##### Table of Contents



UNITED STATES SECURITIES AND
    EXCHANGE COMMISSIONWashington, DC
    20549
  Form 10-K
 ANNUAL REPORT PURSUANT TO
    SECTION 13 OR 15(d)
    OF THE SECURITIES EXCHANGE ACT OF 1934
    FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 2009
  Commission file number:
    000-52421
      ADVANCED BIOENERGY,
    LLC
 (Exact name of Registrant as
    Specified in its Charter)
  Delaware

20-2281511(State or Other Jurisdiction
    of
    Incorporation or Organization)

(I.R.S. Employer
    Identification No.)   10201 Wayzata Boulevard, Suite 250
    Minneapolis, Minnesota 55305(763) 226-2701 (Address, including zip
    code, and telephone number,
    including area code, of Registrants Principal Executive
    Offices)
  Securities registered pursuant to Section 12(b) of the
    Act:
 None
  Securities registered pursuant to Section 12(g) of the
    Act:
    Membership Units
  o þ
  o þ
  þ o
  Regulation S-T o o
  Regulation S-K Form 10-K Form 10-K. o
  Rule 12b-2
 Large
    accelerated
    filer o
    Accelerated
    filer o
    Non-accelerated
    filer þ
    Smaller
    reporting
    company o   Rule 12b-2 o þ




---



##### 



ADVANCED
    BIOENERGY, LLCFORM 10-K
    FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 2009
  INDEX
   
 PagePART IItem 1.


Business


5Item 1A.


Risk Factors


12Item 2.


Properties


26Item 3.


Legal Proceedings


26Item 4.


Submission of Matters to a Vote of Security
    Holders


27Item X.


Executive Officers of the Registrant


27PART IIItem 5.


Market for Registrants Common Equity,
    Related Unitholder Matters and Issuer Purchases of Equity
    Securities


27Item 6.


Selected Financial Data


29Item 7.


Managements Discussion and Analysis of
    Financial Condition and Results of Operations


30Item 7A.


Quantitative and Qualitative Disclosures About
    Market Risk


41Item 8.


Financial Statements


42Item 9.


Changes in and Disagreements With Accountants on
    Accounting and Financial Disclosure


61Item 9A(T).


Controls and Procedures


61Item 9B


Other Information


61PART IIIItem 10.


Directors, Executive Officers and Corporate
    Governance


62Item 11.


Executive Compensation


62Item 12.


Security Ownership of Certain Beneficial Owners
    and Management and Related Unitholder Matters


62Item 13.


Certain Relationships and Related Transactions,
    and Director Independence


62Item 14.


Principal Accountant Fees and Services


62Item 15.


Exhibits and Financial Statement Schedules


62SIGNATURES


63EX-21EX-24EX-31.1EX-31.2EX-32




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SPECIAL
    NOTE REGARDING FORWARD-LOOKING INFORMATION
  Form 10-K Form 10-K.
  
    we are in default under various existing debt financing
    agreements;
    our planned operations require additional liquidity that may not
    be available;
    our operational results are subject to fluctuations in the
    prices of grain, utilities and ethanol, which are affected by
    various factors including weather, production levels, supply,
    demand, changes in technology and government support and
    regulations;
    margins can be volatile and can evaporate, which may impact our
    ability to meet current obligations and debt service
    requirements at our operating entities;
    our hedging transactions and mitigation strategies could
    materially harm our results;
    cash distributions depend upon our future financial and
    operational performance and will be affected by debt covenants,
    reserves and operating expenditures;
    current governmental mandated tariffs, credits and standards may
    be reduced or eliminated;
    alternative fuel additives may be developed that are superior to
    or cheaper than ethanol;
    transportation, storage and blending infrastructure may become
    impaired, preventing ethanol from reaching markets;
    our operation facilities may experience technical difficulties
    and not produce the gallons of ethanol as expected; and
    our units are subject to a number of transfer restrictions and
    no public market exists for our units and none is expected to
    develop.    INTELLECTUAL
    PROPERTY
  Advanced
    BioEnergy tm
 3




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##### Table of Contents



INDUSTRY
    AND MARKET DATA
    ETHANOL
    UNITS
   4




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##### Table of Contents



PART I  ITEM 1.
    BUSINESS  COMPANY
    OVERVIEW
      Form 10-Q
     5




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##### Table of Contents



FACILITIES
    EstimatedEstimated


Annual


EstimatedAnnual


Distillers


AnnualEthanol


Grains


Corn


Energy

PrimaryLocation

Opened

Production


Production(1)


Processed


Source

Builder(Million gallons)


(Tons)


(Million bushels)Fairmont, NE

November 2007


110



334,000



39.3


Natural Gas

FagenAberdeen, SD I(2)

December 1992


9



27,000



3.2


Natural Gas

BroinAberdeen, SD II(2)

January 2008


44



134,000



15.7


Natural Gas

ICMHuron, SD

September 1999


32



97,000



11.4


Natural Gas

ICM195



592,000



69.6     (1)
    
    Our plants produce and sell wet, modified wet and dried
    distillers grains. The stated quantities are on a fully dried
    basis operating at nameplate capacity.(2)
    
    Our plant at Aberdeen consists of two separate production
    facilities which operate on a separate basis. Accordingly, we
    report and track production from our Aberdeen facilities
    separately.        ETHANOL
    The
    Renewable Fuels Standard
   6




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##### Table of Contents



RFS RequirementTotal Renewable

Cellulosic

Biodiesel



That Can Be MetFuel

Ethanol Minimum

Minimum

Advanced

With Corn-BasedYear

Requirement

Requirement

Requirement

Biofuel

Ethanol2009


11.10







.50



0.10



10.502010


12.95



.10



.65



0.20



12.002011


13.95



.25



.80



0.30



12.602012


15.20



.50



1.00



0.50



13.202013


16.55



1.00







1.75



13.802014


18.15



1.75







2.00



14.402015


20.50



3.00







2.50



15.002016


22.25



4.25







3.00



15.002017


24.00



5.50







3.50



15.002018


26.00



7.00







4.00



15.002019


28.00



8.50







4.50



15.002020


30.00



10.50







4.50



15.002021


33.00



13.50







4.50



15.002022


36.00



16.00







5.00



15.00     Clean
    Air Additive
    Octane
    Enhancer
    Fuel
    Extender
   7




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E85, a
    Gasoline Alternative
    Blending
    Incentives
    Imported
    Ethanol Tariffs
    Ethanol
    Competition
    Competition
    from Alternative Fuels
    Marketing
  E-85
 8




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CO-PRODUCT
    Competition
      Marketing
  co-products
  DRY MILL
    PROCESS
   9




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RAW
    MATERIALS
  Corn
        Natural
    Gas
   10




---



##### Table of Contents



WORKING
    CAPITAL
          Form 10-Q
   11




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TECHNOLOGICAL
    IMPROVEMENTS
    ENVIRONMENTAL
    MATTERS
    EMPLOYEES
    REPORTS
  Form 10-K, Form 10-Q, Form 8-K
  ITEM 1A.
    RISK
    FACTORS  RISKS
    RELATED TO OUR BUSINESS
  HGF is
    currently not in compliance with its debt financing agreements
    with its lenders and ABE may lose its wholly owned equity
    interest in HGF.
  Form 10-Q
   12




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Our
    PJC Capital Note is secured by a pledge of our membership units
    in ABE Fairmont and a default under the note could result in the
    loss of our units in ABE Fairmont.
    ABE
    Fairmonts existing debt financing agreements contain
    restrictive covenants. The failure of ABE Fairmont to comply
    with applicable debt financing covenants and agreements could
    have a material adverse effect on our business, results of
    operations and financial condition.
      Our
    financial performance is highly dependent on commodity prices,
    which are subject to significant volatility, uncertainty, and
    supply disruptions, so our results may be materially adversely
    affected.
  over-the-counter
   13




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Certain
    members beneficially own a large percentage of our units, which
    may allow them to collectively control substantially all matters
    requiring member approval and, certain of our principal members,
    including Hawkeye and Ethanol Investment Partners, LLC, have
    been granted other unique rights.
      ABE
    Fairmont will be required to sell substantially all of its
    ethanol to Hawkeye Gold, LLC an affiliate of Hawkeye, which may
    place ABE Fairmont at a competitive disadvantage and reduce
    profitability.
     14




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We
    depend on others for sales of our products, which may place us
    at a competitive disadvantage and reduce
    profitability.
    We are
    exposed to credit risk resulting from the non-payment from
    significant customers.
    The
    spread between ethanol and corn prices can vary significantly
    and profitability is dependent on this spread.
     15




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The
    market for natural gas is subject to market conditions that
    create uncertainty in the price and availability of the natural
    gas that we use in our manufacturing process.
    We may
    engage in hedging transactions and other risk mitigation
    strategies that could harm our results.
    Our
    business is subject to seasonal fluctuations.
    Our
    lack of business diversification could result in adverse
    operating results if our revenues from our primary products
    decrease.
    Our
    operating results may fluctuate significantly, which makes our
    future results difficult to predict and could cause our
    operating results to fall below expectations.
  period-to-period
 16




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We are
    dependent on certain key personnel, and the loss of any of these
    persons may prevent us from implementing our business plan in an
    effective and timely manner.
    We may
    be required to write down our long-lived assets and these
    impairment charges would adversely affect our operating
    results.
          RISKS
    RELATED TO OUR UNITS
  We
    have placed significant restrictions on transferability of the
    units, no public trading market exists for our units and there
    is no assurance that unitholders will receive cash
    distributions.
        
