##### Table of Contents





UNITED STATES SECURITIES AND
    EXCHANGE COMMISSIONWashington, DC 20549Form 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, 2010
  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, MN 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(Do not check if a smaller
    reporting company)   Rule 12b-2 o þ




---



##### 





ADVANCED
    BIOENERGY, LLC
  FORM 10-K
    FOR THE FISCAL YEAR ENDED SEPTEMBER 30, 2010
  INDEX
  PagePART IItem 1.

Business


5Item 1A.

Risk Factors


11Item 2.

Properties


23Item 3.

Legal Proceedings


23Item 4.

[Removed and Reserved]


24Item X.

Executive Officers of the Registrant


24PART IIItem 5.

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


24Item 6.

Selected Financial Data


25Item 7.

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


26Item 7A.

Quantitative and Qualitative Disclosures About
    Market Risk


36Item 8.

Financial Statements and Supplementary Data


38Item 9.

Changes in and Disagreements With Accountants on
    Accounting and Financial Disclosure


57Item 9A.

Controls and Procedures


57Item 9B.

Other Information


58PART IIIItem 10.

Directors, Executive Officers and Corporate
    Governance


58Item 11.

Executive Compensation


58Item 12.

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


58Item 13.

Certain Relationships and Related Transactions,
    and Director Independence


58Item 14.

Principal Accountant Fees and Services


58PART IVItem 15.

Exhibits and Financial Statement Schedules


58SIGNATURES


59EX-21EX-24EX-31.1EX-31.2EX-32   2




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SPECIAL
    NOTE REGARDING FORWARD-LOOKING INFORMATION
  Form 10-K Form 10-K.
  
    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 could 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 expected; and
    our units are subject to a number of transfer restrictions, no
    public market exists for our units, and none is expected to
    develop.    INTELLECTUAL
    PROPERTY
  Advanced
    BioEnergy tm
  INDUSTRY
    AND MARKET DATA
   3




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##### Table of Contents



ETHANOL
    UNITS
   4




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##### Table of Contents



PART I ITEM 1.  BUSINESS  COMPANY
    OVERVIEW
        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.     5




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##### Table of Contents



ETHANOL
      The
    Renewable Fuels Standard
      RFS RequirementTotal Renewable

Cellulosic

Biodiesel



that can be MetFuel

Ethanol Minimum

Minimum

Advanced

with Corn-BasedYear

Requirement

Requirement

Requirement

Biofuel

Ethanol2011


13.95



.25



.80



1.35



12.602012


15.20



.50



1.00



2.0



13.202013


16.55



1.00







2.75



13.802014


18.15



1.75







3.75



14.402015


20.50



3.00







5.50



15.002016


22.25



4.25







7.25



15.002017


24.00



5.50







9.00



15.002018


26.00



7.00







11.00



15.002019


28.00



8.50







13.00



15.002020


30.00



10.50







15.00



15.002021


33.00



13.50







18.00



15.002022


36.00



16.00







21.00



15.00    6




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Clean
    Air Additive
    Octane
    Enhancer
    Fuel
    Extender
    E85, a
    Gasoline Alternative
    Blending
    Incentives
    California
    Low Carbon Fuel Standard
     7




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Imported
    Ethanol Tariffs
    Ethanol
    Competition
      Competition
    from Alternative Fuels
    Ethanol
    Marketing
  18-month
   8




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CO-PRODUCTS
    Competition
    Co-Product
    Marketing
    DRY MILL
    PROCESS
     9




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##### Table of Contents



RAW
    MATERIALS
  Corn
          Natural
    Gas
    TECHNOLOGICAL
    IMPROVEMENTS
   10




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##### Table of Contents



ENVIRONMENTAL
    MATTERS
  and/or
  EMPLOYEES
    SEASONALITY
    REPORTS
  Form 10-K, Form 10-Q, Form 8-K
 ITEM 1A.  RISK
    FACTORS  RISKS
    RELATED TO OUR BUSINESS
  ABE
    Fairmont and ABE South Dakota existing debt financing agreements
    contain restrictive covenants. The failure 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.
   11




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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 Energy Holdings, LLC and Clean Energy Capital,
    LLC (f/k/a Ethanol Capital Management, LLC) (CEC),
    have been granted other unique rights.
      We are
    required to sell substantially all of our ethanol (and part of
    our distillers grains) to Hawkeye Gold an affiliate of Hawkeye,
    which may place us at a competitive disadvantage and reduce
    profitability.
   12




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The
    ability of Hawkeye Gold to sustain its business may be at
    risk.
    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.
   13




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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.
   14




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Our
    operating results may fluctuate significantly, which makes our
    future results difficult to predict and could cause our
    operating results to fall below expectations.
    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.   15




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Our
    members have limited voting rights.
          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.
   16




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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.
    
