S OUTSTANDING GENERAL OBLIGATION BONDS, SERIES 1998, PROVIDED THAT SUCH 50 MILL MAXIMUM LEVY RATE MAY BE ADJUSTED BY THE BOARD OF DIRECTORS TO TAKE INTO ACCOUNT LEGISLATIVE OR CONSTITUTIONALLY IMPOSED ADJUSTMENTS IN ASSESSED VALUES OR THE METHOD OF THEIR CALCULATION OCCURRING AFTER JANUARY 1, 2010, SO THAT, TO THE EXTENT POSSIBLE, THE ACTUAL REVENUES GENERATED BY SUCH MILL LEVY ARE NEITHER DIMINISHED NOR ENHANCED AS A RESULT OF SUCH CHANGES; SUCH TAXES TO BE USED FOR THE PURPOSE OF PAYING THE PRINCIPAL OF, PREMIUM IF ANY, AND INTEREST ON SUCH DEBT; ALL OF THE ABOVE CONCERNING SUCH DEBT AND SUCH TAXES AS MAY BE DETERMINED BY THE DISTRICT BOARD OF DIRECTORS; AND SHALL THE PROCEEDS OF ANY SUCH DEBT AND THE REVENUE FROM SUCH TAXES, ANY OTHER REVENUE USED TO PAY SUCH DEBT, AND INVESTMENT EARNINGS THEREON, BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT AS A VOTER-APPROVED REVENUE CHANGE, WITHOUT REGARD TO ANY SPENDING, REVENUE-RAISING, OR OTHER LIMITATION CONTAINED WITHIN ARTICLE X, SECTION 20 OF THE COLORADO CONSTITUTION, OR ANY OTHER LAW WHICH PURPORTS TO LIMIT THE DISTRICT'S REVENUES OR EXPENDITURES AS IT CURRENTLY EXISTS OR AS IT MAY BE AMENDED IN THE FUTURE, AND WITHOUT {00191032.DOC I) LIMITING IN ANY YEAR THE AMOUNT OF OTHER REVENUES THAT MAY BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT? Number of YES votes cast: Five Number of NO votes cast: Zero BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 BALLOT ISSUE G (Water Improvements-Bonds) SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 DEBT BE INCREASED $44,000,000 WITH A REPAYMENT COST OF $308,000,000, AND SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 TAXES BE INCREASED $50,600,000 ANNUALLY OR SUCH LESSER AMOUNT AS MAY BE NECESSARY FOR THE PAYMENT OF SUCH DEBT AND ANY REFUNDINGS THEREOF (WHICH REFUNDINGS MAY BEAR INTEREST AT AN INTEREST RATE THAT IS EQUAL TO, LOWER OR HIGHER THAN THE INTEREST RATE ON THE REFUNDED DEBT), FOR THE PURPOSE OF: PAYING, LEASING, FINANCING OR REIMBURSING ALL OR ANY PART OF THE COSTS OF DESIGNING, ACQUIRING, CONSTRUCTING, RELOCATING, INSTALLING, COMPLETING AND OTHERWISE PROVIDING, WITHIN OR WITHOUT THE BOUNDARIES OF THE DISTRICT, A POTABLE AND NON- POTABLE WATER SUPPLY, STORAGE, TRANSMISSION AND DISTRIBUTION SYSTEM FOR DOMESTIC AND OTHER PUBLIC AND PRIVATE PURPOSES BY ANY AVAILABLE MEANS, AND TO PROVIDE ALL NECESSARY OR PROPER TREATMENT WORKS AND FACILITIES, EQUIPMENT, AND APPURTENANCES INCIDENT THERETO, INCLUDING BUT NOT LIMITED TO WELLS, WATER PUMPS, WATER LINES, WATER FEATURES, PURIFICATION PLANTS, PUMP STATIONS, TRANSMISSION LINES, DISTRIBUTION MAINS AND LATERALS, FIRE HYDRANTS, METERS, WATER TAPS, IRRIGATION FACILITIES, CANALS, DITCHES, WATER RIGHTS, FLUMES, PARTIAL FLUMES, HEADGATES, DROP STRUCTURES, STORAGE RESERVOIRS AND FACILITIES, TOGETHER WITH ALL NECESSARY, INCIDENTAL AND APPURTENANT FACILITIES, EQUIPMENT, LAND, EASEMENTS, AND EXTENSIONS OF AND IMPROVEMENTS TO SUCH FACILITIES; SUCH DEBT TO CONSIST OF REVENUE BONDS PAYABLE FROM AN ASSIGNMENT OF REVENUES PLEDGED UNDER INTERGOVERNMENTAL AGREEMENTS BETWEEN THE DISTRICT AND BEEBE DRAW FARMS AUTHORITY AND AN INTERGOVERNMENTAL AGREEMENT BETWEEN THE BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. I AND THE BEEBE DRAW FARMS AUTHORITY AND ANY OTHER LEGALLY AVAILABLE REVENUES OF THE DISTRICT, SUCH DEBT FOR STREETS TOGETHER WITH ANY OTHER DEBT CONSISTING OF REVENUE BONDS ISSUED BY THE DISTRICT WITH FOR THE PURPOSES OF FINANCING PARKS AND RECREATION IMPROVEMENTS OR STREET IMPROVEMENTS NOT TO EXCEED IN THE AGGREGATE $44,000,000, THE TERM OF SUCH DEBT NOT TO EXCEED FORTY (00191032.DOC/( YEARS FROM THE DATE OF ISSUANCE THEREOF, SUCH DEBT TO BEAR INTEREST (IF ANY) AT A MAXIMUM NET EFFECTIVE INTEREST RATE NOT TO EXCEED 15.0% PER ANNUM, SUCH INTEREST TO BE PAYABLE AT SUCH TIME OR TIMES, AND WHICH MAY COMPOUND ANNUALLY OR SEMIANNUALLY, AND SUCH DEBT TO MATURE, BE SUBJECT TO REDEMPTION WITH OR WITHOUT PREMIUM, AND BE ISSUED AND SOLD AT, ABOVE OR BELOW PAR, SUCH DEBT TO BE ISSUED OR INCURRED AT ONE TIME OR FROM TIME TO TIME, TO BE PAID FROM ANY LEGALLY AVAILABLE REVENUES OF THE DISTRICT, INCLUDING THE PROCEEDS OF AD VALOREM PROPERTY TAXES, WHICH REVENUES TO THE EXTENT PAYABLE UNDER INTERGOVERNMENTAL AGREEMENTS SHALL BE ASSIGNABLE BY THE AUTHORITY FOR THE PAYMENT OF OBLIGATIONS FUNDING WATER IMPROVEMENTS; SUCH TAXES TO CONSIST OF AN AD VALOREM MILL LEVY IMPOSED ON ALL TAXABLE PROPERTY OF THE DISTRICT IN AMOUNTS SUFFICIENT TO PRODUCE THE ANNUAL INCREASE SET FORTH ABOVE OR SUCH LESSER AMOUNT AS MAY BE NECESSARY, BUT NOT TO EXCEED, IN ANY TAX LEVY YEAR, 50 MILLS (SUBJECT TO ADJUSTMENT AS DESCRIBED BELOW) LESS (A) THE NUMBER OF MILLS REQUIRED TO BE IMPOSED IN SUCH TAX LEVY YEAR TO PAY THE DISTRICT'S ADMINISTRATION AND OPERATIONS AND MAINTENANCE EXPENSES IN ACCORDANCE WITH THE BEEBE DRAW FARMS AUTHORITY ESTABLISHMENT AGREEMENT, AND LESS (B) THE NUMBER OF MILLS REQUIRED TO BE IMPOSED IN SUCH TAX LEVY YEAR BY THE BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 TO PAY SUCH DISTRICT'S OUTSTANDING GENERAL OBLIGATION BONDS, SERIES 1998, PROVIDED THAT SUCH 50 MILL MAXIMUM LEVY RATE MAY BE ADJUSTED BY THE BOARD OF DIRECTORS TO TAKE INTO ACCOUNT LEGISLATIVE OR CONSTITUTIONALLY IMPOSED ADJUSTMENTS IN ASSESSED VALUES OR THE METHOD OF THEIR CALCULATION OCCURRING AFTER JANUARY 1, 2010, SO THAT, TO THE EXTENT POSSIBLE, THE ACTUAL REVENUES GENERATED BY SUCH MILL LEVY ARE NEITHER DIMINISHED NOR ENHANCED AS A RESULT OF SUCH CHANGES; SUCH TAXES TO BE USED FOR THE PURPOSE OF PAYING THE PRINCIPAL OF, PREMIUM IF ANY, AND INTEREST ON SUCH DEBT; ALL OF THE ABOVE CONCERNING SUCH DEBT AND SUCH TAXES AS MAY BE DETERMINED BY THE DISTRICT BOARD OF DIRECTORS; AND SHALL THE PROCEEDS OF ANY SUCH DEBT AND THE REVENUE FROM SUCH TAXES, ANY OTHER REVENUE USED TO PAY SUCH DEBT, AND INVESTMENT EARNINGS THEREON, BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT