SECURITIES AND EXCHANGE COMMISSION
                         Washington, D.C.  20549

                               FORM 10-K

                     For Annual and Transition Reports
                  Pursuant to Sections 13 or 15(d) of the
                     Securities Exchange Act of 1934


(Mark One)

[X]  Annual report pursuant to Section 13 or 15(d) of the Securities 
     Exchange Act of 1934 (No Fee Required).
     For the fiscal year ended June 30, 1998 or

[ ]  Transition report pursuant to Section 13 or 15(d) of the Securities 
     Exchange Act of 1934 (No Fee Required)
     For the transition period from ___________to __________.

Commission File No. 1-8680


                         HIGH PLAINS CORPORATION
          (Exact name of registrant as specified in its charter)


           Kansas                                     48-0901658    
(State or other jurisdiction of                    (I.R.S. Employer
incorporation or organization)                     Identification No.)

            200 W. Douglas, Suite #820,  Wichita, Kansas  67202
           (Address and zip code of principal executive offices)
                            (316) 269-4310
            (Registrant's telephone number, including area code)

Securities Registered Pursuant to Section 12 (b) of the Act: 

                                 NONE

Securities Registered Pursuant to Section 12 (g) of the Act: 

                    Common Stock, $0.10 par value
                           (Title of Class)

Indicate by check mark whether the Registrant (1) has filed all reports 
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding twelve (12) months (or for such shorter period that
the Registrant was required to file such reports), and (2) has been subject to
such filing requirements for the past ninety (90) days.

                            YES  X     NO


<PAGE>

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 
of Regulation S-K is not contained herein, and will not be contained, to the 
best of the Registrant's knowledge, in definitive proxy or information 
statements incorporated by reference in Part III of this Form 10-K or any 
amendment to this Form 10-K [ ].

As of September 30, 1998, there were 15,999,444 outstanding shares of common 
stock of the Registrant.  As of September 30, 1998, the aggregate market value 
of voting stock of High Plains Corporation held by nonaffiliates was 
approximately $27,999,027.
                  


Documents Incorporated by Reference:

Portions of the Registrant's definitive Proxy Statement for the 1998 Annual 
Meeting of Stockholders (the "Proxy Statement"), which is anticipated to be 
filed with the Securities and Exchange Commission within 120 days after the end 
of the Registrant's fiscal year end, are incorporated by reference in Part III.

Portions of the Registrant's 1998 Annual Report to Stockholders for the fiscal 
year ended June 30, 1998 (the "Annual Report") which is anticipated to be filed 
with the Securities and Exchange Commission within 120 days after the end of 
the Registrant's fiscal year end, are incorporated by reference in Parts I, II 
and IV.

  
<PAGE>


PART I

Item 1          

GENERAL DESCRIPTION OF BUSINESS

High Plains Corporation, a Kansas corporation (the "Company") is engaged in the
production and sale of fuel grade and industrial grade ethanol.  Fuel grade 
ethanol is the Company's primary product, while industrial grade ethanol 
represents a recent diversification.

In addition, the Company sells distiller's grains (DDG), both wet and dry, and
other solubles.  The primary by-product of ethanol production is distiller's 
grains.

Founded in 1980, the Company believes it is currently the seventh largest 
ethanol producer in the United States.  The Company built its first plant in
1982, located in Colwich, Kansas.  In 1994, the construction of the Company's
second facility was completed in York, Nebraska.  In December 1997, the Company
finalized negotiations with Giant Industries, Inc. to purchase a previously 
closed plant in Portales, New Mexico.  The Company re-opened the Portales, New
Mexico plant and began production in February 1998.  (Also see the description
of High Plains' business set forth on pages 3 through 8 of the Company's Annual
Report, which is incorporated by reference herein.)

