Exhibit
10.19

    

    
       

      AMENDMENT

    

    
      TO
THE MASTER LOAN

      AGREEMENT


    

    
       

      THIS AMENDMENT is entered into
as of March 23, 2009, between CoBANK, ACB ("CoBank") and
SOUTH DAKOTA SOYBEAN
PROCESSORS, LLC, Volga, South Dakota (the
"Company").


    

    
       

      BACKGROUND


    

    
       

      CoBank
and the Company are parties to a Master Loan Agreement dated October 6, 2005
(such agreement, as previously amended, is hereinafter referred to as the
"MLA"). CoBank and the Company now desire to amend the MLA. For that reason, and
for valuable consideration (the receipt and sufficiency of which are hereby
acknowledged), CoBank and the Company agree as follows:


    

    
       

      1.          
 Section 9(H) of the MLA is hereby amended and restated to read as
follows:


    

    
       

      SECTION 9. Negative Covenants.
Unless otherwise agreed to in writing by CoBank, while this agreement is
hi effect the Company will not and will not permit its Subsidiaries
to:


    

    
       

      (H) Dividends, Etc. Declare or
pay any dividends, or make any distribution of assets to the stockholders, or
purchase, redeem, retire or otherwise acquire for value any of its capital
stock, or allocate or otherwise set apart any sum for any of the foregoing,
except that in any fiscal year of the Company, the Company may pay dividends in
an amount up to 50% of its consolidated net income for the prior fiscal year,
provided that no Event of Default or Potential Default shall have occurred and
be continuing or would result therefrom.


    

    
       

      2.        
  Except as set forth in this amendment, the MLA, including all
amendments thereto, shall continue in full force and effect as
written.


    

    
       

      IN WITNESS WHEREOF, the
parties have caused this amendment to be executed by their duly authorized
officers as of the date shown above.

    

    


    
      
        
          
            
              
                
                  
                    
                      
                        
                          	
                                  CoBANK,
      ACB

                                	 
      	SOUTH
      DAKOTA SOYBEAN
	 
      	 
      	 
      	PROCESSORS,
      LLC
	 
      	 
      	 
      	 
      	 
      
	
                                  By:

                                	 
      	 
      	
                                  By:

                                	
                                  /s/
      Rodney Christianson

                                
	 
      	 
      	 
      	 
      	 
      
	
                                  Title:

                                	 
      	 
      	
                                  Title:

                                	
                                  CEO

                                


                        

                      

                    

                  

                

              

            

          

        

      

    

    
      


      
        
          
          

        

        
          
          

          
            

          

        

        
          
          

        

      

    

    
      


    

    
      Exhibit
10.19

    

    
      


    

    
      REVOLVING
TERM LOAN SUPPLEMENT

    

    
       

      THIS SUPPLEMENT to the Master
Loan Agreement dated October 6, 2005 (the "MLA"), is entered into as of March
23, 2009 between CoBANK, ACB
("CoBank") and SOUTH
DAKOTA SOYBEAN
PROCESSORS, LLC, Volga, South Dakota (the "Company"), and amends and
restates the Supplement dated December 24, 2008 and numbered
REB051T05C.

    

    
       

      SECTION 1. The Revolving Term Loan
Commitment. On the terms and conditions set forth in the MLA and this
Supplement, CoBank agrees to make loans to the Company from the date hereof, up
to and including September 20, 2013, in an aggregate principal amount not to
exceed, at any one time outstanding, $11,900,000.00 less the amounts scheduled
to be repaid during the period set forth below in Section 5 (the "Commitment").
Within the limits of the Commitment, the Company may borrow, repay, and
reborrow.

    

    
       

      The
Company may, in its sole discretion, elect to permanently reduce the amount of
the Commitment by giving CoBank ten (10) days prior written notice. Said
election shall be made only if the Company is not in default at the time of the
election and will remain in compliance with all financial covenants after such
reduction. Any such reduction shall be treated as an early, voluntary reduction
of the Commitment amount and shall not delay or reduce the amount of any
scheduled Commitment reduction under Section 5 hereof (which reductions shall
continue in semi-annual increments of $1,300,000.00 on the dates determined in
accordance with Section 5), but rather shall result in an earlier expiration of
the Commitment and final maturity of the loans.

    

    
       

      SECTION 2. Purpose. The
purpose of the Commitment is to provide working capital to the Company and to
finance the construction of a soybean refinery.

    

    
       

      SECTION 3.   Term.
Intentionally Omitted.