AS A VOTER-APPROVED REVENUE CHANGE, WITHOUT REGARD TO ANY SPENDING, REVENUE-RAISING, OR OTHER LIMITATION CONTAINED WITHIN ARTICLE X, SECTION 20 OF THE COLORADO CONSTITUTION, OR ANY OTHER LAW WHICH PURPORTS TO LIMIT THE DISTRICT'S REVENUES OR EXPENDITURES AS IT CURRENTLY EXISTS OR AS IT MAY BE AMENDED IN THE FUTURE, AND WITHOUT {00191032.DOC I) LIMITING IN ANY YEAR THE AMOUNT OF OTHER REVENUES THAT MAY BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT? Number of YES votes cast: Five Number of NO votes cast: Zero BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 BALLOT ISSUE H (Formation of Authority and Execution of Establishment Agreement) SHALL THE BEEBE DRAW FARMS AUTHORITY ("AUTHORITY") BE ESTABLISHED FOR THE PURPOSE OF PROVIDING FOR THE FINANCING, CONSTRUCTION, OPERATION AND MAINTENANCE OF PUBLIC INFRASTRUCTURE AND AMENITIES (INCLUDING ROAD AND WATER IMPROVEMENTS AND PARKS AND RECREATION FACILITIES) NECESSARY FOR THE COMPLETION OF DEVELOPMENT IN BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 ("DISTRICT NO. 1") AND BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 ("DISTRICT NO. 2") UNDER AN INTERGOVERNMENTAL AGREEMENT (THE "ESTABLISHMENT AGREEMENT") BETWEEN DISTRICT NO. 1 AND DISTRICT NO. 2; SHALL DISTRICT NO. 2 ENTER INTO SUCH ESTABLISHMENT AGREEMENT AS A MULTIPLE FISCAL YEAR FINANCIAL OBLIGATION TO CONTRIBUTE TO THE AUTHORITY THE PROCEEDS OF AN AD VALOREM PROPERTY TAX LEVY WHICH, TOGETHER WITH ANY OTHER AD VALOREM PROPERTY TAX LEVY IMPOSED BY DISTRICT NO. 2 AND THE AD VALOREM PROPERTY TAX LEVY IMPOSED BY DISTRICT NO. 1 FOR PAYMENT OF ITS GENERAL OBLIGATION BONDS, SERIES 1998, SHALL NOT EXCEED 50 MILLS (PROVIDED THAT SUCH MILL LEVY RATE MAY BE ADJUSTED BY THE BOARD OF DIRECTORS TO TAKE INTO ACCOUNT LEGISLATIVE OR CONSTITUTIONALLY IMPOSED ADJUSTMENTS IN ASSESSED VALUES OR THE METHOD OF THEIR CALCULATION OCCURRING AFTER JANUARY 1, 2010, SO THAT, TO THE EXTENT POSSIBLE, THE ACTUAL REVENUES GENERATED BY SUCH MILL LEVY ARE NEITHER DIMINISHED NOR ENHANCED AS A RESULT OF SUCH CHANGES) FOR THE PURPOSE OF FUNDING THE PROVISION BY THE AUTHORITY OF INFRASTRUCTURE AND AMENITIES IN ACCORDANCE WITH THE ESTABLISHMENT AGREEMENT, AND TO CONTRIBUTE TO THE AUTHORITY, FOR APPLICATION UNDER THE ESTABLISHMENT AGREEMENT, THE PROCEEDS OF ANY REVENUE BONDS ISSUED BY DISTRICT NO. 2 TO FINANCE THE CAPITAL COSTS OF THE PUBLIC INFRASTRUCTURE AND AMENITIES; AND SHALL ALL AMOUNTS RECEIVED BY THE AUTHORITY UNDER THE ESTABLISHMENT AGREEMENT BE COLLECTED, RETAINED AND SPENT BY THE AUTHORITY AS A VOTER-APPROVED REVENUE CHANGE, WITHOUT REGARD TO ANY SPENDING, REVENUE-RAISING, OR OTHER LIMITATION CONTAINED WITHIN ARTICLE X, SECTION 20 OF THE COLORADO CONSTITUTION, OR ANY OTHER LAW WHICH PURPORTS TO LIMIT THE AUTHORITY'S REVENUES OR EXPENDITURES AS IT CURRENTLY EXISTS OR {00191032.DOC/} AS IT MAY BE AMENDED IN THE FUTURE, AND WITHOUT LIMITING IN ANY YEAR THE AMOUNT OF OTHER REVENUES THAT MAY BE COLLECTED, RETAINED AND SPENT BY THE AUTHORITY? Number of YES votes cast: Five Number of NO votes cast: Zero BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 BALLOT QUESTION I (Revocation of Prior Remaining Debt Authorization) SHALL ALL OF THE DEBT AUTHORIZATION OF BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 APPROVED BY ELIGIBLE ELECTORS OF THE DISTRICT AT AN ELECTION HELD NOVEMBER 2, 1999, BUT SOLELY TO THE EXTENT THE SAME REMAINS UNUSED AND OUTSTANDING AS OF THE DATE HEREOF, BE REVOKED AND NO LONGER CONSTITUTE VALID DEBT AUTHORIZATION FOR SUCH DISTRICT, PROVIDED THAT THE EFFECTIVENESS OF SUCH REVOCATION SHALL BE CONTINGENT UPON: (I) THE APPROVAL BY THE DISTRICT'S VOTERS, AT THE ELECTION HELD MAY 4, 2010, OF BALLOT ISSUES A THROUGH H, AND (II) THE APPROVAL BY THE VOTERS OF BEEBE DRAW METROPOLITAN DISTRICT NO. 1, AT THE ELECTION HELD MAY 4, 2010, OF ITS BALLOT ISSUES A THROUGH E? Number of YES votes cast: Five Number of NO votes cast: Zero At such election, the total number of provisional ballots counted and rejected were as follows: Total Provisional Ballots Cast Zero Provisional Ballots Counted Zero Provisional Ballots Rejected: Provisional Ballot Affidavit not signed N/A Unable to confirm elector's eligibility N/A Provisional ballot envelope is empty N/A Elector did not register by the deadline N/A Elector voted a mail-in ballot N/A Elector not registered in the State N/A TOTAL REJECTED N/A {00191032.DOC/) CERTIFIED this 9 day of May, 2010. D 'gnat d Election lc' Canvasser Contact Person for District: Paul R. Cockrel Collins Cockrel & Cole Business Address: 390 Union Boulevard, Suite 400 Denver, Colorado 80228 Telephone Number: (303) 986-1551; (800) 354-5941 (00191032.DOC/� EXHIBIT A (Attach Judges' Certificate of Election Returns) {00191032.DOC/} JUDGES' CERTIFICATE OF MAIL BALLOT ELECTION RETURNS FOR BEEBE DRAW METROPOLITAN DISTRICT NO. 2 IT IS HEREBY CERTIFIED by the undersigned, who conducted the mail ballot election held in the Beebe Draw Farms Metropolitan District No. 2, in Weld County, Colorado, on the 4th day of May, 2010, that after qualifying by swearing and subscribing to their Oaths of Office, they opened the polls at 7:00 a.m., and that they kept the polls open continuously until the hour of 7:00 p.m. on such date, after which they counted the ballots cast for Directors of the District and for any ballot issue or ballot question submitted in accordance with the Uniform Election Code. That the votes cast for Director of the District for a 4-year term were as follows: CANDIDATE FOR DIRECTOR NUMBER OF VOTES CAST Christine Hethcock Thomas A. Burk Jason A. Monforton That the votes cast for Director of the District for a 2-year term were as follows: CANDIDATE FOR DIRECTOR NUMBER OF VOTES CAST Paul Joseph Knopinski That the votes cast for and against the ballot issue or ballot question submitted were as follows: BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 