<TABLE>
NARRATIVE DESCRIPTION OF BUSINESS
<CAPTION>
For the Years Ended June 30,         1998       1997        1996
(In millions)
 <S>                                 <C>        <C>         <C>
  Ethanol and incentive revenues     $66.0      $46.3       $57.2
  By-products and other sales         18.9       16.8        16.7
  Revenues from forward contracts                            14.0

  Net sales and revenues             $84.9      $63.1       $87.9


</TABLE>

Principal Products.

The Company's principal product, fuel grade ethanol, is sold for blending with
gasoline as a motor fuel.  The market for this product is affected by, among 
other things, the Federal excise tax incentive program.  This program, which 
was recently extended to December 2007, allows gasoline distributors who blend


<PAGE>


ethanol with gasoline to receive a federal excise tax rate reduction for each 
blended gallon for which they sell.  Under the recent extension, of this 
program, the current tax rate reduction equals $.054 per blended gallon which
contains 10% or more ethanol by volume.  However, the tax rate reduction 
decreases to $.053, $.052 and $.051 in 2001, 2003, and 2005, respectively.

Fuel grade ethanol prices traditionally have varied directly with the wholesale
price of gasoline.  However fuel grade ethanol typically sells for a higher 
price per gallon than wholesale gasoline because of the aforementioned excise 
tax incentives.  Historically, fuel grade ethanol prices have also reflected a
premium due to the oxygenate and octane enhancing properties of this motor 
fuel.

Since July 1997, the York Nebraska facility has had the ability to further 
refine a portion of its fuel grade ethanol production for sale to markets such
as the industrial grade ethanol market and the food and beverage markets.  The
Company had only beverage grade ethanol sales during fiscal year 1998, which 
totaled approximately $4.8 million.  Management?s goals for fiscal 1999, 
include increased sales in the both food and beverage and industrial grade 
ethanol markets.  These markets may include sales for use in cosmetics, 
perfume, paint thinner and vinegar.

Since March 1996, the Company has contracted with ConAgra, Inc. for the 
exclusive sale of the Company's DDG production, both wet and dry.  This 
exclusive agreement automatically renews for successive one-year terms unless
written notice of termination is issued 90 days prior to the end of the term.

The primary markets for the Company's DDG by-products continue to be 
manufacturers of animal feed, and direct consumers such as feedlots and 
dairies.  Selling prices for DDG generally vary with sorghum (milo) and corn 
prices.  For example, as grain prices have increased, the Company's DDG prices
have traditionally increased.  Consequently, at the end of fiscal 1998, as the
cost of grain trended toward near record low prices, DDG prices were trending 
lower as well.  Subsequent to fiscal 1998 year end, the Company experienced a 
decline in DDG prices of approximately 29% compared to DDG prices during the 
same period in fiscal 1998.  If this trend continues, or if DDG prices remain 
at these historically low levels, the Company?s DDG revenues will be 
significantly lower compared to prior years.

In November 1997,the Company signed an agreement with EPCO Carbon Dioxide 
Products, Inc. (EPCO), of Monroe, Louisiana to capture and purchase CO2 gas 
produced at the York, Nebraska plant. EPCO has contracted for the purchase of 
the CO2 gases for an initial period of five years. Through September 30, 1998,
CO2 sales were insignificant due to the recent start-up of this process.


<PAGE>


Availability of Raw Materials and Supplies.

The Company's primary raw material is grain feedstock.  Historically, the 
Company has maintained sufficient grain supplies on-site at each of its 
production facilities for approximately three to five days of continuous 
production.  High Plains entered into an exclusive grain supply agreement in 
1997 with Centennial Trading, LLC, a grain brokerage company, for the 
procurement of all the grain requirements for the Company's three plant 
locations.  The agreement automatically renews for one-year terms.  However, 
either party may terminate the agreement at any time upon thirty days? written
notice.  The Company believes that this agreement eliminates the need to buy 
and store grain offsite.  (Also see the discussion of raw materials in 
Management's Discussion and Analysis in the Company's Annual Report, which is 
incorporated by reference herein.)

