Exhibit
        10.9.1


**AMENDMENT
      NUMBER ONE TO**


**COAL
      SUPPLY AGREEMENT**





This
      Amendment Number One to COAL SUPPLY AGREEMENT, made and entered into this
      1 st day of
      October 2007, is by and between **Williams
      Bulk Transfer Inc.,** with
      offices in Williams, Iowa **("WBT")** ;
      and **Lincolnway
      Energy, LLC** ,
      with
      offices in Nevada, Iowa **("LWE")** .





WITNESSETH:





WHEREAS,
      WBT and LWE are parties to a Coal Supply Agreement dated July 14, 2005,
      and





WHEREAS,
      WBT and LWE desire to amend that Coal Supply Agreement,





THEREFORE,
      in consideration of the covenants hereinafter contained, it is mutually agreed
      by and between the parties that the Coal Supply Agreement shall be amended
      on
      the day first signed above as follows:





1)
            SECTION
                1. TERMshall be deleted in its entirety and replaced with the
                following:





This
      Agreement shall commence on the day first signed above and expire as of January
      1, 2013 ("Term").





2)
            SECTION
                2. QUANTITYshall be deleted in its entirety and replaced with the
                following:





LWE
      shall
      purchase one hundred percent (100%) of the Plant's coal via this Agreement.
      WBT
      shall provide to LWE up to 220,000 Tons of Coal per year at a per Ton price
      equal to the sum of the Coal Price and the Transportation Price for Coal (as
      defined in Sections 5 and 8) plus any subsequent price adjustments (defined
      in
      Sections 6 and 9) for the Term of this Agreement.





WBT
      shall
      make best efforts to maintain at all times a minimum of a twenty (20) day supply
      inventory of Coal at its terminal strictly for the benefit of LWE.





If
      LWE
      fails to purchase a minimum of 80,000 Tons of Coal from WBT in any calendar
      year
      ("Minimum Quantity Requirement"), LWE shall pay WBT (i) $16.00 per Ton of Coal
      (adjusted as provided in Section 6A) multiplied by the difference between the
      Minimum Quantity Requirement and the actual Tons of Coal purchased by LWE for
      the respective calendar year, less (ii) any amounts that WBT recovers by
      mitigating its damages.




*Portion
        omitted pursuant to request for confidential treatment filed separately with
        the
        Securities and Exchange Commission.




E-26




For
      purposes of this Agreement, "Ton" shall mean 2,000 pounds
      avoirdupois.





3)
            SECTION
                5. TRANSPORTATION PRICEshall be deleted in its entirety and replaced with the
                following:





"Transportation
                Price" shall consist of the following components: (i) the cost of
                transloading Coal at WBT; (ii) the cost of transporting Coal from
                the
                Source to WBT via BNSF Railway ("BNSF") and CN Railroad ("CN"); and
                (iii)
                the cost of transporting the Coal from WBT to the Plant in bottom-dump
                trailers via motor transportation. On March 1, 2007, LWE's Transportation
                Price for Coal was $* per Ton, subject to the Transportation Price
                Adjustments as set forth in Section 6
                below.





Effective
      January 2, 2008, $* per Ton shall be added to LWE's then current Transportation
      Price for Coal. On January 2, 2011, an additional $* per Ton shall be added
      to
      LWE's then current Transportation Price for Coal. In both cases the
      Transportation Price adjustments set forth in Section 6 shall then continue
      in
      full force and effect for the remainder of the Term of this
      Agreement.





4)
            SECTION
                6. TRANSPORTATION PRICE ADJUSTMENTSshall be deleted in its entirety and replaced with the
                following:





A.
            Beginning
                April 1, 2007 and each, July1, October 1, January 1 and April 1 thereafter
                the Transportation Rate shall be adjusted quarterly, upward or downward,
                by 100% of the quarterly percentage change in the All Inclusive Index
                -
                Less Fuel (AII-LF); provided, however, that in no case shall a
                Transportation Price adjusted below the initial Transportation Price
                stated herein. For each adjustment, the AII-LF for the current quarter
                will be divided by the AII-LF for the previous quarter. Initially
                the
                Transportation Price herein and subsequently the previous quarter's
                Transportation Price will be multiplied by the resulting factor to
                produce
                the adjusted transportation rates for the current quarter. Once the
                adjusted transportation rates have been calculated, any fraction
                less than
                one-half cent shall be dropped and any fraction equal to or greater
                than
                one-half cent shall be increased to the next whole cent. This adjustment
                shall also apply to short-fall amount of $16.00 stated in Section
                2 of
                this Agreement.