    

    
       

      SECTION 4. Interest. The
Company agrees to pay interest on the unpaid balance of the loan(s) in
accordance with one or more of the following interest rate options, as selected
by the Company:

    

    
       

      (A) One-Month LIBOR Index Rate.
At a rate (rounded upward to the nearest 1/100th and adjusted for
reserves required on "Eurocurrency Liabilities" [as hereinafter defined] for
banks subject to "FRB Regulation D" [as hereinafter defined] or required by any
other federal law or regulation) per annum equal at all times to 2.90% above the
annual rate quoted by the British Bankers Association (the "BBA") at 11:00 a.m.
London time for the offering of one (l)-month U.S. dollars deposits, as
published by Bloomberg or another major information vender listed on BBA's
official website on the first "U.S. Banking Day" (as hereinafter defined) in
each week, with such rate to change weekly on such day. The rate shall be reset
automatically, without the necessity of notice being provided to the Company or
any other party, on the first "U.S. Banking Day" of each succeeding week, and
each change in the rate shall be applicable to all balances subject to this
option. Information about the then-current rate shall be made available upon
telephonic request. For purposes hereof: (1) "U.S. Banking Day" shall mean a day
on which CoBank is open for business and banks are open for business in New
York, New York; (2) "Eurocurrency Liabilities" shall have the meaning as set
forth in "FRB Regulation D"; and (3) "FRB Regulation D" shall mean Regulation D
as promulgated by the Board of Governors of the Federal Reserve System, 12 CFR
Part 204, as amended.

    

    
      


      
        
          
          

        

        
          
          

          
            

          

        

        
          
          

        

      

       

    

    
      Exhibit
10.19

    

    


    
      	
              Revolving
      Term Loan Supplement

            	
              -2-

            
	
              SOUTH
      DAKOTA SOYBEAN PROCESSORS, LLC

              Volga,
      South Dakota

            	 
      


    

    
       

      (B) Quoted Rate. At a fixed
rate per annum to be quoted by CoBank in its sole discretion in each instance.
Under this option, rates may be fixed on such balances and for such periods, as
may be agreeable to CoBank in its sole discretion in each instance, provided
that: (1) the minimum fixed period shall be 30 days; (2) amounts may be fixed in
increments of $100,000.00 or multiples thereof; and (3) the maximum number of
fixes in place at any one time shall be five.

    

    
       

      The
Company shall select the applicable rate option at the time it requests a loan
hereunder and may, subject to the limitations set forth above, elect to convert
balances bearing interest at the variable rate option to one of the fixed rate
options. Upon the expiration of any fixed rate period, interest shall
automatically accrue at the variable rate option provided for above unless the
amount fixed is repaid or fixed for an additional period in accordance with the
terms hereof. Notwithstanding the foregoing, rates may not be fixed in such a
manner as to cause the Company to have to break any fixed rate balance in order
to pay any installment of principal. All elections provided for herein shall be
made telephonically or in writing and must be received by 12:00 Noon Company's
local time. Interest shall be calculated on the actual number of days each loan
is outstanding on the basis of a year consisting of 360 days and shall be
payable monthly in arrears by the 20th day of the following month or on such
other day in such month as CoBank shall require in a written notice to the
Company.

    

    
       

      SECTION 5. Promissory Note.
The Company promises to repay on the date of each reduction in the
Commitment, the outstanding principal, if any, that is in excess of the
available balance. The available balance shall be decreased by $1,300,000.00 on
the 20th day of each September and March beginning September 20, 2009, and
continuing through and including March 20, 2013, followed by a final reduction
at the expiration of the Commitment on September 20, 2013, at which time any
outstanding balance shall be due and payable in full. If any installment due
date in not a day on which CoBank is open for business, then such payment shall
be made on the next day on which CoBank is open for business. In addition to the
above, the Company promises to pay interest on the unpaid principal balance
hereof at the times and in accordance with the provisions set forth in Section 4
hereof. This note replaces and supersedes, but does not constitute payment of
the indebtedness evidenced by, the promissory note set forth in the Supplement
being amended and restated hereby.

    

    
       

      SECTION 6. Security. The
Company's obligations hereunder and, to the extent related hereto, the MLA,
shall be secured as provided in the Security Section of the MLA, including
without limitation as a future advance under any existing mortgage or deed of
trust.

    

    
       

      SECTION 7. Commitment Fee. In
consideration of the Commitment, the Company agrees to pay to CoBank a
commitment fee on the average daily unused portion of the Commitment at the rate
of 0.50% per annum (calculated on a 360-day basis), payable monthly in arrears
by the 20th day following each month. Such fee shall be payable for each month
(or portion thereof) occurring during the original or any extended term of the
Commitment.

    

    
       

      
        
          
          

        

        
          
          

          
            

          

        

        
          
          

        

      

       

      Exhibit
10.19

    

    


    
      	
              Revolving
      Term Loan Supplement

            	
              -3

            
	
              SOUTH
      DAKOTA SOYBEAN PROCESSORS,

              LLC
      Volga, South Dakota

            	 
      


    

    
       

      SECTION
8.   Amendment Fee. In consideration of the amendment, the
Company agrees to pay to CoBank on the execution hereof a fee in the amount of
$5,000.00.

    

    
       

      IN
WITNESS WHEREOF, the parties have caused this Supplement to be executed by their
duly authorized officers as of the date shown above.

       

    

    
      
        
          
            
              
                
                  
                    	
                            CoBANK, ACB

                          	 
      	
                            SOUTH
      DAKOTA SOYBEAN

                          
	 
      	 	 
      	
                            PROCESSORS,
      LLC

                          
	 
      	 	 
      	 
      	 
      
	
                            By:

                          	 	 
      	
                            By:

                          	
                            /s/
      Rodney Christianson

                          
	 
      	 	 
      	 
      	 
      
	
                            Title:

                          	 	 
      	
                            Title:

                          	
                            CEO