The Company requires a substantial uninterrupted supply of natural gas to 
maintain continuous production.  Consequently, the Company contracted with one
natural gas provider to supply all or part of the gas requirements at the 
Colwich, Kansas and York, Nebraska plants. Because of its location, the Company
has contracted with a separate gas provider to supply natural gas to the 
Company?s Portales, New Mexico facility.  If these sources of natural gas 
supplies were interrupted, the Company believes alternative supplies could be 
contracted with little or no interruption to the Company's normal operations, 
due to the competitive nature of the natural gas market.

Subsequent to fiscal 1998 year end, the Company completed testing of a natural
gas supply hook-up, which connects the Colwich, Kansas plant to a landfill 
natural gas production operation.  The Company?s management believes that the 
natural gas supply from this landfill will eventually provide up to 80% of the
Colwich, Kansas facility's natural gas requirements.  Pricing for the landfill
gas is expected to be significantly lower than the currently contracted supply
price at the Colwich, Kansas facility.

During fiscal 1998, the Company experienced a continuation of slow railcar 
movement, primarily as a result of a merger between two major railroad 
companies.  This has caused minor delays in deliveries of the Company?s 
product.  The Company believes that the delays symptomatic of the railway 
system for all shippers at this time.  The Company remains dependent on rail 
transportation to ship its ethanol and DDG to customers.  Any interruption of 
this means of transportation due to a rail strike or any other circumstance 
would have a significant detrimental effect on the Company's operations.

Seasonal Factors in Business.

During the third quarter of fiscal 1998, fuel grade ethanol prices began to 
decline earlier than anticipated, primarily in response to falling wholesale 
gasoline prices.  A decline in ethanol pricing has historically occurred during
the fourth quarter of each fiscal year, as the wintertime oxygenate programs 
conclude.


<PAGE>


However, by the end of fiscal 1998, fuel grade ethanol sale prices
were returning to more traditional levels for the summertime season.  (For 
information regarding the seasonality of the Company's business, see the 
"Seasonality" discussion in the Management's Discussion and Analysis section of
the Company's Annual Report which is incorporated herein by reference.)

Customers.

For fiscal year ended June 30, 1998, the Company's sales to three customers 
represented in the aggregate approximately 49.3% of the Company's total product
sales and revenues.  The Company?s DDG sales to ConAgra, Inc. under an 
exclusive brokerage agreement represents approximately 43% of the total sales 
to these three customers the remaining sales were to ethanol customers.  The 
Company believes that the loss of any of these customers would not have a 
material adverse effect on the Company?s sales and revenues due to other 
available markets for its products.


Competitive Conditions.

The Company is in direct competition with other ethanol producers. Archer 
Daniels Midland is the largest ethanol producer in the United States with 
approximately 856 million gallons of capacity or approximately 43% of the 
industry?s total capacity of approximately 2 billion gallons.  The Company, 
with approximately 68 million gallons of ethanol production capacity, ranks 
seventh in size, in the industry.

The top ten ranking is estimated to be as follows:

<TABLE>
                                 Annual Capacity

<CAPTION>
                                               Industrial
Company                     Fuel Grade             Grade       
(in millions of gallons)
<S>                           <C>                 <C>
ADM                            646                 210
Williams Energy Ventures        95                  35
Minnesota Corn Processors      125                   0
Cargil                         100                   0
Midwest Products                48                  48
New Energy                      80                   0
High Plains Corporation         56                  12
Grain Processing                 0                  60
AE Staley                       40                   5
AGP                             30                   0


</TABLE>

While the Company has diversified its operations by investing in the capability
to produce industrial and beverage grade ethanol, this segment of the ethanol 
industry is also dominated by Archer Daniels Midland as noted in the table.  
However, Archer Daniels Midland and the other large competitors in the 
industry, do not appear to have materially affected the demand or price of


<PAGE>


either grade of ethanol.  (Also see the discussion of ethanol production in 
Management's Discussion and Analysis in the Company's Annual Report, which is 
incorporated herein by reference.)

Environmental Disclosure.

