Name
                  of Investor:

              	   

	 	 
	
                Total
                  Value of Investment:

              	     
                


      

    

     

    SHOW
      ME ETHANOL, LLC

     

    PURCHASE
      AGREEMENT

    


    THIS
      PURCHASE AGREEMENT (this “Purchase
      Agreement”)
      is
      made by and between Show Me Ethanol, LLC, a Missouri limited liability company,
      (the “Company”),
      and
      the undersigned (“you”
or
      the
“Notes
      Investor”)
      subscribing to purchase 9% Subordinated Secured Promissory Notes of the Company
      (the “Notes”)
      pursuant to the terms of this Purchase Agreement and the annexes attached
      hereto.

     

    By
      completing, executing and delivering this Purchase Agreement, you hereby agree
      as follows:

     

    1. PURCHASE
      OF NOTES.
      Subject
      to the terms, conditions and provisions of this Purchase Agreement, you hereby
      agree to purchase the Notes in the total amount stated at the top of this
      page.

     

    The
      Notes
      Investor agrees to deliver to either the Escrow Agent or the Company at their
      respective address:

     

    Show
      Me
      Ethanol, LLC

    26530
      E.
      Highway 24

    Carrollton,
      Missouri 64633

    


    State
      Bank of Slater

    201
      West
      Maple Street

    Slater,
      Missouri 65349

    Attention:
      William L. “Bud” Summers

    


    the
      following items:

     

    
      	 	
              ·

            	
              a
                completed and executed copy of this Purchase
                Agreement;

            


    

     

    
      	 	
              ·

            	
              payment,
                in the form of a cashier’s check or by wire transfer to the Escrow Agent,
                for the total investment made by you;
                and

            


    

     

    
      	 	
              ·

            	
              such
                other documents as the Company may reasonably request in the future
                to
                validate the representations and warranties made below are
                true.

            


    

     

    
      
         

      

      
        
        

        
          

        

      

      
         

      

    


    You
      agree that you shall not purchase the Notes unless you can make the
      representations set forth in Section 7 below. You must initial each of the
      representations in Section 7 below.

     

    You
      hereby specifically accept, adopt and agree to be bound by each and every
      provision of the Loan and Security Agreement, the Intercreditor/Subordination
      Agreement, the Note, the Leasehold Deed of Trust, Assignment of Rents and
      Security Agreement and the Escrow Agreement, as each may be amended from time
      to
      time as if executing such documents by signature thereon. You also hereby
      acknowledge that you have received copies of the following items from the
      Company:

     

    
      	 	
              ·

            	
              the
                Loan and Security Agreement, attached hereto as Annex
                A;

            


    

     

    
      	 	
              ·

            	
              the
                Intercreditor/Subordination Agreement, attached hereto as Annex
                B;

            


    

     

    
      	 	
              ·

            	
              a
                form of the final Note, attached hereto as Annex
                C;

            


    

     

    
      	 	
              ·

            	
              the
                Escrow Agreement, attached hereto as Annex
                D;
                

            


    

     

    
      	 	
              ·

            	
              the
                Leasehold Deed of Trust, Assignment of Rents and Security Agreement,
                attached hereto as Annex
                E;
                and

            


    

     

    
      	 	
              ·

            	
              The
                Company’s Annual Report filed on Form 10-K for the period ending December
                31, 2007 and its Current Reports filed on Form 8-K since January
                1, 2008,
                attached hereto as Annex
                F.

            


    

     

    2. MINIMUM
      INVESTMENT AMOUNT.
      Notes
      Investor agrees and acknowledges that his or her minimum total purchase for
      this
      offering must be at least Twenty Thousand Dollars ($20,000) and increasing
      in
      excess of the minimum Twenty Thousand Dollars in increments of Five Thousand
      Dollars ($5,000) (the “Investment
      Amount”).

     

    3. ACCEPTANCE
      OF OFFER TO PURCHASE.
      Notes
      Investor acknowledges that the Company has the right to accept this offer to
      purchase at any time on or before June 6, 2008. Notes Investor understands
      that
      the Company may accept this offer for all or any portion of the Investment
      Amount (in accordance with Section 2 above) or may reject this offer, in full
      or
      in part, without notice and with or without cause. If Notes Investor’s offer to
      purchase is accepted by the Company, the Company shall execute such signature
      page, complete the date, which shall be the date the Notes Investor’s offer to
      purchase is accepted by the Company, and return a fully executed and dated
      copy
      of this Purchase Agreement to the Notes Investor, along with the Note executed
      by the Company.