    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.
   17




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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.
   18




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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.
   19




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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
   20




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and/or and/or
        RISKS
    RELATED TO TAX ISSUES
  The
    restructuring of ABE South Dakota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.
   21




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IRS
    classification of the company as a corporation rather than as a
    partnership would result in higher taxation and reduced
    profits.
    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 unitholder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.
   22




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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   23




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##### Table of Contents



ITEM 4.
    [REMOVED
    AND RESERVED.]  ITEM X.
    EXECUTIVE
    OFFICERS OF THE REGISTRANT    EmployeeName

Since

Age

PositionRichard R. Peterson


2006



45


President, Chief Executive Officer, Chief Financial Officer    PART II  ITEM 5.
    MARKET
    FOR REGISTRANTS COMMON EQUITY, RELATED UNITHOLDER MATTERS
    AND ISSUER PURCHASES OF EQUITY SECURITIES  Market
    Information
    
    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
   24




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##### Table of Contents



Performance
    Graph
  Form 10-K,
  Unregistered
    Sales of Equity Securities
  Form 8-K
  Securities
    Authorized for Issuance under Equity Compensation
    Plans
   ITEM 6.  SELECTED
    FINANCIAL DATA  Form 10-K. Form 10-K. Form 10-K.
  Years Ended September 30,2010(2)


2009


2008(1)


2007


2006(Dollars in thousands, except per unit data)Income statement data:Ethanol and related products

$
379,909


$
354,997


$
393,746


$
57,754


$
Other


670



719



612



623



Total net sales


380,579



355,716



394,358



58,377



Cost of goods sold


347,194



345,720



389,483



67,376



Gross profit (loss)


33,385



9,996



4,875



(8,999
)


Selling, general and administrative


7,346



7,687



13,781



14,233



2,602Goodwill impairment










29,148







Impairment of long-lived assets






28,260











Operating income (loss)


26,039



(25,951
)


(38,054
)


(23,232
)


(2,602
)Other income


470



870



786



297



15Gain on extinguishment of debt


17,660















Debt restructuring costs


(2,149
)


(2,525
)










Interest income


89



217



611



977



1,518Interest expense


(10,888
)


(26,909
)


(20,583
)


(1,303
)


(49
)Minority interest














(1,771
)


Net income (loss)

$
31,221


$
(54,298
)

$
(57,240
)

$
(25,032
)

$
(1,118
)Basic and diluted weighted units outstanding


19,751,948



12,691,650



9,863,618



8,854,151



3,717,635Income (loss) per unit basic and diluted

$
1.58


$
(4.28
)

$
(5.80
)

$
(2.83
)

$
(0.30
)   25




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##### Table of Contents



As of September 30, 2010,2010(2)

2009

2008

2007

2006(In thousands)Balance sheet data:Cash and cash equivalents

$
22,772


$
26,367


$
14,762


$
7,111


$
10,814Property and equipment, net


181,701



203,364



251,611



242,937



39,909Total assets


246,197



262,353



309,706



296,835



87,603Total debt


166,715



222,928



217,172



163,250



7,000Total equity


63,818



21,789



67,425



92,954



64,550     (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.(2)
    
    The September 30, 2010 results include the ABE South Dakota
    debt restructuring.  ITEM 7.
    MANAGEMENTS
    DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
    OPERATIONS  GENERAL
    OVERVIEW
        26




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##### Table of Contents



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.    PLAN OF
    OPERATIONS THROUGH SEPTEMBER 30, 2011
    RESULTS
    OF OPERATIONS
  Year
    Ended September 30, 2010 Compared to Year Ended
    September 30, 2009
    Year Ended

Year EndedSeptember 30, 2010

September 30, 2009Average



AverageSold/Consumed

Net Price/Cost

Sold/Consumed

Net Price/Cost(In thousands)



(In thousands)Ethanol (gallons)


198,301


$
1.64



187,330


$
1.53Dried distillers grains (tons)


466



92.57



352



120.48Wet/modified distillers grains (tons)


322



33.36



530



47.33Corn (bushels)


71,006


$
3.43



68,349


$
3.79Gas (mmbtus)


5,429



4.76



5,086



4.14   Net
    Sales
   27




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##### Table of Contents



Cost
    of Goods Sold
      Gross
    Profit
    Selling,
    General, and Administrative Expenses
    Impairment
    of Long-Lived Assets
     28




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##### Table of Contents



Debt
    Restructuring Costs
    Interest
    Expense
    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 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
    Cost
    of Goods Sold
   29




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##### Table of Contents



Gross
    Profit
    Selling,
    General, and Administrative Expenses
    ABE
    South Dakota Asset Impairments
  Form 10-Q
  Interest
    Expense
    LIQUIDITY
    AND CAPITAL RESOURCES
   30