    Transfers by gift to the members descendants,
    Transfer upon the death of a member,
    Transfers between family members, and
    Transfers that comply with the qualifying matching
    services requirements.   17




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##### Table of Contents



Our
    members may be diluted to raise funds required to maintain our
    equity interest in HGF.
    The
    presence of members holding only 25% of the outstanding units
    may take action at a meeting of our members.
    Our
    members have limited voting rights.
      
    disposition of substantially all of our assets through merger,
    exchange or otherwise, except for dissolution of our company or
    a transfer of our assets to a wholly owned subsidiary;
    issuance of more than 20 million units;
    causing our company to acquire debt or equity of any director or
    its affiliates, or otherwise making loans to a director or its
    affiliates in excess of $500,000.    
    cause or permit the Company to engage in any activity that is
    not consistent with the purposes of the Company (which includes
    any business and investment activity in which a Delaware limited
    liability company may lawfully be engaged);
    knowingly do any act in contravention of our operating agreement
    or which would make it impossible to carry on the ordinary
    course of business of the Company;
    possess Company property or assign rights to specific Company
    property, for other than a Company purpose; or
    cause the Company to voluntarily take any action that would
    cause a bankruptcy of the Company.   18




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##### Table of Contents



The
    limitation on our ability to sell more than 20 million
    units without member consent may negatively impact our ability
    to raise financing through a sale of our equity.
    RISKS
    RELATED TO THE ETHANOL INDUSTRY
  If
    demand does not sufficiently increase and production capacity
    and imported ethanol increase, the current overcapacity state
    could continue.
      Volatility
    in gasoline selling price and production cost may reduce our
    gross margins.
    The
    price of distillers grains is affected by the price of other
    commodity products; decreases in the price of these commodities
    could decrease the price of distillers grains.
   19




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Growth
    in the sale and distribution of ethanol is dependent on the
    changes in and expansion of related infrastructure which may not
    occur on a timely basis, if at all, and our operations could be
    adversely affected by infrastructure disruptions.
  E-85.
      
    Expansion of refining and blending facilities to handle ethanol
    Growth in service stations equipped to handle ethanol fuels
    Additional storage facilities for ethanol
    Additional rail capacity
    Increase in truck fleets capable of transporting ethanol within
    localized markets    Corn-based
    ethanol may compete with cellulose-based ethanol in the future,
    which could make it more difficult for us to produce ethanol on
    a cost-effective basis.
    Competition
    from new or advanced technology may lessen the demand for
    ethanol and negatively impact our profitability.
   20




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Competition
    in the ethanol industry could limit our growth and harm our
    operating results.
    Imported
    ethanol may be a less expensive alternative to domestic ethanol,
    which would cause us to lose market share and reduce the value
    of your investment.
      RISKS
    RELATED TO ETHANOL PRODUCTION
  Operational
    difficulties at our plants could negatively impact our sales
    volumes and could cause us to incur substantial
    losses.
   21




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##### Table of Contents



Improperly
    trained employees may not follow procedures that could damage
    certain parts of the ethanol production facility which could
    negatively impact operating results if our plants do not produce
    ethanol and its by-products as anticipated.
    We may
    have difficulty obtaining enough corn to operate the plants
    profitably.
    RISKS
    RELATED TO REGULATION AND GOVERNMENTAL ACTION
  We are
    exposed to additional regulatory risk that may prevent the sale
    of our products to customers located in certain states or
    require us to change the way we operate.
    The
    use and demand for ethanol and its supply are impacted by
    federal and state legislation and regulation, and any changes in
    legislation or regulation could cause the demand for ethanol to
    decline or its supply to increase, which could have a material
    adverse effect on our business, results of operations and
    financial condition, and the ability to operate at a
    profit.
    The
    elimination or significant reduction in the federal ethanol tax
    incentive or the elimination or expiration of other federal or
    state incentive programs could have a material adverse effect on
    our business, results of operations and financial
    condition.
   22




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##### Table of Contents



The
    State of Nebraska may not reimburse us for the tax incentives
    laid out in our Nebraska Advantage Act contract.
    Current
    tariffs effectively limit imported ethanol into the U.S., and
    their reduction or elimination could undermine the ethanol
    industry in the U.S.
      Various
    studies have criticized ethanol, which could lead to the
    reduction or repeal of incentives and tariffs that promote the
    use and domestic production of ethanol.
    We may
    be adversely affected by environmental, health and safety laws,
    regulations and liabilities.
  and/or and/or
   23




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##### Table of Contents



and/or and/or
      RISKS
    RELATED TO TAX ISSUES
  The
    restructuring of HGFs debt could cause investors to have
    taxable income without receiving cash distributions, which means
    investors could have to pay tax on their investment with
    personal funds.
    IRS
    classification of the company as a corporation rather than as a
    partnership would result in higher taxation and reduced
    profits.
   24




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##### Table of Contents



We
    might elect to convert our entity status from a limited
    liability company to a corporation, which would increase our tax
    burden.
    The
    IRS may classify your investment as a passive activity,
    resulting in the inability of unitholders to deduct losses
    associated with their investment.
    Income
    allocations assigned to an investors units may result in
    taxable income in excess of cash distributions, which means
    unitholders may have to pay income tax on their investment with
    personal funds.
    An IRS
    audit could result in adjustments to our allocations of income,
    gain, loss and deduction, causing additional tax liability to
    unitholders.
   25




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##### Table of Contents



ITEM 2.
    PROPERTIES    EstimatedEstimated

AnnualAnnual

Distillers

EstimatedEthanol

Grains

Annual Corn

Energy

PrimaryLocation

Opened

Production

Production(1)

Processed

Source

Builder(Million gallons)

(Tons)

(Million bushels)Fairmont, NE

November 2007


110



334,000



39.3



Natural Gas



FagenAberdeen, SD I(2)

December 1992


9



27,000



3.2



Natural Gas



BroinAberdeen, SD II(2)

January 2008


44



134,000



15.7



Natural Gas



ICMHuron, SD

September 1999


32



97,000



11.4



Natural Gas



ICM195



592,000



69.6     (1)
    
    Our plants produce and sell wet, modified wet and dried
    distillers grains. The stated quantities are on a fully dried
    basis operating at nameplate capacity.(2)
    
    Our plant at Aberdeen consists of two separate production
    facilities which operate on a separate basis. Accordingly, we
    report and track production from our Aberdeen facilities
    separately.    Location

Owned/Leased

Square FeetFairmont, NE


Owned



134,850Aberdeen, SD


Owned



94,002Huron, SD


Owned



44,082       ITEM 3.
    LEGAL
    PROCEEDINGS   26




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##### Table of Contents



ITEM 4.
    SUBMISSION
    OF MATTERS TO A VOTE OF SECURITY HOLDERS      Nominee

For

WithholdScott A. Brittenham


10,918,884



458,842Joshua M. Nelson


11,142,463



235,263Bruce L. Rastetter


11,123,040



254,686     For

Against

Abstentions

Broker Non-Votes11,159,050



126,816



91,860



     For

Against

Abstentions

Broker Non-Votes10,458,061



800,533



119,132



   ITEM X.
    EXECUTIVE
    OFFICERS OF THE REGISTRANT    EmployeeName

Since

Age

PositionRichard R. Peterson


2006



44


President, Chief Executive Officer, Chief Financial Officer   point-of-sale
 PART II  ITEM 5.
    MARKET
    FOR REGISTRANTS COMMON EQUITY, RELATED UNITHOLDER MATTERS
    AND ISSUER PURCHASES OF EQUITY SECURITIES  Market
    Information
   27




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##### Table of Contents




    transfers by gift to the members descendants;
    transfers upon the death of a member;
    transfers between family members; and
    transfers that comply with the qualifying matching
    services requirements.  Holders
    Issuer
    Purchases of Equity Securities
    Distributions
    Performance
    Graph
  Form 10-K, over-the-counter
  Unregistered
    Sales of Equity Securities
  Form 8-K
  Securities
    Authorized for Issuance under Equity Compensation
    Plans
   28




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##### Table of Contents



ITEM 6.
    SELECTED
    FINANCIAL DATA  Form 10-K. Form 10-K. Form 10-K.
  Years Ended September 30,2009


2008(1)


2007


2006


2005(Dollars in thousands, except per share data)Income statement data:Ethanol and related product sales

$
354,997


$
393,746


$
57,754


$



$
Other revenues


719



612



623







Total net sales


355,716



394,358



58,377







Cost of goods sold


345,720



389,483



67,376







Gross profit (loss)