     

    4. PAYMENT
      OF INVESTMENT AMOUNT.
      Notes
      Investor agrees that payment for the Investment Amount is due upon delivery
      of
      this Purchase Agreement to the Escrow Agent or the Company. After payment has
      been made, such funds will be held pursuant to the terms of the Escrow Agreement
      attached hereto as Annex D.


    
      
         

      

      
        2

        
          

        

      

      
         

      

    


    5. ACCEPTANCE
      OR REJECTION OF OFFER TO PURCHASE.
      In the
      event of the rejection of this offer to purchase, Note Investor’s payment will
      promptly be returned to Note Investor, in accordance with the terms of the
      Escrow Agreement, attached hereto as Annex D, and this Purchase Agreement shall
      have no further force or effect.

     

    6. INFORMATION.
      NOTES
      INVESTOR AGREES AND ACKNOWLEDGES THAT HE OR SHE HAS RECEIVED, CAREFULLY REVIEWED
      AND UNDERSTANDS THE INFORMATION AND DOCUMENTS WHICH ARE ATTACHED HERETO. THIS
      INFORMATION IS RELEVANT TO THE NOTES INVESTOR’S DECISION TO ENTER INTO THIS
      PURCHASE AGREEMENT AND ALL AGREEMENTS AND DOCUMENTS RELATING
      THERETO.

     

    7. REPRESENTATIONS,
      WARRANTIES, ACKNOWLEDGEMENTS & AGREEMENTS.
      Notes
      Investor represents, warrants, acknowledges and agrees as follows (please
      initial each space provided, as appropriate):

     

    
      	_____ (a)	
              I
                am a resident of the state set forth by my signature below, and I
                am not a
                nonresidential alien of the United
                States.

            


    

    


    
      	_____ (b)	
              I
                understand the Notes have not been registered under the Securities
                Act of
                1933, as amended (the “Act”),
                or applicable state securities laws, and are being offered and issued
                in
                reliance upon exemptions provided in the Act and rules promulgated
                thereunder, and applicable state securities laws and regulations.
                I make
                the representations, warranties, acknowledgments and agreements in
                this
                Purchase Agreement with the intent that the same may be relied upon
                by the
                Company in complying with such exemptions. I understand that the
                Company
                has no obligation or intention to register the Notes. There will
                be no
                public market for the Notes, and the provisions of Rule 144 adopted
                by the
                Securities and Exchange Commission under the Act with respect to
                the
                resale of restricted securities will be unavailable to me in respect
                of
                the Notes unless all of the conditions of that rule are met. I further
                understand that no federal or state agency has recommended or endorsed
                the
                Notes or made any finding or determination as to the fairness, accuracy
                or
                completeness of the provisions hereof or the offering of the Notes.
                I
                understand that as a consequence of the limitations above, it may
                not be
                possible for me to liquidate my investment in the Notes in the event
                of an
                emergency, change of circumstances or other immediate need for
                cash.

            


    

    


    
      	_____ (c)	
              After
                receipt of this executed Purchase Agreement by the Company, the Company
                may require me to submit such additional documentation as the Company
                deems necessary or appropriate to establish or otherwise evidence
                or
                substantiate compliance with this Purchase Agreement and/or applicable
                federal or state securities laws or regulations. All information
                set forth
                in any such additional documentation will be true and accurate in
                all
                respects.

            


    


    
      
         

      

      
        3

        
          

        

      

      
         

      

    

    