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##### Table of Contents



Advanced
    BioEnergy, LLC (ABE)
        ABE
    Fairmont
       31




---



##### Table of Contents



ABE
    South Dakota (f/k/a Heartland Grain Fuels, L.P.)
           32




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##### Table of Contents



CREDIT
    ARRANGEMENTS
    September 30,2010


September 30,


September 30,Interest Rate


2010


2009ABE Fairmont:Senior credit facility  variable


3.65
%

$
45,050


$
55,450Senior credit facility  fixed


7.53
%


20,000



20,000Seasonal line


3.35
%






3,000Subordinate exempt facilities bonds  fixed


6.75
%


7,000



7,00072,050



85,450ABE South Dakota:Senior debt principal  variable


1.81
%


81,352



87,979Restructuring fee


0.0
%


3,000



Additional carrying value of restructured debt


N/A



10,313



Working capital line










7,100Subordinated solid waste facilities revenue bonds










19,000Notes payable  swaps










4,213Accrued interest










9,91794,665



128,209ABE:Secured term loan










9,269Total outstanding





$
166,715


$
222,928Additional carrying value of restructured debt


N/A



(10,313
)


Stated principal





$
156,402


$
222,928     Amortization ofAdditional CarryingStated


Value ofPrincipal


Restructured Debt


Total2011

$
19,199


$
846


$
20,0452012


14,215



1,143



15,3582013


14,215



2,113



16,3282014


12,681



2,555



15,2362015


13,815



2,462



16,277Thereafter


82,277



1,194



83,471Total debt

$
156,402


$
10,313


$
166,715  33




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##### Table of Contents



CONTRACTUAL
    OBLIGATIONS
    Years Ending September 30:2011


2012


2013


2014


2015


Thereafter


Total(Dollars in thousands)Long-Term Debt obligations(1)

$
23,513


$
18,218


$
18,346


$
16,572


$
17,473


$
83,942


$
178,064Operating lease obligations(2)


5,530



4,446



1,226



143



136



104


$
11,585Commodity purchase obligations(3)


34,150






















$
34,150Total contractual obligations

$
63,193


$
22,664


$
19,572


$
16,715


$
17,609


$
84,046


$
223,799     (1)
    
    Amounts represent principal and interest due under our credit
    facilities.(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.  SUMMARY
    OF CRITICAL ACCOUNTING POLICIES AND ESTIMATES
    Revenue
    Recognition
    Fair
    Value Measurements
  and/or
  Level 1:
  Level 2:
  Level 3:
 34




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##### Table of Contents



Inventories
    Property
    and Equipment
    Office equipment


5-7 YearsProcess equipment


10 YearsBuildings


40 Years     INTEREST
    RATE/FOREIGN EXCHANGE RISK
      IMPACT OF
    INFLATION
    OFF-BALANCE
    SHEET ARRANGEMENTS
    GOVERNMENT
    PROGRAMS, TAX CREDITS AND TAX INCREMENT FINANCING
   35




---



##### Table of Contents



ITEM 7A.
    QUANTITATIVE
    AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK            Estimated



Hypotheticalat Risk



Change in

Spot

Change in AnnualVolume(1)

Units

Price

Price(2)

Operating Income(In millions)







(In millions)Ethanol


93.3


gallons


10.0
%

$
1.99


$
18.6Distillers grains


.29


tons


10.0
%


127.50



3.7Corn


37.1


bushels


10.0
%


4.96



18.4Natural gas


3.1


mmbtus


10.0
%


3.87



1.2     (1)
    
    The volume of ethanol at risk is based on the assumption that we
    will enter into contracts for 52% of our expected annual gallons
    capacity of 195 million gallons. The volume of distillers
    grains at risk is based on the 36




---



##### Table of Contents



assumption that we will enter into contracts for 51% 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 47% 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 43% of our estimated 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, 2010. 37




---



##### Table of Contents



ITEM 8.
    FINANCIAL
    STATEMENTS AND SUPPLEMENTARY DATA  Financial
    Statements
  PageAdvanced BioEnergy, LLCReport of Independent Registered Public
    Accounting Firm


39Financial Statements:Consolidated Balance Sheets


40Consolidated Statements of Operations and
    Comprehensive Income (Loss)


41Consolidated Statement of Changes in
    Members Equity


42Consolidated Statements of Cash Flows


43Notes to Consolidated Financial Statements


44  38




---



##### Table of Contents



Report of
    Independent Registered Public Accounting Firm           
    39




---



##### Table of Contents



ADVANCED
    BIOENERGY, LLC & SUBSIDIARIES



Consolidated
    Balance Sheets  September 30,


September 30,2010


2009(Dollars in thousands)ASSETSCurrent assets:Cash and cash equivalents

$
22,772


$
26,367Accounts receivable:Trade accounts receivable, net of allowance for doubtful
    accounts of $255 and $104 at September 30, 2010 and 2009,
    respectively (Note 7)