The Company is subject to extensive environmental regulation at the federal, 
state and local levels.  Air quality at the Colwich, Kansas plant is regulated
by the U. S. Environmental Protection Agency and the Division of Environment of
the Kansas Department of Health and Environment (the "KDHE").  The KDHE 
regulates emission of volatile organic compounds into the air.  Volatile 
organic compound emissions are tested on a monthly basis at the Colwich plant,
and the Company must submit semi-annual reports to the KDHE regarding these 
emissions tests.  The Company is required to obtain an air operating permit 
from the KDHE and must obtain KDHE approval to make plant alterations that 
could change the emission levels.  The KDHE also regulates the water usage, 
wastewater discharge and hazardous waste at the Colwich plant under Kansas 
water pollution control and hazardous waste laws.  Water usage and wastewater 
effluent quality is tested daily.  Monthly reports regarding water usage and 
quality are filed with the KDHE.  The Company is also required to submit 
periodic reports pursuant to the Kansas and Federal Emergency Planning 
Community Right-to-Know Act.  At the local level, the Company files semi-annual
reports with the Sedgwick County Community Health Department regarding air 
quality at the Colwich plant.

The York, Nebraska facility is subject to similar environmental regulations at
the federal, state and local level.  Air quality at the York plant is regulated
by the Environmental Protection Agency and the Nebraska Department of 
Environmental Quality (the "NDEQ").  The Company submits various reports 
throughout the year concerning emissions of volatile compounds.  The Company 
was required to obtain an air operating permit from the NDEQ and must obtain 
approval to make any plant alterations that could change the emission levels.  
The NDEQ also regulates wastewater discharge at the York plant.  Wastewater 
effluent quality is tested daily and monthly reports are filed with NDEQ.  The
York facility is also required to submit periodic reports pursuant to the 
Nebraska and Federal Emergency Planning Community Right-to-Know Act. 

The Portales, New Mexico facility is subject to similar environmental 
regulations at the federal, state and local level.  Air quality at the Portales
plant is regulated by the New Mexico Environmental Department Air Quality 
Bureau.  The Company submits various reports throughout the year concerning 
emissions of volatile compounds.  The Company was required to obtain an air 
operating permit from this bureau upon start-up of the plant in February 1998. 
 If any plant changes are made that could change the emission levels, further 
approval would be required. The City of Portales regulates wastewater discharge
to the city from the Portales plant.  The Portales facility is also required to
submit periodic reports pursuant to the New Mexico and Federal Emergency 
Planning Community Right-to-Know Act.


<PAGE>


Number of Employees.

As of June 30, 1998, the Company employed 149 persons.  These included 43 
employees at the Colwich, Kansas plant; 56 employees at the York, Nebraska 
plant; 39 employees at the Portales, New Mexico plant and 11 employees in the
Wichita, Kansas Corporate Office.  The total number of employees is 
significantly higher compared to the fiscal year 1997 due to the acquisition of
the Portales, New Mexico facility and increased staffing at the Corporate 
Office.


Item 2  PROPERTIES

The Company's principal executive offices at 200 W. Douglas, Suite 820, 
Wichita, Kansas are leased and cover approximately 4,000 square feet.

The Company presently owns the approximately 70 acres of land and the 
improvements thereon which comprise its Colwich, Kansas plant.
The Company also owns approximately 142 acres of land and the improvements 
thereon which comprise its York, Nebraska facility. During fiscal 1998, the 
Company acquired approximately 15 acres of land and the improvements thereon 
which comprise the Portales, New Mexico facility.

The Company's primary lender holds a mortgage on approximately 59 acres of land
where the York facility is situated, the York ethanol production plant itself,
and both the Colwich, Kansas and Portales, New Mexico land and production 
plants, as security for loans to the Company.



Item 3  LEGAL PROCEEDINGS

In October 1997, the Company resolved all on going lawsuits between itself and
Commodity Specialist Company.  In addition, the Company reached a compromised 
settlement with Summit Resource Management, Inc. and Commodity Trading 
Incorporated during this same period.  The resolution of these disputes did not
have a material effect on the Company's financial condition for fiscal 1998.