9,996



4,875



(8,999
)






Selling, general and administrative expenses


10,212



13,781



14,233



2,602



914Asset impairment


28,260



29,148











Operating (loss)


(28,476
)


(38,054
)


(23,232
)


(2,602
)


(914
)Other income (expense):


870



786



297



15



Interest expense


(26,909
)


(20,583
)


(1,303
)


(49
)


Interest income


217



611



977



1,518



Minority interest










(1,771
)






Net loss


(54,298
)


(57,240
)


(25,032
)


(1,118
)


(914
)Basic and diluted weighted units outstanding


12,691,650



9,863,618



8,854,151



3,717,635


$
362,794Loss per unit basic and diluted

$
(4.28
)

$
(5.80
)

$
(2.83
)

$
(.30
)

$
(2.52
)   As of September 30, 2009,2009


2008


2007


2006


2005(In thousands)Balance sheet data:Cash and cash equivalents

$
26,367


$
14,762


$
7,111


$
10,814


$
894Property and equipment, net


203,364



251,611



242,937



39,909



45Total assets


262,353



309,706



296,835



87,603



1,410Total debt


213,011



217,172



163,250



7,000



Total equity


21,789



67,425



92,954



64,550



1,210     (1)
    
    The September 30, 2008 results include the ABE Fairmont
    facility opening in November 2007, and the Aberdeen plant
    expansion, which opened in January 2008. 29




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ITEM 7.
    MANAGEMENTS
    DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
    OPERATIONS  GENERAL
    OVERVIEW
      Form 10-Q
    EstimatedEstimated


AnnualAnnual


Distillers


EstimatedEthanol


Grains


Annual Corn


Energy


PrimaryLocation

Opened

Production


Production(1)


Processed


Source


Builder(Million gallons)


(Tons)


(Million bushels)Fairmont, NE

November 2007


110



334,000



39.3



Natural Gas



FagenAberdeen, SD I(2)

December 1992


9



27,000



3.2



Natural Gas



BroinAberdeen, SD II(2)

January 2008


44



134,000



15.7



Natural Gas



ICMHuron, SD

September 1999


32



97,000



11.4



Natural Gas



ICM195



592,000



69.6  30




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(1)
    
    Our plants produce and sell wet, modified wet and dried
    distillers grains. The stated quantities are on a fully dried
    basis operating at nameplate capacity.(2)
    
    Our plant at Aberdeen consists of two separate production
    facilities which operate on a separate basis. Accordingly, we
    report and track production from our Aberdeen facilities
    separately.      E-85
  co-products
     31




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32




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PLAN OF
    OPERATIONS THROUGH SEPTEMBER 30, 2010
      RESULTS
    OF OPERATIONS
  Year
    Ended September 30, 2009 Compared to Year Ended
    September 30, 2008
    Year Ended


Year EndedSeptember 30, 2009


September 30, 2008Average





AverageSold/Consumed


Net Price/Cost


Sold/Consumed


Net Price/Cost(In thousands)





(In thousands)Ethanol (gallons)


187,330


$
1.53



151,678


$
2.15Dried distillers grains (tons)


352



120.48



292



142.36Wet/modified distillers grains (tons)


530



47.33



388



46.32Corn (bushels)


68,349


$
3.79



55,455


$
5.12Gas (mmbtus)


5,086



4.14



4,449



8.66   Net
    Sales
   33




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##### Table of Contents



Cost
    of Goods Sold
    Gross
    Profit
    Selling,
    General, and Administrative Expenses
    HGF
    Asset Impairments
  Form 10-Q
 34




---



##### Table of Contents



Interest
    Expense
    Year
    Ended September 30, 2008 Compared to Year Ended
    September 30, 2007
    Year Ended


Year EndedSeptember 30, 2008


September 30, 2007Average





AverageSold/Consumed


Net Price/Cost


Sold/Consumed


Net Price/Cost(In thousands)





(In thousands)Ethanol (gallons)


151,678


$
2.15



36,135


$
1.90Dried distillers grains (tons)


292



142.36



28



99.44Wet distillers grains (tons)


388



46.32



228



26.51Corn (bushels)


55,455


$
5.12



13,272


$
3.51Gas (mates)


4,449



8.66



1,056



8.24   Net
    Sales
    Cost
    of Goods Sold
    Gross
    Profit
    Selling,
    General, and Administrative Expenses
   35




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Goodwill
    Impairment
    Interest
    Expense
    LIQUIDITY
    AND CAPITAL RESOURCES
  Financing
    and Existing Debt Obligations
    Advanced
    BioEnergy, LLC
     36




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and/or
  ABE
    Fairmont
          Heartland
    Grain Fuels
   37




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##### Table of Contents



Form 10-Q
   38




---



##### Table of Contents



CREDIT
    ARRANGEMENTS
    September 30,


September 30,


September 30,2009


2009


2008Interest Rate


Principal Amount


Principal AmountABE Fairmont senior credit facility  variable


3.65
%


55,450



65,500ABE Fairmont senior credit facility  fixed


7.53
%


20,000



20,000ABE Fairmont seasonal line


3.35
%


3,000



ABE Fairmont subordinate exempt facilities bonds


6.75
%


7,000



7,000HGF senior credit facility


8.5
%


87,979



87,979HGF working capital


8.5
%


7,100



7,500HGF subordinated solid waste facilities revenue bonds


8.25
%


19,000



19,000HGF notes payable  swaps


8.27
%


4,213



Advanced BioEnergy secured term loan


10.0
%


9,269



10,000Other


7.5
%






193Total outstanding






213,011



217,172Less: amounts due within one year






(136,386
)


(134,534
)Long-term debt





$
76,625


$
82,638     2010

$
136,3862011


11,0522012


15,9532013


11,2152014


9,665Thereafter


28,740Total debt

$
213,011   CONTRACTUAL
    OBLIGATIONS
    Years Ending September 30:2010


2011


2012


2013


2014


Thereafter


Total(Dollars in thousands)Debt obligations(1)

$
140,932


$
15,011


$
19,434


$
13,686


$
11,298


$
29,831


$
230,192Operating lease obligations(2)


4,297



3,709



3,035



196











11,237Commodity purchase obligations(3)


6,190























6,190Total contractual obligations

$
151,419


$
18,720


$
22,469


$
13,882


$
11,298


$
29,831


$
247,619     (1)
    
    Amounts represent principal and interest due under our credit
    facilities. Long term principal amounts owed for credit
    facilities in default are presented as being owed in the current
    period.(2)
    
    Operating lease obligations consist primarily of rail cars and
    office space, offset by subleased rail cars.(3)
    
    Commodity obligations include corn purchases for our production
    facilities. 39




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##### Table of Contents



SUMMARY
    OF CRITICAL ACCOUNTING POLICIES AND ESTIMATES
    Revenue
    Recognition
    Fair
    Value of Financial Instruments
    Inventories
    Deferred
    Income
    Property
    and Equipment
    Buildings






40 YearsProcess equipment






10 YearsOffice equipment






5-7 Years    40




---



##### Table of Contents



INTEREST
    RATE/FOREIGN EXCHANGE RISK
      IMPACT OF
    INFLATION
    OFF-BALANCE
    SHEET ARRANGEMENTS
    GOVERNMENT
    PROGRAMS, TAX CREDITS AND TAX INCREMENT FINANCING
        ITEM 7A.
    QUANTITATIVE
    AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK   41




---



##### 



Estimated



Hypotheticalat Risk



Change in

Spot

Change in AnnualVolume(1)

Units

Price

Price(2)

Operating Income(In millions)







(In millions)Ethanol


99



gallons



10.0
%

$
1.78


$
17.6Distillers grains


.38



tons



10.0
%


90.00



3.4Corn


62.6



bushels



10.0
%


3.44



21.5Natural gas


5.4



mmbtus



10.0
%


4.84



2.6     (1)
    
    The volume of ethanol at risk is based on the assumption that
    we will enter into contracts for 49% of our expected annual
    gallons capacity of 195 million gallons. The volume of
    distillers grains at risk is based on the assumption that we
    will enter into contracts for 35% of our expected annual
    distillers grains production of 592,000 tons. The volume of corn
    is based on the assumption that we will enter into forward
    contracts for 10% of our estimated current 69.6 million
    bushel annual requirement. The volume of natural gas is based on
    the assumption that we will continue to lock in one months
    gas usage.(2)
    
    Current spot prices include the CBOT price per gallon of
    ethanol and the price per bushel of corn, the NYMEX price per
    mmbtu of natural gas and our listed local advertised dried
    distillers grains price per ton as of September 30, 2009.  ITEM 8.
    FINANCIAL
    STATEMENTS   
 Financial Statements

PageAdvanced BioEnergy, LLCReport of Independent Registered Public
    Accounting Firm


43Financial Statements:Consolidated Balance Sheets


44Consolidated Statements of Operations and
    Comprehensive Loss


45Consolidated Statement of Changes in
    Members Equity


46Consolidated Statements of Cash Flows


47Notes to Consolidated Financial Statements


48   42




---



##### Table of Contents



Report of
    Independent Registered Public Accounting Firm  
          
  
 43




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##### Table of Contents



ADVANCED
    BIOENERGY, LLC & SUBSIDIARIES
  Consolidated
    Balance Sheets
  September 30,