13,519



9,613Other receivables


1,543



3,090Due from broker


252



Derivative financial instruments


314



Inventories


14,102



7,618Prepaid expenses


2,666



2,242Current portion of restricted cash


4,169



6,767Total current assets


59,337



55,697Property and equipment, net


181,701



203,364Other assets:Restricted cash


3,145



1,146Other assets


2,014



2,146Total assets

$
246,197


$
262,353LIABILITIES AND MEMBERS EQUITYCurrent liabilities:Accounts payable

$
4,337


$
6,057Accrued expenses


5,818



5,490Current portion of long-term debt (stated principal amount of
    $19,199 at September 30, 2010)


20,045



146,303Total current liabilities


30,200



157,850Other liabilities


628



535Deferred income


4,881



5,554Long-term debt (stated principal amount of $137,203 at
    September 30, 2010)


146,670



76,625Total liabilities

$
182,379


$
240,564Members equity:Members capital, no par value, 24,714,180 and
    15,985,295 units outstanding and 0 and 971,003 units
    subscribed for at September 30, 2010 and 2009, respectively


171,200



160,392Accumulated deficit


(107,382
)


(138,603
)Total members equity


63,818



21,789Total liabilities and members equity

$
246,197


$
262,353    40




---



##### Table of Contents



ADVANCED
    BIOENERGY, LLC & SUBSIDIARIES



Consolidated
    Statements of Operations and Comprehensive Income
    (Loss)  Years EndedSeptember 30,


September 30,


September 30,2010


2009


2008(Dollars in thousands, except per unit data)Net salesEthanol and related products (Note 7)

$
379,909


$
354,997


$
393,746Other


670



719



612Total net sales


380,579



355,716



394,358Cost of goods sold


347,194



345,720



389,483Gross profit


33,385



9,996



4,875Selling, general and administrative


7,346



7,687



13,781Goodwill impairment










29,148Impairment of long-lived assets






28,260



Operating income (loss)


26,039



(25,951
)


(38,054
)Other income


470



870



786Gain on extinguishment of debt


17,660







Debt restructuring costs


(2,149
)


(2,525
)


Interest income


89



217



611Interest expense


(10,888
)


(26,909
)


(20,583
)Net income (loss)

$
31,221


$
(54,298
)

$
(57,240
)Other comprehensive income (loss):Interest rate swap obligation






1,786



(1,786
)Comprehensive income (loss)

$
31,221


$
(52,512
)

$
(59,026
)Basic & diluted weighted average units outstanding


19,751,948



12,691,650



9,863,618Income (loss) per unit  basic and diluted

$
1.58


$
(4.28
)

$
(5.80
)    41




---



##### Table of Contents



ADVANCED
    BIOENERGY, LLC & SUBSIDIARIES



Consolidated
    Statements of Changes in Members Equity

For the
    Years Ended September 30, 2010, 2009 and 2008  AccumulatedOtherMember


Member


Accumulated


ComprehensiveUnits


Capital


Deficit


Income


Total(Dollars in thousands)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
    Indiana Renewable Fuels 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
)

$



$
21,789Cumulative effect of change in accounting principle 
    October 1, 2009 reclassification of embedded feature of
    equity-linked financial instrument to derivative warrant
    liability






(489
)










(489
)Issuance of previously subscribed units


971,003















Unit compensation expense






47











47Put options exercised


(2,000
)


(3
)










(3
)Units issued  private placement offerings, net of
    offering expenses of $387,000


7,759,882



11,253











11,253Net income










31,221







31,221MEMBERS EQUITY  September 30, 2010


24,714,180


$
171,200


$
(107,382
)

$



$
63,818    42




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##### Table of Contents



ADVANCED
    BIOENERGY, LLC & SUBSIDIARIES



Consolidated
    Statements of Cash Flows  Years EndedSeptember 30,


September 30,


September 30,2010


2009


2008(Dollars in thousands)Cash flows from operating activities:Net income (loss)

$
31,221


$
(54,298
)

$
(57,240
)Adjustments to reconcile net income (loss) to operating
    activities cash flows:Depreciation


22,118



19,233



22,129Asset impairment






28,260



29,148Loss on disposal of site development costs










751Gain on extinguishment of debt


(17,660
)






Debt restructuring costs


2,149



2,525



Amortization of deferred financing costs


132



5,493



1,087Amortization of deferred revenue


(673
)


(1,178
)


Idle lease liability reduction


(383
)






Amortization of additional carrying value


(242
)






Amortization of debt discount


(489
)






2,260Impairment of Indiana Renewable Fuels purchase intangible










750Unit compensation expense


47



197



636Interest expense converted to membership units










3,187Unrealized (gain) loss on derivative financial instruments


(314
)


(1,242
)


70Unrealized gain on warrant derivative


(15
)






Interest rate swap obligations






4,213



Changes in working capital components:Receivables


(2,611
)


3,652



(8,292
)Inventories


(6,484
)


5,969



(5,789
)Prepaid expenses


(424
)


(305
)


(735
)Accounts payable


(1,720
)


(2,909
)


6,638Accrued expenses


6,931



9,559



543Net cash provided by (used in) operating activities


31,583



19,169



(4,857
)Cash flows from investing activities:Purchase of property and equipment


(455
)


