BUSINESS LOAN AGREEMENT
--------------------------------------------------------------------------------
<TABLE>
   Principal      Loan Date   Maturity     Loan No  Call/Coll   Account   Officer    Initials
--------------   ----------  ----------   --------  ---------  --------   -------    --------
<S>              <C>         <C>          <C>       <C>         <C>       <C>        <C>
$19,180,500.00   01-20-2004  04-20-2011    57748    37 / 400    119284      JB
</TABLE>
--------------------------------------------------------------------------------
  References in the shaded area are for Lender's use only and do not limit the
 applicability of this document to any particular loan or item. Any Item above
        containing "***" has been omitted due to text length limitations.

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Borrower:   Husker AG, LLC            Lender:  Stearns Bank National Association
            (Tin: 47-0836953)                  4191 SO 2nd St
            PO Box 10                          PO Box 7338
            Plainview, NE  68769               St Cloud, MN 56302
================================================================================

THIS  BUSINESS  LOAN  AGREEMENT  dated  January 20,  2004,  is made and executed
between  HUSKER AG, LLC  ("Borrower")  and  STEARNS  BANK  NATIONAL  ASSOCIATION
("Lender") on the following  terms and  conditions.  Borrower has received prior
commercial  loans from Lender or has applied to Lender for a commercial  loan or
loans or other financial accommodations,  including those which may be described
on any  exhibit  or  schedule  attached  to this  Agreement  ("Loan").  Borrower
understands and agrees that: (A) in granting,  renewing,  or extending any Loan,
Lender is relying upon Borrower's representations, warranties, and agreements as
set forth in this  Agreement;  (B) the granting,  renewing,  or extending of any
Loan by Lender at all times  shall be  subject to  Lender's  sole  judgment  and
discretion;  and (C) all such Loans shall be and remain subject to the terms and
conditions of this Agreement.

TERM.  This  Agreement  shall be  effective  as of January 20,  2004,  and shall
continue  in full force and effect  until such time as all  Borrower's  Loans in
favor of Lender have been paid in full,  including principal,  interest,  costs,
expenses, attorneys' fees, and other fees and charges, or until such time as the
parties may agree in writing to terminate this Agreement.

CONDITIONS  PRECEDENT  TO EACH  ADVANCE.  Lender's  obligation  to make  initial
Advance and each subsequent Advance under this Agreement shall be subject to the
fulfillment to Lender's  satisfaction of all of the conditions set forth in this
Agreement and in the Related Documents.

     LOAN  DOCUMENTS.  Borrower shall provide to Lender the following  documents
     for the Loan:  (1) the Notes;  (2) Security  Agreements  granting to Lender
     security  interests in the  Collateral;  (3) financing  statements  and all
     other documents  perfecting  Lender's Security  Interests;  (4) evidence of
     insurance  as  required  below;  (5)  assignments  of life  insurance;  (6)
     together  with all such  Related  Documents  as Lender may  require for the
     Loan;  all in form  and  substance  satisfactory  to  Lender  and  Lender's
     counsel.

     BORROWER'S AUTHORIZATION.  Borrower shall have provided in form a substance
     satisfactory to Lender properly certified resolutions, duly authorizing the
     execution  and  delivery  of this  Agreement,  the  Notes  and the  Related
     Documents.   In  addition,   Borrower   shall  have   provided  such  other
     resolutions,  authorizations,  documents and  instruments  as Lender or its
     counsel, may require.

     PAYMENT  OF FEES AND  EXPENSES.  Borrower  shall  have paid to  Lender  all
     reasonable fees, charges, and other expenses which are then due and payable
     as specified in this Agreement or any Related Document.

     REPRESENTATIONS  AND  WARRANTIES.  The  representations  and warranties set
     forth in this Agreement,  in the Related Documents,  and in any document or
     certificate delivered to Lender under this Agreement are true and correct.

     NO EVENT OF DEFAULT.  There shall not exist beyond  applicable cure periods
     at the time of any Advance a condition  which would  constitute an Event of
     Default under this Agreement or under any Related Document.

REPRESENTATIONS  AND WARRANTIES.  Borrower represents and warrants to Lender, as
of the  Date of this  Agreement,  as of the  date of each  disbursement  of loan
proceeds, as of the date of any renewal,  extension or modification of any Loan,
and at all times any Indebtedness exists:

     ORGANIZATION.  Borrower is a limited liability company which is, and at all
     times shall be, duly  organized,  validity  existing,  and in good standing
     under and by virtue of the laws of the State of Nebraska.  Borrower is duly
     authorized  to transact  business in all other states in which  Borrower is
     doing  business,  having  obtained  all  necessary  filings,   governmental
     licenses and approvals for each state in which Borrower is doing  business.
     Specifically,  Borrower is, and at all times shall be, duly  qualified as a
     foreign limited  liability company in all states in which the failure to so
     qualify would have a material  adverse  effect on its business or financial
     condition.  Borrower has the full power and authority to own its properties
     and to transact the business in which it is presently  engaged or presently
     proposes to engage. Borrower maintains an office at PO BOX 10 PLAINVIEW, NE
     68769. Unless Borrower has designated  otherwise in writing,  the principal
     office  is the  office  at which  Borrower  keeps  its  books  and  records
     including its records  concerning  Collateral.  Borrower will notify Lender
     prior to any change in the location of Borrower's  state of organization or
     any change in Borrower's  name.  Borrower shall do all things  necessary to
     preserve  and to keep in full force and effect  its  existence,  rights and
     privileges,  and shall  comply  with all  regulations,  rules,  ordinances,
     statutes,  orders and  decrees of any  governmental  or  quasi-governmental
     authority  or  court   applicable  to  Borrower  and  Borrower's   business
     activities.

     ASSUMED  BUSINESS  NAMES.  Borrower has filed or recorded all  documents or
     filings  required by law  relating to all  assumed  business  names used by
     Borrower.  Excluding the name of Borrower, the following is a complete list
     of all assumed business names under which Borrower does business: NONE.

     AUTHORIZATION.   Borrower's  execution,   delivery,   performance  of  this
     Agreement and all the Related  Documents  have been duly  authorized by all
     necessary action by Borrower and do not conflict with,  result in violation
     of, or  constitute  a default  under (1) any  provision  of (a)  Borrower's
     articles of organization or membership agreements,  or (b) any agreement or
     other  instrument  binding  upon  Borrower  or (2)  any  law,  governmental
     regulation,  court decree, or order applicable to Borrower or to Borrower's
     properties.

     FINANCIAL INFORMATION.  Each of Borrower's financial statements supplied to
     Lender truly and completely  disclosed Borrower's financial condition as of
     the date of the statement, and there has been no material adverse change in
     Borrower's  financial  condition  subsequent to the date of the most recent
     financial statement supplied to Lender. Borrower has no material contingent
     obligations except as disclosed in such financial statements.

     LEGAL EFFECT. This Agreement  constitutes,  and any instrument or agreement
     Borrower is  required  to give under this  Agreement  when  delivered  will
     constitute legal,  valid, and binding  obligations of Borrower  enforceable
     against Borrower in accordance to their perspective terms.

