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U.S. SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549



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FORM 10-K/A

Amendment No. 2



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|x | ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES AND EXCHANGE ACT OF 1934.
|- | -----------------------------------------------------------------------------------------

For the fiscal year ended December 31, 2005.



| ̈ | TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.
|- | -----------------------------------------------------------------------------------

For the transition period from  to

Commission file number: 333-60580



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HUSKER AG, LLC

(Exact name of registrant as specified in its charter)



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|                                                               |  |                                  
|-------------------------------------------------------------- |  | ---------------------------------
|Nebraska                                                       |  | 47-0836953                       
|(State or other jurisdiction of incorporation or organization) |  | (IRS Employer Identification No.)

54048 Highway 20

Plainview, Nebraska 68769

(402) 582-4446

(Address and telephone number of Issuers principal executive offices)



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Securities registered under
Section 12(b) of the Exchange Act: None

Securities registered under Section 12(g) of the Exchange Act:

Membership Units ($1,000 per unit)

(Title of class)



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Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.    YES ̈NO  x

Indicate by check mark if the registrant is not
required to file reports pursuant to Section 13 or Section 15(d) of the Act.    YES ̈NO  x

Indicate by check mark whether the registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements
for the past 90 days.    Yes  x    No ̈

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

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer. See definition of accelerated filer
and large accelerated filer in Rule 12b-2 of the Exchange Act.    Large accelerated filer ̈Accelerated filer ̈Non-accelerated filer  x

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the
Act).    YES ̈NO  x

The aggregate market value of the membership units held by non-affiliates of the registrant as of December 31, 2005, was $26,637,521, based on the average price of
certain membership units sold through the registrants Trading System during the year. Membership units held by each executive officer and director of the registrant have been excluded in that such persons may be deemed to be affiliates of the
registrant. This determination of affiliate status is not necessarily a conclusive determination for other purposes.

As of March 29, 2006, the
Company had 15,318 membership units issued and outstanding.

DOCUMENTS INCORPORATED BY REFERENCE: None.



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EXPLANATORY NOTE

Husker Ag, LLC (the Company) is filing this Amendment No. 2 to the Form 10-K/A (Amendment No. 2) with the Securities and Exchange Commission to amend Part II, Item 9A of the
Companys Annual Report on Form 10-K for the fiscal year ended December 31, 2005. The Company filed its Form 10-K on March 31, 2006 (the Original Report) and filed Amendment No. 1 to the Form 10-K on
April 28, 2006 (Amendment No. 1). The sole purpose of this Amendment No. 2 is to revise the Companys disclosure under Part II, Item 9A. In connection with the filing of this Amendment No. 2, the
Company also is including as exhibits certain currently dated certifications of its Chief Executive Officer and Chief Financial Officer.

This Amendment No. 2 only reflects the changes discussed above, and does not amend, update, or change any other items or disclosures contained in the Original Report or Amendment No. 1. Accordingly, this Form 10-K/A should be read
in conjunction with the Companys filings made with the Securities and Exchange Commission subsequent to the filing of the Original Report, including any amendments to those filings.



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PART II

ITEM 9A. CONTROLS AND PROCEDURES

(a) Evaluation of Disclosure Controls and Procedures: An evaluation of the Companys
disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934 (the Exchange Act)) was carried out under the supervision and with the participation of our Principal Executive
Officer and Principal Financial Officer as of the end of the period covered by this report. The Companys disclosure controls and procedures are designed to provide reasonable assurance of achieving the desired control objectives. In connection
with the preparation of this Form 10-K, management considered the weaknesses discussed below and the remedial actions taken by the Company to address such weaknesses. After consideration of the aforementioned factors, the Companys Principal
Executive Officer and Principal Financial Officer concluded that our disclosure controls and procedures as currently in effect are not effective at the reasonable assurance level in ensuring that the information required to be disclosed by us in the
reports that we file or submit under the Exchange Act is (i) accumulated and communicated to Company management (including the Principal Executive Officer and Principal Financial Officer) in a timely manner, and (ii) recorded, processed,
summarized and reported within the time periods specified in the Securities and Exchange Commissions rules and forms.

The Principal Executive
Officer and Principal Financial Officer have identified material weaknesses in its controls over the financial reporting processes including the accurate reporting and disclosure of amounts and other disclosure items in our financial statements. In
addition, these officers have concluded that the Company has a material weakness in both its lack of segregation of duties for its accounting functions and in its failure to establish adequate monitoring controls to insure that information generated
for financial reporting purposes is complete and accurate. In light of the foregoing, management is in the process of developing additional procedures to help address these issues. The Company has taken the following remedial actions:
responsibilities for certain accounting functions have been delegated and/or reassigned among the Companys available personnel; review procedures have been implemented for certain accounting functions to allow for greater oversight and
cross-review; and the Company began the process of documenting formal accounting policies and internal controls.

We believe that the foregoing actions
have improved and will continue to improve our disclosure controls and procedures. Our management, with the oversight of our audit committee, will continue to identify and take steps to remedy any material weaknesses and enhance the overall design
and capability of our control environment.

(b) Changes in Internal Controls: During the Companys fourth fiscal quarter ended
December 31, 2005, there have not been any significant changes in the Companys internal control over financial reporting or in other factors that have materially affected, or are reasonably likely to materially affect, the Companys
internal control over financial reporting.



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SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto authorized.



|                   |  |                |  |                                            
|------------------ |  | -------------- |  | -------------------------------------------
|                   |  | HUSKER AG, LLC
|                   |  |               
|Date: May 2, 2006. |  | By:            |  | /s/ Fredrick J. Knievel                    
|                   |  |                |  | Fredrick J. Knievel, Chairman of the Board,
|                   |  |                |  | President and Director                     
|                   |  |                |  | (Principal Executive Officer)              
|                   |  |               
|Date: May 2, 2006. |  | By:            |  | /s/ Robert E. Brummels                     
|                   |  |                |  | Robert E. Brummels, Treasurer and Director 
|                   |  |                |  | (Principal Financial Officer)              



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EXHIBIT INDEX



|              |  |                                                                                       |  |                 
|------------- |  | ------------------------------------------------------------------------------------- |  | ----------------
|ExhibitNumber |  | Description                                                                           |  | Method of Filing
|31(i).1       |  | Certification of Principal Executive Officer required by Rule 13a-15(e) and 15d-15(e) |  | Filed herewith. 
|              |  |                                                                                      
|31(i).2       |  | Certification of Principal Financial Officer required by Rule 13a-15(e) and 15d-15(e) |  | Filed herewith.