BALLOT ISSUE A (Operations and Maintenance Mill Levy—Ad Valorem Taxes) SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 TAXES BE INCREASED $1,800,000 ANNUALLY (FOR COLLECTION IN CALENDAR YEAR 2011) AND BY SUCH ADDITIONAL AMOUNTS RAISED ANNUALLY THEREAFTER FROM AN AD VALOREM PROPERTY TAX LEVY IMPOSED AT A RATE OF 50 MILLS FOR THE PURPOSES OF PAYING THE DISTRICT'S ADMINISTRATION, OPERATIONS, MAINTENANCE AND ANY OTHER EXPENSES, PROVIDED THAT SUCH MILL LEVY RATE MAY BE ADJUSTED BY THE BOARD OF DIRECTORS TO TAKE INTO ACCOUNT LEGISLATIVE OR CONSTITUTIONALLY IMPOSED ADJUSTMENTS IN ASSESSED VALUES OR THE METHOD OF THEIR CALCULATION OCCURRING AFTER JANUARY 1, 2010, SO THAT, TO THE EXTENT POSSIBLE, THE ACTUAL REVENUES GENERATED BY SUCH MILL LEVY ARE NEITHER DIMINISHED NOR ENHANCED AS A RESULT OF SUCH CHANGES, AND FURTHER PROVIDED THAT SUCH AD VALOREM PROPERTY TAX LEVY TOGETHER WITH ANY OTHER AD VALOREM PROPERTY TAX LEVY IMPOSED BY THE DISTRICT, AND THE AD VALOREM PROPERTY TAX LEVY IMPOSED BY BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 FOR PAYMENT 100191013.DOC/} OF ITS GENERAL OBLIGATION BONDS, SERIES 1998, SHALL NOT EXCEED IN THE AGGREGATE 50 MILLS (AS ADJUSTED FOR LEGISLATIVE OR CONSTITUTIONALLY IMPOSED ADJUSTMENTS IN ASSESSED VALUES OR THE METHOD OF THEIR CALCULATION AS DESCRIBED ABOVE); AND SHALL THE PROCEEDS OF SUCH TAXES AND ANY INVESTMENT INCOME THEREON BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT IN FISCAL YEAR 2011 AND IN EACH FISCAL YEAR THEREAFTER AS A VOTER-APPROVED REVENUE CHANGE WITHOUT REGARD TO ANY SPENDING, REVENUE-RAISING, OR OTHER LIMITATION CONTAINED WITHIN ARTICLE X, SECTION 20 OF THE COLORADO CONSTITUTION, THE LIMITS IMPOSED ON INCREASES IN PROPERTY TAXATION BY SECTION 29-1-301, C.R.S. IN ANY YEAR, OR ANY OTHER LAW WHICH PURPORTS TO LIMIT THE DISTRICT'S REVENUES OR EXPENDITURES AS IT CURRENTLY EXISTS OR AS IT MAY BE AMENDED IN THE FUTURE, ALL WITHOUT LIMITING IN ANY YEAR THE AMOUNT OF OTHER REVENUES THAT MAY BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT? YES NO• �/ BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 BALLOT ISSUE B (Street Improvements-Pledge Agreements) SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 DEBT BE INCREASED $44,000,000 WITH A REPAYMENT COST OF $308,000,000, AND SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 TAXES BE INCREASED $50,600,000 ANNUALLY OR SUCH LESSER AMOUNT AS MAY BE NECESSARY FOR THE PAYMENT OF SUCH DEBT AND ANY REFUNDINGS THEREOF (WHICH REFUNDINGS MAY BEAR INTEREST AT AN INTEREST RATE THAT IS EQUAL TO, LOWER OR HIGHER THAN THE INTEREST RATE ON THE REFUNDED DEBT), FOR THE PURPOSE OF: PAYING, LEASING, FINANCING OR REIMBURSING ALL OR ANY PART OF THE COSTS OF DESIGNING, ACQUIRING, CONSTRUCTING, RELOCATING, INSTALLING, COMPLETING AND OTHERWISE PROVIDING, WITHIN OR WITHOUT THE BOUNDARIES OF THE DISTRICT, STREET IMPROVEMENTS, INCLUDING BUT NOT LIMITED TO CURBS, GUTTERS, CULVERTS, AND OTHER DRAINAGE FACILITIES, UNDERGROUND CONDUITS, SIDEWALKS, TRAILS, PUBLIC PARKING LOTS, STRUCTURES AND FACILITIES, PAVING, LIGHTING, GRADING, LANDSCAPING, BIKE PATHS AND PEDESTRIAN WAYS, PEDESTRIAN OVERPASSES, RETAINING WALLS, FENCING, ENTRY MONUMENTATION, STREETSCAPING, BRIDGES, OVERPASSES, UNDERPASSES, INTERCHANGES, MEDIAN ISLANDS, IRRIGATION, AND A SAFETY PROTECTION SYSTEM THROUGH TRAFFIC AND SAFETY CONTROLS AND DEVICES ON STREETS AND HIGHWAYS AND AT RAILROAD CROSSINGS, SIGNALIZATION, SIGNING AND STRIPING, AREA IDENTIFICATION, DRIVER INFORMATION AND DIRECTIONAL ASSISTANCE SIGNS, TOGETHER WITH ALL {00191013.DOC/j 2 NECESSARY, INCIDENTAL, AND APPURTENANT FACILITIES, EQUIPMENT, LAND AND EASEMENTS AND EXTENSIONS OF AND IMPROVEMENTS TO SUCH FACILITIES; SUCH DEBT TO CONSIST OF ONE OR MORE INTERGOVERNMENTAL AGREEMENTS WITH THE BEEBE DRAW FARMS AUTHORITY WHICH INTERGOVERNMENTAL AGREEMENTS WILL CONSTITUTE MULTIPLE FISCAL YEAR FINANCIAL OBLIGATIONS OF THE DISTRICT, SUCH DEBT FOR STREETS TOGETHER WITH ANY OTHER DEBT CONSISTING OF SUCH INTERGOVERNMENTAL AGREEMENTS ENTERED INTO BY THE DISTRICT WITH THE BEEBE DRAW FARMS AUTHORITY FOR THE PURPOSES OF FINANCING WATER IMPROVEMENTS OR PARKS AND RECREATION IMPROVEMENTS NOT TO EXCEED IN THE AGGREGATE $44,000,000, THE TERM OF SUCH DEBT NOT TO EXCEED FORTY YEARS FROM THE DATE OF ISSUANCE THEREOF, SUCH DEBT TO BEAR INTEREST (IF ANY) AT A MAXIMUM NET EFFECTIVE INTEREST RATE NOT TO EXCEED 15.0% PER ANNUM, SUCH INTEREST TO BE PAYABLE AT SUCH TIME OR TIMES, AND WHICH MAY COMPOUND ANNUALLY OR SEMIANNUALLY, AND SUCH DEBT TO MATURE, BE SUBJECT TO REDEMPTION WITH OR WITHOUT PREMIUM, AND BE ISSUED AND SOLD AT, ABOVE OR BELOW PAR, SUCH DEBT TO BE ISSUED OR INCURRED AT ONE TIME OR FROM TIME TO TIME, TO BE PAID FROM ANY LEGALLY AVAILABLE REVENUES OF THE DISTRICT, INCLUDING THE PROCEEDS OF AD VALOREM PROPERTY TAXES, WHICH REVENUES SHALL BE ASSIGNABLE BY THE AUTHORITY FOR THE PAYMENT OF OBLIGATIONS FUNDING STREET IMPROVEMENTS; SUCH TAXES TO CONSIST OF AN AD VALOREM MILL LEVY IMPOSED ON ALL TAXABLE PROPERTY OF THE DISTRICT IN AMOUNTS SUFFICIENT TO PRODUCE THE ANNUAL INCREASE SET FORTH ABOVE OR SUCH LESSER AMOUNT AS MAY BE NECESSARY, BUT NOT TO EXCEED, IN ANY TAX LEVY YEAR, 50 MILLS (SUBJECT TO ADJUSTMENT AS DESCRIBED BELOW) LESS (A) THE NUMBER OF MILLS REQUIRED TO BE IMPOSED IN SUCH TAX LEVY YEAR TO PAY THE DISTRICT'S ADMINISTRATION AND OPERATIONS AND MAINTENANCE EXPENSES IN ACCORDANCE WITH THE BEEBE DRAW FARMS AUTHORITY ESTABLISHMENT AGREEMENT, AND LESS (B) THE NUMBER OF MILLS REQUIRED TO BE IMPOSED IN SUCH TAX LEVY YEAR BY THE BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 TO PAY SUCH DISTRICT'S OUTSTANDING GENERAL OBLIGATION BONDS, SERIES 1998, PROVIDED THAT SUCH 50 MILL MAXIMUM LEVY RATE MAY BE ADJUSTED BY THE BOARD OF DIRECTORS TO TAKE INTO ACCOUNT LEGISLATIVE OR CONSTITUTIONALLY IMPOSED ADJUSTMENTS IN ASSESSED VALUES OR THE METHOD OF THEIR