     PROPERTIES.  Except as  contemplated  by this  Agreement  or as  previously
     disclosed in Borrower's financial statements or in writing to Lender and as
     accepted  by  Lender,  and  except  for  property  tax  liens for taxes not
     presently  due and  payable,  Borrower  owns and has  good  title to all of
     Borrower's properties free and clear of all Security Interests, and has not
     executed any security  documents or financing  statements  relating to such
     properties.  All of Borrower's  properties  are titled in Borrower's  legal
     name,  and Borrower has not used or filed a financing  statement  under any
     other name for at least the last five (5) years.

     HAZARDOUS SUBSTANCES.  Except as disclosed to and acknowledged by Lender in
     writing,  Borrower  represents  and warrants that: (1) During the period of
     Borrower's  ownership  of  Borrower's  collateral,  there  has been no use,
     generation,   manufacture,   storage,   treatment,   disposal,  release  or
     threatened  release of any  Hazardous  Substance  by any person on,  under,
     about or from any of the  Collateral.  (2) Borrower has no knowledge of, or
     reason to believe  that there has been (a) any breach or  violation  of any
     Environmental  Laws;  (b)  any  use,  generation,   manufacture,   storage,
     treatment, disposal, release

<PAGE>

                             BUSINESS LOAN AGREEMENT
Loan No:  57748                   (Continued)                            Page 2

================================================================================

     or threatened  release of any Hazardous  Substance on, under, about or from
     the  Collateral by any prior owners or occupants of any of the  Collateral;
     or (c) any  actual or  threatened  litigation  or claims of any kind by any
     person  relating  to such  matters.  (3) Neither  Borrower  nor any tenant,
     contractor,  agent or other  authorized user of any of the Collateral shall
     use,  generate,  manufacture,  store,  treat,  dispose  of or  release  any
     Hazardous Substance on, under, about or from any of the Collateral; and any
     such activity shall be conducted in compliance with all applicable federal,
     state  and local  laws,  regulations,  and  ordinances,  including  without
     limitation  all  Environmental  Laws.  Borrower  authorizes  Lender and its
     agents to enter upon the Collateral to make such  inspections  and tests as
     Lender may deem appropriate to determine  compliance of the Collateral with
     this section of the Agreement.  Any inspections or tests made by the Lender
     shall be at Borrower's expense and for Lender's purposes only and shall not
     be  construed  to create any  responsibility  or  liability  on the part of
     Lender  to  Borrower  or to  any  other  person.  The  representations  and
     warranties  contained  herein  are based on  Borrower's  due  diligence  in
     investigating the Collateral for hazardous waste and Hazardous  Substances.
     Borrower  hereby (1) releases and waives any future claims  against  Lender
     for indemnity or  contribution  in the event  Borrower  becomes  liable for
     cleanup or other  costs  under any such laws  except as relates to lender's
     gross  negligence or willful acts of misconduct and (2) agrees to indemnify
     and hold harmless Lender against any and all claims,  losses,  liabilities,
     damages,  penalties, and expenses,  including attorneys' fees, consultants'
     fees,  and costs which Lender may directly or indirectly  sustain or suffer
     resulting from a breach of this section of the Agreement or as "consequence
     of  any  use,  generation,   manufacture,  storage,  disposal,  release  or
     threatened release of a hazardous waste or substance on the Collateral. The
     provisions of this section of the  Agreement,  including the  obligation to
     indemnify,   shall  survive  the  payments  of  the  Indebtedness  and  the
     termination,  expiration or satisfaction of this Agreement and shall not be
     affected by Lender's  acquisition of any interest in any of the Collateral,
     whether by foreclosure or otherwise.

     Litigation and Claims. No litigation, claim, investigation,  administrative
     proceeding or similar  action  (including  those for unpaid taxes)  against
     Borrower is pending or threatened,  and no other ever has occurred which my
     materially  adversely affect Borrower's  financial condition or properties,
     other than  litigation,  claims,  or other  events,  if any, that have been
     disclosed to and acknowledged by Lender in writing.

     Taxes. To the best of Borrower's  knowledge,  all of Borrower's tax returns
     and reports that are or were required to be filed, have been filed, and all
     taxes,  assessments and other governmental  charges have been paid in full,
     except those  presently  being or to be contested by Borrower in good faith
     in the ordinary  course of business and for which  adequate  reserves  have
     been provided.

     Lien Priority.  Unless otherwise previously disclosed to Lender in writing,
     Borrower  has not  entered  into or granted  any  Security  Agreements,  or
     permitted  the  filing  or  attachment  of  any  Security  Interests  on or
     affecting any of the Collateral  directly or indirectly  securing repayment
     of Borrower's Loan and Notes, that would be prior or that may in any way be
     superior  to  Lender's  Security  Interests  and  rights  in  and  to  such
     Collateral.

     Binding Effect.  This  Agreement,  the Notes,  all Security  Agreements (if
     any), and all Related  Documents are binding upon the signers  thereof,  as
     well as upon their successors, representatives and assigns, and are legally
     enforceable in accordance with their respective terms.

AFFIRMATIVE  COVENANTS.  Borrower covenants and agrees with Lender that, so long
as this Agreement remains in effect, Borrower will:

     Notices of Claims and Litigation.  Promptly inform Lender in writing of (1)
     all material adverse changes in Borrower's financial condition, and (2) all
     existing   and   all   threatened   litigation,   claims,   investigations,
     administrative  proceedings  or similar  actions  affecting  Borrower or an
     Guarantor which could materially affect the financial condition of Borrower
     or the financial condition of any Guarantor.

     Financial Records.  Maintain its books and records in accordance with GAAP,
     applied  on a  consistent  basis,  and permit  Lender to examine  and audit
     Borrowers' books and records at all reasonable times.

     Financial Statements. Furnish Lender with the following:

         Annual  Statements.  As soon as  available,  but in no event later than
         ninety (90) days after the end of each fiscal year,  Borrower's balance
         sheet and income statements for the year ended,  audited by a certified
         public accountant satisfactory to Lender.

         Tax Returns.  As soon as available after the applicable filing date for
         the tax reporting  period  ended,  Federal and other  governmental  tax
         returns, prepared by a tax professional satisfactory to Lender.

         Additional Requirements.

         INTERIM  STATEMENTS:  AS SOON AS AVAILABLE,  BUT IN NO EVENT LATER THAN
         30-DAYS  AFTER  THE END OF EACH  MONTH,  BORROWER'S  BALANCE  SHEET AND
         PROFIT AND LOSS STATEMENT FOR THE PERIOD ENDED,  PREPARED AND CERTIFIED
         AS CORRECT TO THE BEST  KNOWLEDGE  AND  BELIEF BY THE  COMPANY'S  CHIEF
         FINANCIAL  OFFICER  OR  OTHER  OFFICER  OR  OTHER  AUTHORIZED   COMPANY
         REPRESENTATIVE ACCEPTABLE TO THE LENDER.

