##### Table of Contents



UNITED STATES SECURITIES AND
    EXCHANGE COMMISSIONWashington, DC
    20549
   Form 10-Q
   QUARTERLY
    REPORT PURSUANT TO SECTION 13 OR 15(d)
    OF THE SECURITIES EXCHANGE ACT OF 1934
  FOR THE
    QUARTERLY PERIOD ENDED: JUNE 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, Minnesota 55305(763) 226-2701 (Address,
    including zip code, and telephone number,
    including area code, of Registrants Principal Executive
    Offices)
   þ o
  Regulation S-T o o
  12b-2
  Large
    accelerated
    filer o
    Accelerated
    filer o
    Non-accelerated
    filer þ
    Smaller
    reporting
    company o   Rule 12b-2 o þ




---



##### 



ADVANCED
    BIOENERGY, LLC
  FORM 10-Q
  Index
   
 PagePART I.

Financial Information


1Item 1.

Financial Statements


1Consolidated Balance Sheets


1Consolidated Statements of Operations and
    Comprehensive Income


2Consolidated Statement of Changes in
    Members Equity


3Consolidated Statements of Cash Flows


4Notes to Consolidated Financial Statements


5Item 2.

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


17Item 3.

Quantitative and Qualitative Disclosures About
    Market Risk


31Item 4T.

Controls and Procedures


32PART II.

Other InformationItem 1.

Legal Proceedings


33Item 1A.

Risk Factors


33Item 2.

Unregistered Sales of Equity Securities and Use
    of Proceeds


33Item 3.

Defaults Upon Senior Securities


33Item 4.

[Removed and Reserved]


33Item 5.

Other Information


33Item 6.

Exhibits


33Signatures


34Exhibit IndexEX-31.1EX-31.2EX-32




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##### Table of Contents



PART I.
    FINANCIAL INFORMATION  Item 1.
    Financial
    Statements  ADVANCED
    BIOENERGY, LLC & SUBSIDIARIES
  Consolidated
    Balance Sheets
  June 30,


September 30,2010


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

$
21,696


$
26,367Receivables:Trade accounts receivable


10,629



9,613Other receivables


4,779



3,090Derivative financial instruments


99



Inventories


13,711



7,618Prepaid expenses


3,141



2,242Current portion of restricted cash


3,654



6,767Total current assets


57,709



55,697Property and equipment, net


186,685



203,364Other assets:Restricted cash


3,146



1,146Other assets


2,047



2,146Total assets

$
249,587


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

$
5,682


$
6,057Accrued expenses


6,061



5,490Current portion of long-term debt (stated principal amount of
    $14,489 at June 30, 2010)


15,521



146,303Total current liabilities


27,264



157,850Deferred income


5,049



5,554Long-term debt (stated principal amount of $146,703 at
    June 30, 2010)


156,226



76,625Other liabilities


729



535Total liabilities

$
189,268


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

$
171,188


$
160,392Retained deficit


(110,869
)


(138,603
)Total members equity

$
60,319


$
21,789Total liabilities and members equity

$
249,587


$
262,353




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##### Table of Contents



ADVANCED
    BIOENERGY, LLC & SUBSIDIARIES
  Consolidated
    Statements of Operations and Comprehensive Income
  Three Months Ended


Nine Months EndedJune 30,


June 30,


June 30,


June 30,2010


2009


2010


2009(Unaudited)(Dollars in thousands, except per unit data)Net salesEthanol and related products

$
90,334


$
85,457


$
284,915


$
270,268Other


3







420



469Total net sales


90,337



85,457



285,335



270,737Cost of goods sold


86,193



81,579



258,520



267,104Gross profit


4,144



3,878



26,815



3,633Selling, general and administrative


2,080



2,121



5,265



5,101Impairment of long-lived assets














8,666Operating income (loss)


2,064



1,757



21,550



(10,134
)Other income


8



136



273



727Gain on extinguishment of debt


17,660







17,660



Debt restructuring costs


(898
)


(233
)


(2,027
)


(2,424
)Interest income


19



49



77



177Interest expense


(2,379
)