(1,006
)


(54,757
)Change in other assets






(2,478
)


144Decrease (increase) in restricted cash


599



140



(6,275
)Net cash provided by (used in) investing activities


144



(3,344
)


(60,888
)Cash flows from financing activities:Payments on debt


(44,423
)


(10,885
)


(56,725
)Proceeds from long-term debt






3,000



130,588Proceeds from issuance of membership units and subscribed units


11,640



6,457



Offering costs paid


(387
)


(249
)


Payments on debt restructuring costs


(2,149
)


(2,525
)


Repurchase of units


(3
)


(18
)


(467
)Net cash (used in) provided by financing activities


(35,322
)


(4,220
)


73,396Net (decrease) increase in cash and cash equivalents


(3,595
)


11,605



7,651Beginning cash and cash equivalents


26,367



14,762



7,111Ending cash and cash equivalents

$
22,772


$
26,367


$
14,762Supplemental disclosure of non cash transactionsDeferred financing cost paid from long term debt proceeds

$



$



$
5,988Unrealized (gain) loss on interest rate swaps






(1,786
)


1,786Financing costs amortized to construction in progress










154Promissory notes and interest converted into membership units










27,181Warrants issued in connection with debt restructuring






489



Supplemental disclosure of cash flow information:Cash paid for interest, net of capitalized interest of $0 in
    2010 and 2009 and $2,724 in 2008

$
5,945


$
10,657


$
13,337    43




---



##### 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
    Fair
    Value Measurements
  and/or
  Level 1:
 44




---



##### Table of Contents



Level 2:
  Level 3:
      Total

Level 1

Level 2

Level 3Assets  derivative financial instruments

$
314


$
314


$



$
Liabilities  warrant derivative

$
474


$



$



$
474       September 30,

October 1,2010

2009Market value(1)

$
1.50


$
1.50Exercise price

$
1.50


$
1.50Expected volatility


117.08
%


107.75
%Expected life (years)


2.00



2.50Risk-free interest rate


0.375
%


1.188
%Forfeiture rate






Dividend rate






     (1)
    
    Market value based on recent unit transactions.    Initial recognition of warrant derivative as of October 1,
    2009

$
489Unrealized (gain) related to the change in fair value


(15
)Balance as of September 30, 2010

$
474   Receivables
    Derivative
    Instruments/Due From Broker
   45




---



##### Table of Contents



available-for-sale
    Inventories
    Property
    and Equipment
    Office equipment


5-7 YearsProcess equipment


10 YearsBuilding


40 Years     Deferred
    Financing Costs
    Deferred
    Income
    Revenue
    Recognition
   46




---



##### Table of Contents



Unit
    Based Compensation
    Shipping
    Costs
    Debt
    Restructuring Costs
    Income
    (Loss) Per Unit
  income-per-unit
  Year Ended


Year Ended


Year EndedSeptember 30,


September 30,


September 30,2010


2009


2008Numerator:Net income (loss) for basic earnings per unit

$
31,221


$
(54,298
)

$
(57,240
)Gain in fair value of warrant derivative liability


(15
)






Net income (loss) for diluted earnings per unit


31,206



(54,298
)


(57,240
)Denominator:Basic and diluted common units outstanding


19,752



12,692



9,864Income (loss) per unit basic and diluted

$
1.58


$
(4.28
)

$
(5.80
)   Segment
    Reporting
    Accounting
    Estimates
   47




---



##### Table of Contents



Income
    Taxes
    Risks
    and Uncertainties
    2.
    Inventories    September 30,


September 30,2010


2009Corn

$
3,127


$
1,341Chemicals


1,107



489Work in process


2,104



1,893Ethanol


5,427



1,678Distillers grains


419



412Supplies and parts


1,918



1,805Total

$
14,102


$
7,618   3.
    Property
    and Equipment    September 30,


September 30,2010


2009Land

$
3,962


$
3,962Buildings


21,341



21,295Process equipment


215,962



215,820Office equipment


1,356



1,273Construction in process


234



81242,855



242,430Accumulated depreciation


(61,154
)


(39,066
)Property and equipment, net

$
181,701


$
203,364  48




---



##### Table of Contents



4.
    Debt    September 30,2010


September 30,


September 30,Interest Rate


2010


2009ABE Fairmont:Senior credit facility  variable


3.65
%

$
45,050


$
55,450Senior credit facility  fixed


7.53
%


20,000



20,000Seasonal line


3.35
%






3,000Subordinate exempt facilities bonds  fixed


6.75
%


7,000



7,00072,050



85,450ABE South Dakota:Senior debt principal  variable


1.81
%


81,352



87,979Restructuring fee


0.0
%


3,000



Additional carrying value of restructured debt


N/A



10,313



Working capital line










7,100Subordinated solid waste facilities revenue bonds










19,000Notes payable  swaps










4,213Accrued interest










9,91794,665



128,209ABE:Secured term loan










9,269Total outstanding





$
166,715


$
222,928Additional carrying value of restructured debt


N/A



(10,313
)