*Portion
          omitted pursuant to request for confidential treatment filed separately
          with the
          Securities and Exchange Commission.
  E-27


B.
            A
                Fuel Surcharge shall apply to the Transportation Price if the monthly
                average Retail On-Highway Diesel Fuel Price of the US is equal to
                or
                greater than $* per gallon. The governing index shall be the Energy
                Information Administration's average price in cents per gallon for
                Retail
                On-Highway Diesel Fuel for the US Diesel price, which information
                is
                available by calling the Energy Information Administration's Diesel
                Fuel
                Motor & Gasoline Hotline at (202) 568-6966 or the Administration's web
                page atwww.eia.doe.gov.





The
      Transportation Price shall be subject to adjustment once each month for fuel.
      The Fuel Surcharge for a given month will be determined based on the first
      of
      the prior month using the average weekly price of Retail On-Highway Diesel
      Fuel
      for the second month prior. The following table shall determine the Fuel
      Surcharge amount:




$*to$*
            
            
            *
            %$*to$*
            
            
            *
            %$*to$*
            
            
            *
            %$*to$*
            
            
            *
            %$*to$*
            
            
            *
            %$*to$*
            
            
            *
            %$*to$*
            
            
            *
            %$*to$*
            
            
            *
            %$*to$*
            
            
            *
            %$*to$*
            
            
            *
            %$*to$*
            
            
            *
            %$*to$*
            
            
            *
            %$*to$*
            
            
            *
            %$*to$*
            
            
            *
            %


*Portion
          omitted pursuant to request for confidential treatment filed separately
          with the
          Securities and Exchange Commission.
  E-28




$*to$*
            
            
            *
            %$*to$*
            
            
            *
            %$*to$*
            
            
            *
            %$*to$*
            
            
            *
            %$*to$*
            
            
            *
            %$*to$*
            
            
            *
            %$*to$*
            
            
            *
            %$*to$*
            
            
            *
            %$*to$*
            
            
            *
            %$*to$*
            
            
            *
            %$*to$*
            
            
            *
            %$*to$*
            
            
            *
            %$*to$*
            
            
            *
            %$*to$*
            
            
            *
            %$*to$*
            
            
            *
            %$*to$*
            
            
            *
            %$*to$*
            
            
            *
            %$*to$*
            
            
            *
            %$*to$*
            
            
            *
            %$*to$*
            
            
            *
            %


*Portion
          omitted pursuant to request for confidential treatment filed separately
          with the
          Securities and Exchange Commission.
  E-29


$*to$*
            
            
            *
            %$*to$*
            
            
            *
            %$*to$*
            
            
            *
            %$*to$*
            
            
            *
            %$*to$*
            
            
            *
            %$*to$*
            
            
            *
            %$*to$*
            
            
            *
            %$*to$*
            
            
            *
            %$*to$*
            
            
            *
            %$*to$*
            
            
            *
            %$*to$*
            
            
            *
            %





For
      each
      $* per gallon increase (or fraction thereof) thereafter an additional *% will
      be
      applied.





WBT
      will
      not impose a negative fuel surcharge (or refund) if the average price falls
      below $* per
      gallon.





The
      surcharge amount shall be rounded to the nearest one hundredth cent. For
      example, the average published price per gallon for the month of March, 2006
      was
      $2.478. Thus, the Fuel Surcharge amount for May, 2006 would have been *% and
      the
      Transportation Price would have been adjusted as follows:





$* +
      ( $* x *%) =
      $* or $*





This
      Fuel
      Surcharge is based on the percentage based coal fuel surcharge program used
      by
      BNSF Railway as of March 15, 2007, as seen in BNSF Rules Book 6100.


*Portion
          omitted pursuant to request for confidential treatment filed separately
          with the
          Securities and Exchange Commission.
  E-30


C.
            LWE
                and WBT acknowledge that WBT's performance under this Agreement depends
                on
                WBT subcontractors for coal supply, rail and trucking services. If,
                during
                the Term of this Agreement, the coal suppliers, rail carriers or
                trucking
                companies used by WBT adjust their base rates or ancillary charges
                (such
                as fuel surcharge tables), or WBT experiences an event beyond the
                reasonable control of WBT that changes WBT's costs of transportation
                and
                delivery pursuant to this Agreement, WBT will provide LWE thirty
                (30) days
                advance written notice of such changes, and within sixty (60) days
                of that
                written notice the Parties may either negotiate a mutually agreeable
                price
                adjustment under this Agreement or terminate this Agreement; provided,
                however, that it is the intent of the Parties that any and each such
                price
                adjustment will be handled on a direct out-of-pocket cost, pass through
                basis.