         ANNUAL  STATEMENTS:  AS SOON AS  AVAILABLE,  BUT IN NO EVENT LATER THAN
         90-DAYS AFTER THE CLOSE OF EACH BORROWER'S FISCAL YEAR-END, A FINANCIAL
         REPORT ALL IN  REASONABLE  DETAIL AND STATING IN  COMPARATIVE  FORM THE
         FIGURES  AT THE  CLOSE OF AND FOR THE  PREVIOUS  FISCAL  YEAR  WITH THE
         UNQUALIFIED  OPINION  BY AN  INDEPENDENT  CERTIFIED  PUBLIC  ACCOUNTANT
         SATISFACTORY  TO THE LENDER AND IN ACCORDANCE  WITH GENERALLY  ACCEPTED
         ACCOUNTING  PRINCIPLES  (GAAP),  ALONG WITH ANNUAL  BUDGET/PROJECTIONS,
         EQUIPMENT LIST AND CAPITAL EXPENDITURES.

         COMPLIANCE  CERTIFICATION:  AS SOON AS AVAILABLE, BUT IN NO EVENT LATER
         THAN 90-DAYS AFTER THE END OF THE BORROWER'S FISCAL YEAR, A CERTIFICATE
         OF COMPLIANCE  SIGNED BY THE BORROWER'S  CHIEF  FINANCIAL  OFFICER,  OR
         OTHER DESIGNATED  OFFICER,  STATING THAT THE BORROWER HAS PERFORMED AND
         OBSERVED  EACH AND EVERY  COVENANT  CONTAINED IN THIS  DOCUMENT AND THE
         AGREEMENT  TO BE  PERFORMED BY IT AND THAT NO EVENT HAS OCCURRED AND NO
         CONDITION  THEN EXISTS WHICH  CONSTITUTES  AN EVENT  HEREUNDER OR WOULD
         CONSTITUTE  SUCH AN EVENT OF DEFAULT UPON THE LAPSE OF TIME OR UPON THE
         GIVING OF NOTICE  AND THE LAPSE OF TIME  SPECIFIED  HEREIN;  OR, IF ANY
         SUCH EVENT HAS OCCURRED OR SUCH CONDITION EXISTS, SPECIFYING THE NATURE
         THEREOF.

         EMPLOYMENT  INFORMATION:  BORROWER MAY BE REQUIRED TO PROVIDE  PERIODIC
         INFORMATION   ON  PROJECT   EMPLOYMENT   TO   DETERMINE   USDA  PROGRAM
         EFFECTIVENESS ALONG WITH INFORMATION TOTAL PAYROLL.

     All financial reports required to be provided under this Agreement shall be
     prepared  in  accordance  with GAAP,  applied on a  consistent  basis,  and
     certified by Borrower as being true and correct.

     Additional Information. Furnish such additional information and statements,
     as Lender may request from time to time.

     Insurance.  Maintain  fire  and  other  risk  insurance,  public  liability
     insurance,  and such other  insurance as Lender may require with respect to
     Borrower's properties and operations, in form, amounts,  coverages and with
     insurance companies acceptable to Lender. Borrower, upon request of Lender,
     will  deliver to Lender from time to time the policies or  certificates  of
     insurance  in form  satisfactory  to Lender,  including  stipulations  that
     coverages will not be cancelled or diminished  without at least thirty (30)
     days prior  written  notice to Lender.  Each  insurance  policy  also shall
     include an endorsement  providing that coverage in favor of Lender will not
     be impaired  in any way by any act,  omission or default of Borrower or any
     other person.  In  connection  with all policies  covering  assets in which
     Lender holds or is offered a security interest for the Loans, Borrower will
     provide  Lender with such  lender's loss payable or other  endorsements  as
     Lender may require.

<PAGE>

                             BUSINESS LOAN AGREEMENT
Loan No:  57748                   (Continued)                            Page 3

================================================================================

     Insurance Reports.  Furnish to Lender,  upon request of Lender,  reports on
     each  existing  insurance  policy  showing such  information  as Lender may
     reasonably  request,  including without  limitation the following:  (1) the
     name of the insurer;  (2) the risks insured;  (3) the amount of the policy;
     (4) the properties  insured;  (5) the then current  property  values on the
     basis of which  insurance has been obtained,  and the manner of determining
     those values; and (6) the expiration date of the policy. In addition,  upon
     request of Lender  (however not more often than  annually),  Borrower  will
     have  an  independent  appraiser  satisfactory  to  Lender  determine,   as
     applicable,  the actual cash value or replacement  cost of any  Collateral.
     the cost of such appraisal shall be paid by Borrower.

     Life Insurance. As soon as practical, obtain and maintain life insurance in
     form and with insurance companies acceptable to the Lender on the following
     individuals in the amounts  indicated below and, at Lender's option,  cause
     such  insurance  coverage  to be pledged,  made  payable to, or assigned to
     Lender on Lender's forms. Lender, at its discretion, may apply the proceeds
     of any insurance policy to the unpaid balances of any Loan:

                Names/Titles of Insureds                  Amounts
                ------------------------                  -------
                GENERAL MANAGER                         $500,000.00
                PLANT MANAGER                           $500,000.00

     Other  agreements.  Comply  with all  terms  and  conditions  of all  other
     agreements,  whether now or hereafter  existing,  between  Borrower and any
     other  party and notify  Lender  immediately  in writing of any  default in
     connection with any other such agreements.

     Loans  Proceeds.  Use all Loan  proceeds  solely  for  Borrower's  business
     operations,  unless  specifically  consented  to the  contrary by Lender in
     writing.

     Taxes,   Charges  and  Liens.  Pay  and  discharge  when  due  all  of  its
     indebtedness and obligations, including without limitation all assessments,
     taxes,  governmental  charges,  levies and liens, of every kind and nature,
     imposed upon Borrower or its properties,  income, or profits,  prior to the
     date on which  penalties  would  attach,  and all lawful  claims  that,  if
     unpaid,  might become a lien or charge upon any of  Borrower's  properties,
     income, or profits.

     Performance.  Perform  and  comply,  in a timely  manner,  with all  terms,
     conditions,  and  provisions  set forth in this  Agreement,  in the Related
     Documents, and in all other instruments and agreements between Borrower and
     Lender.  Borrower shall notify Lender immediately in writing of any default
     in connection with any agreement.

     Operations.  Maintain executive and management personnel with substantially
     the  same  qualifications  and  experience  as the  present  executive  and
     management  personnel;  provide  written  notice to Lender of any change in
     executive  and  managerial  personnel;  conduct its  business  affairs in a
     reasonable and prudent manner.

     Environmental  Studies.   Promptly  conduct  and  complete,  at  Borrower's
     expense, all such investigations, studies, samplings and testings as may be
     requested  by  Lender  or  any  governmental   authority  relative  to  any
     substance,  or any waste or by-product of any substance defined as toxic or
     a hazardous substance under applicable federal,  state, or local law, rule,
     regulation order or directive, at or affecting any property or any facility
     owned, leased or used by Borrower.

     Compliance   with   Governmental   Requirements.   Comply  with  all  laws,
     ordinances,   and  regulations,   now  or  hereafter  in  effect,   of  all
     governmental   authorities   applicable   to  the  conduct  of   Borrower's
     properties,  businesses and operations,  and to the use or occupancy of the
     Collateral,  including without limitation,  the Americans With Disabilities
     Act.  Borrower  may  contest  in good  faith  any such law,  ordinance,  or
     regulation  and  withhold  compliance  during  any  proceeding,   including
     appropriate  appeals,  so long as Borrower has  notified  Lender in writing
     prior to  doing  so an so long  as,  in  Lender's  sole  opinion,  Lender's
     interest in the Collateral are not jeopardized. Lender may require Borrower
     to post  adequate  security or a surety bond,  reasonably  satisfactory  to
     Lender, to protect Lender's interest.