Stated principal





$
156,402


$
222,928     Amortization ofAdditional CarryingStated


Value ofPrincipal


Restructured Debt


Total2011

$
19,199


$
846


$
20,0452012


14,215



1,143



15,3582013


14,215



2,113



16,3282014


12,681



2,555



15,2362015


13,815



2,462



16,277Thereafter


82,277



1,194



83,471Total debt

$
156,402


$
10,313


$
166,715   Senior
    Credit Facility for the Fairmont Plant
     49




---



##### Table of Contents



30-day
    Fillmore
    County Subordinate Exempt Facilities Revenue Bonds for the
    Fairmont plant
    Senior
    Credit Agreement for the South Dakota Plants
             50




---



##### Table of Contents



Subordinate
    Solid Waste Facilities Revenue Bonds
    Effect
    of ABE South Dakota Debt Restructuring
    Subordinated


Senior


TotalRevenue


Credit


DebtBonds


Facility


RestructuredPrincipal balance

$
19,000


$
99,292


$
118,292Accrued interest


1,511



14,518



16,029Balance prior to restructuring

$
20,511


$
113,810


$
134,321Restructuring transactions:Settlement payments


(2,250
)


(15,000
)


(17,250
)Settlement interest payments


(601
)


(963
)


(1,564
)Interest forgiven






(13,555
)


(13,555
)Restructuring fee






3,000



3,000Gain on extinguishment


(17,660
)






(17,660
)Balance after restructuring

$



$
87,292


$
87,292Principal payments subsequent to restructuring






(2,940
)


(2,940
)Stated balance, principal  September 30,
    2010

$



$
84,352


$
84,352     Secured
    Term Loan Note  Advanced Bioenergy LLC
   51




---



##### Table of Contents



5.
    Members
    Equity  Private
    Offering
      Employment
    Agreements
    Warrants
    Board
    Representation and Voting Agreement
   52




---



##### Table of Contents



Restricted
    Unit Agreements
    6.
    Lease
    Commitments and Contingencies  Lease
    Commitments
    Minimum


MinimumRental


Sublease


Net RentalCommitments


Income


Commitments2011

$
5,950


$
420


$
5,5302012


4,761



315



4,4462013


1,226







1,2262014


143







1432015


136







136Thereafter


104







104$
12,320


$
735


$
11,585     Contingencies
    7.
    Major
    Customers   53




---



##### Table of Contents



September 30,

September 30,

September 30,2010

2009

2008Hawkeye Gold(1)Twelve month revenues

$
146,180


$



$
Receivable balance


8,406







GavilonTwelve month revenues

$
194,737


$
289,139


$
59,476Receivable balance


4,275



8,480



4,570Dakotaland FeedsNet sales

$
11,834


$
17,428


$
8,157Receivable balance


421



379



309     (1)
    
    At September 30, 2010 Hawkeye, an affiliate of Hawkeye
    Gold, owned 34% of the Companys membership units.  8.
    Risk
    Management    Commodity

Quantity

Amount

Period CoveredCorn


8,124 bushels


$
34,150



April 2011Ethanol


25,410 gallons



43,676



December 2010Distillers Grains


75 tons



8,185



April 2011    54




---



##### Table of Contents



Realized

Unrealized

Total GainIncome Statement Classification

Gain (Loss)

Gain (Loss)

(Loss)2010


Cost of Goods Sold

$
(323
)

$
274


$
(49
)2009


Cost of Goods Sold


(3,158
)






(3,158
)2008


Ethanol & Related Products

$
(2,594
)






(2,594
)2008


Cost of Goods Sold


764



(1,242
)


(478
)   Balance Sheet

September 30,

September 30,Classification

2010

2009Derivative financial instrument  futures contract


Current Assets


$
314


$
   9.
    Employee
    Benefit Plan    10.
    Related
    Party Transactions  Corn
    purchases from directors
    Grain
    Purchases from South Dakota Wheat Growers Association
    (SDWG).
    Marketing
    Agreements with Hawkeye Gold, LLC (Hawkeye Gold).
   55




---



##### Table of Contents



11.
    Quarterly
    Financial Data (Unaudited)    Year Ended September 30, 2010

1st Quarter

2nd Quarter

3rd Quarter

4th QuarterTotal revenues

$
96,256


$
98,741


$
90,337


$
95,245Gross profit


12,128



10,542



4,144



6,571Net income


6,154



5,106



16,474
(1)


3,487Basic income per common unit

$
0.35


$
0.29


$
0.88


$
0.18Diluted income per common unit

$
0.35


$
0.28


$
0.88


$
0.18   Year Ended September 30, 2009

1st Quarter

2nd Quarter

3rd Quarter

4th QuarterTotal revenues

$
98,854


$
86,466


$
85,457


$
84,939Gross profit (loss)