    
      	_____ (d)	
              I
                have received and carefully read and am familiar with the Loan and
                Security Agreement, Intercreditor/Subordination Agreement, Form of
                Notes,
                Escrow Agreement, the Leasehold Deed of Trust, Assignment of Rents
                and
                Security Agreement, the Company’s public filings with the Securities and
                Exchange Commission, and this Purchase Agreement. I confirm that
                I agree
                to the terms of each of the Loan and Security Agreement,
                Intercreditor/Subordination Agreement, the Note, the Leasehold Deed
                of
                Trust, Assignment of Rents and Security Agreement and the Escrow
                Agreement
                (collectively the Loan Documents”), including appointment of the State
                Bank of Slater as Agent under the Loan and Security Agreement, appointment
                of the State Bank of Slater as Escrow Agent under the Escrow Agreement,
                that pursuant to the Intercreditor/Subordination Agreement the senior
                creditors of the Company will be paid prior to any claims a Notes
                Investor
                may have in case of Company bankruptcy. The terms and provisions
                of the
                Loan Documents are hereby incorporated herein by this reference.
                In
                particular, I acknowledge and agree that I have read and understand
                the
                provisions of Section 11 of the Loan and Security Agreement and that
                I
                agree to be bound by these provisions, including, but not limited
                to, the
                indemnification provisions set forth in Section 11.7 of the Loan
                and
                Security Agreement. In addition, I specifically acknowledge and agree
                that
                neither Agent (as defined in the Loan and Security Agreement) nor
                Escrow
                Agent (as defined in the Escrow Agreement) have made any representations
                or warranties to me with respect to or regarding this Purchase Agreement,
                the Loan and Security Agreement, Intercreditor/Subordination Agreement,
                the Note, the Leasehold Deed of Trust, Assignment of Rents and Security
                Agreement or the Escrow Agreement, the Collateral (as defined in
                the Loan
                and Security Agreement), any liens or security interests on or in
                the
                Collateral, any of the transactions contemplated under this Purchase
                Agreement or these other Loan Documents, the prospects of repayment
                of the
                sums I am loaning to the Company, the return on my investment or
                any other
                matter relating to this Purchase Agreement and the transactions
                contemplated under this Purchase Agreement and the other Loan Documents.
                

            


    

    


    
      	_____ (e)	
              I
                have had access, during the course of this transaction and prior
                to the
                sale of the Notes, to all information that I believe to be necessary
                to
                enable me to evaluate the merits and risks of a prospective investment
                in
                the Notes and of entering into this Purchase Agreement. I have had
                the
                opportunity to ask questions of and receive answers from the officers
                of
                the Company, or a person or persons acting on their behalf, concerning
                the
                terms and conditions of the offering and the opportunity to obtain
                any
                additional information which the Company possesses or can acquire
                without
                unreasonable effort or expense that is necessary to verify the accuracy
                of
                the information to which I have had access. All questions raised
                by me
                have been answered to my full
                satisfaction.

            


    


    
      
         

      

      
        4

        
          

        

      

      
         

      

    


    
      	_____ (f)	
              I
                (i) am acquiring the Notes subscribed for herein for my own account
                for
                investment only and not with a view to the distribution or transfer
                thereof, and as the sole record and beneficial holder thereof; (ii)
                am
                acquiring the Notes without any intention of reselling or distributing
                the
                Notes except in accordance with the provisions of the Act and rules
                and
                regulations promulgated thereunder and applicable state securities
                laws,
                rules and regulations; and (iii) agree that I will not sell, pledge,
                hypothecate, donate or otherwise transfer the Notes, whether or not
                for
                consideration, except in accordance with such laws, rules and regulations,
                and in all events except upon the submission to the Company of such
                other
                evidence as may be satisfactory to counsel to the Company, to the
                effect
                that any such transfer shall not be in violation of the Act, applicable
                state securities laws or any rules or regulations promulgated
                thereunder.

            


    

    


    
      	_____ (g)	
              I
                have such knowledge and experience in financial and business matters
                that
                I and/or my advisors are capable of evaluating the merits and risks
                of the
                prospective investment in the Notes and of the entering into of this
                Purchase Agreement. I am able to bear the economic risk of the investment
                in the Notes and of entering into this Purchase Agreement, and I
                have
                adequate financial or other means for providing for my current needs
                and
                contingencies and have no need for liquidity in this
                investment.

            


    

    


    
      	_____ (h)	
              My
                overall commitment to investments which are not readily marketable
                is not
                disproportionate to my net worth, and my investment in the Notes
                will not
                cause such overall commitment to become
                excessive.

            


    

    


    
      	_____ (i)	
              I
                understand that an investment in the Company involves significant
                risks,
                including but not limited to, the lack of transferability of the
                Notes,
                the Company’s lack of operating history, competition and government
                regulation in the alternative energy industry, general economic
                conditions, and the Company’s lack of business diversity. I have evaluated
                and understand the risks associated with an investment in the Company
                and
                knowingly accept the same.

