##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON, D.C. 20549
 FORM 10-KSB
 þ
    
    Annual report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 for the fiscal year ended March 31, 2008
 or
 o
    
    Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
 for the transition period from  to
 Commission
File Number 0-18235
 ELDORADO ARTESIAN SPRINGS, INC.
  Colorado
    
    84-0907853(State or other jurisdiction of 
incorporation or organization)
    
    I.R.S. Employer Identification Number
 (Address of principal executive offices and zip code)
   
 o
 þ o
 þ
 Indicate by check mark whether the registrant is a shell company (as defined under Rule 12b-2 of
the Exchange Act).  
Yes o No þ
    DOCUMENTS INCORPORATED BY REFERENCE
 
 o þ




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##### 



TABLE OF CONTENTS
 PART IItem 1. Description of Business
    
    
    3Item 2. Description of Property
    
    
    8Item 3. Legal Proceedings
    
    
    8Item 4. Submission of Matters to a Vote of Security Holders
    
    
    8PART IIItem 5. Market for Common Equity, Related Stockholder Matters and Small Business Issuer Purchases of
Equity Securities
    
    
    9Item 6. Managements Discussion and Analysis of Financial Condition or Plan of Operation
    
    
    9Item 7. Financial Statements
    
    
    14Item 8. Change In and Disagreements with Accountants on Accounting and Financial Disclosure
    
    
    16Item 8A (T). Controls and Procedures
    
    
    16Item 8B. Other Information
    
    
    17PART IIIItem 9. Directors, Executive Officers, Promoters, Control Persons and Corporate Governance;
Compliance with Section 16(a) of the Exchange Act
    
    
    18Item 10. Executive Compensation
    
    
    18Item 11. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
    
    
    18Item 12. Certain Relationships and Related Transactions, and Director Independence
    
    
    18Item 13. Exhibits
    
    
    19Item 14. Principal Accountant Fees and Services
    
    
    21Exhibit 10.23Exhibit 23.1Exhibit 31.1Exhibit 31.2Exhibit 32.1Exhibit 32.2
   2




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FORWARD-LOOKING STATEMENTS
 Certain statements made in this Annual Report on Form 10-KSB are forward-looking statements
(within the meaning of the Private Securities Litigation Reform Act of 1995) regarding the plans
and objectives of management for future operations. Such statements involve known and unknown
risks, uncertainties and other factors that may cause actual results, performance or achievements
of Eldorado to be materially different from any future results, performance or achievements
expressed or implied by such forward-looking statements. The forward-looking statements included
herein are based on current expectations that involve numerous risks and uncertainties. Eldorados
plans and objectives are based, in part, on assumptions involving the continued expansion of
business. Assumptions relating to the foregoing involve judgments with respect to, among other
things, future economic, competitive and market conditions, availability of debt ad equity
financing, ability to purchase additional water rights, interest rate fluctuations, labor and
marketing costs, operating costs, packaging costs, competition, legal claims and future business
decisions, all of which are difficult or impossible to predict accurately and many of which are
beyond the control of Eldorado. Although Eldorado believes that its assumptions underlying the
forward-looking statements are reasonable, any of the assumptions could prove inaccurate. In light
of the significant uncertainties inherent in the forward-looking statements included herein, the
inclusion of such information should not be regarded as a representation by Eldorado or any other
person that the objectives and plans of Eldorado will be achieved. We undertake no obligation to
revise or update publicly any forward-looking statements for any reason.
 All references in this report to Company, we, us, our, or Eldorado refer to Eldorado
Artesian Springs, Inc.
 
 ITEM 1. DESCRIPTION OF BUSINESS.
  Industry Background
     3




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Company Background
  1
gallon
     4




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##### Table of Contents



Organic Vitamin Charged spring water. Organic Vitamin Charged
 Water Source and Bottling
    1 2
    5




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##### Table of Contents



Products
  Sales and Distribution
  Home/Commercial
Delivery Business
  PET
Packaging/Retail Distribution Business
  Marketing
     6




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Supplies
  Seasonality
  Competition
  Government Regulation
     Research and Development Costs
   7




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Employees
  
 ITEM 2. DESCRIPTION OF PROPERTY.
  Eldorado Springs, Colorado
  Louisville, Colorado
  
 ITEM 3. LEGAL PROCEEDINGS.
  
 ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
   8




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PART II
 
 ITEM 5. MARKET FOR COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND SMALL BUSINESS ISSUER PURCHASES
OF EQUITY SECURITIES.
 Market Information
  High
    
    
    LowFiscal Year 2008Fourth Quarter through March 31, 2008
    
    $
    2.25
    
    
    $
    1.45Third Quarter through December 31, 2007
    
    $
    3.50
    
    
    $
    1.45Second Quarter through September 30, 2007
    
    $
    4.13
    
    
    $
    1.55First Quarter through June 30, 2007
    
    $
    2.88
    
    
    $
    2.70Fiscal Year 2007Fourth Quarter through March 31, 2007
    
    $
    2.09
    
    
    $
    1.00Third Quarter through December 31, 2006
    
    $
    2.09
    
    
    $
    1.33Second Quarter through September 30, 2006
    
    $
    1.71
    
    
    $
    1.13First Quarter through June 30, 2006
    
    $
    3.50
    
    
    $
    1.28
 Holders
  Dividends
  Recent Sales of Unregistered Securities
  
 ITEM 6. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
 Forward Looking Statements
   9




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Overview
   Results of Operations
       10




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Year Ended March 31, 2008 Compared to Year Ended March 31, 2007
 Sales
      Gross Profit/Cost of Goods Sold
   Operating Expenses
    11




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Interest, Taxes, Other Income and Other Expenses
      Liquidity and Capital Resources
   12




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Contractual Obligations and Commitments
  Fiscal Year End
    
    Long-Term Debt
    
    
    Operating Lease
    
    
    Total2009
    
    $
    56,748
    
    
    $
    316,836
    
    
    $
    373,5842010
    
    
    62,031
    
    
    
    263,969
    
    
    
    326,0002011
    
    
    67,085
    
    
    
    195,038
    
    
    
    262,1232012
    
    
    1,451,282
    
    
    
    83,771
    
    
    
    1,535,0532013
    
    
    2,823,391
    
    
    
    78,363
    
    
    
    2,901,754Thereafter
    
    
    
    
    
    
    
    
    
    
    Total
    
    $
    4,460,537
    
    
    $
    937,977
    
    
    $
    5,398,514
  13




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Impact of Inflation
  Recently Issued Accounting Pronouncements
    
 ITEM 7. FINANCIAL STATEMENTS
   14




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Table of Contents
 PageReport of Independent Registered Public Accounting Firm
    
    
    F-1Financial StatementsBalance Sheet
    
    
    F-2Statements of Operations
    
    
    F-3Statement of Changes in Stockholders Equity
    
    
    F-4Statements of Cash Flows
    
    
    F-5Notes to Financial Statements
    
    
    F-6
  15




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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 
     
  F-1




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Balance Sheet
 March 31, 2008
 AssetsCurrent assetsCash
    
    $
    389,440Accounts receivable  trade, net
    
    
    893,660Inventories
    
    
    437,171Prepaid expenses and other
    
    
    107,144Deferred tax asset
    
    
    29,648Total current assets
    
    
    1,857,063Non-current assetsProperty, plant and equipment, net
    
    
    4,177,350Notes receivable  related party
    
    
    318,138Water rights, net
    
    
    432,871Deposits
    
    
    135,785Other, net
    
    
    184,302Total non-current assets
    
    
    5,248,446Total assets
    
    $
    7,105,509Liabilities and Stockholders EquityCurrent liabilitiesAccounts payable
    
    $
    417,929Accrued expenses
    
    
    318,352Customer deposits
    
    
    80,530Current portion of long-term debt
    
    
    56,748Total current liabilities
    
    
    873,559Non-current liabilitiesLong-term debt, less current portion
    
    
    4,403,789Deferred tax liability
    
    
    75,480Deferred gain on the sale of real estate
    
    
    178,822Total non-current liabilities
    
    
    4,658,091Total liabilities
    
    
    5,531,650Commitments and contingencyStockholders equityPreferred stock, par value $.001 per share;
10,000,000 shares 
authorized; 0 shares
issued and outstanding
    
    
    Common stock, par value $.001 per share;
50,000,000 shares authorized; 6,426,464
issued and outstanding
    