     Inspection.  Permit employees or agents of Lender at any reasonable time to
     inspect any and all Collateral  for the Loan or Loans and Borrower's  other
     properties and to examine or audit Borrower's books,  accounts, and records
     and to make  copies  and  memoranda  of  Borrower's  books,  accounts,  and
     records.  If Borrower now or at any time  hereafter  maintains  any records
     (including  without  limitation  computer  generated  records and  computer
     software  programs for the generation of such records) in the possession of
     the third party,  Borrower,  upon request of the Lender,  shall notify such
     party to permit Lender free access to such records at all reasonable  times
     and to provide  Lender with copies of any  records it may  request,  all at
     Borrower's expense.

     Environmental Compliance and Reports. Borrower shall comply in all respects
     with any and all  Environmental  Laws;  not cause or permit to exist,  as a
     result of an intentional or unintentional  action or omission on Borrower's
     part or on the part of any third party,  on property owned and/or  occupied
     by  Borrower,  any  environmental  activity  where damage may result to the
     environment,  unless  such  environmental  activity  is  pursuant to and in
     compliance  with the  conditions  of a  permit  issued  by the  appropriate
     federal, state or local governmental  authorities;  shall furnish to Lender
     promptly and in any event within thirty (30) days after  receipt  thereof a
     copy of any notice,  summons,  lien, citation,  directive,  letter or other
     communication from any governmental  agency or  instrumentality  concerning
     any intentional or  unintentional  action or omission on Borrower's part in
     connection with any  environmental  activity whether or not there is damage
     to the environment and/or other natural resources.

     Additional Assurances.  Make, execute and deliver to Lender such promissory
     notes,  mortgages,  deeds  of  trust,  security  agreements,   assignments,
     financing statements, instruments, documents and other agreements as Lender
     or its  attorneys may  reasonably  request to evidence and secure the Loans
     and to perfect all Security Interests.

LENDER'S  EXPENDITURES.  If any action or  proceeding  is  commenced  that would
materially  affect  Lender's  interest in the Collateral or if Borrower fails to
comply with any provision of this Agreement or any Related Documents,  including
but not limited to  Borrower's  failure to discharge or pay when due any amounts
Borrower is required to  discharge  or pay under this  Agreement  or any Related
Documents,  Lender on Borrower's behalf may (but shall not be obligated to) take
any  action  that  Lender  deems  appropriate,  including  but  not  limited  to
discharging or paying all taxes,  liens,  security  interests,  encumbrances and
other  claims,  at any time  levied or placed on any  Collateral  and paying all
costs  for  insuring,  maintaining,  and  preserving  any  Collateral.  All such
expenditures  incurred  or paid by  Lender  for such  purposes  will  then  bear
interest at the rate  charged  under the Note from the date  incurred or paid by
Lender to the date of repayment by the Borrower. All such expenses will become a
part of the Indebtedness and, at Lender's option, will (A) be payable on demand;
(B) be added to the balance of the Note and be apportioned  among and be payable
with  any  installment  payments  to  become  due  either  (1)  the  term of any
applicable  insurance  policy;  or (2) the  remaining  term of the Note;  (C) be
treated  as a  balloon  payment  which  will be due and  payable  at the  Note's
maturity.

NEGATIVE  COVENANTS.  Borrower  covenants and agrees with Lender that while this
Agreement is in effect, Borrower shall not, without the prior written consent of
Lender:

     Indebtedness  and Liens.  (1) Except for trade debt  incurred in the normal
     course  of  business  and  indebtedness  to  Lender  contemplated  by  this
     Agreement,  create,  incur  or  assume  indebtedness  for  borrowed  money,
     including capital leases, (2) sell,  transfer,  mortgage,  assign,  pledge,
     lease,  grant a security  interest in, or encumber any of Borrower's assets
     (except as allowed as Permitted  Liens),  or (3) sell with  recourse any of
     Borrower's accounts, except to Lender.

     Continuity   of   Operations.   (1)  Engage  in  any  business   activities
     substantially different than those in which Borrower is presently engaged,

<PAGE>

                             BUSINESS LOAN AGREEMENT
Loan No:  57748                   (Continued)                            Page 4

================================================================================

     (2) cease operations,  liquidate,  merge, transfer,  acquire or consolidate
     with any other  entity,  change  its name,  dissolve  or  transfer  or sell
     Collateral  out of the  ordinary  course  of  business,  or  (3)  make  any
     distribution  with respect to any capital account,  whether by reduction of
     capital or otherwise.

     Loans, Acquisitions and Guaranties. (1) Loan, invest in or advance money or
     assets to any other person,  enterprise or entity, (2) purchase,  create or
     acquire any interest in any other  enterprise  or entity,  or (3) incur any
     obligation  as surety or  guarantor  other than in the  ordinary  course of
     business.

     Agreements.  Borrower  will not enter  into any  agreement  containing  any
     provisions  which  would be violated  or  breached  by the  performance  of
     Borrower's obligations under this Agreement or in connection herewith.

CESSATION OF  ADVANCES.  If Lender has made any  commitment  to make any Loan to
Borrower,  whether  under this  Agreement or under any other  agreement,  Lender
shall have no  obligation to make Loan Advances or to disburse Loan proceeds if:
(A) Borrower or any Guarantor is in default under the terms of this Agreement or
any of the  Related  Documents  or any  other  agreement  that  Borrower  or any
Guarantor  has  with  Lender;  (B)  Borrower  or  any  Guarantor  dies,  becomes
incompetent  or becomes  insolvent,  files a petition in  bankruptcy  or similar
proceedings,  or is adjudged a  bankrupt;  (C) there  occurs a material  adverse
change in Borrower's  financial  condition,  in the  financial  condition of any
Guarantor,  or in the value of any  Collateral  securing  any  Loan;  or (D) any
Guarantor seeks,  claims or otherwise  attempts to limit,  modify or revoke such
Guarantor's  guaranty  of the Loan or any  other  loan with the  Lender;  or (E)
Lender in good faith  deems  itself  insecure,  even  though no Event of Default
shall have occurred.

RIGHT OF SETOFF.  To the extent permitted by applicable law, Lender reserves the
right of  setoff in all  Borrower's  accounts  with  Lender  (whether  checking,
savings,  or some other  account).  This  includes all accounts  Borrower  holds
jointly  with  someone  else and all  accounts  Borrower may open in the future.
However, this does not include any IRA or Keough accounts, or any trust accounts
for which setoff would be prohibited by law. Borrower  authorizes Lender, to the
extent  permitted by  applicable  law, to charge or setoff all sums owing on the
indebtedness  against  any and all such  accounts,  and at Lender's  option,  to
administratively  freeze all such  accounts to allow Lender to protect  Lender's
charge and setoff rights provided in this paragraph.

DEFAULT.  Each of the following shall  constitute an Event of Default under this
Agreement:

     Payment  Default.  Borrower  fails to make any payment within ten (10) days
     when due under this Loan.