5)
            SECTION
                8. COAL PRICE(S)shall be amended by adding the following
                paragraph.





The
      "Coal
      Price(s)" per calendar year shall be as follows based on a heat content of
      8,750
      BTU's per pound and subject to the Coal Price Adjustments in Section 9:





2008
            
            $
            *2009
            
            $
            *2010
            
            $
            *2011
            
            $
            *2012
            
            $
            *





***Environmental
      Force Majeure*** *.* As of
      the effective date of this Agreement, the Coal is or can currently be utilized
      at LWE's Plant in material compliance with all air pollution control and
      environmental laws, regulations, and requirements, as the same are currently
      enacted and/or promulgated. If any new environmental law is enacted or new
      regulation is promulgated and becomes effective during the Term of this
      Agreement that was not known as of the effective date, or reasonably should
      have
      been known as of the effective date, and if such new law or regulation has
      a
      material adverse effect on LWE's ability to utilize the Coal sold under this
      Agreement, then LWE shall promptly notify WBT in writing of the new
      environmental law or regulation. LWE shall undertake commercially reasonable
      efforts to change its operating procedures or equipment, or to utilize the
      coal
      at other affiliated facilities, in order to continue utilizing the maximum
      quantity of Coal within the existing Coal quality specifications. After all
      such
      efforts have been made, if LWE's ability to utilize said Coal of this quality
      at
      its Plant is reduced, then the reduction shall be allocated pro-rata across
      all
      multi-year coal agreements entered into prior to this Agreement; provided,
      however, that the quantity of WBT's Coal supplied to LWE shall not be reduced
      when LWE is accepting coals of typical quality to LWE's plant under any Coal
      agreement entered into subsequent to this Agreement.


*Portion
          omitted pursuant to request for confidential treatment filed separately
          with the
          Securities and Exchange Commission.
  E-31
  If
        by
        using the typical quality Coal LWE cannot materially comply with the new
        environmental laws and/or regulations, then LWE shall promptly notify WBT
        in
        writing of the new required Coal quality specifications. WBT shall consider
        and
        evaluate what steps can be reasonably taken in the mining and/or preparation
        of
        the Coal from the existing (primary) sources to meet the new Coal quality
        specifications. In the event the WBT can meet the new Coal quality
        specifications, WBT shall determine the increased costs, if any, anticipated
        by
        the WBT to be associated with meeting the new quality specifications. Based
        upon
        WBT's evaluation the parties shall have the following sequential options:





1.
            If
                WBT's increased costs are less than or equal to 15% of the base price
                per
                ton, then LWE shall absorb said increased costs and shipments shall
                continue under the then current Agreement, as modified for the new
                Coal
                quality specifications, or





2.
            If
                WBT's increased costs are greater than 15% of the base price per
                ton, then
                LWE shall have the option to absorb said total increased costs and
                shipments shall continue under the then current Agreement, as modified
                for
                the new Coal quality specifications,
                or





3.
            If
                LWE does not agree to absorb increased costs greater than 15% of
                the base
                price per ton or WBT does not meet the new coal quality specifications,
                then WBT has the option to provide substitute Coal meeting the revised
                Coal quality specifications under said Agreement at the current equivalent
                delivered price plus 15% of the base price per ton; or if WBT does
                not
                exercise the option to provide substitute Coal as provided, then





4.
            WBT
                shall have the right to match the product selected by LWE to replace
                the
                remaining Coal requirements for the remainder of the Term hereof.





Changes
      in market conditions, commercial frustration, commercial impracticability or
      the
      occurrence of unforeseen events rendering performance of this Agreement
      uneconomical for LWE, shall not constitute a new environmental law or
      regulation.


*Portion
          omitted pursuant to request for confidential treatment filed separately
          with the
          Securities and Exchange Commission.
  E-32


6)
            SECTION
                9. COAL PRICE ADJUSTMENTSshall be deleted in its entirety and replaced with the
                following:





The
      Coal
      Prices are firm for the Term of this Agreement subject only to adjustments
      for
      changes in laws and regulations that are enacted and in force or that expire
      during the Term of this Agreement that change Source's cost of producing,
      selling, loading, or shipping Coal during the Term of this Agreement. Such
      adjustments to the Coal Prices because of changes in laws or regulations shall
      be added to or subtracted from the Coal Prices on a direct pass-through basis.
      The Coal Prices stated in Section 8 includes reimbursement to Source of all
      environmental, land restoration and regulatory costs, including without
      limitation, any reclamation costs required under applicable federal, state
      or
      local law in effect as of March 29, 2007.