    
    6,426Additional paid-in capital
    
    
    1,634,159Accumulated deficit
    
    
    (66,726
    )Total stockholders equity
    
    
    1,573,859Total liabilities and stockholders equity
    
    $
    7,105,509
  F-2




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Statements of Operations
 For the Years EndedMarch 31,2008
    
    
    2007RevenuesWater and related
    
    $
    8,297,186
    
    
    $
    8,104,710Rentals
    
    
    12,000
    
    
    
    12,000Pool and other
    
    
    148,226
    
    
    
    131,597Total revenues
    
    
    8,457,412
    
    
    
    8,248,307Cost of goods sold
    
    
    1,860,315
    
    
    
    1,732,078Gross profit
    
    
    6,597,097
    
    
    
    6,516,229Operating expensesSalaries and related expenses
    
    
    3,586,933
    
    
    
    3,152,611Administrative and general
    
    
    1,801,118
    
    
    
    1,579,282Delivery
    
    
    848,769
    
    
    
    799,130Advertising and promotions
    
    
    286,810
    
    
    
    202,392Depreciation and amortization
    
    
    411,035
    
    
    
    446,537Total operating expenses
    
    
    6,934,665
    
    
    
    6,179,952(Loss) income from operations
    
    
    (337,568
    )
    
    
    336,277Other income (expense)Other income
    
    
    
    
    
    
    92,300Gain on the sale of property
    
    
    178,722
    
    
    
    Interest income
    
    
    56,039
    
    
    
    42,626Interest expense
    
    
    (342,629
    )
    
    
    (297,599
    )Total other expense
    
    
    (107,868
    )
    
    
    (162,673
    )(Loss) income before income taxes
    
    
    (445,436
    )
    
    
    173,604Income tax (expense) benefitCurrent
    
    
    
    
    
    
    (138,990
    )Deferred
    
    
    134,128
    
    
    
    52,970Total income tax benefit (expense)
    
    
    134,128
    
    
    
    (86,020
    )Net (loss) income available to common shareholders
    
    $
    (311,308
    )
    
    $
    87,584Basic weighted average common shares outstanding
    
    
    6,274,028
    
    
    
    6,012,178Basic (loss) income per common share
    
    $
    (0.05
    )
    
    $
    0.01Weighted average diluted number of shares outstanding
    
    
    6,274,028
    
    
    
    6,361,934Diluted (loss) earnings per share
    
    $
    (0.05
    )
    
    $
    0.01
  F-3




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Statement of Changes in Stockholders Equity
 For the Year Ended March 31, 2008
 RetainedAdditional
    
    
    Earnings/
    
    
    TotalCommon Stock
    
    
    Paid-in
    
    
    Accumulated
    
    
    StockholdersShares
    
    
    Amount
    
    
    Capital
    
    
    Deficit
    
    
    EquityBalance  March 31, 2006
    
    
    5,990,990
    
    
    
    5,991
    
    
    
    1,413,111
    
    
    
    156,998
    
    
    
    1,576,100Stock options exercised
    
    
    18,000
    
    
    
    18
    
    
    
    20,719
    
    
    
    
    
    
    
    20,737Conversion of warrants to shares
    
    
    22,076
    
    
    
    22
    
    
    
    (22
    )
    
    
    
    
    
    
    Stock options issued to
employees
    
    
    
    
    
    
    
    
    
    
    50,149
    
    
    
    
    
    
    
    50,149Net income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    87,584
    
    
    
    87,584Balance  March 31, 2007
    
    
    6,031,066
    
    
    $
    6,031
    
    
    $
    1,483,957
    
    
    $
    244,582
    
    
    $
    1,734,570Stock options exercised
    
    
    58,000
    
    
    
    57
    
    
    
    75,943
    
    
    
    
    
    
    
    76,000Conversion of warrants to shares
    
    
    337,398
    
    
    
    338
    
    
    
    (338
    )
    
    
    
    
    
    
    Stock options issued to
employees
    
    
    
    
    
    
    
    
    
    
    74,597
    
    
    
    
    
    
    
    74,597Net loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (311,308
    )
    
    
    (311,308
    )Balance  March 31, 2008
    
    
    6,426,464
    
    
    $
    6,426
    
    
    $
    1,634,159
    
    
    $
    (66,726
    )
    