(3,380
)


(9,799
)


(21,934
)Net income (loss)

$
16,474


$
(1,671
)

$
27,734


$
(33,588
)Other comprehensive income:Interest rate swap obligation














1,786Comprehensive income (loss)

$
16,474


$
(1,671
)

$
27,734


$
(31,802
)Weighted average units outstanding  basic


18,786



12,644



18,078



12,396Weighted average units outstanding  diluted


18,786



12,644



18,078



12,396Net income (loss) per unit  basic

$
.88


$
(.13
)

$
1.53


$
(2.71
)Net income (loss) per unit  diluted

$
.88


$
(.13
)

$
1.53


$
(2.71
)    2




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##### Table of Contents



ADVANCED
    BIOENERGY, LLC & SUBSIDIARIES
  Consolidated
    Statements of Changes in Members Equity
 For the
    Nine Months Ended June 30, 2010
  Member


Member


RetainedUnits


Capital


Deficit


Total(Dollars in thousands)(Unaudited)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






35







35Put options exercised


(2,000
)


(3
)






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


7,759,882



11,253







11,253Net income










27,734



27,734MEMBERS EQUITY  June 30, 2010


24,714,180


$
171,188


$
(110,869
)

$
60,319    3




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##### Table of Contents



ADVANCED
    BIOENERGY, LLC & SUBSIDIARIES
  Consolidated
    Statements of Cash Flows
  Nine Months EndedJune 30,


June 30,2010


2009(Dollars in thousands)(Unaudited)Cash flows from operating activitiesNet income (loss)

$
27,734


$
(33,588
)Adjustments to reconcile net income (loss) to net cash used in
    operating activities:Depreciation


16,509



16,178Gain on extinguishment of debt


(17,660
)


Debt restructuring costs


2,027



2,424Amortization of deferred financing costs


99



5,460Amortization of deferred income


(505
)


Amortization of lease liability


(286
)


Amortization of debt discount


489



Impairment of ABE South Dakota property and equipment






8,666Loss on disposal of property and equipment


10



Unit compensation expense


35



186Unrealized gain on warrant derivative


(9
)


Change in risk management activities


(99
)


(1,242
)Changes in working capital components:Receivables


(1,604
)


863Inventories


(6,093
)


(854
)Prepaid expenses


(899
)


(505
)Accounts payable


(376
)


(3,029
)Accrued expenses


5,405



10,497Net cash provided by operating activities


24,777



5,056Cash flows from investing activitiesProceeds from sale of property and equipment


10



Purchase of property and equipment


(950
)


(834
)Change in other assets






(303
)Change in restricted cash held in escrow


1,113



(500
)Net cash provided by (used in) investing activities


173



(1,637
)Cash flows from financing activitiesProceeds from long-term debt






3,000Payments on debt


(38,844
)


(8,000
)Payments for debt restructuring costs


(2,027
)


(2,424
)Proceeds from issuance of units, net of offering expenses


11,253



Repurchase of units


(3
)


(18
)Net cash (used in) financing activities


(29,621
)


(7,442
)Net decrease in cash and cash equivalents


(4,671
)


(4,023
)Beginning cash and cash equivalents


26,367



12,655Ending cash and cash equivalents

$
21,696


$
8,632Supplemental disclosure of non-cash transactionsAccrued interest at ABE South Dakota transferred to debt

$
5,323


$
Other receivable offset against equipment


1,100



Warrant obligation recognized as liability


489



Supplemental disclosure of cash flow information:Cash paid for interest

$
2,508


$
7,080    4




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##### Table of Contents



ADVANCED
    BIOENERGY, LLC & SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL STATEMENTS
 June 30, 2010 and 2009
 (Unaudited)
  1.
    Organization
    and Significant Accounting Policies  Form 10-K
  110-million-gallon 44-million-gallon
  Forms 10-Q
    Cash,
    Cash Equivalents and Restricted Cash
    Fair
    Value of Financial Instruments
    Fair
    Value Measurements
   5