September 30,2009


2008(Dollars in thousands)ASSETSCurrent assets:Cash and cash equivalents

$
26,367


$
14,762Accounts receivable:Trade accounts receivable


9,613



10,929Other receivables


3,090



183Due from broker






1,283Inventories


7,618



13,587Prepaid expenses


2,242



1,937Current portion of restricted cash


6,767



4,963Total current assets


55,697



47,644Property and equipment, net


203,364



251,611Other assets:Restricted cash


1,146



3,090Deferred financing costs, net


813



6,306Other assets


1,333



1,055Total assets

$
262,353


$
309,706LIABILITIES AND MEMBERS EQUITYCurrent liabilities:Accounts payable

$
6,057


$
8,966Accrued expenses


5,013



2,535Accrued interest


10,394



3,848Derivative financial instruments






1,242Current portion of long-term debt


136, 386



134,534Total current liabilities


157,850



151,125Other liabilities


535



1,786Deferred income


5,554



6,732Long-term debt


76,625



82,638Members equity:Members capital, no par value, authorized 20,000,000
    Units, 15,985,295 and 9,919,162 units outstanding and
    971,003 and 2,750,000 units subscribed for at
    September 30, 2009 and 2008, respectively


160,392



153,516Retained deficit


(138,603
)


(84,305
)Accumulated other comprehensive loss






(1,786
)Total members equity


21,789



67,425Total liabilities and members equity

$
262,353


$
309,706    44




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##### Table of Contents



ADVANCED
    BIOENERGY, LLC & SUBSIDIARIES
  Consolidated
    Statements of Operations and Comprehensive Loss
  Years EndedSeptember 30,


September 30,


September 30,2009


2008


2007(Dollars in thousands, except per unit data)Net salesEthanol and related products

$
354,997


$
393,746


$
57,754Other


719



612



623Total net sales


355,716



394,358



58,377Cost of goods sold


345,720



389,483



67,376Gross profit (loss)


9,996



4,875



(8,999
)Selling, general and administrative


10,212



13,781



14,233Goodwill impairment






29,148



Impairment of long-lived assets


28,260







Operating (loss)


(28,476
)


(38,054
)


(23,232
)Other income


870



786



297Interest income


217



611



977Interest expense


(26,909
)


(20,583
)


(1,303
)Net loss before minority interest

$
(54,298
)

$
(57,240
)

$
(23,261
)Minority interest










(1,771
)Net loss

$
(54,298
)

$
(57,240
)

$
(25,032
)Other comprehensive income (loss):Interest rate swap obligation


1,786



(1,786
)


Comprehensive loss

$
(52,512
)

$
(59,026
)

$
(25,032
)Basic & diluted weighted average units outstanding


12,691,650



9,863,618



8,854,151Loss per unit  basic and diluted

$
(4.28
)

$
(5.80
)

$
(2.83
)    45




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##### Table of Contents



ADVANCED
    BIOENERGY, LLC & SUBSIDIARIES
  Consolidated
    Statements of Changes in Members Equity
 For the
    Years Ended September 30, 2008 and 2009
  AccumulatedOtherMember


Member


Retained


Comprehensive


DeferredUnits


Capital


Deficit


Income


Compensation


Total(Dollars in thousands)MEMBERS EQUITY  September 30, 2006


7,165,600


$
66,821


$
(2,033
)

$



$
(238
)

$
64,550Issuance of membership units, in connection with purchase of
    Heartland Grain Fuels, L.P.


2,631,578



52,632















52,632Issuance of membership units for services


50,850



897















897Amortization of unearned compensation


















238



238Unit compensation expense






292















292Member distribution






(623
)














(623
)Net loss










(25,032
)










(25,032
)MEMBERS EQUITY  September 30, 2007


9,848,028


$
120,019


$
(27,065
)

$



$



$
92,954Issuance of 450,000 warrants in connection with note payable






2,260















2,260Issuance of contingently issuable units in connection with IRF
    purchase






750















750Unit compensation expense


142,000



636















636Issuance of subscribed membership units for note conversion






30,318















30,318Put options exercised


(45,403
)


(467
)














(467
)Membership units forfeited


(25,463
)


















Net loss










(57,240
)










(57,240
)Interest rate swap obligations














(1,786
)






(1,786
)MEMBERS EQUITY  September 30, 2008


9,919,162


$
153,516


$
(84,305
)

$
(1,786
)

$



$
67,425Issuance of previously subscribed units


2,750,000



















Issuance of 532,671 warrants in connection with note payable






489















489Unit compensation expense, net of contingently returnable units


(10,000
)


197















197Put options exercised


(7,200
)


(18
)














(18
)Interest rate swap obligations














1,786







1,786Units issued in private offering, net of offering costs of
    $249,000


3,333,333



4,751















4,751Units subscribed in private offering






1,457















1,457Net loss










(54,298
)










(54,298
)MEMBERS EQUITY  September 30, 2009


15,985,295


$
160,392


$
(138,603
)

$



$



$
21,789    46




---



##### Table of Contents



ADVANCED
    BIOENERGY, LLC & SUBSIDIARIES
  Consolidated
    Statements of Cash Flows
  Years EndedSeptember 30,


September 30,


September 30,2009


2008


2007(Dollars in thousands)Cash flows from operating activitiesNet loss

$
(54,298
)

$
(57,240
)

$
(25,032
)Adjustments to reconcile net loss to operating activities cash
    flows:Depreciation


19,233



22,129



4,461Asset impairment


28,260



29,148



Loss on disposal of site development costs






751



Amortization of deferred financing costs


5,493



1,087



1,357Amortization of deferred revenue


(1,178
)






Amortization of debt discount






2,260



Impairment of IRF purchase intangible






750



2,812Unit compensation expense


197



636



1,427Interest expense converted to membership units






3,187



Unrealized loss on derivative financial instruments


(1,242
)


70



1,475Interest rate swap obligations


4,213







Minority interest in net income










1,771Changes in working capital components net of effects of
    acquisition of HGF:Receivables


3,652



(8,292
)


(1,236
)Inventories


5,969



(5,789
)


(5,896
)Prepaid expenses


(305
)


(735
)


(941
)Accounts payable


(2,909
)


6,638



(2,991
)Accrued expenses


9,559



543



5,654Net cash provided by (used in) operating activities


16,644



(4,857
)


(17,139
)Cash flows from investing activitiesPurchase of Heartland Grain Fuels, LP, net of cash acquired










(15,204
)Purchase of property and equipment


(1,006
)


(54,757
)


(132,342
)Change in other assets


(2,478
)


144



(497
)(Increase) decrease in restricted cash


140



(6,275
)


31,911Net cash (used in) investing activities


(3,344
)


(60,888
)


(116,132
)Cash flows from financing activitiesPayments on debt


(10,885
)


(56,725
)


(875
)Proceeds from long-term debt


3,000



130,588



132,726Proceeds from issuance of stock and subscribed units


6,457







Offering costs paid


(249
)






Distribution to members










(623
)Repurchase of units


(18
)


(467
)


Payment of deferred offering and financing costs










(1,660
)Net cash provided by (used in) financing activities


(1,695
)


73,396



129,568Net increase (decrease) in cash and cash equivalents


11,605



7,651



(3,703
)Beginning cash and cash equivalents


14,762



7,111



10,814Ending cash and cash equivalents

$
26,367


$
14,762


$
7,111Supplemental disclosure of non cash transactionsDeferred financing cost paid from long term debt proceeds

$



$
5,988


$
1,373Unrealized (gain) loss on interest rate swaps


(1,786
)


1,786



Membership units issued for acquisition of assets










52,632Accounts payable incurred for construction in process










23,357Financing costs amortized to construction in progress






154



147Promissory notes and interest converted into membership units






27,181



Warrants issued in connection with debt restructuring


489







Supplemental disclosure of cash flow information:Cash paid for interest, net of capitalized interest of $0 in
    2009 and $2,724 in 2008 and $7,885 in 2007

$
10,657


$
13,337


$
108    47




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##### Table of Contents



ADVANCED
    BIOENERGY, LLC & SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL STATEMENTS
  1.
    Organization
    and Significant Accounting Policies      Form 10-Q
  Cash,
    Cash Equivalents and Restricted Cash
    Fair
    Value of Financial Instruments
   48




---



##### Table of Contents



ADVANCED
    BIOENERGY, LLC & SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Receivables
    Derivative
    Instruments/Due From Broker
  available-for-sale
    Inventories
    Property
    and Equipment
    Buildings


40 YearsProcess equipment


10 YearsOffice equipment


5-7 Years    49




---



##### Table of Contents



ADVANCED
    BIOENERGY, LLC & SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Deferred
    Financing Costs
    Deferred
    Income
    Revenue
    Recognition
    Unit
    Based Compensation
    Shipping
    Costs
    Loss
    Per Unit
    Segment
    Reporting
    Accounting
    Estimates
   50