    $
    1,573,859
  F-4




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Statements of Cash Flows
 For the Years EndedMarch 31,2008
    
    
    2007Cash flows from operating activitiesNet (loss) income
    
    $
    (311,308
    )
    
    $
    87,584Adjustments to reconcile net (loss) income to net cash
provided by operating activitiesDepreciation and amortization
    
    
    411,035
    
    
    
    446,537Deferred income taxes
    
    
    (21,158
    )
    
    
    (52,969
    )Stock based compensation
    
    
    74,597
    
    
    
    50,149Accrued interest on related party note receivable
    
    
    (37,999
    )
    
    
    (42,628
    )Gain on sale of real estate
    
    
    (178,722
    )
    
    
    Changes in assets and liabilitiesAccounts receivable
    
    
    (50,979
    )
    
    
    (12,801
    )Inventories
    
    
    (240,724
    )
    
    
    100,330Prepaid expenses and other
    
    
    (32,663
    )
    
    
    (8,558
    )Other assets
    
    
    (58,491
    )
    
    
    18,511Deposits
    
    
    (26,781
    )
    
    
    (95,000
    )Accounts payable
    
    
    163,870
    
    
    
    (34,431
    )Accrued expenses
    
    
    75,134
    
    
    
    10,902Income taxes
    
    
    (100,366
    )
    
    
    69,331Customer deposits
    
    
    (13,054
    )
    
    
    (720
    )Net cash (used in) provided by operating activities
    
    
    (347,609
    )
    
    
    536,237Cash flows from investing activitiesPurchase of water rights
    
    
    (361,196
    )
    
    
    Payments received on related party note receivable
    
    
    310,311
    
    
    
    Purchases of property and equipment
    
    
    (327,235
    )
    
    
    (543,942
    )Net cash used in investing activities
    
    
    (378,120
    )
    
    
    (543,942
    )Cash flows from financing activitiesProceeds from exercise of stock options
    
    
    76,000
    
    
    
    20,737Net proceeds from line of credit
    
    
    
    
    
    
    50,000Payments on line of credit
    
    
    
    
    
    
    (356,150
    )Proceeds from long-term debt
    
    
    4,406,393
    
    
    
    1,500,000Payments on long-term debt
    
    
    (3,974,983
    )
    
    
    (685,681
    )Net cash provided by financing activities
    
    
    507,410
    
    
    
    528,906Net (decrease) increase in cash
    
    
    (218,319
    )
    
    
    521,201Cash  beginning of year
    
    
    607,759
    
    
    
    86,558Cash  end of year
    
    $
    389,440
    
    
    $
    607,759
     F-5




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Note 1  Description of Business and Summary of Significant Accounting Policies
  Concentrations of Credit Risk
  Cash and Cash Equivalents
  Inventories
  Deposits
  Property, Plant, and Equipment
  Water Rights
  Other Assets
  Accounts Receivable
   F-6




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##### Table of Contents



Long-Lived Assets
  Customer Deposits
  Stock Based Compensation
  Basic and Diluted Earnings (Loss) Per Common Share
 Earnings Per Share
  2008
    
    
    2007Net (loss) income
    
    $
    (311,308
    )
    
    $
    87,584Common shares outstanding:Weighted average common shares outstanding  basic
    
    
    6,274,028
    
    
    
    6,012,176Effect of dilution from stock options and warrants
    
    
    
    
    
    
    174,879Weighted average common shares outstanding  diluted
    
    
    6,274,028
    
    
    
    6,361,934Net (loss) income per share, basic
    
    $
    (0.05
    )
    
    $
    0.01Net (loss) income per share, diluted
    
    $
    (0.05
    )
    
    $
    0.01
 Fair Value of Financial Instruments
    F-7




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##### Table of Contents



Revenue Recognition
  Promotional Expense  Consideration to Vendors
  Advertising Costs
  Use of Estimates
  Recently Issued Accounting Pronouncements
     F-8