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##### Table of Contents



ADVANCED
    BIOENERGY, LLC & SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  and/or
  Level 1:
  Level 2:
  Level 3:
      Total

Level 1

Level 2

Level 3Assets  Derivative Financial Instruments

$
99


$
99


$



$
Liabilities  Warrant Derivative


480











480       June 30,

September 30,2010

2009Market value(1)

$
1.50


$
1.50Exercise Price

$
1.50


$
1.50Expected volatility(2)


114.78
%


107.75
%Expected life (years)(3)


2.125



2.50Risk-free interest rate(4)


0.875
%


1.188
%Forfeiture rate(5)






Dividend rate(6)






     (1)
    
    Market value based on recent unit transactions.(2)
    
    Because the Companys units do not readily trade, it
    estimated future expected volatility for its warrants, utilizing
    volatility rates of a similar publicly traded ethanol producer.(3)
    
    The expected term of the warrants is the period of time for
    which the warrant is expected to be outstanding. The Company has
    no secondary market, and has not had any warrants exercised
    since inception. Therefore, the Company used the midpoint
    between the fully vested date and the forfeiture date as the
    expected term. 6




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##### Table of Contents



ADVANCED
    BIOENERGY, LLC & SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
   (4)
    
    The Company uses the average yield on current U.S. Treasury
    instruments with terms that approximate the expected term of the
    warrants being valued.(5)
    
    The expected forfeiture rate for the warrants is zero, as the
    Company has not had, nor does the Company expect to have, any
    warrants forfeited.(6)
    
    The expected dividend yield for the warrants is zero, as the
    Company has not declared, nor does the Company expect to declare
    dividends in the foreseeable future.    Initial recognition of warrant derivative as of October 1,
    2009

$
489Unrealized gain related to the change in fair value


(9
)Balance as of June 30, 2010

$
480   Derivative
    Instruments/Due From Broker
  available-for-sale
    Receivables
      Inventories
   7




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##### Table of Contents



ADVANCED
    BIOENERGY, LLC & SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Property
    and Equipment
    Buildings


40 YearsProcess equipment


10 YearsOffice equipment


5-7 Years     Deferred
    Financing Costs
    Revenue
    Recognition
    Shipping
    Costs
    Debt
    Restructuring Costs
    Income
    Per Unit
  income-per-unit
 8




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##### Table of Contents



ADVANCED
    BIOENERGY, LLC & SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Three Months


Three Months


Nine Months


Nine MonthsEnded


Ended


Ended


EndedJune 30, 2010


June 30, 2010


June 30, 2010


June 30, 2009Numerator:Net income (loss) for basic earnings per share

$
16,474


$
(1,671
)

$
27,734


$
(33,588
)Gain in fair value of warrant derivative liability










(9
)


Net income (loss) for diluted earnings per share


16,474



(1,671
)


27,725



(33,588
)Denominator:Basic and diluted common shares outstanding


18,785



12,644



18,078



12,396Earnings per share basic

$
.88


$
(.13
)

$
1.53


$
2.71Earnings per share diluted

$
.88


$
(.13
)

$
1.53


$
2.71   Accounting
    Estimates
    Subsequent
    Events
    2.
    Inventories    June 30,


September 30,2010


2009Corn

$
3,591


$
1,341Chemicals


882



489Work in process


1,881



1,893Ethanol


4,851



1,678Distillers grain


614



412Supplies and parts


1,892



1,805Total

$
13,711


$
7,618  9




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##### Table of Contents



ADVANCED
    BIOENERGY, LLC & SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  3.
    Property
    and Equipment    June 30,


September 30,2010


2009Land

$
3,962


$
3,962Buildings


21,324



21,295Process equipment


215,657



215,820Office equipment


1,265



1,273Construction in process


41



80242,249



242,430Accumulated depreciation


(55,564
)