The Company is involved in two other pending administrative proceedings 
regarding employee terminations, which have arisen in the course of normal 
business operations. Neither of these claims is expected to have a material 
adverse effect on the Company's financial condition.


<PAGE>


Item 4  SUBMISSION OF MATTERS TO A VOTE
        OF SECURITY HOLDERS

No matters were submitted to a vote of the stockholders of the Company during
the fourth quarter of the fiscal year ended June 30, 1998.


PART II

Item 5  MARKET FOR THE REGISTRANT'S COMMON EQUITY
        AND RELATED SECURITY HOLDER MATTERS

The Company's Common Stock is traded on the NASDAQ National Market System under
the symbol HIPC.
  
The number of holders of record of the Company's common stock as of September 
30, 1998, was approximately 7,648 determined by an examination of the Company's
transfer book and through broker search.

The Company has not declared or paid any cash dividends on its Common Stock 
since its organization in 1980.  

The Company has no current plans to declare or pay any cash dividends in the 
foreseeable future.  The payment and rate of future cash dividends on the 
Company's Common Stock, if any, would be subject to review by the Board of 
Directors in light of the Company's financial condition, results of operations,
capital requirements and other factors deemed relevant at that time.

Additional information relating to this item, including historical market 
prices for the Company's Common Stock, is hereby incorporated by reference from
the "Market For Registrant's Common Equity" section of the Company?s 1998 
Annual Report which is anticipated to be filed with the Securities and Exchange
Commission within 120 days after the end of the Company's fiscal year ended 
June 30, 1998.


Item 6  SELECTED FINANCIAL DATA

The information relating to this item is hereby incorporated by reference from
the "Five Year Summary of Selected Financial Data" in the Company?s 1998 Annual
Report which is anticipated to be filed with the Securities and Exchange 
Commission within 120 days after the end of the Company's fiscal year ended 
June 30, 1998.


Item 7  MANAGEMENT'S DISCUSSION AND ANALYSIS OF
        FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The information relating to this item is hereby incorporated by reference from



<PAGE>



the "Management's Discussion and Analysis" in the Company?s 1998 Annual Report
which is anticipated to be filed with the Securities and Exchange Commission 
within 120 days after the end of the Company's fiscal year ended June 30, 1998.


Item 7a.     QUANTITATIVE AND QUALITATIVE DISCLOSURES
             ABOUT MARKET RISK

As of the end of its latest fiscal year, the Company did not own or have a 
material interest in any market risk sensitive instruments.  However, in
the past, the Company has attempted to control the market risk associated
with the prices of feedstock, the Company's primary raw material by 
periodically employing certain strategies, including grain trading and
forward contracting.  Additional information relating to this item is
hereby incorporated by reference from the "Management's Discussion and
Analysis" in the Company's 1998 Annual Report which is anticipated to be
filed with the Securities and Exchange Commission within 120 days after
the end of the Company's fiscal year ended June 30, 1998.


Item 8  FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

The information relating to this item is hereby incorporated by reference from
the Financial Statements and Notes thereto on pages 9 through 20 in the 
Company's 1998 Annual Report, copies of which are included in Exhibit 10-19
to this report.


Item 9  CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON
        ACCOUNTING AND FINANCIAL DISCLOSURE

None.


PART III

Item 10  DIRECTORS AND EXECUTIVE OFFICERS OF 
         THE REGISTRANT

Section 16(a) Beneficial Ownership and Reporting Compliance:
Under the securities laws of the United States, the Company's directors, 
executive officers, and any persons holding more than ten percent of the 
Company's securities are required to report to the Securities and Exchange 
Commission and to the NASDAQ National Market System by a specified date his or
her ownership of or transactions in the Company's securities.  To the Company's
knowledge, based solely on information filed with the Company, all of these 
requirements have been satisfied during fiscal 1998, except Gary R. Smith 
failed to timely file one Form 3 and one Form 4, with a total of two 
transactions on the Form 4, for the month of April 1998.  The securities 
transactions reported on these forms involved the issuance of stock options to 
Mr. Smith related to his employment as Chief Executive Officer and the purchase
of the Company's stock by Mr. Smith in an over-the-counter transaction.  The 
Form 3 and Form 4 reflecting these transactions were filed in October 1998.