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##### Table of Contents



Note 2  Balance Sheet Disclosures
  Accounts receivableAccounts receivable
    
    $
    973,660Allowance for doubtful accounts
    
    
    (80,000
    )$
    893,660
  Property, plant and equipmentLand
    
    $
    1,000,263Buildings and improvements
    
    
    3,924,858Machinery and equipment
    
    
    4,550,367Office furniture and fixtures
    
    
    325,5119,800,999Less accumulated depreciation and amortization
    
    
    (5,623,649
    )$
    4,177,350
  Water rights
    
    $
    540,696Less accumulated amortization
    
    
    (107,825
    )$
    432,871
  Other assetsCustomer lists, loan fees, and other
    
    $
    280,786Accumulated amortization
    
    
    (96,484
    )$
    184,302
  Accrued expensesAccrued payroll and taxes
    
    $
    95,748Accrued repairs
    
    
    24,139Accrued property taxes
    
    
    172,403Accrued sales taxes
    
    
    26,062$
    318,352
  F-9




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##### Table of Contents



Note 3  Deferred Gain on the Sale of Real Estate
   Note 4  Line of Credit
  Note 5  Long-Term Debt
  Note payable to a bank with interest fixed at 7.5%
until October 2012, at which time the balance of
the note is due. The note calls for monthly
principal and interest payments of $22,385 and
matures October 2012. Cross Collateralized by
substantially all assets of the Company and
guaranteed by three stockholders and officers of
the Company. The note is subject to certain
restrictive covenants.
    
    $
    2,982,880Note payable to a bank with interest fixed at 7.75%
until February 2012, at which time the balance of
the note is due. The note calls for monthly
principal and interest payments of $11,439 with all
unpaid principal and interest due February 2012.
Cross-collateralized by all rents and deed of trust
of the Company and guaranteed by three stockholders
and officers of the Company.
    
    
    1,477,6574,460,537Less current portion
    
    
    (56,748
    )$
    4,403,789
  Year Ending March 31,2009
    
    $
    56,7482010
    
    
    62,0312011
    
    
    67,0852012
    
    
    1,451,282Thereafter
    
    
    2,823,391$
    4,460,537
  F-10




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##### Table of Contents



Note 6  Income Taxes
  Current deferred tax asset
    
    $
    29,648Current deferred tax liability
    
    
    Net current deferred tax asset
    
    $
    29,648Long-term deferred tax asset
    
    $
    111,424Long-term deferred tax liability
    
    
    (75,480
    )Net
long-term deferred tax asset
    
    $
    35,944
  Allowance for doubtful accounts
    
    $
    29,648Property and equipment
    
    
    (66,001
    )Intangible
assets
    
    
    (1,612
    )Net
operating loss
    
    
    111,424Deferred gain
    
    
    (7,867
    )$
    65,592
  For the Years EndedMarch 31,2008
    
    
    2007Federal income taxes computed at statutory rate
    
    $
    (151,448
    )
    
    $
    (59,025
    )State income taxes and other
    
    
    (10,947
    )
    
    
    (5,305
    )Stock based compensation associated with issuance of warrants
    
    
    25,363
    
    
    
    (18,585
    )Other
    
    
    2,904
    
    
    
    (3,105
    )$
    (134,128
    )
    
    $
    (86,020
    )
  F-11




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##### Table of Contents



Note 7  Commitments
 Operating Leases
   Year Ending March 31,2009
    
    $
    316,8362010
    
    
    263,9692011
    
    
    195,0382012
    
    
    83,7712013
    
    
    78,363$
    937,977
 Management Consulting and Finders Agreement
  Note 8  Contingency
    F-12




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##### Table of Contents



Note 9  Stockholders Equity
 Stock Options
   WeightedAverageStock
    
    
    ExerciseOptions
    
    
    PriceOutstanding  March 31, 2006
    
    
    995,000
    
    
    
    1.34Granted
    
    
    145,000
    
    
    
    1.50Forfeited/canceled
    
    
    (24,000
    )
    
    
    1.20Exercised
    
    
    (18,000
    )
    
    
    1.15Outstanding  March 31, 2007
    
    
    1,098,000
    
    
    
    1.37Granted
    
    
    47,000
    
    
    
    1.75Forfeited/canceled
    
    
    (182,000
    )
    
    
    1.43Exercised
    
    
    (58,000
    )
    