(39,066
)Property and equipment, net

$
186,685


$
203,364     4.
    Long-Term
    Debt    June 30,2010


June 30,


September 30,Annual


2010


2009Interest Rate


Amount


AmountABE Fairmont senior credit facility  variable


3.75
%

$
47,650


$
55,450ABE Fairmont senior credit facility  fixed


7.53
%


20,000



20,000ABE Fairmont seasonal line  variable










3,000ABE Fairmont subordinate exempt facilities bonds 
    fixed


6.75
%


7,000



7,000ABE South Dakota senior credit facility  fixed










87,979ABE South Dakota working capital  fixed










7,100ABE South Dakota subordinated solid waste facilities revenue
    bonds  fixed










19,000ABE South Dakota notes payable  fixed










4,213ABE South Dakota accrued interest










9,917ABE South Dakota senior restructured debt principal 
    variable


1.85
%


83,542



Restructuring fee


0.0
%


3,000



Additional carrying value of restructured debt


N/A



10,555



ABE PJC Capital note  fixed










9,269Total outstanding






171,747



222,928Less: amounts due within one year






(15,521
)


(146,303
)Long-term debt





$
156,226


$
76,625  10




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##### Table of Contents



ADVANCED
    BIOENERGY, LLC & SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Amortization ofAdditional CarryingValue ofPrincipal


Restructured Debt


Total2011

$
14,489


$
1,032


$
15,5212012


14,215



800



15,0152013


14,215



1,907



16,1222014


15,265



2,556



17,8212015


8,815



2,468



11,283Thereafter


94,193



1,792



95,985Total debt

$
161,192


$
10,555


$
171,747   Senior
    Credit Facility for the Fairmont Plant
    30-day
      Fillmore
    County Subordinate Exempt Facilities Revenue Bonds for the
    Fairmont plant
   11




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##### Table of Contents



ADVANCED
    BIOENERGY, LLC & SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Senior
    Credit Agreement for the South Dakota Plants
  long-term,
          Subordinate
    Solid Waste Facilities Revenue Bonds
   12




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##### Table of Contents



ADVANCED
    BIOENERGY, LLC & SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  Effect
    of Restructuring
    Subordinated


Senior


TotalRevenue


Credit


DebtBonds


Facility


RestructuredPrincipal balance

$
19,000


$
99,292


$
118,292Accrued interest


1,511



14,518



16,029Obligations 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
)Obligation after restructuring






87,292



87,292Principal payment June 30, 2010






(750
)


(750
)Obligation balance

$



$
86,542


$
86,542Obligation after restructuring are comprised of:Principal balance

$



$
84,292


$
84,292Restructuring fee  non interest bearing






3,000



3,000Total obligation after restructuring

$



$
87,292


$
87,292     PJC
    Capital Secured Note  Advanced BioEnergy,
    LLC
   13




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##### Table of Contents



ADVANCED
    BIOENERGY, LLC & SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
  5.
    Members
    Equity and Subsequent Events  Private
    Offerings
      Investment
    by Hawkeye Energy Holdings, LLC
    Warrants
    6.
    Major
    Customers and Subsequent Events  E-85
  18-month
 14




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##### Table of Contents



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


June 30,2010


2009Hawkeye  EthanolNine month revenue (Since January 1, 2010)

$
95,364


$
Receivable balance


4,766



Gavilon  EthanolNine month revenues

$
148,617


$
217,895Receivable balance


3,693



10,248Dakotaland  ABE South Dakota Distiller GrainsNine month revenues

$
9,983


$
20,083Receivable balance


297



364   7.
    Risk
    Management    Commodity

Quantity


Amount


Period CoveredCorn purchase contracts


5,881 bushels


$
19,769



September 2010Ethanol sales contracts


24,548 gallons



40,509



September 2010Dried distillers grains sale contracts


59 tons



5,081



September 2010    15




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##### Table of Contents



ADVANCED
    BIOENERGY, LLC & SUBSIDIARIES
  NOTES TO
    CONSOLIDATED FINANCIAL
    STATEMENTS  (Continued)
    Income Statement

Realized

Unrealized

Total GainClassification

Gain (Loss)

Gain (Loss)

(Loss)Three months ending June 30, 2010


Cost of Goods Sold


$
(1,381
)