76



(320
)


3,877



6,363Net (loss)


(10,708
)


(21,210
)(2)


(1,670
)


(20,710
)(3)Basic and diluted loss per common unit

$
(0.90
)

$
(1.68
)

$
(0.13
)

$
(1.52
)   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
)(4)Basic and diluted loss per common unit

$
(0.27
)

$
(0.10
)

$
(0.97
)

$
(4.46
)     (1)
    
    Includes a gain on extinguishment of debt of $17,660(2)
    
    Includes impairment charges of $13,565(3)
    
    Includes impairment charges of $14,695(4)
    
    Includes impairment charges of $29,148 56




---



##### Table of Contents



ITEM 9.
    CHANGES
    IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
    FINANCIAL DISCLOSURE    ITEM 9A.
    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
 57




---



##### Table of Contents



ITEM 9B.
    OTHER
    INFORMATION   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
    ACCOUNTANT FEES AND SERVICES   PART IV  ITEM 15.
    EXHIBITS AND
    FINANCIAL STATEMENT SCHEDULES  Financial Statements
  Exhibits
 58




---



##### 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/s/  Richard
    R. Peterson
    Richard R. Peterson, 
    as power of attorney, where designated by *  59




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##### Table of Contents



EXHIBIT INDEX
  2
.1

Partnership Interest Purchase Agreement with ABE SOUTH DAKOTA
    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 ABE SOUTH
    DAKOTA 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

Fourth Amended and Restated Operating Agreement of the
    Registrant, effective as of May 11, 2010

Incorporated by reference(4)4
.1

Form of Certificate of Membership Units

Incorporated by reference(5)4
.4

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

Incorporated by reference(6)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(7)4
.6

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

Incorporated by reference(8)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(9)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(10)10
.1

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

Incorporated by reference(11)10
.2

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

Incorporated by reference(12)10
.3

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

Incorporated by reference(13)10
.4

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

Incorporated by reference(14)10
.5

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

Incorporated by reference(15)10
.6

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

Incorporated by reference(16)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(17)10
.8

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

Incorporated by reference(18)10
.9

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

Incorporated by reference(19)10
.10

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

Incorporated by reference(20)10
.11

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

Incorporated by reference(21) 60




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##### Table of Contents



10
.12

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

Incorporated by reference(22)10
.13

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

Incorporated by reference(23)10
.14

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

Incorporated by reference(24)10
.15

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

Incorporated by reference(25)10
.16

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

Incorporated by reference(26)10
.17

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

Incorporated by reference(27)10
.18

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(28)10
.19

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(29)10
.20

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(30)10
.21

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(31)10
.22

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(32)10
.23

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

Incorporated by reference(33)10
.24

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

Incorporated by reference(34)10
.25

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(35)10
.26

Form of Change of Control Agreement dated
    July   , 2007 between Advanced BioEnergy, LLC and
    Richard Peterson+

Incorporated by reference(36)10
.27

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

Incorporated by reference(37)10
.28

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

Incorporated by reference(38)10
.29

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

Incorporated by reference(39)10
.30

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(40)10
.31

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(41)10
.32

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(42)10
.33

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(43) 61




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##### Table of Contents



10
.34

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(44)10
.35

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(45)10
.36

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

Incorporated by reference(46)10
.37

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(47)10
.38

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(48)10
.39

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(49)10
.40

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(50)10
.41

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(51)10
.42

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

Incorporated by reference(52)10
.43

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

Incorporated by reference(53)10
.44

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

Incorporated by reference(54)10
.45

Form of Director Indemnification Agreement

Incorporated by reference(55)10
.46

Lock-Up and
    Voting Agreement dated as of March 31, 2010 (effective as
    of April 7, 2010) among Marshall Financial Group, LLC,
    Banco Santander, S.A., New York Branch, Farm Credit Bank of
    Texas, Coöperatieve Centrale Raiffeisen-Boerenleenbank
    B.A., Rabobank Nederland, New York Branch, KEB NY
    Financial Corp., Nordkap Bank AG, WestLB AG, New York Branch,
    Heartland Grain Fuels, L.P., Advanced BioEnergy, LLC and
    Oppenheimer Rochester National Municipals

Incorporated by reference(56)10
.47

Backstop Commitment Agreement dated as of April 7, 2010
    between Advanced BioEnergy, LLC and Hawkeye Company Holdings, LLC

Incorporated by reference(57)10
.48

Exclusive Ethanol Marketing Agreement (Aberdeen, South Dakota
    plant) dated as of April 7, 2010 between Hawkeye Gold, LLC
    and Heartland Grain Fuels, L.P.

Incorporated by reference(58)10
.49

Exclusive Ethanol Marketing Agreement (Huron, South Dakota
    plant) dated as of April 7, 2010 between Hawkeye Gold, LLC
    and Heartland Grain Fuels, L.P.