The
      federal statute (30 U.S.C. Section 1232) that provides for collection of the
      Federal Reclamation Fee for Abandoned Mine Lands ("AML") mandates two reductions
      from the rate in effect on March 29, 2007. The reductions are scheduled to
      become effective on October 1, 2007 and October 1, 2012. Notwithstanding
      anything contained in this Agreement to the contrary, these scheduled reductions
      in the AML fee and any change in regulations to implement them will have no
      effect on the Coal Price. If the federal government makes additional changes
      in
      the AML fees during the term of this Agreement, beyond those now scheduled
      to
      take effect on October 1, 2007 and on October 1, 2012, those changes shall
      be
      passed through to the Coal Price in accordance with the prior provisions of
      this
      Section 9.





**Adjustment
      for Inflation** . **** The
      Coal
      Price per Ton set forth in Section 8 hereinabove shall be increased or decreased
      for each percentage point of change, or proportionately for fractional parts
      of
      a percentage point of change, to reflect changes in the following indices.
      The
      Coal Price will be adjusted per the indexes as weighted and detailed below.
      Changes shall become effective semi-annually as of January 1 and July 1 of
      each
      year, beginning January 1, 2008, and shall be based upon the preliminary indices
      for November of the prior year and May of the current year, respectively. The
      Gross Domestic Product-Implicit Price Deflator (GDP-IPD) shall be the
      preliminary indices for the third quarter of the prior year, and first quarter
      of the current year, respectively. The Prime Rate index shall be based on the
      Prime Rate on the 15 th day of
      December and June, respectively. The index base and base amounts shall be the
      following:


*Portion
          omitted pursuant to request for confidential treatment filed separately
          with the
          Securities and Exchange Commission.
  E-33


Index
                Weight
            
            Index
                BaseCPI
                (W) Urban Wage Earners and Clerical Workers-All Items
                cwur0000sa0*
            
            30%
            
            198.544
            
            Preliminary
                February 2007PPI
                Industrial Commodities - Less Fuel & Pwr**
            
            32%
            
            169.0
            
            Preliminary
                February 2007#2
                Diesel Fuel wpu057303 **
            
            8%
            
            193.5
            
            Preliminary
                February 2007GDP-IPD
                ***
            
            15%
            
            116.890
            
            Q4
                2006 PreliminaryPrime
                Rate ****
            
            15%
            
            8.25
            
            March
                29, 2007





*
      U.S.
      Department of Labor, Bureau of Labor Statistics, Not Seasonally Adjusted,
      1982-84 = 100% basis.


**U.S.
      Department of Labor, Bureau of Labor Statistics, Not Seasonally Adjusted, 1982
      =
      100% basis, preliminary basis.


***U.S.
      Department of Commerce, Bureau of Economic Analysis, Price Indexes for Gross
      Domestic Product - Implicit Price Deflator / Table 1.1.9 / Seasonally Adjusted,
      2000 = 100% basis, preliminary release.


***Prime
      Rate of interest as reported in the money rates section of the Wall Street
      Journal for the last business day of the quarter - as published on the
      subsequent business day.





The
      impact of the semi-annual escalations, on a net basis, as weighted in the table
      above shall not impact the Coal Price until they exceed the Embedded Escalation
      Deadband of three percent (3%) per year on a semi-annual basis as follows
      (detail provided in Exhibit B-1, which is attached hereto and incorporated
      by
      this reference).





**EMBEDDED
      INFLATION ESCALATION DEADBAND, 2008-2012**


Escalation
                  Date
              
              Quarterly
                  Increase
              
              Cumulative
                  IncreaseJUL
                  1, 2007
              
              $
              *
              
              $
              *JAN
                  1, 2008
              
              $
              *
              
              $
              *JUL
                  1, 2008
              
              $
              *
              
              $
              *JAN
                  1, 2009
              
              $
              *
              
              $
              *JUL
                  1, 2009
              
              $
              *
              
              $
              *JAN
                  1, 2010
              
              $
              *
              
              $
              *JUL
                  1, 2010
              
              $
              *
              
              $
              *JAN
                  1, 2011
              
              $
              *
              
              $
              *JUL
                  1, 2011
              
              $
              *
              
              $
              *JAN
                  1, 2012
              
              $
              *
              
              $
              *JUL
                  1, 2012
              
              $
              *
              
              $
              *


*Portion
          omitted pursuant to request for confidential treatment filed separately
          with the
          Securities and Exchange Commission.
  E-34




Notwithstanding
      anything contained herein to the contrary, in no event shall the Coal Price
      as
      adjusted pursuant to this Section 9 at any time be less than the Coal Price,
      by
      calendar year, as set forth in Section 8 above.





