##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 
 FORM 10-K
 þ
    
    Annual report under Section 13 or 15(d) of the Securities Exchange Act of 1934.
 For the fiscal year ended September 30, 2009
 o
    
    Transition report under Section 13 or 15(d) of the Exchange Act.
 For the transition period from  to
 Commission file number 000-52429
 CENTRAL IOWA ENERGY, LLC
  Iowa
    
    71-0988301(State or other jurisdiction of 
incorporation or organization)
    
    (I.R.S. Employer Identification No.)3426 EAST 28THSTREET N.NEWTON, IOWA
(Address of principal executive offices)
    
    50208
(Zip Code)
 (641) 791-1010
  None
  26,672
 o Yes þ No
 o Yes þ No
  þ o
 o Yes o No
 þ
  Large accelerated filer o
    
    Accelerated filer o
    
    Non-accelerated filer o
(Do not check if a smaller reporting company)
    
    Smaller reporting company þ
 o þ




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##### 



Table of Contents
 PART I
    
    
    3ITEM 1. BUSINESS
    
    
    3ITEM 1A. RISK FACTORS
    
    
    27ITEM 2. PROPERTIES
    
    
    39ITEM 3. LEGAL PROCEEDINGS
    
    
    40ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
    
    
    40PART II
    
    
    40ITEM 5. MARKET FOR REGISTRANTS COMMON EQUITY, RELATED MEMBER MATTERS AND ISSUER PURCHASES OF
EQUITY SECURITIES
    
    
    40ITEM 6. SELECTED FINANCIAL DATA
    
    
    41ITEM 7 MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
    
    
    41ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
    
    
    54ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
    
    
    55ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
    
    
    69ITEM 9A(T). CONTROLS AND PROCEDURES
    
    
    69ITEM 9B. OTHER INFORMATION
    
    
    70PART III
    
    
    70ITEM 10. DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE
    
    
    70ITEM 11. EXECUTIVE COMPENSATION
    
    
    74ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED MEMBER
MATTERS
    
    
    75ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE
    
    
    76ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES
    
    
    78ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES
    
    
    78SIGNATURES
    
    
    79Exhibit 31.1Exhibit 31.2Exhibit 32.1Exhibit 32.2
   2




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AVAILABLE INFORMATION
 Form 10-Q
 
 PART I
 
 ITEM 1. BUSINESS
 Business Development
       3




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Proposed
Consolidation with REG
  Principal Products, Demand and Market
  Biodiesel
     4




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General Demand for Biodiesel
    
  Biodiesel Markets
   5




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Wholesale Market/Biodiesel Marketers.
 Retail Market.
 
    
    additional rail capacity;
 
    
    additional storage facilities for biodiesel;
 
    
    increases in truck fleets capable of transporting biodiesel within localized
markets;
 
    
    expansion in refining and blending facilities to handle biodiesel; and
 
    
    growth in service stations equipped to handle biodiesel fuels.
  International Markets.
 Government/Public Sector.
  6




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##### Table of Contents



The Effect of Cold Flow on Biodiesel Markets.
 Crude Glycerin
  Glycerin Demand and Markets
     7




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##### Table of Contents



Distribution of Principal Products
  
    
    Market analysis of biodiesel supply and demand;
 
    
    Market access to REGs developed biodiesel distribution channels;
 
    
    Analysis and audit of biodiesel customers, including for creditworthiness, and
bulk transportation providers;
 
    
    Marketing specialists and sales representatives to attain and establish sales
opportunities and relationships for our products;
 
    
    Arrangements for transportation, logistics, and scheduling of biodiesel
shipments;
 
    
    Arrangements for leased tankers for rail shipments, where advantageous;
 
    
    Oversight and reconciliation of shipments, invoicing and payments on a weekly
basis; and
 
    
    Invoicing and accounts receivable management for biodiesel shipments.
   Sources and Availability of Raw Materials
 Feedstock Cost and Supply
    8




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Soybean Oil
  Average U.S. Soybean Oil Prices for the Past 10 Years
 Marketing Year
    