$
915


$
(466
)Three months ending June 30, 2009


Cost of Goods Sold











Nine months ending June 30, 2010


Cost of Goods Sold



(614
)


(97
)


(711
)Nine months ending June 30, 2009


Cost of Goods Sold



(3,158
)






(3,158
)   Balance Sheet

June 30,

September 30,Classification

2010

2009Corn option values


Current Assets


$
99


$
  16




---



##### Table of Contents



Item 2.
    Managements
    Discussion and Analysis of Financial Condition and Results of
    Operations  Information
    Regarding Forward-Looking Statements
  Form 10-Q 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 can evaporate, which may impact our
    ability to meet current obligations and debt service
    requirements at our operating entities;
    our hedging transactions and mitigation strategies could
    materially harm our results;
    cash distributions depend upon our future financial and
    operational performance and will be affected by debt covenants,
    reserves and operating expenditures;
    current government-mandated tariffs, credits and standards may
    be reduced or eliminated and legislative acts taken by state
    governments, such as California, related to low-carbon fuels
    that include the effects caused by indirect land use, may have
    an adverse effect on our business;
    alternative fuel additives may be developed that are superior to
    or cheaper than ethanol;
    transportation, storage and blending infrastructure may become
    impaired, preventing ethanol from reaching markets;
    our operation facilities may experience technical difficulties
    and not produce the gallons of ethanol as expected; and
    our units are subject to a number of transfer restrictions, and
    no public market exists for our units and none is expected to
    develop.   17




---



##### Table of Contents



General
    Overview
        DRY MILL
    PROCESS
  starch-to-sugar
   18




---



##### Table of Contents



FACILITIES
    EstimatedEstimated


Annual


EstimatedAnnual


Distillers


AnnualEthanol


Grains


Corn


PrimaryLocation

Production


Production(1)


Processed


Energy Source


Builder(Million gallons)


(Tons)


(Million bushels)Fairmont, NE


110



334,000



39.3



Natural Gas



FagenAberdeen, SD(2)


9



27,000



3.2



Natural Gas



BroinAberdeen, SD(2)


44



134,000



15.7



Natural Gas



ICMHuron, SD


32



97,000



11.4



Natural Gas



ICMConsolidated


195



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 capacity.(2)
    
    Our facility at Aberdeen consists of two separate production
    plants.      E-85
  18-month
   19




---



##### Table of Contents



agreed-upon
  Plan
    of Operations through June 30, 2011
    RESULTS
    OF OPERATIONS
  Quarter
    Ended June 30, 2010 Compared to Quarter Ended June 30,
    2009
    Three Months Ended

Three Months EndedJune 30, 2010

June 30, 2009Sold/Consumed

Average

Sold/Consumed

Average(In thousands)

Net Price/Cost

(In thousands)

Net Price/CostEthanol (gallons)


49,102


$
1.58



46,698


$
1.50Dried distillers grains (tons)


117



89.44



79



117.32Wet/modified distillers grains (tons)


77



31.20



126



49.60Corn (bushels)


17,814


$
3.35



16,670


$
3.87Gas (mmbtus)


1,350



4.41



1,268



3.20   Net
    Sales
    Cost
    of Goods Sold
   20




---



##### Table of Contents



Gross
    Profit
    Selling,
    General, and Administrative Expenses
    Interest
    Expense
    Gain
    on Extinguishment of Debt
    Debt
    Restructuring Costs
   21




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##### Table of Contents



Nine
    Months Ended June 30, 2010 Compared to Nine Months Ended
    June 30, 2009
    Nine Months Ended

Nine Months EndedJune 30, 2010

June 30, 2009Sold/Consumed

Average

Sold/Consumed

Average(In thousands)

Net Price/Cost

(In thousands)

Net Price/CostEthanol (gallons)


147,294


$
1.66



139,157


$
1.56Dried distillers grains (tons)


339



94.68



241



130.69Wet/modified distillers grains (tons)


260



33.61



427



50.83Corn (bushels)


53,830


$
3.39



49,989


$
4.00Gas (mmbtus)