CALCULATION OCCURRING AFTER JANUARY 1, 2010, SO THAT, TO THE EXTENT POSSIBLE, THE ACTUAL REVENUES GENERATED BY SUCH MILL LEVY ARE NEITHER DIMINISHED NOR ENHANCED AS A RESULT OF SUCH CHANGES; SUCH TAXES TO BE USED FOR THE PURPOSE OF PAYING THE PRINCIPAL OF, PREMIUM IF ANY, AND INTEREST ON SUCH DEBT; ALL OF THE ABOVE CONCERNING SUCH DEBT AND SUCH TAXES AS MAY BE DETERMINED BY THE DISTRICT BOARD OF DIRECTORS; (00191013.DOC/} 3 AND SHALL THE PROCEEDS OF ANY SUCH DEBT AND THE REVENUE FROM SUCH TAXES, ANY OTHER REVENUE USED TO PAY SUCH DEBT, AND INVESTMENT EARNINGS THEREON, BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT AS A VOTER-APPROVED REVENUE CHANGE, WITHOUT REGARD TO ANY SPENDING, REVENUE-RAISING, OR OTHER LIMITATION CONTAINED WITHIN ARTICLE X, SECTION 20 OF THE COLORADO CONSTITUTION, OR ANY OTHER LAW WHICH PURPORTS TO LIMIT THE DISTRICT'S REVENUES OR EXPENDITURES AS IT CURRENTLY EXISTS OR AS IT MAY BE AMENDED IN THE FUTURE, AND WITHOUT LIMITING IN ANY YEAR THE AMOUNT OF OTHER REVENUES THAT MAY BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT? YES NO `�' 2 ,� O BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 BALLOT ISSUE C (Parks and Recreation Improvements-Pledge Agreements) SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 DEBT BE INCREASED $44,000,000 WITH A REPAYMENT COST OF $308,000,000, AND SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 TAXES BE INCREASED $50,600,000 ANNUALLY OR SUCH LESSER AMOUNT AS MAY BE NECESSARY FOR THE PAYMENT OF SUCH DEBT AND ANY REFUNDINGS THEREOF (WHICH REFUNDINGS MAY BEAR INTEREST AT AN INTEREST RATE THAT IS EQUAL TO, LOWER OR HIGHER THAN THE IN I EREST RATE ON THE REFUNDED DEBT), FOR THE PURPOSE OF: PAYING, LEASING, FINANCING OR REIMBURSING ALL OR ANY PART OF THE COSTS OF DESIGNING, ACQUIRING, CONSTRUCTING, RELOCATING, INSTALLING, COMPLETING AND OTHERWISE PROVIDING, WITHIN OR WITHOUT THE BOUNDARIES OF THE DISTRICT, PARKS AND RECREATION FACILITIES, IMPROVEMENTS AND PROGRAMS, INCLUDING BUT NOT LIMITED TO COMMUNITY PARKS, BIKE PATHS AND PEDESTRIAN WAYS, FENCING, TRAILS, REGIONAL TRAILS, FIELDS, TOT LOTS, OPEN SPACE, CULTURAL ACTIVITIES, COMMON AREAS, COMMUNITY RECREATION CENTERS, TENNIS COURTS, EQUESTRIAN FACILITIES, OUTDOOR LIGHTING, EVENT FACILITIES, IRRIGATION FACILITIES, LAKES, WATER BODIES, SWIMMING POOLS, PUBLIC FOUNTAINS AND SCULPTURES, ART, GARDENS, LANDSCAPING, WEED CONTROL, AND OTHER ACTIVE AND PASSIVE RECREATIONAL FACILITIES, IMPROVEMENTS AND PROGRAMS, TOGETHER WITH ALL NECESSARY, INCIDENTAL, AND APPURTENANT FACILITIES, EQUIPMENT, LAND, EASEMENTS AND EXTENSIONS OF AND IMPROVEMENTS TO SUCH FACILITIES; SUCH DEBT TO CONSIST OF ONE OR MORE INTERGOVERNMENTAL AGREEMENTS WITH THE BEEBE DRAW FARMS AUTHORITY WHICH INTERGOVERNMENTAL (00191013.DOC/1 4 AGREEMENTS WILL CONSTITUTE MULTIPLE FISCAL YEAR FINANCIAL OBLIGATIONS OF THE DISTRICT, SUCH DEBT FOR STREETS TOGETHER WITH ANY OTHER DEBT CONSISTING OF SUCH INTERGOVERNMENTAL AGREEMENTS ENTERED INTO BY THE DISTRICT WITH THE BEEBE DRAW FARMS AUTHORITY FOR THE PURPOSES OF FINANCING WATER IMPROVEMENTS OR STREET IMPROVEMENTS NOT TO EXCEED IN THE AGGREGATE $44,000,000, THE TERM OF SUCH DEBT NOT TO EXCEED FORTY YEARS FROM THE DATE OF ISSUANCE THEREOF, SUCH DEBT TO BEAR INTEREST (IF ANY) AT A MAXIMUM NET EFFECTIVE INTEREST RATE NOT TO EXCEED 15.0% PER ANNUM, SUCH INTEREST TO BE PAYABLE AT SUCH TIME OR TIMES, AND WHICH MAY COMPOUND ANNUALLY OR SEMIANNUALLY, AND SUCH DEBT TO MATURE, BE SUBJECT TO REDEMPTION WITH OR WITHOUT PREMIUM, AND BE ISSUED AND SOLD AT, ABOVE OR BELOW PAR, SUCH DEBT TO BE ISSUED OR INCURRED AT ONE TIME OR FROM TIME TO TIME, TO BE PAID FROM ANY LEGALLY AVAILABLE REVENUES OF THE DISTRICT, INCLUDING THE PROCEEDS OF AD VALOREM PROPERTY TAXES, WHICH REVENUES TO THE EXTENT PAYABLE UNDER INTERGOVERNMENTAL AGREEMENTS SHALL BE ASSIGNABLE BY THE AUTHORITY FOR THE PAYMENT OF OBLIGATIONS FUNDING PARKS AND RECREATION IMPROVEMENTS; SUCH TAXES TO CONSIST OF AN AD VALOREM MILL LEVY IMPOSED ON ALL TAXABLE PROPERTY OF THE DISTRICT IN AMOUNTS SUFFICIENT TO PRODUCE THE ANNUAL INCREASE SET FORTH ABOVE OR SUCH LESSER AMOUNT AS MAY BE NECESSARY, BUT NOT TO EXCEED, IN ANY TAX LEVY YEAR, 50 MILLS (SUBJECT TO ADJUSTMENT AS DESCRIBED BELOW) LESS (A) THE NUMBER OF MILLS REQUIRED TO BE IMPOSED IN SUCH TAX LEVY YEAR TO PAY THE DISTRICT'S ADMINISTRATION AND OPERATIONS AND MAINTENANCE EXPENSES IN ACCORDANCE WITH THE BEEBE DRAW FARMS AUTHORITY ESTABLISHMENT AGREEMENT, AND LESS (B) THE NUMBER OF MILLS REQUIRED TO BE IMPOSED IN SUCH TAX LEVY YEAR BY THE BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 TO PAY SUCH DISTRICT'S OUTSTANDING GENERAL OBLIGATION BONDS, SERIES 1998, PROVIDED THAT SUCH 50 MILL MAXIMUM LEVY RATE MAY BE ADJUSTED BY THE BOARD OF DIRECTORS TO TAKE INTO ACCOUNT LEGISLATIVE OR CONSTITUTIONALLY IMPOSED ADJUSTMENTS IN ASSESSED VALUES OR THE METHOD OF THEIR CALCULATION OCCURRING AFTER JANUARY 1, 2010, SO THAT, TO THE EXTENT POSSIBLE, THE ACTUAL REVENUES GENERATED BY SUCH MILL LEVY ARE NEITHER DIMINISHED NOR ENHANCED AS A RESULT OF SUCH CHANGES; SUCH TAXES TO BE USED FOR THE PURPOSE OF PAYING THE PRINCIPAL OF, PREMIUM IF ANY, AND INTEREST ON SUCH DEBT; ALL OF THE ABOVE CONCERNING SUCH DEBT AND SUCH TAXES AS MAY BE DETERMINED BY THE DISTRICT BOARD OF DIRECTORS; AND SHALL THE PROCEEDS OF ANY SUCH DEBT AND THE REVENUE FROM SUCH TAXES, ANY OTHER REVENUE USED TO PAY SUCH DEBT, AND INVESTMENT EARNINGS THEREON, BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT AS A VOTER-APPROVED REVENUE CHANGE, WITHOUT REGARD TO ANY SPENDING, REVENUE-RAISING, OR OTHER LIMITATION CONTAINED WITHIN ARTICLE X, (00191013.DOC/} 5 SECTION 20 OF THE COLORADO CONSTITUTION, OR ANY OTHER LAW WHICH PURPORTS TO LIMIT THE DISTRICT'S REVENUES OR EXPENDITURES AS IT CURRENTLY EXISTS OR AS IT MAY BE AMENDED IN THE FUTURE, AND WITHOUT LIMITING IN ANY YEAR THE AMOUNT OF OTHER REVENUES THAT MAY BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT? YES� NO .6 lWz 3i BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 BALLOT ISSUE D (Water Improvements-Pledge Agreements) SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 DEBT BE INCREASED $44,000,000 WITH A REPAYMENT COST OF $308,000,000, AND SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 TAXES BE INCREASED $50,600,000 ANNUALLY OR SUCH LESSER AMOUNT AS MAY BE NECESSARY FOR THE PAYMENT OF SUCH DEBT AND ANY REFUNDINGS THEREOF (WHICH REFUNDINGS MAY BEAR INTEREST AT AN INTEREST RATE THAT IS EQUAL TO, LOWER OR HIGHER THAN THE INTEREST RATE ON THE REFUNDED DEBT), FOR THE PURPOSE OF: PAYING, LEASING, FINANCING OR REIMBURSING ALL OR ANY PART OF THE COSTS OF DESIGNING, ACQUIRING, CONSTRUCTING, RELOCATING, INSTALLING, COMPLETING AND OTHERWISE PROVIDING, WITHIN OR WITHOUT THE BOUNDARIES OF THE DISTRICT, A POTABLE AND NON- POTABLE WATER SUPPLY, STORAGE, TRANSMISSION AND DISTRIBUTION SYSTEM FOR DOMESTIC AND OTHER PUBLIC AND PRIVATE PURPOSES BY ANY AVAILABLE MEANS, AND TO PROVIDE ALL NECESSARY OR PROPER TREATMENT WORKS AND FACILITIES, EQUIPMENT, AND APPURTENANCES INCIDENT THERETO, INCLUDING BUT NOT LIMITED TO WELLS, WATER PUMPS, WATER LINES, WATER FEATURES, PURIFICATION PLANTS, PUMP STATIONS, TRANSMISSION LINES, DISTRIBUTION MAINS AND LATERALS, FIRE HYDRANTS, METERS, WATER TAPS, IRRIGATION FACILITIES, CANALS, DITCHES, WATER RIGHTS, FLUMES, PARTIAL FLUMES, HEADGATES, DROP STRUCTURES, STORAGE RESERVOIRS AND FACILITIES, TOGETHER WITH ALL NECESSARY, INCIDENTAL AND APPURTENANT FACILITIES, EQUIPMENT, LAND, EASEMENTS, AND EXTENSIONS OF AND IMPROVEMENTS TO SUCH FACILITIES; SUCH DEBT TO CONSIST OF ONE OR MORE INTERGOVERNMENTAL AGREEMENTS WITH THE BEEBE DRAW FARMS AUTHORITY WHICH INTERGOVERNMENTAL AGREEMENTS WILL CONSTITUTE MULTIPLE FISCAL YEAR FINANCIAL OBLIGATIONS OF THE DISTRICT, SUCH DEBT FOR STREETS TOGETHER WITH ANY OTHER DEBT CONSISTING OF SUCH INTERGOVERNMENTAL AGREEMENTS ENTERED INTO BY THE DISTRICT WITH THE BEEBE DRAW FARMS AUTHORITY FOR THE PURPOSES OF FINANCING PARKS AND RECREATION IMPROVEMENTS OR (00191013.DOC/} 6 STREET IMPROVEMENTS NOT TO EXCEED IN THE AGGREGATE $44,000,000, THE TERM OF SUCH DEBT NOT TO EXCEED FORTY YEARS FROM THE DATE OF ISSUANCE THEREOF, SUCH DEBT TO BEAR INTEREST (IF ANY) AT A MAXIMUM NET EFFECTIVE INTEREST RATE NOT TO EXCEED 15.0% PER ANNUM, SUCH INTEREST TO BE PAYABLE AT SUCH TIME OR TIMES, AND WHICH MAY COMPOUND ANNUALLY OR SEMIANNUALLY, AND SUCH DEBT TO MATURE, BE SUBJECT TO REDEMPTION WITH OR WITHOUT PREMIUM, AND BE ISSUED AND SOLD AT, ABOVE OR BELOW PAR, SUCH DEBT TO BE ISSUED OR INCURRED.AT ONE TIME OR FROM TIME TO TIME, TO BE PAID FROM ANY LEGALLY AVAILABLE REVENUES OF THE DISTRICT, INCLUDING THE PROCEEDS OF AD VALOREM PROPERTY TAXES, WHICH REVENUES TO THE EXTENT PAYABLE UNDER INTERGOVERNMENTAL AGREEMENTS SHALL BE ASSIGNABLE BY THE AUTHORITY FOR THE PAYMENT OF OBLIGATIONS FUNDING WATER IMPROVEMENTS; SUCH TAXES TO CONSIST OF AN AD VALOREM MILL LEVY IMPOSED ON ALL TAXABLE PROPERTY OF THE DISTRICT IN AMOUNTS SUFFICIENT TO PRODUCE THE ANNUAL INCREASE SET FORTH ABOVE OR SUCH LESSER AMOUNT AS MAY BE NECESSARY, BUT NOT TO EXCEED, IN ANY TAX LEVY YEAR, 50 MILLS (SUBJECT TO ADJUSTMENT AS DESCRIBED BELOW) LESS (A) THE NUMBER OF MILLS REQUIRED TO BE IMPOSED IN SUCH TAX LEVY YEAR TO PAY THE DISTRICT'S ADMINISTRATION AND OPERATIONS AND MAINTENANCE EXPENSES IN ACCORDANCE WITH THE BEEBE DRAW FARMS AUTHORITY ESTABLISHMENT AGREEMENT, AND LESS (B) THE NUMBER OF MILLS REQUIRED TO BE IMPOSED IN SUCH TAX LEVY YEAR BY THE BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 TO PAY SUCH DISTRICT'S OUTSTANDING GENERAL OBLIGATION BONDS, SERIES 1998, PROVIDED THAT SUCH 50 MILL MAXIMUM LEVY RATE MAY BE ADJUSTED BY THE BOARD OF DIRECTORS TO TAKE INTO ACCOUNT LEGISLATIVE OR CONSTITUTIONALLY IMPOSED ADJUSTMENTS IN ASSESSED VALUES OR THE METHOD OF THEIR CALCULATION OCCURRING AFTER JANUARY 1, 2010, SO THAT, TO THE EXTENT POSSIBLE, THE ACTUAL REVENUES GENERATED BY SUCH MILL LEVY ARE NEITHER DIMINISHED NOR ENHANCED AS A RESULT OF SUCH CHANGES; SUCH TAXES TO BE USED FOR THE PURPOSE OF PAYING THE PRINCIPAL OF, PREMIUM IF ANY, AND INTEREST ON SUCH DEBT; ALL OF THE ABOVE CONCERNING SUCH DEBT AND SUCH TAXES AS MAY BE DETERMINED BY THE DISTRICT BOARD OF DIRECTORS; AND SHALL THE PROCEEDS OF ANY SUCH DEBT AND THE REVENUE FROM SUCH TAXES, ANY OTHER REVENUE USED TO PAY SUCH DEBT, AND INVESTMENT EARNINGS THEREON, BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT AS A VOTER-APPROVED REVENUE CHANGE, WITHOUT REGARD TO ANY SPENDING, REVENUE-RAISING, OR OTHER LIMITATION CONTAINED WITHIN ARTICLE X, SECTION 20 OF THE COLORADO CONSTITUTION, OR ANY OTHER LAW WHICH PURPORTS TO LIMIT THE DISTRICT'S REVENUES OR EXPENDITURES AS IT CURRENTLY EXISTS OR AS IT MAY BE AMENDED IN THE FUTURE, AND WITHOUT (00191013.DOC/) 7 LIMITING IN ANY YEAR THE AMOUNT OF OTHER REVENUES THAT MAY BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT? YES NO BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 BALLOT ISSUE E (Street Improvements-Bonds) SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 DEBT BE INCREASED $44,000,000 WITH A REPAYMENT COST OF $308,000,000, AND SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 TAXES BE INCREASED $50,600,000 ANNUALLY OR SUCH LESSER AMOUNT AS MAY BE NECESSARY FOR THE PAYMENT OF SUCH DEBT AND ANY REFUNDINGS THEREOF (WHICH REFUNDINGS MAY BEAR INTEREST AT AN INTEREST RATE THAT IS EQUAL TO, LOWER OR HIGHER THAN THE INTEREST RATE ON THE REFUNDED DEBT), FOR THE PURPOSE OF: PAYING, LEASING, FINANCING OR REIMBURSING ALL OR ANY PART OF THE COSTS OF DESIGNING, ACQUIRING, CONSTRUCTING, RELOCATING, INSTALLING, COMPLETING AND OTHERWISE PROVIDING, WITHIN OR WITHOUT THE BOUNDARIES OF THE DISTRICT, STREET IMPROVEMENTS, INCLUDING BUT NOT LIMITED TO CURBS, GUTTERS, CULVERTS, AND OTHER DRAINAGE FACILITIES, UNDERGROUND