    Price (cents)1998/99
    
    
    19.901999/00
    
    
    15.602000/01
    
    
    14.152001/02
    
    
    16.462002/03
    
    
    22.042003/04
    
    
    29.972004/05
    
    
    23.012005/06
    
    
    23.412006/07
    
    
    31.022007/08
    
    
    52.032008/09
    
    
    32.162009-10(1)
    
    
    35.5-38.5
    (1)
 Average U.S. Soybean Oil Prices for 2008-2009Marketing Year
 Month
    
    Price (cents)November
    
    
    31.55December
    
    
    29.30January
    
    
    32.16February
    
    
    28.93March
    
    
    28.23April
    
    
    32.76May
    
    
    36.06June
    
    
    35.66July
    
    
    31.08August
    
    
    33.69September
    
    
    30.96October
    
    
    33.15November(1)
    
    
    36.59(1) (1)
    
    Preliminary Price
 Data provided by USDA, Oil Crops Outlook Report, December 11, 2009
   Animal Fats and Other Alternative Feedstocks
   9




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Average Lard & Edible Tallow Prices for Past Ten Years
 Lard
    
    
    Edible TallowMarketing Year
    
    (cents)
    
    
    (cents)1998/99
    
    
    14.66
    
    
    
    15.141999/00
    
    
    13.64
    
    
    
    13.212000/01
    
    
    14.61
    
    
    
    13.432001/02
    
    
    13.55
    
    
    
    13.872002/03
    
    
    18.13
    
    
    
    17.802003/04
    
    
    26.13
    
    
    
    22.372004/05
    
    
    21.80
    
    
    
    18.482005/06
    
    
    21.74
    
    
    
    18.162006/07
    
    
    28.43
    
    
    
    27.322007/08
    
    
    40.85
    
    
    
    41.682008/09
    
    
    26.72
    
    
    
    25.472009/10(1)
    
    
    28.5-31.5
    (1)
    
    
    29.5-32.5
    (1)
 Average Lard & Edible Tallow Prices for 2008-2009
Marketing Year
 Lard
    
    
    Edible TallowMonth
    
    (cents)
    
    
    (cents)November
    
    
    26.40
    
    
    
    18.13December
    
    
    20.00
    
    
    
    17.50January
    
    
    25.36
    
    
    
    23.36February
    
    
    20.31
    
    
    
    21.40March
    
    
    19.49
    
    
    
    19.42April
    
    
    23.36
    
    
    
    23.77May
    
    
    29.00
    
    
    
    28.92June
    
    
    30.06
    
    
    
    30.14July
    
    
    27.63
    
    
    
    27.64August
    
    
    32.20
    
    
    
    34.14September
    
    
    29.73
    
    
    
    34.21October
    
    
    25.75
    
    
    
    27.63November(1)
    
    
    30.07
    (1)
    
    
    29.65
    (1)
 (1)
    
    Preliminary Price Data provided by USDA, Oil Crops Outlook Report, December 11, 2009
  Hedging
   10




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Feedstock Procurement.
  Pretreatment Costs
   Utilities, Energy & Infrastructure
 Electricity.
 Water
 Natural Gas
 Sewer.
  11




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Energy
Management.
 Patent, Trademarks and Licenses.
  Federal Biodiesel Supports
  Renewable Fuels Standard
    12




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Biodiesel Tax Credits
    13




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Biofuels Interagency Working Group
  Commodity Credit Corporation Bioenergy Program
  State Legislation
     14




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Effect of Government Incentives and Regulation
    Competition with Other Biodiesel Producers
     15




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16




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Commercial Biodiesel Production Plants (December 7, 2009)
 most
 Ann.ProductionCompany
    
    City
    
    State
    
    Capacity
    
    
    Feedstock
    
    Start date
    
    BQ9000Allied Renewable Energy, LLC
    
    Birmingham
    
    AL
    
    
    15,000,000
    
    
    Soy
    
    May-07Eagle Biodiesel, Inc.
    
    Bridgeport
    
    AL
    
    
    30,000,000
    
    
    Multi Feedstock
    
    Apr-07N.A.B. Energy Group, Inc.
    