<PAGE>


The balance of information relating to this item is hereby incorporated by 
reference from the "Directors and Executive Officers" section of the Company's
1998 Proxy Statement, which is anticipated to be filed with the Securities and
Exchange Commission within 120 days after the end of the Company's fiscal year
ended June 30, 1998.


Item 11  EXECUTIVE COMPENSATION

The information relating to this item is hereby incorporated by reference from
the "Executive Compensation" section of the Company's 1998 Proxy Statement,
which is anticipated to be filed with the Securities and Exchange Commission 
within 120 days after the end of the Company's fiscal year ended June 30, 1998.


Item 12  SECURITY OWNERSHIP OF CERTAIN BENEFICIAL
         OWNERS AND MANAGEMENT

The information relating to this item is hereby incorporated by reference from
the "Security Ownership of Certain Beneficial Owners and Management" section of
the Company?s 1998 Proxy Statement, which is anticipated to be filed with the 
Securities and Exchange Commission within 120 days after the end of the 
Company's fiscal year ended June 30, 1998.


Item 13  CERTAIN RELATIONSHIPS AND RELATED
         TRANSACTIONS

The information relating to this item is hereby incorporated by reference from
the "Certain Relationships and Related Transactions" section of the Company's
1998 Proxy Statement, which is anticipated to be filed with the Securities and
Exchange Commission within 120 days after the end of the Company's fiscal year
ended June 30, 1998.



PART IV

Item 14  EXHIBITS, FINANCIAL STATEMENT SCHEDULES, 
         AND REPORTS ON FORM 8-K

(a)  Documents Filed as a Part of This Report

     (1)  Financial Statements
    
          Statements of Income - Years Ended
          June 30, 1998, 1997, and 1996 *


<PAGE>


          Statements of Stockholders' Equity - Years
          Ended June 30, 1998, 1997, and 1996 *

          Balance Sheets - June 30, 1998 and 1997 *

          Statements of Cash Flows - Years
          Ended June 30, 1998, 1997, and 1996 *

          Notes to Financial Statements *
  
          Independent Auditors' Report on Financial Statements *

         * Incorporated by reference from the Company's 1998 Annual Report as
           indicated under Item 8, copies of which are included in 
           Exhibit 10-19 to this report.

     (2)  Financial Statement Schedules

          None.      

     (3)  Exhibits

          See Index to Exhibits attached hereto and incorporated by reference 
          herein.



(b)  Reports on Form 8-K

     During the quarter for which this report is filed, these reports on Form
     8-K have been filed.

     April 8, 1998  Announced appointment of Gary R. Smith as Chief 
                    Executive Officer.

    April 15, 1998  Disclosure of earnings per share for the quarter ending 
                    March 31, 1998.

    June 5, 1998    Company commented on legislative extension of federal 
                    ethanol tax incentive.  Also brief comments 
                    concerning near-term implementation of CO2 
                    sales, landfill gas usage and ISO 9002 
                    certification.  

    June 30, 1998   Announced lower-than-forecasted fourth quarter earnings.


<PAGE>
  
(c)  Exhibits

     Exhibits are listed in Item 14(a)(3) and filed as part of this report.
  
All forward-looking statements made in these materials and materials 
incorporated herein by reference are made pursuant to the safe harbor 
provisions of the Private Securities Litigation Reform Act of 1995.  Investors
are cautioned that all forward-looking statements involve risks and 
uncertainty.  Among the factors that could cause actual results to differ 
materially from those anticipated by certain of the above statements are the 
following: 1) legislative changes regarding air quality, fuel specifications or
incentive programs; 2) changes in cost of grain feedstock; and 3) changes in 
market prices or demand for motor fuels and ethanol.  Additional information 
concerning those and other factors is contained in the Company's Securities and
Exchange Commission filings, including but not limited to, its Proxy Statement,
Annual Report, quarterly 10Q filings, and press releases, copies of which are 
available from the Company without charge.


