**Exhibit10.6**

 

**FIRSTAMENDMENT TO CONSTRUCTION LOAN AGREEMENT**

 

This first Amendment to Construction Loan Agreement is dated as of the29th day of April 2003, and is by and between LSCP, L.P., an Iowa limitedpartnership (“BORROWER”) and FIRST NATIONAL BANK OF OMAHA (“BANK”), a nationalbanking association established at Omaha, Nebraska.

 

WHEREAS, the BANK and BORROWER executed a written Construction LoanAgreement dated as of July 25, 2002, which, together will all amendmentsthereto, is collectively called the “AGREEMENT”.

 

Now, Therefore, in consideration of the AGREEMENT, and their mutualpromises made herein, BANK and BORROWER agree as follows:

 

1.                                       Terms which aretyped herein as all capitalized words and are not defined herein shall havesame meanings as when described in the AGREEMENT.

 

2.                                       As of the datehereof, construction of the PROJECT has almost been accomplished, with theexception of emissions testing and certification of same by ICM, Inc in formreasonably acceptable to BANK, final retainage, balance of Fagen contract,other budgeted items and change orders, in the form attached hereto as Exhibit1 and are by this reference made a part hereof (jointly and severally, the“REMAINING ITEMS”).

 

3.                                       BORROWER agreesto diligently work to complete the REMAINING ITEMS, and requests BANK toadvance the sum of $1,449,960.28 of the CONSTRUCTION LOAN and to advance thesum of $1,500,000.00 of the REVOLVING LOAN to fund such work.  BANK agrees to advance such amount, and todeposit the same in an account at BANK for the benefit of BORROWER.  BANK will disburse funds from such accountto pay for the REMAINING ITEMS as described in the AGREEMENT.  On completion of the REMAINING ITEMS, theremaining funds in such account shall be paid to BORROWER.  If the described amount is insufficient, forany reason, to complete the REMAINING ITEMS, BORROWER shall pay such additionalcosts as are necessary to complete the REMAINING ITEMS no later thanJune 1, 2003.

 

4.                                       BORROWERcertifies by its execution hereof that the representations and warranties setforth in Section 5 of the AGREEMENT are true as of this date, and that noEVENT OF DEFAULT under the AGREEMENT, and no event which, with the giving ofnotice or passage of time or both, would become such an EVENT OF DEFAULT, has occurredas of this date.

 

5.                                       Except asamended hereby the parties ratify and confirm as binding upon them all of theterms of the AGREEMENT.

 

(signatures on next page)

 

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In witness whereof the parties set their hands as of the date firstwritten above.

 
| First National Bank of Omaha |   | LSCP, L.P. an Iowa Limited Partnership   |
|------------------------------|--------|------------------------------------------|
|                         |   | by Little Sioux Corn Processors, L.L.C., |
|                         |   | Its General Partner                      |

 

 
| By:    |  /s/ Brain D. Thome |   | By:                                 |  /s/ Daryl J. Haack |   |
|--------|--------------------------|--------|-------------------------------------|--------------------------|--------|
|   | Brain D. Thome           |   | Daryl J. Haack, President of Little |
|   | Second Vice President    |   | Sioux Corn Processors, L.L.C.       |

 

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EXHIBIT 1

 

REMAINING ITEMS

(Final Retainage, Balance ofFagen Contract, Change Orders)

 

Items listed below are budgeted on construction variance report:

 
| Fagen Construction Contract                            |   | $      | 2,805,256.20     |   |
|--------------------------------------------------------|--------|--------|------------------|--------|
| Working  Capital – Organizational Costs           |   | $      | 28,843.13        |   |
| Working  Capital – Start up Costs                 |   | $      | 19,296.66        |   |
| Financing  Costs – BBI Inspections                |   | $      | 9,472.96         |   |
| Inventory –  Spare Parts                          |   | $      | 80,083.16        |   |
| Land, Site  Development, Office Building               |   |   |             |
| Site  Preparation                                      |   | $      | 100,000.00       |   |
| Process  Water System                                  |   | $      | 118,577.93       |   |
| Grain acct  software, phone, office eqt                |   | $      | 62,035.91        |   |
| Fire Control  Sprinklers                               |   | $      | 1,292.00         |   |
| Maintenance  Tools                                     |   | $      | 34,248.83        |   |
| Working  Capital – Start up Inventory (Chemicals) |   | $      | 91,536.00        |   |
| Safety  Equipment                                      |   | $      | 8,235.47         |   |
| Construction  Contingency/Working Capital              |   | $      | 77,468.93        |   |
|                                                   |   |   |             |
| **TOTAL**                                              |   | **$**  | **3,436,347.18** |   |
|                                                   |   |   |             |
| Sources of  Funds Remaining:                           |   |   |             |
| Line of  Credit Funds Budgeted for Construction        |   | $      | 1,500,000.00     |   |
| Remaining  Balance of Construction Loan                |   | $      | 1,449,960.28     |   |
| New Jobs  Training njtp-nicc                           |   | $      | 86,386.90        |   |
| Sales Tax  Rebate njtp-nicc                            |   | $      | 400,000.00       |   |
|                                                   |   |   |             |
| **TOTAL**                                              |   | **$**  | **3,436,347.18** |   |

 

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