    
    1.31Outstanding  March 31, 2008
    
    
    905,000
    
    
    $
    1.38
  Options Outstanding
    
    
    Options ExercisableExercise Prices
    
    Number
    
    
    Price*
    
    
    Life*
    
    
    Number
    
    
    Price*0.875
    
    
    38,000
    
    
    
    0.875
    
    
    
    1.01
    
    
    
    38,000
    
    
    
    0.8751.00
    
    
    29,000
    
    
    
    1.00
    
    
    
    5.4
    
    
    
    29,000
    
    
    
    1.001.375
    
    
    659,000
    
    
    
    1.375
    
    
    
    .08
    
    
    
    659,000
    
    
    
    1.3751.43
    
    
    100,000
    
    
    
    1.43
    
    
    
    3.84
    
    
    
    25,000
    
    
    
    1.431.65
    
    
    32,000
    
    
    
    1.65
    
    
    
    8.09
    
    
    
    32,000
    
    
    
    1.651.75
    
    
    37,000
    
    
    
    1.75
    
    
    
    9.09
    
    
    
    37,000
    
    
    
    1.751.938
    
    
    5,000
    
    
    
    1.938
    
    
    
    2.08
    
    
    
    5,000
    
    
    
    1.9382.125
    
    
    5,000
    
    
    
    2.125
    
    
    
    1.08
    
    
    
    5,000
    
    
    
    2.125Total  March 31, 2008
    
    
    905,000
    
    
    $
    1.38
    
    
    
    1.38
    
    
    
    830,000
    
    
    $
    1.38
 *
    
    Price and Life reflect the weighted average exercise price and weighted average remaining
contractual life, in years, respectively.  F-13




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Valuation and Expense Information under SFAS 123(R)
   For the Year EndedMarch 31,2008Risk Free Interest Rate
    
    
    4.65%Expected life (years)
    
    
    5Expected dividend yield
    
    
    0%Annualized volatility
    
    
    88.5%Estimated fair value of options granted
    
    $1.01 per share
  For the Year EndedMarch 31,2008Approximate risk free rate
    
    
    4.65%Average expected life
    
    10 yearsDividend yield
    
    
    0%Volatility
    
    
    87.5%Estimated fair value of total options granted
    
    $1.53 per share
 Warrants
   F-14




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Note 10  Employee Benefit Plan
 
  F-15




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##### Table of Contents



ITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
  
 ITEM 8A(T). CONTROLS AND PROCEDURES
 Conclusion Regarding The Effectiveness Of Disclosure Controls And Procedures
   Managements Annual Report On Internal Control Over Financial Reporting
    16




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Remediation Of Material Weaknesses in Internal Control Over Financial Reporting
  Changes In Internal Control Over Financial Reporting
  
 ITEM 8B. OTHER INFORMATION
 
  17




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PART III
 
 ITEM 9. DIRECTORS, EXECUTIVE OFFICERS, PROMOTERS, CONTROL PERSONS AND CORPORATE GOVERNANCE;
COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT
   
 ITEM 10. EXECUTIVE COMPENSATION
  
 ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER
MATTERS
  
 ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE
   18




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ITEM 13. EXHIBITS
 ExhibitNo.
    
    Description
    
    Location3.1
    
    Articles of Incorporation and Bylaws
    
    Incorporated by
reference to Exhibit 3
to the Registration
Statement (No.
33-6738-D)3.2.
    
    Amended Articles of Incorporation
    
    Incorporated by
reference to Exhibit 3.1
to Eldorados Form
10-KSB for the fiscal
year ended March 31,
19983.3
    
    Amended and Restated Articles of
Incorporation
    
    Incorporated by
reference to
Exhibit 3.1 to
Eldorados Form
SB-2/A
(Registration
Statement No.
333-68553) filed
with the Securities
and Exchange
Commission on
November 21, 20003.4
    
    Amended and Restated Bylaws
    
    Incorporated by
reference to
Exhibit 3.2 to
Eldorados Form
SB-2/A
(Registration
Statement No.
333-68553) filed
with the Securities
and Exchange
Commission on July
2, 199910.1*
    
    1997 Stock Option Plan
    
    Incorporated by
reference to
Exhibit 10.1 to
Registration
Statement No.
333-6855310.2
    