<PAGE>



                                SIGNATURES


    Pursuant to the requirements of Section 13 or 15(d) of the Securities 
Exchange Act of 1934, the Registrant has duly caused this report to be 
signed on its behalf by the undersigned, thereunto duly authorized in 
Wichita, Kansas on the 13th day of October, 1998.


                                   HIGH PLAINS CORPORATION


                                   By: /s/Gary R. Smith  
                                       President/Chief Executive Officer


<PAGE>


  Pursuant to the requirements of the Securities Exchange Act of 1934, this
report has been signed below by the following persons on the behalf of the 
Registrant and in the capacities and on the date indicated.


  Signature                       Title                          Date


                               Chairman of the
                               Board and  
Daniel O. Skolness             Director                      October 13, 1998



Raymond G. Friend              Director                      October 13, 1998



H.T. Ritchie                   Director/Secretary            October 13, 1998



Donald Schroeder               Director/Treasurer            October 13, 1998



John F. Chivers                Director                      October 13, 1998



Donald M. Wright               Director                      October 13, 1998



Arthur Greenberg               Director                      October 13, 1998


 
Ronald D. Offutt               Director                      October 13, 1998



<PAGE>


Christopher G. Standlee        Vice President                October 13, 1998
                               Chief Operating Officer



Dianne S. Rice                 Vice President                October 13, 1998
                               Chief Financial Officer



<PAGE>



                                                     (Page 1 of 3)
      Index to Exhibits

3-1   Articles of Incorporation, as amended, of the Company, (incorporated 
      herein by reference to Exhibits 3.1 through 3.10 to the Company's 
      Registration Statement on Form S-1, dated February 9, 1993).

3-2   Certificate of Amendment to Articles of Incorporation of the
      Company, dated October 14, 1994 (incorporated herein by reference to 
      Exhibit 3-7 to the Company's Annual Report on Form 10-K for the fiscal
      year ended June 30, 1995).

3-3   Certificate of Amendment of Articles of Incorporation of the 
      Company, dated November 22, 1994 (incorporated herein by reference to 
      Exhibit 3-8 to the Company's Annual Report on Form 10-K for the fiscal
      year ended June 30, 1995).

3-4   Certificate of Correction of Certificate of Amendment to Articles 
      of Incorporation of the Company, dated March 22, 1993, (incorporated 
      herein by reference from Exhibit 4-2 to the Company's Registration 
      Statement on Form S-8, dated January 16, 1996).

3-5   Amended Bylaws of the Company, dated January 15, 1981, and attached 
      hereto.

3-6   Amendment to Article III, Section 1 and 2 of the Amended Bylaws of
      the Company, dated March 6, 1986, and attached hereto.

3-7   Amendment to Article V, of the Amended Bylaws of the Company, 
      dated April 6, 1998, and attached hereto.

4-1   Form of Common Stock Certificate (incorporated herein by reference 
      from Exhibit 4-1 to the Company's Registration Statement on Form S-1, 
      dated April 18, 1988).
    
10-1  Ethanol production credit agreement with the State of Nebraska 
      Department of Revenue dated October 9, 1992 (incorporated by reference
      from Exhibit 10-7 to the Company's annual filing on Form 10-K, dated
      June 30, 1994).

10-2  High Plains Corporation 1990 Stock Option Plan (incorporated by 
      reference from Exhibit 10-8 to the Company's Registration Statement on
      Form S-1, dated February 9, 1993).

10-3  High Plains Corporation 1992 Stock Option Plan (incorporated by 
      reference from Exhibit 10-14 to the Company's Registration Statement on
      Form S-1, dated February 9, 1993).
    