If
      the
      basis for any of the index numbers is changed, said index shall be adjusted
      to
      take into account such changed basis. In the event any designated index is
      discontinued or altered, becomes unavailable, or is no longer applicable, the
      Parties shall undertake to agree on a substitute index or a substitute method
      of
      cost adjustment which most closely matches the economic structure of the
      discontinued or altered index. If the Parties fail to reach agreement on the
      substitute index or method within ninety (90) calendar days, then the substitute
      index or substitute method of cost adjustment shall be submitted to arbitration
      and resolved. The values to perform the calculations set forth in this section
      shall be rounded to three decimal places.





A
      hypothetical Coal Price escalation for illustration purposes is attached hereto
      as Exhibit B-2.





**Adjustments
      for BTU and Sulfur Dioxide.** **** The
      Coal
      Price delivered during a calendar month shall also be adjusted for variations
      in
      calorific value and sulfur dioxide. Adjustments shall be added to or subtracted
      from, as the case may be, the Coal Price determined in accordance with Sections
      8 and 9 hereof. The adjustments shall be calculated as follows:





***Btu
      Adjustment Per Ton = ( P + $10.00 ) x (*** ***AR
      - BB*** ***)***


******     ******  ***BB***


Where:


***P*** =
        The **P** rice
        of
        coal per ton delivered during the month in Section 6,
 
 ***AR*** =
        The
        monthly weighted average " **A** s- **R** eceived"
        Btu's per pound of the respective coal delivered to Buyer; and,
 
 ***BB*** =  The **B** ase **B** tu's
        per
        pound of the respective coal delivered to Buyer during
        the month;**the
        BB value = [8,750]**


*Portion
          omitted pursuant to request for confidential treatment filed separately
          with the
          Securities and Exchange Commission.
  E-35


***SO*** **2** **Adjustment Per Ton= ((BSD-ARSD)* (Monthly SO** **2** **value/2000)) * 17.6**





Where:





**Monthly
      SO** **2** **value** = The
      simple arithmetic average of all S0 2 allowance prices published in ***Air
      Daily*** for the
      applicable month.





***ARSD
              =***
            The
                monthly weighted average "**A**s-**R**eceived**S**ulfur**D**ioxide"
                expressed in pounds per million BTU of the respective coal delivered
                to
                Buyer; and,





***BSD
              =***
            The**B**ase
                Sulfur Dioxide per pound of the respective coal expressed in pounds
                per
                million BTU during the month.**BSD
                = .55**





7)
            SECTION
                11. COAL QUALITYshall be deleted in its entirety and replaced with the
                following:





Exhibit
                A, which is incorporated herein by this reference, is attached hereto
                and
                identifies the Coal quality specifications for the Coal from the
                Source.





WBT
      and
      LWE agree that, except as specifically amended by this Amendment Number One,
      all
      of the other terms and provisions of the Agreement **** shall
      remain unchanged and in full force and effect.





IN
      WITNESS THEREOF, the parties intending to be legally bound have caused this
      Amendment Number One to be executed by an authorized
      representative.





**WILLIAMS
                BULK TRANSFER INC.**
            
            **LINCOLNWAY
                ENERGY, LLC**By:
            /s/
                Kevin P. Burke
            
            By:
            /s/
                Richard J. BrehmTitle:
            Vice
                President
            
            Title:
            President


*Portion
          omitted pursuant to request for confidential treatment filed separately
          with the
          Securities and Exchange Commission.
  E-36


**EXHIBIT
      A**


**October
      1, 2007**





**TYPICAL
      COAL QUALITY SPECIFICATIONS**


**North
      Antelope Rochelle Mine ("NARM")**





**Typical Monthly Weighted Average**,
              As-Received
                Basis, from NARMGross
                Calorific Value, Btu/lb
            
            8,740Moisture,
                %
            
            27.60Ash,
                %
            
            4.5Sulfur
                Dioxide, lb/MMBtu
            
            0.52Fines
                (< 1⁄4 inch)
            
            27%**Reject
                Quality**on
                a Trainload,
              as-received
                basis from NARMBtu/lb
            
            Less
                than 8,500 Btu/lbMoisture,
                %
            
            Greater
                than 32%Ash,
                %
            
            Greater
                than 6.5%Sulfur
                Dioxide, lb/MMBtu
            
            Greater
                than 1.2 lb/MMBtuFines
                (< 1⁄4 inch)
            
            35%


*Portion
          omitted pursuant to request for confidential treatment filed separately
          with the
          Securities and Exchange Commission.
  E-37