---



##### Table of Contents



ADVANCED
    BIOENERGY, LLC & SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Income
    Taxes
    Interest
    Rate Swaps
      Goodwill
      New
    Accounting Pronouncements
     51




---



##### Table of Contents



ADVANCED
    BIOENERGY, LLC & SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  paragraphs 38-76.
    2.
    Inventories    September 30,


September 30,2009


2008Corn

$
1,341


$
843Chemicals


489



593Work in process


1,893



3,524Ethanol


1,678



4,503Distillers grains


412



2,216Supplies and parts


1,805



1,908Total

$
7,618


$
13,587     3.
    Property
    and Equipment    September 30,


September 30,2009


2008Land

$
3,962


$
3,992Buildings


21,295



21,169Process equipment


215,820



251,688Office equipment


1,273



1,267Construction in process


81



116242,430



278,232Accumulated depreciation


(39,066
)


(26,621
)Property and equipment, net

$
203,364


$
251,611    52




---



##### Table of Contents



ADVANCED
    BIOENERGY, LLC & SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    4.
    Debt and
    Subsequent Events    September 30,

September 30,


September 30,2009

2009


2008Interest Rate

Principal Amount


Principal AmountABE Fairmont senior credit facility  variable

3.65%


55,450



65,500ABE Fairmont senior credit facility  fixed

7.53%


20,000



20,000ABE Fairmont seasonal line

3.35%


3,000



ABE Fairmont subordinate exempt facilities bonds

6.75%


7,000



7,000HGF senior credit facility

8.5%


87,979



87,979HGF working capital

8.5%


7,100



7,500HGF subordinated solid waste facilities revenue bonds

8.25%


19,000



19,000HGF notes payable  swaps

8.27%


4,213



Advanced BioEnergy secured term loan

10.0%


9,269



10,000Other

7.5%






193Total outstanding




213,011



217,172Less: amounts due within one year




(136,386
)


(134,534
)Long-term debt



$
76,625


$
82,638     2010

$
136,3862011


11,0522012


15,9532013


11,2152014


9,665Thereafter


28,740Total debt

$
213,011  53




---



##### Table of Contents



ADVANCED
    BIOENERGY, LLC & SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Senior
    Credit Facility for the Fairmont Plant
          Fillmore
    County Subordinate Exempt Facilities Revenue Bonds for the
    Fairmont plant
    Senior
    Credit Agreement for the South Dakota Plants
     54




---



##### Table of Contents



ADVANCED
    BIOENERGY, LLC & SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Subordinate
    Solid Waste Facilities Revenue Bonds
        HGF
    Restructuring and Subsequent Event
    Secured
    Term Loan Note  Advanced Bioenergy LLC
     55




---



##### Table of Contents



ADVANCED
    BIOENERGY, LLC & SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
      5.
    Members
    Equity and Subsequent Events  Private
    Offering
    Convertible
    Notes
    Restricted
    Unit Agreements
    Employment
    Agreements
    Warrants
     56




---



##### Table of Contents



ADVANCED
    BIOENERGY, LLC & SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Investment
    by Hawkeye Energy Holding, LLC
    Board
    Representation and Voting Agreement
    6.
    Commitments
    and Contingencies  Lease
    Commitments
    Minimum


MinimumRental


Sublease


Net RentalCommitments


Income


Commitments2010

$
4,656


$
359


$
4,2972011


4,129



420



3,7092012


3,350



315



3,0352013


196







196$
12,331


$
1,094


$
11,237    57




---



##### Table of Contents



ADVANCED
    BIOENERGY, LLC & SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
   7.
    Major
    Customers  E-85
      September 30,


September 30,2009


2008Gavilon  EthanolTwelve month revenues

$
289,139


$
59,476Receivable balance


8,480



4,570Dakotaland  Distillers GrainsNet sales

$
17,428


$
8,157Receivable balance


379



309   8.
    Risk
    Management    Commodity

Quantity


Amount


Period CoveredCorn


1,813 bushels


$
6,190



December 2009Ethanol


23,767 gallons


$
35,091



December 2009Distillers Grains


52 tons


$
3,919



December 2009  58




---



##### Table of Contents



ADVANCED
    BIOENERGY, LLC & SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
      Year EndedSeptember 30,

September 30,2009

2008Ethanol related losses

$



$
(2,594
)Corn gains (losses)


(3,158
)


(478
)   9.
    Employee
    Benefit Plan    10.
    Related
    Party Transactions  Corn
    purchases from directors
    Grain
    Purchases from South Dakota Wheat Growers Association
    (SDWG).
    Ethanol
    Agreement
    11.
    Quarterly
    Financial Data (Unaudited)    Year Ended September 30, 2009

1st Quarter


2nd Quarter


3rd Quarter


4th QuarterTotal revenues

$
98,854


$
86,466


$
85,457


$
84,939Gross profit


76



(320
)


3,877



6,363Net (loss)


(10,708
)


(21,210
)


(1,670
)


(20,710
)Basic and diluted loss per common share

$
(0.90
)

$
(1.68
)

$
(0.13
)

$
(1.52
)   59




---



##### Table of Contents



ADVANCED
    BIOENERGY, LLC & SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Year Ended September 30, 2008

1st Quarter


2nd Quarter


3rd Quarter


4th QuarterTotal revenues

$
52,762


$
120,103


$
117,745


$
103,748Gross profit (loss)


4,741



6,213



820



(6,899
)Net (loss)


(2,608
)


(1,027
)


(9,596
)


(44,009
)Basic and diluted loss per common share

$
(0.27
)

$
(0.10
)

$
(0.97
)

$
(4.46
)   Form 10-Q
 60




---



##### Table of Contents



ITEM 9.
    CHANGES
    IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
    FINANCIAL DISCLOSURE    ITEM 9A(T).
    CONTROLS
    AND PROCEDURES  Disclosure
    Controls and Procedures
  Rule 13a-15(e) 15d-15(e)
  Managements
    Annual Report on Internal Control over Financial
    Reporting
          Changes
    in Internal Controls over Financial Reporting
  Rules 13a-15 15d-15
  ITEM 9B.
    OTHER
    INFORMATION   61




---



##### Table of Contents



PART III ITEM 10.
    DIRECTORS,
    EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE          ITEM 11.
    EXECUTIVE
    COMPENSATION    ITEM 12.
    SECURITY
    OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND
    RELATED UNITHOLDER MATTERS    ITEM 13.
    CERTAIN
    RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR
    INDEPENDENCE    ITEM 14.
    PRINCIPAL
    ACCOUNTING FEES AND SERVICES    ITEM 15.
    EXHIBITS AND
    FINANCIAL STATEMENT SCHEDULES  Financial Statements
  Exhibits
 62




---



##### Table of Contents



SIGNATURES    
  By:
    /s/  Richard
    R. Peterson   Chief Executive Officer, President,
 Chief Financial Officer and Director
    Name

Title/s/  Richard
    R. PetersonRichard
    R. Peterson

Chief Executive Officer, President, Chief Financial 
    Officer and Director 
    (Principal Executive, Financial and Accounting Officer)*John
    E. Lovegrove

Director, Chairman*Scott
    A. Brittenham

Director*Neil
    S. Hwang

Director*Joshua
    M. Nelson

Director*Troy
    L. Otte

Director*Bruce
    L. Rastetter

Director*Thomas
    A. Ravencroft

Director*Keith
    E. Spohn

Director/s/  Richard
    R. PetersonRichard
    R. Peterson, as power of attorney, where designated by *  63




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##### Table of Contents



EXHIBIT
    INDEX
  2
.1

Partnership Interest Purchase Agreement with HGF Acquisition,
    LLC, Aventine Renewable Energy, Inc., Dakota Fuels, Inc., South
    Dakota Wheat Growers Association, Heartland Producers, LLC, and
    Heartland Grain Fuels, L.P. dated as of November 7, 2006

Incorporated by reference(1)2
.2

Partnership Interest and Stock Purchase Agreement with HGF
    Acquisition, LLC, Heartland Grain Fuels, L.P, Heartland
    Producers, LLC, South Dakota Wheat Growers Association and
    Dakota Fuels, Inc. dated as of November 7, 2006

Incorporated by reference(2)3
.1

Certificate of Formation

Incorporated by reference(3)3
.2

Third Amendment and Restated Operating Agreement of the Company
    dated as of February 1, 2006 as amended September 18,
    2009

Incorporated by reference(4)4
.1

Form of Certificate of Membership Units

Incorporated by reference(5)4
.3

Amended and Restated Secured Term Loan Note issued to PJC
    Capital, LLC dated August 28, 2009

Incorporated by reference(6)4
.4

Warrant to Purchase Units of Advanced BioEnergy, LLC dated
    August 28, 2009

Incorporated by reference(7)4
.5

Voting Agreement among Advanced BioEnergy, LLC, Hawkeye Energy
    Holdings, LLC Ethanol Investment Partners, LLC South Dakota
    Wheat Growers Association, a South Dakota cooperative, and
    certain directors of the Company dated as of August 28,
    2009. Registration Rights Agreement between Advanced BioEnergy,
    LLC and Hawkeye Energy Holdings, LLC dated as of August 28,
    2009