<PAGE>


                                                     (Page 2 of 3)

10-4  Amendment to the Company's 1990 Stock Option Plan, dated November 18,
      1994, increasing the number of shares available under the plan and 
      granting of additional options to replace certain options when 
      exercised (incorporated by reference from Exhibit 10-11 to the 
      Company's annual filing on Form 10-K dated June 30, 1995).

10-5  Amendment to the Company's 1992 Stock Option Plan, dated November 18,
      1994, increasing the number of shares available under the plan and 
      granting of additional options to replace certain options when exercised
      (incorporated by reference from Exhibit 10-12 to the Company's annual 
      filing on Form 10-K dated June 30, 1995).
   
10-6  Real Estate Installment Agreement dated January 19, 1995, between 
      David J. Vander Griend and the Company, regarding sale of certain real
      estate (incorporated by reference from Exhibit 10-5 to the Company's
      filing on Form 8-K dated January 19, 1995).  
        
10-7  Asset Purchase Agreement dated January 19, 1995, between   ICM, Inc. 
      and the Company, regarding sale of various   tangible and intangible
      property (incorporated by   reference from Exhibit 10-6 to the Company's
      filing on Form 8-K dated January 19, 1995).
  
10-8  Employment Agreement dated April 1, 1995, between the Company and 
      Raymond G. Friend, for the continuation of employment through July 1,
      2000 (incorporated by reference from Exhibit 10-18 to the Company's
      annual filing on Form 10-K dated June 30, 1995).

10-9  High Plains Corporation 1995 Employee Stock Purchase Plan   
      (incorporated herein by reference from Exhibit 4-14 to the Company's
      Registration statement on Form S-8, dated January 22, 1996).

10-10 High Plains Corporation 1995 Key Management Employee Stock Purchase 
      Plan (incorporated herein by reference from Exhibit 4-15 to the Company's
      Registration Statement on Form S-8, dated January 22, 1996).

10-11 Agreement between the Company and ConAgra, Inc., for sale of Dried 
      Distiller's Grains and Wet Distiller's Grains (incorporated herein 
      by reference from Exhibit 10-14 to the Company's annual filing on 
      Form 10-K dated June 30, 1996).


<PAGE>


                                                     (Page 3 of 3)


10-12 Stanley E. Larson Retirement and Consulting Agreement 
      (incorporated herein by reference from Exhibit 10-14 to
      the Company's annual filing on Form 10-K dated June 30, 1997.)

10-13 Agreement between Centennial Trading, LLC, Michael Rowan and the Company
      (incorporated herein by reference from Exhibit 10-14 to the 
      Company's annual filing on Form 10-K dated June 30, 1997.)

10-14 Agreement between the Company and EPCO Carbon Dioxide Products, Inc.,
      for the sale of raw CO2 for an initial period of one year, dated 
      November 6, 1997 attached hereto.

10-15 Employment agreement dated March 31, 1998, between the Company and Gary
      R. Smith, for an initial period of three years, expiring March 30,
      2001, attached hereto.

10-16 Amendment to employment agreement between the Company and Raymond G.
      Friend, dated June 30, 1998, attached hereto.

10-17 Lease Agreement between the Company and EPCO Carbon Dioxide 
      Products, Inc. for the lease of land relating to CO2 Agreement listed 
      under 10-14

10-18 Lease dated April 17, 1989 between the Company and Center Towers L.C. 
      for a five year lease of office space, attached hereto.

10-19 Financial information from the High Plains Corporation 1998 Annual
      Report to Stockholders, attached hereto.

11-1  Statement on Computation of Per Share Earnings (incorporated 
      herein by reference from the Company's 1998 Annual Report to 
      Stockholders for the fiscal year ended June 30, 1998 which is 
      anticipated to be filed with the Securities and Exchange Commission 
      within 120 days after the end of the Company's fiscal year ended
      June 30, 1998).

24-1  Consent of Allen, Gibbs, and Houlik, L.C., independent certified 
      public accountants.

27-1  Financial Data Schedule.