            


    

    


    
      	_____ (j)	
              I
                understand and acknowledge that the Notes will contain a legend similar
                to
                the following:

            


    

    


    THIS
      NOTE
      HAS NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933, AS AMENDED, OR UNDER
      THE SECURITIES LAWS OF ANY STATE. NO TRANSFER, SALE OR OTHER DISPOSITION OF
      THIS
      NOTE MAY BE MADE UNLESS A REGISTRATION STATEMENT WITH RESPECT TO THIS NOTE
      HAS
      BECOME EFFECTIVE UNDER SAID ACT, AND SUCH REGISTRATION OR QUALIFICATION AS
      MAY
      BE NECESSARY UNDER THE SECURITIES LAWS OF ANY STATE HAS BECOME EFFECTIVE, OR
      THE
      COMPANY HAS BEEN FURNISHED WITH AN OPINION OF COUNSEL SATISFACTORY TO THE
      COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED.

     

    PAYMENTS
      OF PRINCIPAL AND INTEREST IN RESPECT OF THIS NOTE ARE SUBORDINATED, TO THE
      EXTENT SPECIFIED IN THE INTERCREDITOR/SUBORDINATION AGREEMENT, DATED AS OF
      May___, 2008, BY AND AMONG SHOW ME ETHANOL, LLC, THE MAKER, FCS FINANCIAL,
      PCA,
      AND EACH OF THE OTHER PERSONS SUBJECT TO SUCH AGREEMENT, TO PAYMENTS OF CERTAIN
      SENIOR INDEBTEDNESS OF MAKER.


    
      
         

      

      
        5

        
          

        

      

      
         

      

    

    


    
      	_____ (k)	
              I
                understand and acknowledge that with respect to the Notes, including
                any
                portion of the Notes presented for transfer, the Company shall place
                the
                preceding legend in subparagraph (j) on any new Note which may be
                issued
                in connection with such transfer, and shall also make notations on
                the
                records of the Company regarding restrictions on the transferability
                of
                said new Note represented thereby.

            


    

    


    
      	_____ (l)	
              I
                further warrant that the information set forth in this Purchase Agreement
                is true and correct and I acknowledge that the Company, the Agent
                and the
                Escrow Agent are each relying on the accuracy of the information
                contained
                herein.

            


    

    


    
      	_____ (m)	
              I
                am an “accredited investor,” as such term is defined under federal
                securities laws, and therefore I meet the standards established in
                one of
                the following categories:

            


    

     

    
      	 	
              a)

            	
              a
                director or executive officer of Show Me Ethanol, LLC;

            


    

     

    
      	 	
              b)

            	
              individual
                net worth, or joint net worth with your spouse, exceeds $1,000,000;
                or

            


    

     

    
      	 	
              c)

            	
              individual
                income in excess of $200,000 in 2006 and 2007 or joint income with
                your
                spouse in excess of $300,000 in 2006 and 2007 and you have a reasonable
                expectation of reaching at least the same income level in
                2008.

            


    

     

    8. CORRECT
      AND CURRENT INFORMATION.
      Notes
      Investor represents and warrants that all of the information provided to Company
      in connection with this Purchase Agreement is true, correct and complete as
      of
      the date hereof, and Notes Investor further represents, warrants and agrees
      that
      if there should be any change in any of such information prior to the Company’s
      acceptance of Notes Investor’s offer to purchase, Notes Investor shall
      immediately furnish such revised and corrected information to the Company.
      Notes
      Investor represents and warrants that (i) he or she is over 18 years of age
      and
      is legally competent to execute this Purchase Agreement; (ii) he or she has
      full
      power and authority to execute this Purchase Agreement and to make the
      representations, warranties, acknowledgments, agreements and covenants contained
      herein; (iii) he or she is authorized to purchase the Notes and to enter into
      this Purchase Agreement; and (iv) the purchase of the Notes by Notes Investor
      and the execution and delivery of this Purchase Agreement by Notes Investor
      have
      been authorized by Notes Investor (if required) and are not prohibited in any
      way.