Incorporated by reference(8)4
.6

Registration Rights Agreement between Advanced BioEnergy, LLC,
    and Hawkeye Energy Holdings, LLC dated as of August 28, 2009

Incorporated by reference(9)4
.7

Second Amendment to Investor Rights Agreement between Advanced
    BioEnergy LLC and South Dakota Wheat Growers Association dated
    as of August 28, 2009

Incorporated by reference(10)4
.8

First Amendment to Registration Rights Agreement between
    Advanced BioEnergy, LLC and Ethanol Investment Partners dated as
    of August 28, 2009

Incorporated by reference(11)10
.1

Promissory Note (Operating Loan) and Loan Agreement with Farm
    Credit Services of America, PCA dated February 13, 2006

Incorporated by reference(12)10
.2

Master Loan Agreement with Farm Credit Services of America, FLCA
    dated February 17, 2006

Incorporated by reference(13)10
.3

Amendment to Master Loan Agreement with Farm Credit Services of
    America, FLCA dated April 11, 2006

Incorporated by reference(14)10
.4

Statused Revolving Credit Supplement with Farm Credit Services
    of America, FLCA dated February 17, 2006

Incorporated by reference(15)10
.5

Construction and Revolving Term Loan Supplement with Farm Credit
    Services of America, FLCA dated February 17, 2006

Incorporated by reference(16)10
.6

Construction and Term Loan Supplement with Farm Credit Services
    of America, FLCA dated February 17, 2006

Incorporated by reference(17)10
.7

Loan and Trust Agreement with the County of Fillmore, State
    of Nebraska and Wells Fargo N.A. dated April 1, 2006

Incorporated by reference(18)10
.8

Promissory Note issued to the County of Fillmore, State of
    Nebraska dated April 27, 2006

Incorporated by reference(19)10
.9

Subordinate Deed of Trust and Construction Security Agreement
    with Wells Fargo Bank dated April 27, 2006

Incorporated by reference(20)10
.10

ICM License Agreement with ICM, Inc. dated March 13, 2006

Incorporated by reference(21)10
.11

Contract for Electric Service with Perennial Public Power
    District dated April 25, 2006

Incorporated by reference(22) 64




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##### Table of Contents



10
.12

Employment Agreement with Revis L. Stephenson III dated
    April 7, 2006+

Incorporated by reference(23)10
.13

Project Development Fee Agreement with Robert W. Holmes and
    Revis L. Stephenson III dated May 19, 2005

Incorporated by reference(24)10
.14

Letter Agreement with Oppenheimer & Co. Inc. dated
    November 22, 2005

Incorporated by reference(25)10
.15

Agreement between Heartland Grain Fuels, LP and ICM, Inc. dated
    July 14, 2006

Incorporated by reference(26)10
.16

Investor Rights Agreement with South Dakota Wheat Growers
    Association dated as of November 7, 2006

Incorporated by reference(27)10
.17

Amended and Restated Employment Agreement with Richard Peterson
    dated December 11, 2007+

Incorporated by reference(28)10
.18

Restricted Unit Agreement with Stephenson Holdings, Inc. dated
    November 7, 2006+

Incorporated by reference(29)10
.19

South Dakota Grain Fuels, L.P. Agreement of Limited Partnership
    dated August 27, 1991

Incorporated by reference(30)10
.20

Amendment to the Agreement of Limited Partnership of Heartland
    Grain Fuels, L.P. dated November 8, 2006

Incorporated by reference(31)10
.21

Master Loan Agreement between Farm Credit Services of America,
    FLCA and ABE Fairmont, LLC dated as of November 20, 2006

Incorporated by reference(32)10
.22

Construction and Term Loan Supplement to the Master Loan
    Agreement between Farm Credit Services of America, FLCA and ABE
    Fairmont, LLC entered into as of November 20, 2006

Incorporated by reference(33)10
.23

Construction and Revolving Term Loan Supplement to the Master
    Loan Agreement between Farm Credit Services of America, FLCA and
    ABE Fairmont, LLC entered into as of November 20, 2006

Incorporated by reference(34)10
.24

Amendment to the Construction and Term Loan Supplement to the
    Master Loan Agreement between Farm Credit Services of America,
    FLCA and ABE Fairmont, LLC entered into as of November 20,
    2006

Incorporated by reference(35)10
.25

Amendment to the Construction and Revolving Term Loan Supplement
    to the Master Loan Agreement between Farm Credit Services of
    America, FLCA and ABE Fairmont, LLC entered into as of
    November 20, 2006

Incorporated by reference(36)10
.26

Administrative Agency Agreement among Farm Credit Services of
    America, FLCA, CoBank, ACB and ABE Fairmont, LLC dated as of
    November 20, 2006

Incorporated by reference(37)10
.27

By-Product Marketing Agreement between Heartland Grain Fuels
    L.P. and Dakotaland Feeds, LLC dated February 1, 2001*

Incorporated by reference(38)10
.28

Grain Origination Agreement between Heartland Grain Fuels, L.P.
    and South Dakota Wheat Growers Association dated
    November 8, 2006*

Incorporated by reference(39)10
.29

Amendment to Grain Origination Agreement dated as of
    October 1, 2007 between Heartland Grain Fuels, L.P. and
    South Dakota Wheat Growers Association

Incorporated by reference(40)10
.30

Lump Sum Design-Build Agreement between ABE Northfield, LLC and
    Fagen, Inc. dated February 7, 2007, as amended*

Incorporated by reference(41)10
.31

Form of Change of Control Agreement dated
    July   , 2007 between Advanced BioEnergy, LLC and
    each of Revis L. Stephenson III and Richard Peterson+

Incorporated by reference(42)10
.32

Restricted Unit Agreement dated July 31, 2007 between
    Advanced BioEnergy, LLC and Peterson Holdings, Inc.+

Incorporated by reference(43) 65




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##### Table of Contents



10
.33

Amended and Restated Employment Agreement with Perry C. Johnston
    dated December 11, 2007+

Incorporated by reference(44)10
.34

Registration Rights Agreement with Ethanol Investment Partners,
    LLC dated June 25, 2007+

Incorporated by reference(45)10
.35

Investor Rights Agreement with South Dakota Wheat Growers
    Association dated as of November 7, 2006, as amended

Incorporated by reference(46)10
.36

Advanced BioEnergy, LLC Promissory Note dated October 5,
    2007

Incorporated by reference(47)10
.37

Senior Credit Agreement dated as of October 1, 2007 among
    Heartland Grain Fuels, L.P., the lenders referred to therein and
    WestLB AG, New York Branch, as Administrative Agent, Collateral
    Agent, Issuing Bank, Lead Arranger, Sole Bookrunner and
    Syndication Agent

Incorporated by reference(48)10
.38

Accounts Agreement dated as of October 1, 2007 among
    Heartland Grain Fuels, L.P., Amarillo National Bank, as the
    Accounts Bank and Securities Intermediary, WestLB AG, New York
    Branch, as Administrative Agent and Collateral Agent, and Wells
    Fargo Bank, National Association, as Trustee of the Brown
    County, South Dakota Subordinate Solid Waste Facilities Revenue
    Bonds (Heartland Grain Fuels, L.P. Ethanol Plant Project)
    Series 2008A, as the Second Lien Agent for the Second Lien
    Claimholders

Incorporated by reference(49)10
.39

Bond Trust Indenture dated as of October 1, 2007
    between Brown County, South Dakota and Wells Fargo Bank,
    National Association as Bond Trustee

Incorporated by reference(50)10
.40

Loan Agreement dated as of October 1, 2007 between
    Heartland Grain Fuels, L.P. and Brown County, South Dakota

Incorporated by reference(51)10
.41

Membership Interest Pledge Agreement dated as of
    October 17, 2007 entered into by Advanced BioEnergy, LLC in
    favor of PJC Capital, LLC

Incorporated by reference(52)10
.42

Amendment to the Master Loan Agreement entered into as of
    October 5, 2007 between Farm Credit Services of America,
    FLCA and ABE Fairmont, LLC

Incorporated by reference(53)10
.43

Statused Revolving Credit Supplement to the Master Loan
    Agreement entered into as of October 5, 2007 between Farm
    Credit Services of America, FLCA and ABE Fairmont, LLC

Incorporated by reference(54)10
.44

Amendment to the Statused Revolving Credit Supplement entered
    into as of October 5, 2007 between Farm Credit Services of
    America, FLCA and ABE Fairmont, LLC

Incorporated by reference(55)10
.45

Amendment to the Construction and Term Loan Supplement entered
    into as of October 5, 2007 between Farm Credit Services of
    America, FLCA and ABE Fairmont, LLC

Incorporated by reference(56)10
.46

Change of Control Agreement between Advanced BioEnergy, LLC and
    William Paulson+

Incorporated by reference(57)10
.47

Restricted Unit Agreement dated December 27, 2007 between
    Advanced BioEnergy, LLC and Perry Johnston+

