AGREEMENT TO AMEND/EXTEND
                             WATER SERVICE AGREEMENT
                                     FOR THE
                                  SKY RANCH PUD
                                                                 January  6,2004
                                                                 ---------------

RE:  Water  Service  Agreement  dated  October 31. 2003  by  and between AIRPARK
                                       ----------------
     METROPOLITAN  DISTRICT  ("AMD");  ICON  INVESTORS 1 LLC ("DEVELOPER"); PURE
     CYCLE  CORPORATION  ("PURECYCLE");  and  RANGE  VIEW  METROPOLITAN DISTRICT
     ("RANGEVIEW")  relating to the provision of water services to the Sky Ranch
     PUD  (Arapahoe  County  case  No.  Z01-010).


This  Amendment,  dated January 6. 2004, shall amend the aforesaid water service
                        ---------------
agreement  as  follows:

     Section  10.02, Termination Contingency, Subsection (c) shall be amended to
     read  as  follows:

(c)  Water  Rights.  If  AMD  or  the DEVELOPER are unsatisfied with the opinion
     -------------
     of water counsel provided pursuant to Section 6.03(e), AMD or the DEVELOPER
     shall  have  the right to terminate this Agreement by giving written notice
     to  RANGEVIEW  and  PURECYCLE.  In no event shall AMD or DEVELOPER have the
     right  to terminate this Agreement pursuant to this Section after the Board
     of  County  Commissioners of Arapahoe County has approved the PDP, or March
     6,  2004,  whichever  is  latest.

AIRPARK  METROPOLITAN  DISTRICT

By:  /s/  Andrew  R.  Klein
     ----------------------------------
     Andrew  R.  Klein,  President

ICON  INVESTORS  I  LLC

By:  AIRWAY  PARK  MANAGER,  LLC,  A  COLORADO  LIMITED  LIABILITY  COMPANY

By:  /s/  Andrew  R.  Klein
     ----------------------------------
     Andrew  R.  Klein,  its  Manager


PURE  CYCLE  CORPORATION,  A  DELAWARE  CORPORATION

By:  /s/  Mark  Harding
     ----------------------------------
     Mark  Harding,  President


RANGEVIEW  METROPOLITAN  DISTRICT

By:  /s/  Thomas  P.  Clark
     ----------------------------------
     Thomas  P.  Clark,  Director