CONDUITS, SIDEWALKS, TRAILS, PUBLIC PARKING LOTS, STRUCTURES AND FACILITIES, PAVING, LIGHTING, GRADING, LANDSCAPING, BIKE PATHS AND PEDESTRIAN WAYS, PEDESTRIAN OVERPASSES, RETAINING WALLS, FENCING, ENTRY MONUMENTATION, STREETSCAPING, BRIDGES, OVERPASSES, UNDERPASSES, INTERCHANGES, MEDIAN ISLANDS, IRRIGATION, AND A SAFETY PROTECTION SYSTEM THROUGH TRAFFIC AND SAFETY CONTROLS AND DEVICES ON STREETS AND HIGHWAYS AND AT RAILROAD CROSSINGS, SIGNALIZATION, SIGNING AND STRIPING, AREA IDENTIFICATION, DRIVER INFORMATION AND DIRECTIONAL ASSISTANCE SIGNS, TOGETHER WITH ALL NECESSARY, INCIDENTAL, AND APPURTENANT FACILITIES, EQUIPMENT, LAND AND EASEMENTS AND EXTENSIONS OF AND IMPROVEMENTS TO SUCH FACILITIES; SUCH DEBT TO CONSIST OF REVENUE BONDS PAYABLE FROM AN ASSIGNMENT OF REVENUES PLEDGED UNDER INTERGOVERNMENTAL AGREEMENTS BETWEEN THE DISTRICT AND BEEBE DRAW FARMS AUTHORITY AND AN INTERGOVERNMENTAL AGREEMENT BETWEEN THE BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 AND THE BEEBE DRAW FARMS AUTHORITY AND ANY OTHER LEGALLY AVAILABLE REVENUES OF THE DISTRICT, SUCH DEBT FOR STREETS TOGETHER WITH ANY OTHER DEBT CONSISTING OF REVENUE BONDS ISSUED BY THE DISTRICT FOR THE PURPOSES OF FINANCING WATER IMPROVEMENTS OR PARKS AND RECREATION IMPROVEMENTS NOT TO EXCEED IN THE AGGREGATE (00191013.DOC/} 8 $44,000,000, THE TERM OF SUCH DEBT NOT TO EXCEED FORTY YEARS FROM THE DATE OF ISSUANCE THEREOF, SUCH DEBT TO BEAR INTEREST (IF ANY) AT A MAXIMUM NET EFFECTIVE INTEREST RATE NOT TO EXCEED 15.0% PER ANNUM, SUCH INTEREST TO BE PAYABLE AT SUCH TIME OR TIMES, ANT) WHICH MAY COMPOUND ANNUALLY OR SEMIANNUALLY, AND SUCH DEBT TO MATURE, BE SUBJECT TO REDEMPTION WITH OR WITHOUT PREMIUM, AND BE ISSUED AND SOLD AT, ABOVE OR BELOW PAR, SUCH DEBT TO BE ISSUED OR INCURRED AT ONE TIME OR FROM TIME TO TIME, TO BE PAID FROM ANY LEGALLY AVAILABLE REVENUES OF THE DISTRICT, INCLUDING THE PROCEEDS OF AD VALOREM PROPERTY TAXES, WHICH REVENUES SHALL BE ASSIGNABLE BY THE AUTHORITY FOR THE PAYMENT OF OBLIGATIONS FUNDING STREET IMPROVEMENTS; SUCH TAXES TO CONSIST OF AN AD VALOREM MILL LEVY IMPOSED ON ALL TAXABLE PROPERTY OF THE DISTRICT IN AMOUNTS SUFFICIENT TO PRODUCE THE ANNUAL INCREASE SET FORTH ABOVE OR SUCH LESSER AMOUNT AS MAY BE NECESSARY, BUT NOT TO EXCEED, IN ANY TAX LEVY YEAR, 50 MILLS (SUBJECT TO ADJUSTMENT AS DESCRIBED BELOW) LESS (A) THE NUMBER OF MILLS REQUIRED TO BE IMPOSED IN SUCH TAX LEVY YEAR TO PAY THE DISTRICT'S ADMINISTRATION AND OPERATIONS AND MAINTENANCE EXPENSES IN ACCORDANCE WITH THE BEEBE DRAW FARMS AUTHORITY ESTABLISHMENT AGREEMENT, AND LESS (B) THE NUMBER OF MILLS REQUIRED TO BE IMPOSED IN SUCH TAX LEVY YEAR BY THE BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 TO PAY SUCH DISTRICT'S OUTSTANDING GENERAL OBLIGATION BONDS, SERIES 1998, PROVIDED THAT SUCH 50 MILL MAXIMUM LEVY RATE MAY BE ADJUSTED BY THE BOARD OF DIRECTORS TO TAKE INTO ACCOUNT LEGISLATIVE OR CONSTITUTIONALLY IMPOSED ADJUSTMENTS IN ASSESSED VALUES OR THE METHOD OF THEIR CALCULATION OCCURRING AFTER JANUARY 1, 2010, SO THAT, TO THE EXTENT POSSIBLE, THE ACTUAL REVENUES GENERATED BY SUCH MILL LEVY ARE NEITHER DIMINISHED NOR ENHANCED AS A RESULT OF SUCH CHANGES; SUCH TAXES TO BE USED FOR THE PURPOSE OF PAYING THE PRINCIPAL OF, PREMIUM IF ANY, AND INTEREST ON SUCH DEBT; ALL OF THE ABOVE CONCERNING SUCH DEBT AND SUCH TAXES AS MAY BE DETERMINED BY THE DISTRICT BOARD OF DIRECTORS; AND SHALL THE PROCEEDS OF ANY SUCH DEBT AND THE REVENUE FROM SUCH TAXES, ANY OTHER REVENUE USED TO PAY SUCH DEBT, AND INVESTMENT EARNINGS THEREON, BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT AS A VOTER-APPROVED REVENUE CHANGE, WITHOUT REGARD TO ANY SPENDING, REVENUE-RAISING, OR OTHER LIMITATION CONTAINED WITHIN ARTICLE X, SECTION 20 OF THE COLORADO CONSTITUTION, OR ANY OTHER LAW WHICH PURPORTS TO LIMIT THE DISTRICT'S REVENUES OR EXPENDITURES AS IT CURRENTLY EXISTS OR AS IT MAY BE AMENDED IN THE FUTURE, AND WITHOUT (00191013DOC/) 9 LIMITING IN ANY YEAR THE AMOUNT OF OTHER REVENUES THAT MAY BE COLLEC I ED, RETAINED AND SPENT BY THE DISTRICT? YES NO BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 BALLOT ISSUE F (Parks and Recreation Improvements-Bonds) SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 DEBT BE INCREASED $44,000,000 WITH A REPAYMENT COST OF $308,000,000, AND SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 TAXES BE INCREASED $50,600,000 ANNUALLY OR SUCH LESSER AMOUNT AS MAY BE NECESSARY FOR THE PAYMENT OF SUCH DEBT AND ANY REFUNDINGS THEREOF (WHICH REFUNDINGS MAY BEAR INTEREST AT AN INTEREST RATE THAT IS EQUAL TO, LOWER OR HIGHER THAN THE INTEREST RATE ON THE REFUNDED DEBT), FOR THE PURPOSE OF: PAYING, LEASING, FINANCING OR REIMBURSING ALL OR ANY PART OF THE COSTS OF DESIGNING, ACQUIRING, CONSTRUCTING, RELOCATING, INSTALLING, COMPLETING AND OTHERWISE PROVIDING, WITHIN OR WITHOUT THE BOUNDARIES OF THE DISTRICT, PARKS AND RECREATION FACILITIES, IMPROVEMENTS AND PROGRAMS, INCLUDING BUT NOT LIMITED TO COMMUNITY PARKS, BIKE PATHS AND PEDESTRIAN WAYS, FENCING, TRAILS, REGIONAL TRAILS, FIELDS, TOT LOTS, OPEN SPACE, CULTURAL ACTIVITIES, COMMON AREAS, COMMUNITY RECREATION CENTERS, TENNIS COURTS, EQUESTRIAN FACILITIES, OUTDOOR LIGHTING, EVENT FACILITIES, IRRIGATION FACILITIES, LAKES, WATER BODIES, SWIMMING POOLS, PUBLIC FOUNTAINS AND SCULPTURES, ART, GARDENS, LANDSCAPING, WEED CONTROL, AND OTHER ACTIVE AND PASSIVE RECREATIONAL FACILITIES, IMPROVEMENTS AND PROGRAMS, TOGETHER WITH ALL NECESSARY, INCIDENTAL, AND APPURTENANT FACILITIES, EQUIPMENT, LAND, EASEMENTS AND EXTENSIONS OF AND IMPROVEMENTS TO SUCH FACILITIES; SUCH DEBT TO CONSIST OF REVENUE BONDS PAYABLE FROM AN ASSIGNMENT OF REVENUES PLEDGED UNDER INTERGOVERNMENTAL AGREEMENTS BETWEEN THE DISTRICT AND BEEBE DRAW FARMS AUTHORITY AND AN INTERGOVERNMENTAL AGREEMENT BETWEEN THE BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 AND THE BEEBE DRAW FARMS AUTHORITY AND