Incorporated by reference(58)10
.48

Master Amendment and Waiver Agreement to the Senior Credit
    Agreement between Heartland Grain Fuels, LP and the lenders
    referred to therin and WestLB AG, New York Branch, as
    Administrative Agent, Collateral Agent, Issuing Bank, Lead
    Arranger, sole Bookrunner and Syndication Agent

Incorporated by reference(59)10
.49

Ethanol Product Off-Take Agreement by and among Heartland Grain
    Fuels, LP and Conagra Trade Group, Inc.*

Incorporated by reference(60)10
.50

Settlement Agreement and Release between Advanced BioEnergy,
    LLC, certain ABE Parties described therein, Ethanol Investment
    Partners, LLC and Clean Energy Capital, LLC

Incorporated by reference(61) 66




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##### Table of Contents



10
.51

Amendment to the Master Loan Agreement effective as of
    December 24, 2008 between Farm Credit Services of America,
    FLCA and ABE Fairmont, LLC

Incorporated by reference(62)10
.52

Statused Revolving Credit Supplement effective as of
    December 24, 2008 between Farm Credit Services of America,
    FLCA and ABE Fairmont, LLC

Incorporated by reference(63)10
.53

Revolving Credit Supplement, Letters of Credit effective as of
    December 24, 2008 between Farm Credit Services of America,
    FLCA and ABE Fairmont, LLC

Incorporated by reference(64)10
.54

Construction and Revolving Term Loan Supplement effective as of
    December 24, 2008 between Farm Credit Services of America,
    FLCA and ABE Fairmont, LLC

Incorporated by reference(65)10
.55

Construction and Term Loan Supplement effective as of
    December 24, 2008 between Farm Credit Services of America,
    FLCA and ABE Fairmont, LLC

Incorporated by reference(66)10
.56

Forbearance Agreement effective February 2, 2009 between
    Heartland Grain Fuels, LP and WestLB as Administrative Agent for
    the Lenders

Incorporated by reference(67)10
.57

Forbearance Agreement effective June 1, 2009, between
    Advanced Bioenergy, LLC and PJC Capital LLC

Incorporated by reference(68)10
.58

Amendment to the Master Loan Agreement effective as of
    May 12, 2009 between Farm Credit Services of America, FLCA
    and ABE Fairmont, LLC

Incorporated by reference(69)10
.59

Amendment to the Construction and Term Loan Supplement effective
    as of May 12, 2009 between Farm Credit Services of America,
    FLCA and ABE Fairmont, LLC

Incorporated by reference(70)10
.60

Subscription Agreement dated as of August 21, 2009 between
    Advanced BioEnergy, LLC and Hawkeye Holding, LLC

Incorporated by reference(71)10
.61

Side Letter dated as of August 21, 2009 executed by
    Advanced BioEnergy, LLC in favor of Hawkeye Energy Holdings, LLC

Incorporated by reference(72)10
.62

Exclusive Ethanol Marketing Agreement by and among Hawkeye Gold,
    LLC and ABE Fairmont, LLC dated as of August 28, 2009

Incorporated by reference(73)17
.1

Correspondence from Revis L. Stephenson III to the Board of
    Directors of the Company, dated September 18, 2009

Incorporated by reference(74)21


List of Subsidiaries of the Registrant

Filed herewith24


Powers of Attorney

Filed herewith31
.1

Rule 13a-14(a)/15d-14(a)
    Certification by Principal Executive Officer

Filed herewith31
.2

Rule 13a-14(a)/15d-14(a)
    Certification by Principal Financial and Accounting Officer

Filed herewith32


Section 1350 Certifications

Filed herewith     *
    
    Material has been omitted pursuant to a request for confidential
    treatment and these materials have been filed separately with
    the SEC.+
    
    Management compensatory plan/arrangement.(1)
    
    Incorporated herein by reference to Exhibit 2.1 to the
    Registrants Current Report on
    Form 8-K,
    filed on November 8, 2006 (File No.
    333-125335).(2)
    
    Incorporated herein by reference to Exhibit 2.2 to the
    Registrants Current Report on
    Form 8-K,
    filed on November 8, 2006 (File No.
    333-125335).(3)
    
    Incorporated herein by reference to Exhibit 3.1 to the
    Registrants Registration Statement on
    Form SB-2,
    filed on May 27, 2005 (File No.
    333-125335).(4)
    
    Incorporated herein by reference to Exhibit 3.1 to the
    Registrants Current Report on
    Form 8-K,
    filed on September 24, 2009 (File No.
    000-52421). 67




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##### Table of Contents



(5)
    
    Incorporated herein by reference to Exhibit 4.1 to the
    Registrants Registration Statement on
    Form SB-2,
    filed on May 27, 2005 (File No.
    333-125335).(6)
    
    Incorporated herein by reference to Exhibit 4.2 to the
    Registrants Registration Statement on
    Form SB-2,
    filed on May 27, 2005 (File No.
    333-125335).(7)
    
    Incorporated herein by reference to Exhibit 4.1 to the
    Registrants Current Report on
    Form 8-K,
    filed on September 3, 2009 (File No.
    000-52421).(8)
    
    Incorporated herein by reference to Exhibit 4.2 to the
    Registrants Current Report on
    Form 8-K,
    filed on September 3, 2009 (File No.
    000-52421).(9)
    
    Incorporated herein by reference to Exhibit 4.3 to the
    Registrants Current Report on
    Form 8-K,
    filed on September 3, 2009 (File No.
    000-52421).(10)
    
    Incorporated herein by reference to Exhibit 4.4 to the
    Registrants Current Report on
    Form 8-K,
    filed on September 3, 2009 (File No.
    000-52421).(11)
    
    Incorporated herein by reference to Exhibit 4.5 to the
    Registrants Current Report on
    Form 8-K,
    filed on September 3, 2009 (File No.
    000-52421).(12)
    
    Incorporated herein by reference to Exhibit 4.6 to the
    Registrants Current Report on
    Form 8-K,
    filed on September 3, 2009 (File No.
    000-52421).(13)
    
    Incorporated herein by reference to Exhibit 10.1 to the
    Registrants Quarterly Report on
    Form 10-QSB,
    filed on May 15, 2006 (File No.
    333-125335).(14)
    
    Incorporated herein by reference to Exhibit 10.2 to the
    Registrants Quarterly Report on
    Form 10-QSB,
    filed on May 15, 2006 (File No.
    333-125335).(15)
    
    Incorporated herein by reference to Exhibit 10.3 to the
    Registrants Quarterly Report on
    Form 10-QSB,
    filed on May 15, 2006 (File No.
    333-125335).(16)
    
    Incorporated herein by reference to Exhibit 10.4 to the
    Registrants Quarterly Report on
    Form 10-QSB,
    filed on May 15, 2006 (File No.
    333-125335).(17)
    
    Incorporated herein by reference to Exhibit 10.5 to the
    Registrants Quarterly Report on
    Form 10-QSB,
    filed on May 15, 2006 (File No.
    333-125335).(18)
    
    Incorporated by reference to Exhibit 10.6 to the
    Registrants Registration Statement on
    Form SB-2
    filed on September 13, 2006 (File
    No. 333-137299).(19)
    
    Incorporated herein by reference to Exhibit 10.6 to the
    Registrants Quarterly Report on
    Form 10-QSB,
    filed on May 15, 2006 (File No.
    333-125335).(20)
    
    Incorporated herein by reference to Exhibit 10.7 to the
    Registrants Quarterly Report on
    Form 10-QSB,
    filed on May 15, 2006 (File No.
    333-125335).(21)
    
    Incorporated herein by reference to Exhibit 10.8 to the
    Registrants Quarterly Report on
    Form 10-QSB,
    filed on May 15, 2006 (File No.
    333-125335).(22)
    
    Incorporated herein by reference to Exhibit 10.10 to the
    Registrants Quarterly Report on
    Form 10-QSB,
    filed on May 15, 2006 (File No.
    333-125335).(23)
    
    Incorporated herein by reference to Exhibit 10.11 to the
    Registrants Quarterly Report on
    Form 10-QSB,
    filed on May 15, 2006 (File No.
    333-125335).(24)
    
    Incorporated herein by reference to Exhibit 10.12 to the
    Registrants Quarterly Report on
    Form 10-QSB,
    filed on May 15, 2006 (File No.
    333-125335).(25)
    
    Incorporated herein by reference to Exhibit 10.10 to the
    Registrants Registration Statement on
    Form SB-2,
    filed on May 27, 2005 (File No.
    333-125335).(26)
    
    Incorporated herein by reference to Exhibit 10.19 to the
    Registrants Post-Effective Amendment No. 1 to
    Registration Statement on Form SB-2, filed on February 10,
    2006 (File
    No. 333-125335).(27)
    
    Incorporated herein by reference to Exhibit 10.24 to the
    Registrants Annual Report on
    Form 10-KSB,
    filed on December 29, 2006 (File No.
    333-125335).(28)
    