     Other  Defaults.  Borrower  materially  fails to comply with or perform any
     other term,  obligation,  covenant or condition contained in this Agreement
     or in any of the  Related  Documents  or to  comply  with or to  materially
     perform any term, obligation,  covenant or condition contained in any other
     agreement between Lender and Borrower.

     Default in Favor of Third Parties.  Borrower or any Grantor  defaults under
     any loan,  extension  of  credit,  security  agreement,  purchase  or sales
     agreement, or any other agreement, in favor of any other creditor or person
     that may materially affect any of Borrower's or any Guarantor's property or
     Borrower's or any  Guarantor's  ability to repay the Loans or perform their
     respective   obligations  under  this  Agreement  or  any  of  the  Related
     Documents.

     False  Statements.  Any  warranty,  representation  or  statement  made  or
     furnished  to  Lender  by  Borrower  or on  Borrower's  behalf  under  this
     Agreement or the Related  Documents is false or  misleading in any material
     respect,  either now or at the time made or furnished  or becomes  false or
     misleading at any time thereafter.

     Death or insolvency.  The  dissolution  of Borrower  (regardless of whether
     election to  continue  is made),  or any other  termination  of  Borrower's
     existence as a going business,  the insolvency of Borrower, the appointment
     of a receiver for any part of Borrower's  property,  any assignment for the
     benefit of creditors,  any type of creditor workout, or the commencement of
     any  proceeding  under any  bankruptcy  or  insolvency  laws by or  against
     Borrower.

     Defective Collateralization. This Agreement or any of the Related Documents
     ceases to be in full force and effect (including  failure of any collateral
     document to create a valid and perfected  security interest or lien) at any
     time and for any reason.

     Creditor  or  Forfeiture   Proceedings.   Commencement  of  foreclosure  or
     forfeiture   proceedings,   whether  by  judicial  proceeding,   self-help,
     repossession  or any other  method,  by any  creditor of Borrower or by any
     governmental agency against any collateral securing the Loan. This includes
     a garnishment of any Borrower's accounts,  including deposit accounts, with
     Lender.  However,  this Event of Default shall not apply if there is a good
     faith dispute by Borrower as to the validity or reasonableness of the claim
     which is the basis of the creditor or forfeiture proceeding and if Borrower
     gives Lender  written  notice of the creditor or forfeiture  proceeding and
     deposits with Lender monies or a surety bond for the creditor or forfeiture
     proceeding,  in an amount determined by Lender, in its sole discretion,  as
     being an adequate reserve or bond for the dispute.

     Events Affecting Guarantor. Any of the preceding events occurs with respect
     to any  Guarantor  of any of the  Indebtedness  or any  Guarantor  dies  or
     becomes  incompetent,  or revokes or disputes the validity of, or liability
     under, any Guaranty of the Indebtedness.  In the event of a death,  Lender,
     as its option,  may, but shall not be required to,  permit the  guarantor's
     estate to assume unconditionally the obligations arising under the guaranty
     in a manner  satisfactory  to Lender,  and,  in doing so, cure any Event of
     Default.

     Adverse Change.  A material  adverse change occurs in Borrower's  financial
     condition.

     Right to Cure.  If any default,  other than a default in  Indebtedness,  is
     curable and if Borrower or Grantor,  as the case may be, has not been given
     a notice of a similar default within the preceding  twelve (12) months,  it
     may be cured (and no Event of Default  will have  occurred)  if Borrower or
     Grantor,  as the case may be, after  receiving  written  notice from Lender
     demanding  cure of such default:  (1) cure the default  within fifteen (15)
     days; or (2) if the cure requires more than fifteen (15) days,  immediately
     initiates  steps which  Lender  deems in  Lender's  sole  discretion  to be
     sufficient  to cure the default and  thereafter  continue  and complete all
     reasonable and necessary steps sufficient to produce  compliance as soon as
     reasonably practical.

EFFECT OF AN EVENT OF DEFAULT. If any Event of Default shall occur, except where
otherwise provided in this Agreement or the Related  Documents,  all commitments
and  obligations of Lender under this Agreement or the Related  Documents or any
other agreement  immediately terminate (including any obligation to make further
Loan  Advances or  disbursements),  and, at Lender's  option,  all  Indebtedness
immediately  will  become due and  payable,  all  without  notice of any kind to
Borrower,  except that in the case of an Event of Default of the type  described
in the "Insolvency"  subsection above, such acceleration  shall be automatic and
not optional. In addition, Lender shall have all rights and remedies provided in
the Related  Documents or available by law, in equity,  or otherwise.  Except as
may be prohibited by applicable  law, all of Lender's  rights and remedies shall
be  cumulative  and may be exercised  singularly  or  concurrently.  Election by
Lender to pursue any remedy shall not exclude  pursuit of any other remedy,  and
an election to make  expenditures  or to take action to perform an obligation of
Borrower or of any Grantor shall not affect  Lender's right to declare a default
and to exercise its rights and remedies.

LIMITATION ON PURCHASE OR SALE OF EQUIPMENT AND FIXED ASSETS.  BORROWER WILL NOT
MAKE OR  INCUR  ANY  OBLIGATIONS  IN ANY  MANNER  OR FORM  FOR THE  PURCHASE  OR
ACQUISITION  OF FIXED ASSETS AND EQUIPMENT IN AN AGGREGATE  AMOUNT  GREATER THAN
$300,000  DURING  FISCAL  YEAR  12-31-2005  OTHER THAN NORMAL  ANNUAL  OPERATING
TRANSACTIONS REQUIRE PRIOR WRITTEN CONSENT OF THE


<PAGE>

                             BUSINESS LOAN AGREEMENT
Loan No:  57748                   (Continued)                            Page 5

================================================================================

LENDER.   THE  LIMITATION  WILL  INCREASE  BY  $100,000   INCREMENTS  EACH  YEAR
THEREAFTER, AS LONG AS ALL LOAN COVENANTS ARE BEING AND WILL BE MET. HOWEVER, IF
THE COMPANY FAILS TO PERFORM AT PROJECTED PROFIT LEVELS,  CAPITAL PURCHASES WILL
BE DEFERRED.

RATIO  REQUIREMENTS.  ALL RATIOS DETERMINED IN ACCORDANCE WITH GAAP AND MEASURED
AT BORROWER'S FISCAL YEAR END.

1.  TANGIBLE NET WORTH:  MAINTAIN A MINIMUM  TANGIBLE NET WORTH OF NOT LESS THEN
40% FOR THE LIFE OF THE LOAN, AS DETERMINED IN ACCORDANCE WITH GAAP.

2. TOTAL DEBT TO TANGIBLE NET WORTH  RATIO:  TOTAL DEBT NOT TO EXCEED 2.5 TO 1.0
TIMES TANGIBLE NET WORTH, AS IN ACCORDANCE WITH GAAP.

3. CURRENT  RATIO:  MAINTAIN A RATIO OF TOTAL  CURRENT  ASSETS  DIVIDED BY TOTAL
CURRENT  LIABILITIES IN EXCESS OF 1.5 TO 1, WHEN CURRENT MATURITIES OF LONG-TERM
DEBT ARE INCLUDED AS A CURRENT LIABILITY.