     

    9. INDEMNIFICATION
      BY NOTES INVESTOR.
      Notes
      Investor recognizes that the offer, sale and issuance of the Notes to Notes
      Investor and the entering into of this Purchase Agreement with Notes Investor
      were and will be based upon the representations, warranties, acknowledgments
      and
      agreements of Notes Investor contained herein, and Notes Investor hereby agrees
      to defend and indemnify the Company, the Agent, the Escrow Agent and anyone
      acting for or on the Company’s behalf with respect to the execution, delivery
      and performance of this Purchase Agreement and/or the offer, sale and/or
      issuance of the Notes, and to hold the Company, the Agent, the Escrow Agent
      and
      each other person or entity harmless from and against all losses, liabilities,
      damages, costs or expenses (including reasonable attorneys’ fees) arising by
      reason of or in connection with any misrepresentation or any breach of any
      of
      such representations, warranties, acknowledgments or agreements by Notes
      Investor, or arising as a result of the sale or distribution of the Notes by
      Notes Investor in violation of this Purchase Agreement, the Act, or any
      applicable state securities laws or Notes Investor’s failure to fulfill any of
      Notes Investor’s other covenants or agreements set forth in the agreements
      attached hereto.


    
      
         

      

      
        6

        
          

        

      

      
         

      

    


    10. OFFER
      TO PURCHASE IRREVOCABLE.
      Notes
      Investor agrees that he or she shall not and cannot cancel, terminate or revoke
      this Purchase Agreement and that this Purchase Agreement shall survive the
      death, disability or incompetence of the Notes Investor.

     

    11. MISCELLANEOUS.
      This
      Purchase Agreement shall be construed in accordance with and governed by the
      laws of the State of Missouri, without giving effect to the choice of law
      provisions thereof. This Purchase Agreement constitutes the entire agreement
      among the parties hereto with respect to the subject matters hereof and may
      be
      amended only by a writing executed by all parties. Words and phrases herein
      shall be construed as in the singular or plural number and as masculine,
      feminine or neuter gender, according to the context. The remedies provided
      herein to the Company and its agents are cumulative and are not exclusive of
      any
      rights or remedies that may be available to any of them at law, in equity or
      otherwise. In the event any provision of this Purchase Agreement is held
      invalid, illegal or unenforceable, in whole or in part, the remaining provisions
      of this Purchase Agreement shall not be affected thereby and shall continue
      to
      be valid and enforceable. In the event any provision of this Purchase Agreement
      is held to be invalid, illegal or unenforceable as written, but valid, legal
      and
      enforceable if modified, then such provision shall be deemed to be amended
      to
      such extent as shall be necessary for such provision to be valid, legal and
      enforceable and it shall be enforced to that extent. This Purchase Agreement
      and
      the representations, warranties, acknowledgments and agreements contained herein
      shall be binding upon the heirs, legal representatives, successors and permitted
      assigns of the Notes Investor.


    
      
         

      

      
        7

        
          

        

      

      
         

      

    


    PURCHASE
      AGREEMENT SIGNATURE PAGE

     

    The
      undersigned has executed this Purchase Agreement, on this  ____ day of
      __________, 2008.

     

    
      	
              Total
                Value of Investment: 

            	  

	 	 
	
              Name
                of Notes Investor:

            	   

	 	 
	
              Address:

            	   

	 	    

	 	 
	
              State
                of Residence:

            	    

	 	 
	
              Telephone
                Number:

            	    

	 	 
	
              Social
                Security Number(s):

            	   

	 	   



    

    


    
      	
              NOTES
                INVESTOR:

            
	 	 
	
              Name:
                

            	  

	 	 
	
              Signature:
                

            	   

	 	
              Title
                (if applicable):

            
	 	 
	
              Signature
                of Joint Tent or Tenant in Common (if so purchasing):

            
	 	 
	
              Signature:
                

            	   

	 	
              Printed
                Name:

            
	 	
              Relationship:

            


    


    
      
         

      

      
        8

        
          

        

      

      
         

      

    


    ACCEPTANCE

     

    Show
      Me
      Ethanol, LLC hereby accepts this Purchase Agreement for all of the Notes offered
      to be purchased.

     

    
      	 	
              SHOW
                ME ETHANOL, LLC

            
	 	 	 
	
              Date
                of Acceptance:

            	
              By:

            	     

	 	 	
              Name:
                Greg Thomas

            
	
              _______________________,
                2008

            	 	
              Title:
                General Manager

            


    


    
      
         

      

      
        9