    Incorporated herein by reference to Exhibit 10 to the
    Registrants Current Report on
    Form 8-K,
    filed on November 8, 2006 (File No.
    333-125335). 68




---



##### Table of Contents



(29)
    
    Incorporated herein by reference to Exhibit 10.2 to the
    Registrants Current Report on
    Form 8-K,
    filed on December 17, 2007 (File No.
    000-52421).(30)
    
    Incorporated herein by reference to Exhibit 10.1 to the
    Registrants Current Report on
    Form 8-K,
    filed on November 7, 2006 (File No.
    333-125335).(31)
    
    Incorporated herein by reference to Exhibit 10.30 to the
    Registrants Amendment No. 2 to Registration Statement
    on
    Form SB-2,
    filed on December 20, 2006 (File
    No. 333-137299).(32)
    
    Incorporated herein by reference to Exhibit 10.31 to the
    Registrants Amendment No. 2 to Registration Statement
    on
    Form SB-2,
    filed on December 20, 2006 (File
    No. 333-137299).(33)
    
    Incorporated herein by reference to Exhibit 10.1 to the
    Registrants Current Report on
    Form 8-K,
    filed on November 29, 2006 (File No.
    333-125335).(34)
    
    Incorporated herein by reference to Exhibit 10.2 to the
    Registrants Current Report on
    Form 8-K,
    filed on November 29, 2006 (File No.
    333-125335).(35)
    
    Incorporated herein by reference to Exhibit 10.3 to the
    Registrants Current Report on
    Form 8-K,
    filed on November 29, 2006 (File No.
    333-125335).(36)
    
    Incorporated herein by reference to Exhibit 10.4 to the
    Registrants Current Report on
    Form 8-K,
    filed on November 29, 2006 (File No.
    333-125335).(37)
    
    Incorporated herein by reference to Exhibit 10.5 to the
    Registrants Current Report on
    Form 8-K,
    filed on November 29, 2006 (File No.
    333-125335).(38)
    
    Incorporated herein by reference to Exhibit 10.6 to the
    Registrants Current Report on
    Form 8-K,
    filed on November 28, 2006 (File No.
    333-125335).(39)
    
    Incorporated herein by reference to Exhibit 10.39 to the
    Registrants Amendment No. 3 to Registration Statement
    on
    Form SB-2,
    filed on February 7, 2007 (File
    No. 333-137299).(40)
    
    Incorporated herein by reference to Exhibit 10.40 to the
    Registrants Amendment No. 3 to Registration Statement
    on
    Form SB-2,
    filed on February 7, 2007 (File
    No. 333-137299).(41)
    
    Incorporated herein by reference to Exhibit 10.5 to the
    Registrants Current Report on
    Form 8-K,
    filed on October 15, 2007 (File No.
    000-52421).(42)
    
    Incorporated herein by reference to Exhibit 10.6 to the
    Registrants Quarterly Report on
    Form 10-QSB,
    filed on August 14, 2007 (File No.
    000-52421).(43)
    
    Incorporated herein by reference to Exhibit 10.1 to the
    Registrants Current Report on
    Form 8-K,
    filed on August 6, 2007 (File No.
    000-52421).(44)
    
    Incorporated herein by reference to Exhibit 10.3 to the
    Registrants Current Report on
    Form 8-K,
    filed on August 6, 2007 (File No.
    000-52421).(45)
    
    Incorporated herein by reference to Exhibit 10.1 to the
    Registrants Current Report on
    Form 8-K,
    filed on December 17, 2007 (File No.
    000-52421).(46)
    
    Incorporated herein by reference to Exhibit 10.3 to the
    Registrants Quarterly Report on
    Form 10-QSB,
    filed on August 14, 2007 (File No.
    000-52421).(47)
    
    Incorporated herein by reference to Exhibit 10.5 to the
    Registrants Quarterly Report on
    Form 10-QSB,
    filed on August 14, 2007 (File No.
    000-52421).(48)
    
    Incorporated herein by reference to Exhibit 10 to the
    Registrants Current Report on
    Form 8-K,
    filed on October 11, 2007 (File No.
    000-52421).(49)
    
    Incorporated herein by reference to Exhibit 10.1 to the
    Registrants Current Report on
    Form 8-K,
    filed on October 15, 2007 (File No.
    000-52421).(50)
    
    Incorporated herein by reference to Exhibit 10.2 to the
    Registrants Current Report on
    Form 8-K,
    filed on October 15, 2007 (File No.
    000-52421).(51)
    
    Incorporated herein by reference to Exhibit 10.3 to the
    Registrants Current Report on
    Form 8-K,
    filed on October 15, 2007 (File No.
    000-52421).(52)
    
    Incorporated herein by reference to Exhibit 10.4 to the
    Registrants Current Report on
    Form 8-K,
    filed on October 15, 2007 (File No.
    000-52421). 69




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##### Table of Contents



(53)
    
    Incorporated herein by reference to Exhibit 10.1 to the
    Registrants Current Report on
    Form 8-K,
    filed on October 23, 2007 (File No.
    000-52421).(54)
    
    Incorporated herein by reference to Exhibit 10.2 to the
    Registrants Current Report on
    Form 8-K,
    filed on October 23, 2007 (File No.
    000-52421).(55)
    
    Incorporated herein by reference to Exhibit 10.3 to the
    Registrants Current Report on
    Form 8-K,
    filed on October 23, 2007 (File No.
    000-52421).(56)
    
    Incorporated herein by reference to Exhibit 10.4 to the
    Registrants Current Report on
    Form 8-K,
    filed on October 23, 2007 (File No.
    000-52421).(57)
    
    Incorporated herein by reference to Exhibit 10.5 to the
    Registrants Current Report on
    Form 8-K,
    filed on October 23, 2007 (File No.
    000-52421).(58)
    
    Incorporated herein by reference to Exhibit 10.60 to the
    Registrants Annual Report on
    Form 10-KSB,
    filed on December 31, 2007 (File No.
    000-52421).(59)
    
    Incorporated herein by reference to Exhibit 10.61 to the
    Registrants Annual Report on
    Form 10-KSB,
    filed on December 31, 2007 (File No.
    000-52421).(60)
    
    Incorporated herein by reference to Exhibit 10 to the
    Registrants Quarterly Report on
    Form 10-QSB,
    filed on May 12, 2008 (File No.
    000-52421).(61)
    
    Incorporated herein by reference to Exhibit 10.1 to the
    Registrants Current Report on
    Form 8-K,
    filed on June 5, 2008 (File No.
    000-52421).(62)
    
    Incorporated herein by reference to Exhibit 10.1 to the
    Registrants Current Report on
    Form 8-K,
    filed on October 22, 2008 (File No.
    000-52421).(63)
    
    Incorporated herein by reference to Exhibit 10.1 to the
    Registrants Current Report on
    Form 8-K,
    filed on January 29, 2009 (File No.
    000-52421).(64)
    
    Incorporated herein by reference to Exhibit 10.2 to the
    Registrants Current Report on
    Form 8-K,
    filed on January 29, 2009 (File No.
    000-52421).(65)
    
    Incorporated herein by reference to Exhibit 10.3 to the
    Registrants Current Report on
    Form 8-K,
    filed on January 29, 2009 (File No.
    000-52421).(66)
    
    Incorporated herein by reference to Exhibit 10.4 to the
    Registrants Current Report on
    Form 8-K,
    filed on January 29, 2009 (File No.
    000-52421).(67)
    
    Incorporated herein by reference to Exhibit 10.5 to the
    Registrants Current Report on
    Form 8-K,
    filed on January 29, 2009 (File No.
    000-52421).(68)
    
    Incorporated herein by reference to Exhibit 10.1 to the
    Registrants Current Report on
    Form 8-K,
    filed on February 9, 2009 (File No.
    000-52421).(69)
    
    Incorporated herein by reference to Exhibit 10.2 to the
    Registrants Current Report on
    Form 8-K,
    filed on June 5, 2009 (File No.
    000-52421).(70)
    
    Incorporated herein by reference to Exhibit 10.5 to the
    Registrants Current Report on
    Form 8-K,
    filed on June 5, 2009 (File No.
    000-52421).(71)
    
    Incorporated herein by reference to Exhibit 10.6 to the
    Registrants Current Report on
    Form 8-K,
    filed on June 5, 2009 (File No.
    000-52421).(72)
    
    Incorporated herein by reference to Exhibit 10.1 to the
    Registrants Current Report on
    Form 8-K,
    filed on August 26, 2009 (File No.
    000-52421).(73)
    
    Incorporated herein by reference to Exhibit 10.2 to the
    Registrants Current Report on
    Form 8-K,
    filed on August 26, 2009 (File No.
    000-52421).(74)
    
    Incorporated herein by reference to Exhibit 10.1 to the
    Registrants Current Report on
    Form 8-K,
    filed on September 3, 2009 (File No.
    000-52421).(75)
    
    Incorporated herein by reference to Exhibit 17.1 to the
    Registrants Current Report on
    Form 8-K,
    filed on September 24, 2009 (File No.
    000-52421). 70