4. WORKING CAPITAL:  MAINTAIN AT ALL TIMES WORKING CAPITAL IN AN AMOUNT NOT LESS
THAN $2,500,000.

ENVIRONMENTAL ISSUES. BORROWER AGREES TO TAKE ALL NECESSARY MEASURES TO AVOID OR
REDUCE ADVERSE  ENVIRONMENTAL  IMPACTS FROM THE CONSTRUCTION OR OPERATION OF THE
PROJECT FINANCED WITH THIS LOAN.

DISTRIBUTION  TO OWNERS.  BORROWER  WILL NOT DECLARE OR PAY ANY DIVIDEND OR MAKE
ANY  DISTRIBUTION  UPON ITS  CAPITAL  STOCK,  OR  PURCHASE  OR RETURN ANY OF ITS
CAPITAL STOCK, WITHOUT PRIOR APPROVAL OF THE LENDER, EXCEPT DISTRIBUTIONS MAY BE
MADE TO STOCKHOLDERS IN AN AMOUNT EQUAL TO THE INCOME TAX LIABILITY  INCURRED BY
BORROWER'S  STOCKHOLDERS  BY REASON OF THE INCOME  EARNED BY  BORROWER  WHICH IS
TAXABLE TO SAID STOCKHOLDERS.

LIMITATION  ON  COMPENSATION  OF OFFICERS.  BORROWER WILL NOT DECLARE OR PAY ANY
INCREASE  IN SALARY,  WHETHER BY LOAN,  GIFT,  BONUS OR  OTHERWISE  DIRECTLY  OR
INDIRECTLY  TO ANY  OFFICER,  DIRECTOR,  OR EMPLOYEE OF BORROWER IF THE BUSINESS
FAILS TO PERFORM AT FAVORABLE PROJECTED LEVELS.

COLLATERAL.  THE USDA NOTE AND  STEARNS  NOTE  RANK AND WILL RANK PARI  PASSU IN
RIGHT OF PAYMENT AND WITH RESPECT TO RIGHT IN THE COLLATERAL.  THE USDA NOTE AND
STEARNS  NOTE  ARE  SECURED  BY A FIRST  REAL  ESTATE  DEED OF  TRUST  ON  LAND,
BUILDINGS,  IMPROVEMENTS  AND  APPURTENANCES  AND A SECOND LIEN ON MACHINERY AND
EQUIPMENT.

ADDITIONAL DEBT. BORROWER WILL NOT MAKE ANY ADDITIONAL LOANS, ASSUME LIABILITIES
OR OBLIGATIONS OF OTHERS, CONSOLIDATE, MERGE OR SELL THE BUSINESS WITH OUT PRIOR
CONCURRENCE OF THE LENDER AND USDA.

USDA-INDEBTEDNESS AND LIENS. EXCEPT FOR TRADE DEBT INCURRED IN THE NORMAL COURSE
OF BUSINESS AND INDEBTEDNESS TO LENDER  CONTEMPLATED BY THIS AGREEMENT,  CREATE,
INCUR OR ASSUME  ADDITIONAL  INDEBTEDNESS FOR BORROWED MONEY,  INCLUDING CAPITAL
LEASES,  IN EXCESS  OF THE  AGGREGATE  AMOUNT OF  $300,000  DURING  FISCAL  YEAR
12-31-05, OTHER THAN NORMAL ANNUAL OPERATING TRANSACTIONS, REQUIRE PRIOR WRITTEN
CONSENT OF THE LENDER. THE LIMITATION WILL INCREASE BY $100,000  INCREMENTS EACH
YEAR THEREAFTER, AS LONG AS ALL LOAN COVENANTS ARE BEING AND WILL BE MET.

MISCELLANEOUS  PROVISIONS.  The following  miscellaneous  provisions are part of
this Agreement:

     Amendments.   This   Agreement,   together  with  any  Related   documents,
     constitutes the entire understanding and agreement of the parties as to the
     matters set forth in this Agreement.  No alteration of or amendment to this
     Agreement  shall be  effective  unless  given in writing  and signed by the
     party or  parties  sought  to be  charged  or bound  by the  alteration  or
     amendment.

     Attorney's  Fees;  Expenses.  Borrower  agrees  to pay upon  demand  all of
     Lender's costs and expenses,  including Lender's reasonable attorney's fees
     and Lender's legal expenses, incurred in connection with the enforcement of
     this  Agreement.  Lender may hire or pay someone  else to help enforce this
     Agreement,   an  Borrower   shall  pay  the  costs  and  expenses  of  such
     enforcement. Costs and expenses include Lender's reasonable attorneys' fees
     and legal expenses whether or not there is a lawsuit,  including reasonable
     attorney's  fee and legal expenses for  bankruptcy  proceedings  (including
     efforts to modify or vacate any automatic stay or injunction), appeals, and
     any anticipated post-judgment collection services.  Borrower also shall pay
     any court costs and such additional fees as may be directed by the court.

     Caption  Headings.  Caption  headings in this Agreement are for convenience
     purposes only and are not to be used to interpret or define the  provisions
     of this Agreement.

     Consent to Loan  Participation.  Borrower  agrees and  consents to Lender's
     sale or  transfer,  whether  now or  later,  of one or  more  participation
     interests  in the  Loan  to one or  more  purchasers,  whether  related  or
     unrelated to Lender. Lender may provide, without any limitation whatsoever,
     to any one or more purchasers, or potential purchasers,  any information or
     knowledge Lender may have about Borrower or about any other matter relating
     to the Loan, and Borrower hereby waives any rights to privacy  Borrower may
     have with respect to such matters. Borrower additionally waives any and all
     notices of sale of participation  interests,  as well as all notices of any
     repurchase of such participation  interests.  Borrower also agrees that the
     purchasers of any such  participation  interests  will be considered as the
     absolute  owners of such interests in the Loan and will have all the rights
     granted under the participation  agreement or agreements governing the sale
     of such  participation  interests.  Borrower  further  waives all rights of
     offset  or  counterclaim  that it may have now or later  against  Lender or
     against any purchaser of such a participation  interest and unconditionally
     agrees  that  either  Lender  or  such  purchaser  may  enforce  Borrower's
     obligation under the Loan  irrespective of the failure or insolvency of any
     holder  of any  interest  in the Loan.  Borrower  further  agrees  that the
     purchaser of any such  participation  interests  may enforce its  interests
     irrespective  of any  personal  claims or defenses  that  Borrower may have
     against the Lender.

     Governing Law. This  Agreement will be governed by,  construed and enforced
     in accordance with federal law and the laws of the State of Minnesota. This
     Agreement has been accepted by Lender in the State of Minnesota.

     No Waiver by Lender.  Lender  shall not be deemed to have waived any rights
     under this  Agreement  unless such waiver is given in writing and signed by
     Lender.  No delay or omission on the part of Lender in exercising any right
     shall  operate  as a waiver of such right or any other  right.  A waiver by
     Lender of a provision of this Agreement shall not prejudice or constitute a
     waiver of Lender's right  otherwise to demand strict  compliance  with that
     provision  or any other  provision  of this  Agreement.  No prior waiver by
     Lender,  nor any course of dealing between Lender and Borrower,  or between
     Lender and any Grantor, shall constitute a waiver of any of Lender's rights
     or of any of  Borrower's  or any  Grantor's  obligations  as to any  future
     transactions.  Whenever  the  consent  of Lender  is  required  under  this
     Agreement, the granting of such consent by Lender in any instance shall not
     constitute continuing consent to subsequent instances where such consent is
     required  and in all cases such  consent  may be granted or withheld in the
     sole discretion of Lender.