    Promissory Note with First National Bank of
Boulder County dated June 27, 1997
    
    Incorporated by
reference to
Exhibit 10.2 to
Registration
Statement No.
333-6855310.3
    
    Deed of Trust dated June 27, 1997
    
    Incorporated by
reference to
Exhibit 10.3 to
Registration
Statement No.
333-6855310.4
    
    Small Business Administration Note  U.S. Bank,
August 21, 2001
    
    Incorporated by
reference to
Exhibit 10.4 to
Eldorados Form
10-KSB for the
fiscal year ended
March 31, 200310.5
    
    U.S. Bank, August 21, 2001
Deed of Trust
    
    Incorporated by
reference to
Exhibit 10.5 to
Eldorados Form
10-KSB for the
fiscal year ended
March 31, 200310.6
    
    U.S. Small Business Administration
Note  Bank of West August 21, 2001
    
    Incorporated by
reference to
Exhibit 10.6 to
Eldorados Form
10-KSB for the
fiscal year ended
March 31, 200310.7
    
    Bank of West, August 21, 2001, Deed of Trust
    
    Incorporated by
reference to
Exhibit 10.7 to
Eldorados Form
10-KSB for the
fiscal year ended
March 31, 200310.8
    
    Contract to Buy and Sell Real Estate (Commercial)
    
    Incorporated by
reference to
Exhibit 10.1 to
Eldorados Form
10-QSB for the
quarter ended
September 30, 200110.9
    
    Contract to Buy and Sell Real Estate (Residential)
    
    Incorporated by
reference to
Exhibit 10.2 to
Eldorados Form
10-QSB for the
quarter ended
September 30, 200110.10
    
    Contract to Buy and Sell Real Estate (Residential)
    
    Incorporated by
reference to
Exhibit 10.3 to
Eldorados Form
10-QSB for the
quarter ended
September 30, 200110.11
    
    Note receivable  Doug Larson
    
    Incorporated by
reference to
Exhibit 10.8 to
Eldorados Form
10-KSB for the
fiscal year ended
March 31, 2003
  19




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ExhibitNo.
    
    Description
    
    Location10.12
    
    Doug Larson  Pledge agreement
    
    Incorporated by
reference to
Exhibit 10.9 to
Eldorados Form
10-KSB for the
fiscal year ended
March 31, 200310.13
    
    Note receivable  Kevin Sipple
    
    Incorporated by
reference to
Exhibit 10.10 to
Eldorados Form
10-KSB for the
fiscal year ended
March 31, 200310.14
    
    Kevin Sipple  Pledge agreement
    
    Incorporated by
reference to
Exhibit 10.11 to
Eldorados Form
10-KSB for the
fiscal year ended
March 31, 200310.15
    
    Management Consulting and Finders Agreement,
dated as of January 4, 2005, by and between the
Company and Capital Merchant Bank, LLC
    
    Incorporated by
reference to
Exhibit 10.1 to
Eldorados Form 8-K
filed with the
Securities and
Exchange Commission
on January 11, 200510.16
    
    Warrant to Purchase Shares of Common Stock, dated
January 4, 2005
    
    Incorporated by
reference to
Exhibit 10.2 to
Eldorados Form 8-K
filed with the
Securities and
Exchange Commission
on January 11, 200510.17
    
    Water Lease Agreement with Denver Wells, LLC
dated August 31, 2006
    
    Incorporate by
reference to
Exhibit 10.14 to
Eldorados Form 8-K
filed with the
Securities and
Exchange Commission
on October 4, 200610.18
    
    Commercial Loan Agreement with American National
Bank dated February 20, 2007
    
    Incorporated by
reference to
Exhibit 10.18 to
Eldorados Form
10-KSB filed with
the Securities and
Exchange Commission
on June 26, 200710.19
    
    Commercial Loan Agreement with American National
Bank dated October 11, 2007
    
    Incorporated by
reference to
Exhibit 10.1 to
Eldorados Form
10-QSB filed with
the Securities and
Exchange Commission
on November 14,
200710.20
    
    Purchase and Sale Agreement with Farmers
Reservoir and Irrigation Company Marshall Lake
Division Shares dated February 28, 2007
    
    Incorporated by
reference to
Exhibit 10.20 to
Eldorados Form
10-QSB filed with
the Securities and
Exchange Commission
on November 14,
200710.21
    