4,082



4.85



3,777



4.41   Net
    Sales
      Cost
    of Goods Sold
      Gross
    Profit
   22




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##### Table of Contents



Selling,
    General, and Administrative Expenses
    Interest
    Expense
    Gain
    on Extinguishment of Debt
    Debt
    Restructuring Costs
    TRENDS
    AND UNCERTAINTIES IMPACTING THE ETHANOL INDUSTRY AND OUR FUTURE
    OPERATIONS
  Overview
       23




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##### Table of Contents



The
    Renewable Fuels Standard
   24




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##### Table of Contents



RFSRequirementTotal

Cellulosic





That Can BeRenewable

Ethanol

Biodiesel

Minimum

Made WithFuel

Minimum

Minimum

Advanced

Corn-BasedYear

Requirement

Requirement

Requirement

Biofuel

Ethanol2010


12.95



.10



.65



.95



12.002011


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     California
    Low Carbon Fuel Standard
        Blending
    Incentives (VEETC)
   25




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##### Table of Contents



Imported
    Ethanol Tariffs
    COMPETITION
  Ethanol
      Distillers
    Grains
    LIQUIDITY
    AND CAPITAL RESOURCES
  Financing
    and Existing Debt Obligations
    Advanced
    BioEnergy, LLC (ABE)
   26




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##### Table of Contents



ABE
    Fairmont
           27




---



##### Table of Contents



ABE South
    Dakota (fka: HGF or Heartland Grain Fuels, L.P.)
           28




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##### Table of Contents



CREDIT
    ARRANGEMENTS
    June 30,


June 30,


September 30,2010


2010


2009Annual


Principal


PrincipalInterest Rate


Amount


AmountABE Fairmont senior credit facility  variable


3.75
%

$
47,650


$
55,450ABE Fairmont senior credit facility  fixed


7.53
%


20,000



20,000ABE Fairmont seasonal line  variable










3,000ABE Fairmont subordinate exempt facilities bonds 
    fixed


6.75
%


7,000



7,000ABE South Dakota senior credit facility  fixed










87,979ABE South Dakota working capital  fixed










7,100ABE South Dakota subordinated solid waste facilities revenue
    bonds  fixed










19,000ABE South Dakota notes payable  fixed










4,213ABE South Dakota accrued interest










9,917ABE South Dakota senior restructured debt principal 
    variable


1.85
%


83,542



Restructuring fee


0.0
%


3,000



Additional carrying value of restructured troubled debt


N/A



10,555



ABE PJC Capital note  fixed










9,269Total outstanding






171,747



222,928Less: amounts due within one year






(15,521
)


(146,303
)Long-term debt





$
156,226


$
76,625     Amortization ofAdditional CarryingValue ofPrincipal


Restructured Debt


Total2011

$
14,489


$
1,032


$
15,5212012


14,215



800



15,0152013


14,215



1,907



16,1222014


15,265



2,556



17,8212015


8,815



2,468



11,283Thereafter


94,193



1,792



95,985Total debt

$
161,192


$
10,555


$
171,747   SUMMARY
    OF CRITICAL ACCOUNTING POLICIES AND ESTIMATES
   29




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##### Table of Contents



Derivative
    Instruments/Due from Broker
  available-for-sale
    Fair
    Value of Financial Instruments
    Inventories
    Property
    and Equipment
    Buildings


40 YearsProcess equipment


10 YearsOffice equipment


5-7 Years     Revenue
    Recognition
   30




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##### Table of Contents



OFF-BALANCE
    SHEET ARRANGEMENTS
    GOVERNMENT
    PROGRAMS, TAX CREDITS AND TAX INCREMENT FINANCING
       Item 3.  Quantitative
    and Qualitative Disclosures About Market Risk         31




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##### Table of Contents



Change inEstimated at



Hypothetical



AnnualRisk



Change in

Spot

OperatingVolume(1)

Units

Price

Price(2)

Income(In millions)







(In millions)Ethanol


96.8


gallons


10.0
%

$
1.51


$
14.7Distillers grains


.35


tons


10.0
%


89.44



3.2Corn


46.1


bushels


10.0
%


3.54



16.3Natural gas


3.9


btus


10.0
%


4.62



1.8     (1)
    