     Notices.  Any notice  required  to be given under this  Agreement  shall be
     given in writing,  and shall be effective  when  actually  delivered,  when
     actually received by telefacsimile (unless otherwise required by law), when
     deposited with a nationally  recognized  overnight courier,  or, if mailed,
     when  deposited  in the United  States mail,  as first class,  certified or
     registered mail postage prepaid, directed to the addresses shown near the


<PAGE>

                             BUSINESS LOAN AGREEMENT
Loan No:  57748                   (Continued)                            Page 6

================================================================================

     beginning of this  Agreement.  Any party may change its address for notices
     under this  Agreement by giving formal written notice to the other parties,
     specifying that the purpose of the notice is to change the party's address.
     For notice  purposes,  Borrower agrees to keep Lender informed at all times
     of Borrower's  current address.  Unless  otherwise  provided or required by
     law, if there is more than one Borrower,  any notice given by Lender to any
     Borrower is deemed to be notice given to all Borrowers.

     Severability.  If a court of competent  jurisdiction finds any provision of
     this  Agreement  to  be  illegal,  invalid,  or  unenforceable  as  to  any
     circumstance,  that finding shall not make the offending provision illegal,
     invalid,  or unenforceable as to any other circumstance.  If feasible,  the
     offending  provision shall be considered modified so that it becomes legal,
     valid and enforceable. If the offending provision cannot be so modified, it
     shall be considered deleted from this Agreement.  Unless otherwise required
     by law, the illegality, invalidity, or unenforceability of any provision of
     this Agreement shall not affect the legality, validity or enforceability of
     any other provision of this Agreement.

     Subsidiaries  and Affiliates of Borrower.  To the extent the context of any
     provisions  of this  Agreement  makes  it  appropriate,  including  without
     limitation any representation, warranty or covenant, the word "Borrower" as
     used in this  Agreement  shall include all of Borrower's  subsidiaries  and
     affiliates.  Notwithstanding the foregoing however,  under no circumstances
     shall this  Agreement be  construed  to require  Lender to make any Loan or
     other  financial   accommodation  to  any  of  Borrower's  subsidiaries  or
     affiliates.

     Successors  and Assigns.  All covenants  and  agreements by or on behalf of
     Borrower  contained in this Agreement or any Related  Documents  shall bind
     Borrower's  successors and assigns and shall inure to the benefit of Lender
     and its successors and assigns. Borrower shall not, however, have the right
     to assign  Borrower's  rights under this Agreement or any interest therein,
     without the prior written consent of the Lender.

     Survival of Representations and Warranties. Borrower understands and agrees
     that  in  making  the  Loan,  Lender  is  relying  on all  representations,
     warranties,  and  covenants  made by Borrower in this  Agreement  or in any
     certificate or other instrument  delivered by Borrower to Lender under this
     Agreement or the Related Documents. Borrower further agrees that regardless
     of any investigation made by Lender, all such  representations,  warranties
     and covenants will survive the making of the Loan and delivery to Lender of
     the Related  Documents,  shall be continuing in nature, and shall remain in
     full force and effect until such time as Borrower's  indebtedness  shall be
     paid in full,  or until this  Agreement  shall be  terminated in the manner
     provided above, whichever is the last to occur.

     Time is of the Essence.  Time is of the essence in the  performance of this
     Agreement.

     Waive Jury.  All parties to this  Agreement  hereby  waive the right to any
     jury trial in any action,  proceeding, or counterclaim brought by any party
     against any other party.

DEFINITIONS.  The following capitalized words and terms shall have the following
meanings  when  used  in  this  Agreement.  Unless  specifically  stated  to the
contrary, all references to dollar amounts shall mean amounts in lawful money of
the United States of America. Words and terms used in the singular shall include
the  plural,  and the plural  shall  include  the  singular,  as the context may
require.  Words and terms not otherwise defined in this Agreement shall have the
meanings  attributed to such terms in the Uniform  Commercial  Code.  Accounting
words and terms not otherwise  defined in this Agreement shall have the meanings
assigned to them in accordance with generally accepted accounting  principles as
in effect on the date of this Agreement:

     Advance.  The word "Advance" means a disbursement of Loan funds made, or to
     be made,  to  Borrower  or on  Borrower's  behalf  on a line of  credit  or
     multiple advance basis under the terms and conditions of this Agreement.

     Agreement. The word "Agreement" means this Business Loan Agreement, as this
     Business  Loan  Agreement  may be  amended or  modified  from time to time,
     together  with all exhibits and  schedules  attached to this  Business Loan
     Agreement from time to time.

     Borrower.  The word  "Borrower"  means  HUSKER  AG,  LLC and  includes  all
     co-signers and co-makers signing the Notes.

     Collateral.  The word "Collateral" means all property and assets granted as
     collateral security for a Loan, whether real or personal property,  whether
     granted directly or indirectly,  whether granted now or in the future,  and
     whether granted in the form of a security  interest,  mortgage,  collateral
     mortgage, deed of trust, assignment, pledge, crop pledge, chattel mortgage,
     collateral chattel mortgage, chattel trust, factor's lien, equipment trust,
     conditional  sale,  trust receipt,  lien,  charge,  lien or title retention
     contract,  lease or consignment intended as a security device, or any other
     security or lien interest whatsoever,  whether created by law, contract, or
     otherwise.

     Environmental Laws. The words "Environmental Laws" means any and all state,
     federal and local  statutes,  regulations  and  ordinances  relating to the
     protection of human health or the environment, including without limitation
     the Comprehensive Environmental Response,  compensation,  and Liability Act
     of 1980,  as amended,  42 U.S.C.  Section  9601,  et seq.  ("CERCLA"),  the
     Superfund  Amendments and  Reauthorization  Act of 1986, Pub. L. No. 99-499
     ("SARA"),  the Hazardous Materials  Transportation  Act, 49 U.S.C.  Section
     1801,  et seq.,  the  Resource  Conservation  and  Recovery  Act, 42 U.S.C.
     Section 6901, et seq., or other applicable state or federal laws, rules, or
     regulations  adopted pursuant thereto or common law, and shall also include
     pollutants,   contaminants,   polychlorinated  biphenyls,   asbestos,  urea
     formaldehyde, petroleum and petroleum products, and agricultural chemicals.

     Event of Default.  The words  "Event of Default"  mean any of the events of
     default  set  forth  in  this  Agreement  in the  default  section  of this
     Agreement.

     GAAP. The word "GAAP" means generally accepted accounting principles.

     Grantor.  The word "Grantor"  means each and all of the persons or entities
     granting a Security  Interest  in any  Collateral  for the Loan,  including
     without limitation all Borrowers granting such a Security Interest.

     Guarantor.   The  word  "Guarantor"   means  any  guarantor,   surety,   or
     accommodation party of any or all of the Loan.