ANY OTHER LEGALLY AVAILABLE REVENUES OF THE DISTRICT, SUCH DEBT FOR STREETS TOGETHER WITH ANY OTHER DEBT CONSISTING OF REVENUE BONDS ISSUED BY THE DISTRICT FOR THE PURPOSES OF FINANCING WATER IMPROVEMENTS OR STREET IMPROVEMENTS NOT TO EXCEED IN THE AGGREGATE $44,000,000, THE TERM OF SUCH DEBT NOT TO EXCEED FORTY YEARS FROM THE DATE OF ISSUANCE THEREOF, SUCH DEBT TO BEAR INTEREST (IF ANY) AT A MAXIMUM NET (00191013.DOC/} 10 EFFECTIVE INTEREST RATE NOT TO EXCEED 15.0% PER ANNUM, SUCH INTEREST TO BE PAYABLE AT SUCH TIME OR TIMES, AND WHICH MAY COMPOUND ANNUALLY OR SEMIANNUALLY, AND SUCH DEBT TO MATURE, BE SUBJECT TO REDEMPTION WITH OR WITHOUT PREMIUM, AND BE ISSUED AND SOLD AT, ABOVE OR BELOW PAR, SUCH DEBT TO BE ISSUED OR INCURRED AT ONE TIME OR FROM TIME TO TIME, TO BE PAID FROM ANY LEGALLY AVAILABLE REVENUES OF THE DISTRICT, INCLUDING THE PROCEEDS OF AD VALOREM PROPERTY TAXES, WHICH REVENUES TO THE EXTENT PAYABLE UNDER INTERGOVERNMENTAL AGREEMENTS SHALL BE ASSIGNABLE BY THE AUTHORITY FOR THE PAYMENT OF OBLIGATIONS FUNDING PARKS AND RECREATION IMPROVEMENTS; SUCH TAXES TO CONSIST OF AN AD VALOREM MILL LEVY IMPOSED ON ALL TAXABLE PROPERTY OF THE DISTRICT IN AMOUNTS SUFFICIENT TO PRODUCE THE ANNUAL INCREASE SET FORTH ABOVE OR SUCH LESSER AMOUNT AS MAY BE NECESSARY, BUT NOT TO EXCEED, IN ANY TAX LEVY YEAR, 50 MILLS (SUBJECT TO ADJUSTMENT AS DESCRIBED BELOW) LESS (A) THE NUMBER OF MILLS REQUIRED TO BE IMPOSED IN SUCH TAX LEVY YEAR TO PAY THE DISTRICT'S ADMINISTRATION AND OPERATIONS AND MAINTENANCE EXPENSES IN ACCORDANCE WITH THE BEEBE DRAW FARMS AUTHORITY ESTABLISHMENT AGREEMENT, AND LESS (B) THE NUMBER OF MILLS REQUIRED TO BE IMPOSED IN SUCH TAX LEVY YEAR BY THE BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 TO PAY SUCH DISTRICT'S OUTSTANDING GENERAL OBLIGATION BONDS, SERIES 1998, PROVIDED THAT SUCH 50 MILL MAXIMUM LEVY RATE MAY BE ADJUSTED BY THE BOARD OF DIRECTORS TO TAKE INTO ACCOUNT LEGISLATIVE OR CONSTITUTIONALLY IMPOSED ADJUSTMENTS IN ASSESSED VALUES OR THE METHOD OF THEIR CALCULATION OCCURRING AFTER JANUARY 1, 2010, SO THAT, TO THE EXTENT POSSIBLE, THE ACTUAL REVENUES GENERATED BY SUCH MILL LEVY ARE NEITHER DIMINISHED NOR ENHANCED AS A RESULT OF SUCH CHANGES; SUCH TAXES TO BE USED FOR THE PURPOSE OF PAYING THE PRINCIPAL OF, PREMIUM IF ANY, AND INTEREST ON SUCH DEBT; ALL OF THE ABOVE CONCERNING SUCH DEBT AND SUCH TAXES AS MAY BE DETERMINED BY THE DISTRICT BOARD OF DIRECTORS; AND SHALL THE PROCEEDS OF ANY SUCH DEBT AND THE REVENUE FROM SUCH TAXES, ANY OTHER REVENUE USED TO PAY SUCH DEBT, AND INVESTMENT EARNINGS THEREON, BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT AS A VOTER-APPROVED REVENUE CHANGE, WITHOUT REGARD TO ANY SPENDING, REVENUE-RAISING, OR OTHER LIMITATION CONTAINED WITHIN ARTICLE X, SECTION 20 OF THE COLORADO CONSTITUTION, OR ANY OTHER LAW WHICH PURPORTS TO LIMIT THE DISTRICT'S REVENUES OR EXPENDITURES AS IT CURRENTLY EXISTS OR AS IT MAY BE AMENDED IN THE FUTURE, AND WITHOUT (00191013.DOC/} 11 LIMITING IN ANY YEAR THE AMOUNT OF OTHER REVENUES THAT MAY BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT? YES NO BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 BALLOT ISSUE G (Water Improvements-Bonds) SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 DEBT BE INCREASED $44,000,000 WITH A REPAYMENT COST OF $308,000,000, AND SHALL BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 TAXES BE INCREASED $50,600,000 ANNUALLY OR SUCH LESSER AMOUNT AS MAY BE NECESSARY FOR THE PAYMENT OF SUCH DEBT AND ANY REFUNDINGS THEREOF (WHICH REFUNDINGS MAY BEAR INTEREST AT AN INTEREST RATE THAT IS EQUAL TO, LOWER OR HIGHER THAN THE INTEREST RATE ON THE REFUNDED DEBT), FOR THE PURPOSE OF: PAYING, LEASING, FINANCING OR REIMBURSING ALL OR ANY PART OF THE COSTS OF DESIGNING, ACQUIRING, CONSTRUCTING, RELOCATING, INSTALLING, COMPLETING AND OTHERWISE PROVIDING, WITHIN OR WITHOUT THE BOUNDARIES OF THE DISTRICT, A POTABLE AND NON- POTABLE WATER SUPPLY, STORAGE, TRANSMISSION AND DISTRIBUTION SYSTEM FOR DOMESTIC AND OTHER PUBLIC AND PRIVATE PURPOSES BY ANY AVAILABLE MEANS, AND TO PROVIDE ALL NECESSARY OR PROPER TREATMENT WORKS AND FACILITIES, EQUIPMENT, AND APPURTENANCES INCIDENT THERETO, INCLUDING BUT NOT LIMITED TO WELLS, WATER PUMPS, WATER LINES, WATER FEATURES, PURIFICATION PLANTS, PUMP STATIONS, TRANSMISSION LINES, DISTRIBUTION MAINS AND LATERALS, FIRE HYDRANTS, METERS, WATER TAPS, IRRIGATION FACILITIES, CANALS, DITCHES, WATER RIGHTS, FLUMES, PARTIAL FLUMES, HEADGATES, DROP STRUCTURES, STORAGE RESERVOIRS AND FACILITIES, TOGETHER WITH ALL NECESSARY, INCIDENTAL AND APPURTENANT FACILITIES, EQUIPMENT, LAND, EASEMENTS, AND EXTENSIONS OF AND IMPROVEMENTS TO SUCH FACILITIES; SUCH DEBT TO CONSIST OF REVENUE BONDS PAYABLE FROM AN ASSIGNMENT OF REVENUES PLEDGED UNDER INTERGOVERNMENTAL AGREEMENTS BETWEEN THE DISTRICT AND BEEBE DRAW FARMS AUTHORITY AND AN INTERGOVERNMENTAL AGREEMENT BETWEEN THE BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 AND THE BEEBE DRAW FARMS AUTHORITY AND ANY OTHER LEGALLY AVAILABLE REVENUES OF THE DISTRICT, SUCH DEBT FOR STREETS TOGETHER WITH ANY OTHER DEBT CONSISTING OF REVENUE BONDS ISSUED BY THE DISTRICT WITH FOR THE PURPOSES OF FINANCING PARKS AND RECREATION IMPROVEMENTS OR STREET IMPROVEMENTS NOT TO EXCEED IN THE AGGREGATE (00191013.DOC/} 12 $44,000,000, THE TERM OF SUCH DEBT NOT TO EXCEED FORTY YEARS FROM THE DATE OF ISSUANCE THEREOF, SUCH DEBT TO BEAR INTEREST (IF ANY) AT A MAXIMUM NET EFFECTIVE INTEREST RATE NOT TO EXCEED 15.0% PER ANNUM, SUCH INTEREST TO BE PAYABLE AT SUCH TIME OR TIMES, AND WHICH MAY COMPOUND ANNUALLY OR SEMIANNUALLY, AND SUCH DEBT TO MATURE, BE SUBJECT TO REDEMPTION WITH OR WITHOUT PREMIUM, AND BE ISSUED AND SOLD AT, ABOVE OR BELOW PAR, SUCH DEBT TO BE ISSUED OR INCURRED AT ONE TIME OR FROM TIME TO TIME, TO BE PAID FROM ANY LEGALLY AVAILABLE REVENUES OF THE DISTRICT, INCLUDING THE PROCEEDS OF AD VALOREM