    The volume of ethanol at risk is based on the assumption that we
    will enter into contracts for 50% of our expected annual gallons
    capacity of 195 million gallons. The volume of distillers
    grains at risk is based on the assumption that we will enter
    into contracts for 40% of our expected annual distillers grain
    production of 592,000 tons. The volume of corn is based on the
    assumption that we will enter into forward contracts for 34% of
    our estimated current 69.6 million bushel annual
    requirement. The volume of natural gas at risk is based on the
    assumption that we will continue to lock in 27% of our estimated
    annual requirement.(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
    grain price per ton as of June 30, 2010.  INTEREST
    RATE/FOREIGN EXCHANGE RISK
      IMPACT OF
    INFLATION
    Item 4T.
    Controls
    and Procedures  Rules 13a-15(e) 15d-15(e)
 32




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##### Table of Contents



PART II.
    OTHER INFORMATION  Item 1.
    Legal
    Proceedings    Item 1A.
    Risk
    Factors    Item 2.
    Unregistered
    Sales of Equity Securities and Use of Proceeds    Item 3.
    Defaults
    Upon Senior Securities    Item 4.
    [Removed
    and Reserved]      Item 5.
    Other
    Information    Item 6.
    Exhibits   33




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##### Table of Contents



SIGNATURES    ADVANCED BIOENERGY, LLC
  By:
    /s/  Richard
    R. Peterson        34




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##### Table of Contents



EXHIBIT INDEX  ExhibitNo.

Description

Method of Filing3
.1

Certificate of Formation

Incorporated herein by reference to Exhibit 3.1 to the
    Registrants Registration Statement on Form SB-2, filed on
    May 27, 20053
.2

Fourth Amended and Restated Operating Agreement of the
    Registrant, dated as of February 1, 2006 as amended on
    September 18, 2009

Incorporated herein by reference to Exhibit 3.1 to the
    Registrants Current Report on Form 8-K, filed on May 13,
    201010
.1

Form of Director Indemnification Agreement

Incorporated herein by reference to Exhibit 10.1 to the
    Registrants Current Report on Form 8-K, filed on January
    29, 201010
.2

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., the Company and Oppenheimer
    Rochester National Municipals

Incorporated herein by reference to Exhibit 10.1 to the
    Registrants Current Report on Form 8-K, filed on April 8,
    201010
.3

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

Incorporated herein by reference to Exhibit 10.2 to the
    Registrants Current Report on Form 8-K, filed on April 8,
    201010
.4

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 herein by reference to Exhibit 10.3 to the
    Registrants Current Report on Form 8-K, filed on April 8,
    201010
.5

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 herein by reference to Exhibit 10.4 to the
    Registrants Current Report on Form 8-K, filed on April 8,
    201010
.6

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 herein by reference to Exhibit 10.5 to the
    Registrants Current Report on Form 8-K, filed on April 8,
    201010
.7

Amendment No. 1 to Voting Agreement dated as of
    April 7, 2010 among the Company, 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 the Company party thereto

Incorporated herein by reference to Exhibit 10.6 to the
    Registrants Current Report on Form 8-K, filed on April 8,
    2010




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##### Table of Contents



ExhibitNo.

Description

Method of Filing10
.8

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 herein by reference to Exhibit 10.1 to the
    Registrants Current Report on Form 8-K, filed on June 22,
    201010
.9

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 herein by reference to Exhibit 10.2 to the
    Registrants Current Report on Form 8-K, filed on June 22,
    201010
.10

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 herein by reference to Exhibit 10.3 to the
    Registrants Current Report on Form 8-K, filed on June 22,
    201031
.1

Rule 13a-14(a)/5d-14(a) Certification by Principal Executive
    Officer

Filed Electronically31
.2

Rule 13a-14(a)/5d-14(a) Certification by Principal Financial and
    Accounting Officer

Filed Electronically32


Section 1350 Certification

Filed Electronically