     Guaranty.  The word "Guaranty" means the guaranty from Guarantor to Lender,
     including without limitation a guaranty of all or part of the Notes.

     Hazardous  Substances.  The words  "Hazardous  Substances"  means materials
     that,  because of their quantity,  concentration  or physical,  chemical or
     infectious characteristics, may cause or pose a present or potential hazard
     to human health or the environment when improperly used,  treated,  stored,
     disposed of, generated, manufactured, transported or otherwise handled. The
     words  "Hazardous  Substances"  are used in their very  broadest  sense and
     include  without  limitation  any and all  hazardous  or toxic  substances,
     materials  or waste as defined by or listed under the  Environmental  Laws.
     The  term  "Hazardous   Substances"  also  includes,   without  limitation,
     petroleum and petroleum by-products or any fraction thereof and asbestos.

     Indebtedness.  The word "Indebtedness" means the indebtedness  evidenced by
     the Notes or  Related  Documents,  including  all  principal  and  interest
     together  with all other  indebtedness  and costs  and  expenses  for which
     Borrower is  responsible  under this  Agreement or under any of the Related
     Documents.

     Lender.  The word "Lender"  means STEARNS BANK  NATIONAL  ASSOCIATION,  its
     successors and assigns.

   Loan.  The word "Loan" means any and all loans and  financial  accommodations
   from  Lender to  Borrower  whether  now or  hereafter  existing,  and however
   evidence,   including   without   limitation   those   loans  and   financial
   accommodations  described  herein or  described  on any  exhibit or  schedule
   attached in this Agreement from time to time.

<PAGE>

                             BUSINESS LOAN AGREEMENT
Loan No:  57748                   (Continued)                            Page 7

================================================================================

     LOAN NOTE  GUARANTEE.  THE WORD  "LOAN NOT  GUARANTEE'  MEANS THE LOAN NOTE
     GUARANTEE   EXECUTED  BY  THE  UNITED  STATES  OF  AMERICA   DEPARTMENT  OF
     AGRICULTURE FOR THE BENEFIT OF THE LENDER WITH RESPECT TO THE USDA NOTE, AS
     THE SAME MAY BE AMENDED FROM TIME TO TIME.

     NOTES. THE WORD "NOTES" MEANS, COLLECTIVELY,  THE USDA NOTE AND THE STEARNS
     NOTE AND THE OTHER NOTE.

     OTHER NOTE.  THE WORD "OTHER  NOTE" MEANS THE NOTE BY HUSKER AG, LLC IN THE
     PRINCIPAL AMOUNT OF $1,505,900.00 DATED JANUARY 20, 2004. TOGETHER WITH ALL
     RENEWALS  OF,   EXTENSIONS   OF,   MODIFICATIONS   OF,   REFINANCINGS   OF,
     CONSOLIDATIONS OF, AND SUBSTITUTIONS FOR THE NOTE AND CREDIT AGREEMENT.

     STEARNS NOTE. THE WORD "STEARNS NOTE" MEANS THE NOTE EXECUTED BY HUSKER AG,
     LLC IN THE  PRINCIPAL  AMOUNT OF  $8,837,300.00  DATED  JANUARY  20,  2004,
     TOGETHER  WILL  ALL  RENEWALS  OF,   EXTENSIONS   OF,   MODIFICATIONS   OF,
     REFINANCINGS  OF,  CONSOLIDATIONS  OF, AND  SUBSTITUTIONS  FOR THE NOTE AND
     CREDIT AGREEMENT.

     USDA NOTE.  THE WORD "USDA NOTE" MEANS THE NOTE  EXECUTED BY HUSKER AG, LLC
     IN THE  PRINCIPAL  AMOUNT OF  $8,837,300.00  DATED  JANUARY 20,  2004,  AND
     ENHANCED  BY THE  LOAN  NOTE  GUARANTEE,  TOGETHER  WITH ALL  RENEWALS  OF,
     EXTENSIONS OF,  MODIFICATIONS OF,  REFINANCINGS OF,  CONSOLIDATIONS OF, AND
     SUBSTITUTIONS FOR THE NOTE AND CREDIT AGREEMENT.

     Permitted Lines.  The words  "Permitted  Liens" mean (1) liens and securing
     indebtedness owned by Borrower to Lender, (2) liens for taxes, assessments,
     or similar charges either not yet due or being contested in good faith; (3)
     liens of materialmen,  mechanics,  warehousemen, or carriers, or other like
     liens arising in the ordinary  course of business and securing  obligations
     which are not yet  delinquent;  (4) purchase  money liens or purchase money
     security  interests upon or in any property acquired or held by Borrower in
     the ordinary course of business to secure  indebtedness  outstanding on the
     date of this  Agreement or permitted to be incurred  under the paragraph of
     this  Agreement  titled  "Indebtedness  and Liens";  (5) liens and security
     interests  which, as of the date of this Agreement,  have been disclosed to
     and  approved  by the Lender in writing;  and (6) those liens and  security
     interests which in the aggregate constitute an immaterial and insignificant
     monetary amount with respect to the net value of Borrower's assets.

     Related Documents. The words "Related Documents" mean all promissory notes,
     credit agreements, loan agreements,  environmental agreements,  guaranties,
     security agreements,  mortgages, deeds of trust, security deeds, collateral
     mortgages, and all other instruments, agreements and documents, whether now
     or hereafter existing, executed in connection with the Loan.

     Security Agreement. The words "Security Agreement" mean and include without
     limitation   any    agreements,    promises,    covenants,    arrangements,
     understandings or other agreements,  whether created by law,  contract,  or
     otherwise,  evidencing,  governing,  representing,  or  creating a Security
     Interest.

     Security Interest.  The words "Security Interest" mean, without limitation,
     any and all types of collateral  security,  present and future,  whether in
     the form of a lien, charge, encumbrance,  mortgage, deed of trust, security
     deed, assignment, pledge, crop pledge, chattel mortgage, collateral chattel
     mortgage,  chattel trust, factor's lien, equipment trust, conditional sale,
     trust  receipt,  lien or title  retention  contract,  lease or  consignment
     intended  as a security  device,  or any other  security  or lien  interest
     whatsoever whether created by law, contract, or otherwise.

BORROWER  ACKNOWLEDGES  HAVING READ ALL THE  PROVISIONS  OF THIS  BUSINESS  LOAN
AGREEMENT AND BORROWER  AGREES TO ITS TERMS.  THIS  BUSINESS  LOAN  AGREEMENT IS
DATED JANUARY 20, 2004.

BORROWER:


HUSKER AG, LLC


By: /s/ Gary Kuester                     By: /s/ Jack G. Frahm
   ---------------------------------        ---------------------------------
    GARY KUESTER, Chairman of                JACK FRAHM, Secretary of
    HUSKER AG, LLC                           HUSKER AG, LLC


By: /s/ Scott Carpenter                  By: /s/ Cory Furstenau
   ---------------------------------        ---------------------------------
    SCOTT CARPENTER, Vice Chairman           CORY FURSTENAU, Treasuer of
    of HUSKER AG, LLC                        HUSKER AG, LLC


LENDER:

STEARNS BANK NATIONAL ASSOCIATION


By:
   ---------------------------------
   Authorized Signer