PROPERTY TAXES, WHICH REVENUES TO THE EXTENT PAYABLE UNDER INTERGOVERNMENTAL AGREEMENTS SHALL BE ASSIGNABLE BY THE AUTHORITY FOR THE PAYMENT OF OBLIGATIONS FUNDING WATER IMPROVEMENTS; SUCH TAXES TO CONSIST OF AN AD VALOREM MILL LEVY IMPOSED ON ALL TAXABLE PROPERTY OF THE DISTRICT IN AMOUNTS SUFFICIENT TO PRODUCE THE ANNUAL INCREASE SET FORTH ABOVE OR SUCH LESSER AMOUNT AS MAY BE NECESSARY, BUT NOT TO EXCEED, IN ANY TAX LEVY YEAR, 50 MILLS (SUBJECT TO ADJUSTMENT AS DESCRIBED BELOW) LESS (A) THE NUMBER OF MILLS REQUIRED TO BE IMPOSED IN SUCH TAX LEVY YEAR TO PAY THE DISTRICT'S ADMINISTRATION AND OPERATIONS AND MAINTENANCE EXPENSES IN ACCORDANCE WITH THE BEEBE DRAW FARMS AUTHORITY ESTABLISHMENT AGREEMENT, AND LESS (B) THE NUMBER OF MILLS REQUIRED TO BE IMPOSED IN SUCH TAX LEVY YEAR BY THE BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 TO PAY SUCH DISTRICT'S OUTSTANDING GENERAL OBLIGATION BONDS, SERIES 1998, PROVIDED THAT SUCH 50 MILL MAXIMUM LEVY RATE MAY BE ADJUSTED BY THE BOARD OF DIRECTORS TO TAKE INTO ACCOUNT LEGISLATIVE OR CONSTITUTIONALLY IMPOSED ADJUSTMENTS IN ASSESSED VALUES OR THE METHOD OF THEIR CALCULATION OCCURRING AFTER JANUARY 1, 2010, SO THAT, TO THE EXTENT POSSIBLE, THE ACTUAL REVENUES GENERATED BY SUCH MILL LEVY ARE NEITHER DIMINISHED NOR ENHANCED AS A RESULT OF SUCH CHANGES; SUCH TAXES TO BE USED FOR THE PURPOSE OF PAYING THE PRINCIPAL OF, PREMIUM IF ANY, AND INTEREST ON SUCH DEBT; ALL OF THE ABOVE CONCERNING SUCH DEBT AND SUCH TAXES AS MAY BE DETERMINED BY THE DISTRICT BOARD OF DIRECTORS; AND SHALL THE PROCEEDS OF ANY SUCH DEBT AND THE REVENUE FROM SUCH TAXES, ANY OTHER REVENUE USED TO PAY SUCH DEBT, AND INVESTMENT EARNINGS THEREON, BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT AS A VOTER-APPROVED REVENUE CHANGE, WITHOUT REGARD TO ANY SPENDING, REVENUE-RAISING, OR OTHER LIMITATION CONTAINED WITHIN ARTICLE X, SECTION 20 OF THE COLORADO CONSTITUTION, OR ANY OTHER LAW WHICH PURPORTS TO LIMIT THE DISTRICT'S REVENUES OR EXPENDITURES AS IT CURRENTLY EXISTS OR AS IT MAY BE AMENDED IN THE FUTURE, AND WITHOUT (00191013.DOC/) 13 LIMITING IN ANY YEAR THE AMOUNT OF OTHER REVENUES THAT MAY BE COLLECTED, RETAINED AND SPENT BY THE DISTRICT? lire-Y ESS NNOQO O BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 BALLOT ISSUE II (Formation of Authority and Execution of Establishment Agreement) SHALL THE BEEBE DRAW FARMS AUTHORITY ("AUTHORITY") BE ESTABLISHED FOR THE PURPOSE OF PROVIDING FOR THE FINANCING, CONSTRUCTION, OPERATION AND MAINTENANCE OF PUBLIC INFRASTRUCTURE AND AMENITIES (INCLUDING ROAD AND WATER IMPROVEMENTS AND PARKS AND RECREATION FACILITIES) NECESSARY FOR THE COMPLETION OF DEVELOPMENT IN BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 1 ("DISTRICT NO. 1") AND BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 ("DISTRICT NO. 2") UNDER AN INTERGOVERNMENTAL AGREEMENT (THE "ESTABLISHMENT AGREEMENT") BETWEEN DISTRICT NO. 1 AND DISTRICT NO. 2; SHALL DISTRICT NO. 2 ENTER INTO SUCH ESTABLISHMENT AGREEMENT AS A MULTIPLE FISCAL YEAR FINANCIAL OBLIGATION TO CONTRIBUTE TO THE AUTHORITY THE PROCEEDS OF AN AD VALOREM PROPERTY TAX LEVY WHICH, TOGETHER WITH ANY OTHER AD VALOREM PROPERTY TAX LEVY IMPOSED BY DISTRICT NO. 2 AND THE AD VALOREM PROPERTY TAX LEVY IMPOSED BY DISTRICT NO. 1 FOR PAYMENT OF ITS GENERAL OBLIGATION BONDS, SERIES 1998, SHALL NOT EXCEED 50 MILLS (PROVIDED THAT SUCH MILL LEVY RATE MAY BE ADJUSTED BY THE BOARD OF DIRECTORS TO TAKE INTO ACCOUNT LEGISLATIVE OR CONSTITUTIONALLY IMPOSED ADJUSTMENTS IN ASSESSED VALUES OR THE METHOD OF THEIR CALCULATION OCCURRING AFTER JANUARY 1, 2010, SO THAT, TO THE EXTENT POSSIBLE, THE ACTUAL REVENUES GENERATED BY SUCH MILL LEVY ARE NEITHER DIMINISHED NOR ENHANCED AS A RESULT OF SUCH CHANGES) FOR THE PURPOSE OF FUNDING THE PROVISION BY THE AUTHORITY OF INFRASTRUCTURE AND AMENITIES IN ACCORDANCE WITH THE ESTABLISHMENT AGREEMENT, AND TO CONTRIBUTE TO THE AUTHORITY, FOR APPLICATION UNDER THE ESTABLISHMENT AGREEMENT, THE PROCEEDS OF ANY REVENUE BONDS ISSUED BY DISTRICT NO. 2 TO FINANCE THE CAPITAL COSTS OF THE PUBLIC INFRASTRUCTURE AND AMENITIES; AND SHALL ALL AMOUNTS RECEIVED BY THE AUTHORITY UNDER THE ESTABLISHMENT AGREEMENT BE COLLECTED, RETAINED AND SPENT BY THE AUTHORITY AS A VOTER-APPROVED REVENUE CHANGE, WITHOUT REGARD TO ANY SPENDING, REVENUE-RAISING, OR OTHER LIMITATION CONTAINED WITHIN ARTICLE X, SECTION 20 OF THE COLORADO CONSTITUTION, OR ANY OTHER LAW WHICH PURPORTS TO LIMIT THE AUTHORITY'S REENUES OR EXPENDITURES AS IT CURRENTLY EXISTS OR AS IT MAY BE AMENDED IN THE (00191013.DOC/} 14 FUTURE, AND WITHOUT LIMITING IN ANY YEAR THE AMOUNT OF OTHER REVENUES THAT MAY BE COLLECTED, RETAINED AND SPENT BY THE AUTHORITY? YES� NO 4Pp BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 BALLOT QUESTION I (Revocation of Prior Remaining Debt Authorization) SHALL ALL OF THE DEBT AUTHORIZATION OF BEEBE DRAW FARMS METROPOLITAN DISTRICT NO. 2 APPROVED BY ELIGIBLE ELECTORS OF THE DISTRICT AT AN ELECTION HELD NOVEMBER 2, 1999, BUT SOLELY TO THE EXTENT THE SAME REMAINS UNUSED AND OUTSTANDING AS OF THE DATE HEREOF, BE REVOKED AND NO LONGER CONSTITUTE VALID DEBT AUTHORIZATION FOR SUCH DISTRICT, PROVIDED THAT THE EFFECTIVENESS OF SUCH REVOCATION SHALL BE CONTINGENT UPON: (I) THE APPROVAL BY THE DISTRICT'S VOTERS, AT THE ELECTION HELD MAY 4, 2010, OF BALLOT ISSUES A THROUGH H, AND (II) THE APPROVAL BY THE VOTERS OF BEEBE DRAW METROPOLITAN DISTRICT NO. 1, AT THE ELECTION HELD MAY 4, 2010, OF ITS BALLOT ISSUES A THROUGH E? YES NO 3 It is hereby identified and specified that: NUMERIC Total Number of Ballots Issued to Electors Total Number of Ballots Voted: Ballots Returned Undelivered: Spoiled Ballots: Rejected Ballots: 3" Defective Ballots: Challenged Ballots: -0 Provisional Ballots: {00191013.DOC/) 15 Dated this 4th day of May, 2010. 011-10A-A6111442 Election Jge �2yyy ".y Electiodiidge {00191013.DOC/) 16 Hello