Incorporated by reference(59)10
.50

Distillers Grains Marketing Agreement (Aberdeen, South Dakota
    plant) dated as of April 7, 2010 between Hawkeye Gold, LLC
    and Heartland Grain Fuels, L.P.

Incorporated by reference(60)10
.51

Amendment No. 1 to Voting Agreement dated as of
    April 7, 2010 among Advanced BioEnergy, LLC, Hawkeye Energy
    Holdings, LLC, Ethanol Investment Partners, LLC, Ethanol Capital
    Partners, Series R, LP, Ethanol Capital Partners,
    Series T, LP, Tennessee Ethanol Partners, LP, South Dakota
    Wheat Growers Association and the directors of Advanced
    BioEnergy, LLC party thereto

Incorporated by reference(61) 62




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##### Table of Contents



10
.52

Restructuring Agreement dated as of June 16, 2010 among
    Advanced BioEnergy, LLC, ABE Heartland, LLC, ABE South Dakota,
    LLC, Dakota Fuels, Inc., the lenders referred to therein, WestLB
    AG, New York Branch, as Administrative Agent and Collateral
    Agent, 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 2007A, Oppenheimer Rochester National
    Municipals, as the sole bondholder, and Brown County, South
    Dakota, as issuer of the subordinated bonds

Incorporated by reference(62)10
.53

Amended and Restated Senior Credit Agreement dated as of
    June 16, 2010 among ABE South Dakota, LLC, the lenders
    referred to therein and WestLB AG, New York Branch, as
    Administrative Agent and Collateral Agent

Incorporated by reference(63)10
.54

Amended and Restated Accounts Agreement dated as of
    June 16, 2010 among ABE South Dakota, LLC, Amarillo
    National Bank, as the Accounts Bank and Securities Intermediary
    and WestLB AG, New York Branch, as Administrative Agent and
    Collateral Agent

Incorporated by reference(64)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 May 13, 2010 (File No.
    000-52421).(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 4.2 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 4.3 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 4.4 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 4.5 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 4.6 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 10.1 to the
    Registrants Quarterly Report on
    Form 10-QSB,
    filed on May 15, 2006 (File No.
    333-125335). 63




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##### Table of Contents



(13)
    
    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).(14)
    
    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).(15)
    
    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).(16)
    
    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).(17)
    
    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).(18)
    
    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).(19)
    
    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).(20)
    
    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).(21)
    
    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).(22)
    
    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).(23)
    
    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).(24)
    
    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).(25)
    
    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).(26)
    
    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).(27)
    
    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).(28)
    
    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).(29)
    
    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).(30)
    
    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).(31)
    
    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).(32)
    
    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).(33)
    
    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).(34)
    
    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).(35)
    
    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). 64




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##### Table of Contents



(36)
    
    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).(37)
    
    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).(38)
    
    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).(39)
    
    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).(40)
    
    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).(41)
    
    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).(42)
    
    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).(43)
    
    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).(44)
    
    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).(45)
    
    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).(46)
    
    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).(47)
    
    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).(48)
    
    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).(49)
    
    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).(50)
    
    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).(51)
    
    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).(52)
    
    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).(53)
    
    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).(54)
    
    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).(55)
    
    Incorporated herein by reference to Exhibit 10.1 to the
    Registrants Current Report on
    Form 8-K,
    filed on January 29, 2010 (File No.
    000-52421).(56)
    
    Incorporated herein by reference to Exhibit 10.1 to the
    Registrants Current Report on
    Form 8-K,
    filed on April 8, 2010 (File No.
    000-52421).(57)
    
    Incorporated herein by reference to Exhibit 10.2 to the
    Registrants Current Report on
    Form 8-K,
    filed on April 8, 2010 (File No.
    000-52421).(58)
    
    Incorporated herein by reference to Exhibit 10.3 to the
    Registrants Current Report on
    Form 8-K,
    filed on April 8, 2010 (File No.
    000-52421). 65




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##### Table of Contents



(59)
    
    Incorporated herein by reference to Exhibit 10.4 to the
    Registrants Current Report on
    Form 8-K,
    filed on April 8, 2010 (File No.
    000-52421).(60)
    
    Incorporated herein by reference to Exhibit 10.5 to the
    Registrants Current Report on
    Form 8-K,
    filed on April 8, 2010 (File No.
    000-52421).(61)
    
    Incorporated herein by reference to Exhibit 10.6 to the
    Registrants Current Report on
    Form 8-K,
    filed on April 8, 2010 (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 June 22, 2010 (File No.
    000-52421).(63)
    
    Incorporated herein by reference to Exhibit 10.2 to the
    Registrants Current Report on
    Form 8-K,
    filed on June 22, 2010 (File No.
    000-52421).(64)
    
    Incorporated herein by reference to Exhibit 10.3 to the
    Registrants Current Report on
    Form 8-K,
    filed on June 22, 2010 (File No.
    000-52421). 66