    Purchase and Sale Agreement with Farmers
Reservoir and Irrigation Company Marshall Lake
Division Shares dated August 2, 2007
    
    Incorporated by
reference to
Exhibit 10.21 to
Eldorados Form
10-QSB filed with
the Securities and
Exchange Commission
on November 14,
200710.22
    
    Water Use Agreement with the City of Louisville,
Colorado dated October 16, 2007
    
    Incorporated by
reference to
Exhibit 10.22 to
Eldorados Form 8-K
filed with the
Securities and
Exchange Commission
on November 21,
200710.23
    
    Purchase and Sale Agreement with Farmers
Reservoir and Irrigation Company Marshall Lake
Division Shares dated March 21, 2008
    
    Filed herewith23.1
    
    Consent of Ehrhardt Keefe Steiner & Hottman PC
    
    Filed herewith31.1
    
    Certification of Principal Executive Officer
Pursuant to Rule 13a-14(a) or 15d-14(a) of the
Exchange Act, as Adopted Pursuant to Section 302
of the Sarbanes-Oxley Act of 2002
    
    Filed herewith
  20




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ExhibitNo.
    
    Description
    
    Location31.2
    
    Certification of Principal Financial Officer
Pursuant to Rule 13a-14(a) or 15d-14(a) of the
Exchange Act, as Adopted Pursuant to Section 302
of the Sarbanes-Oxley Act of 2002
    
    Filed herewith32.1
    
    Certification of Principal Executive Officer
Pursuant to 18 U.S.C. Section 1350, as Adopted
Pursuant to Section 906 of the Sarbanes-Oxley Act
of 2002
    
    Filed herewith32.2
    
    Certification of Principal Financial Officer
Pursuant to 18 U.S.C. Section 1350, as Adopted
Pursuant to Section 906 of the Sarbanes-Oxley Act
of 2002
    
    Filed herewith
 
 *
    
    Management contract or compensatory plan 
 ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES
   21




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SIGNATURES
  ELDORADO ARTESIAN SPRINGS, INC.By:
    /s/ Douglas A. LarsonDouglas A. Larson,President (Principal
Executive Officer)   Name and Capacity
    
    
    
    Date/s/ Douglas A. Larson

Douglas A. Larson,
    
    
    
    June 27, 2008President and Director/s/ Kevin M. Sipple
    
    
    
    June 27, 2008Kevin M. Sipple,Vice-President, Secretary and Director/s/ Cathleen Shoenfeld
    
    
    
    June 27, 2008Cathleen Shoenfeld,Chief Financial Officer, Chief Accounting Officer(Principal Financial and Accounting Officer)/s/ Jeremy S. Martin
    
    
    
    June 27, 2008Jeremy S. Martin,Vice-President and Director/s/ George J. Schmitt
    
    
    
    June 27, 2008George J. Schmitt,Director/s/ J. Ross Colbert
    
    
    
    June 27, 2008J. Ross Colbert,Director
  22




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EXHIBIT INDEX
 ExhibitNo.
    
    Description
    
    Location10.23
    
    
    Purchase and Sale Agreement with Farmers
Reservoir and Irrigation Company Marshall Lake
Division Shares dated March 21, 2008
    
    Filed herewith23.1
    
    
    Consent of Ehrhardt Keefe Steiner & Hottman PC
    
    Filed herewith31.1
    
    
    Certification of Principal Executive Officer
Pursuant to Rule 13a-14(a) or 15d-14(a) of the
Exchange Act, as Adopted Pursuant to Section 302
of the Sarbanes-Oxley Act of 2002
    
    Filed herewith31.2
    
    
    Certification of Principal Financial Officer
Pursuant to Rule 13a-14(a) or 15d-14(a) of the
Exchange Act, as Adopted Pursuant to Section 302
of the Sarbanes-Oxley Act of 2002
    
    Filed herewith32.1
    
    
    Certification of Principal Executive Officer
Pursuant to 18 U.S.C. Section 1350, as Adopted
Pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002
    
    Filed herewith32.2
    
    
    Certification of Principal Financial Officer
Pursuant to 18 U.S.C. Section 1350, as Adopted
Pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002
    
    Filed herewith
  23