    Florence
    
    ALDelta American Fuel, LLC
    
    Helena
    
    AR
    
    
    40,000,000
    
    
    Multi Feedstock
    
    Mar-09Amereco Biofuels Corp
    
    Arlington
    
    AZ
    
    
    15,000,000
    
    
    Multi Feedstock
    
    Sep-07Environmental Development Group
    
    Tucson
    
    AZ
    
    
    1,500,000
    
    
    Recycled Cooking Oil
    
    Aug-09Grecycle Arizona, LLC
    
    Tucson
    
    AZ
    
    
    2,500,000
    
    
    Yellow Grease
    
    May-09Performance Biofuels, LLC
    
    Chandler
    
    AZ
    
    
    1,500,000
    
    
    Recycled Cooking Oil
    
    Dec-08Baker Commodities
    
    Los Angeles
    
    CA
    
    
    10,000,000
    
    
    Multi Feedstock
    
    Dec-10Biodiesel Industries of Ventura, LLC
    
    Port Hueneme
    
    CA
    
    
    3,000,000
    
    
    Full Spectrum, including but not limited to yellow grease, jatropha & algae
    
    Aug-09Community Fuels
    
    Stockton
    
    CA
    
    
    10,000,000
    
    
    Multi Feedstock
    
    Jun-08Crimson Renewable Energy, LP
    
    Bakersfield
    
    CA
    
    
    30,000,000
    
    
    Multi Feedstock
    
    3Q 2009Eco Energy Biodiesel, Inc.
    
    Adelanto
    
    CA
    
    
    1,000,000
    
    
    Multi Feedstock
    
    3Q 2009Enviro Fuels Enterprises, LLC
    
    Fresno
    
    CA
    
    
    
    
    
    
    
    3Q 2009GeoGreen Biofuels, LLC
    
    Vernon
    
    CA
    
    
    3,000,000
    
    
    Recycled Cooking Oil
    
    Apr-09Imperial Western Products
    
    Coachella
    
    CA
    
    
    8,000,000
    
    
    Multi Feedstock
    
    Oct-01
    
    
    *Manning Beef, LLC
    
    Pico Rivera
    
    CA
    
    
    
    
    
    Tallow
    
    3Q 2009New Leaf Biofuel, LLC
    
    San Diego
    
    CA
    
    
    
    
    
    
    
    Dec-08Noil Energy Group
    
    Commerce
    
    CA
    
    
    5,000,000
    
    
    Multi Feedstock
    
    2Q 2009Promethean Biofuels Cooperative Corporation
    
    Temecula
    
    CARenewable Energy Products, LLC
    
    Santa Fe Springs
    
    CA
    
    
    10,000,000
    
    
    Multi Feedstock
    
    Jul-08Simple Fuels Biodiesel, Inc.
    
    Chilcoot
    
    CA
    
    
    
    
    
    
    
    3Q 2009Whole Energy Fuels
    
    Pacifica
    
    CA
    
    
    3,000,000
    
    
    Recycled Cooking Oil
    
    2Q 2009Wright Biofuels, Inc.
    
    San Jacinto
    
    CA
    
    
    5,500,000
    
    
    Multi Feedstock
    
    Sep-07
  17




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Ann.ProductionCompany
    
    City
    
    State
    
    Capacity
    
    
    Feedstock
    
    Start date
    
    BQ9000Yokayo Biofuels, Inc.
    
    Ukiah
    
    CA
    
    
    350,000
    
    
    Recycled Cooking Oil
    
    Apr-06Hawaiian Islands Bioenergy, Inc.
    
    Parker
    
    CO
    
    
    1,000,000
    
    
    Multi Feedstock
    
    May-09BioDiesel One Ltd.
    
    Southington
    
    CT
    
    
    4,000,000
    
    
    Recycled Cooking Oil
    
    Feb-09BioPur Inc.
    
    Bethlehem
    
    CT
    
    
    1,000,000
    
    
    Multi Feedstock
    
    Jul-06Clayton
    
    Clayton
    
    DE`
    
    
    11,000,000
    
    
    Multi-Feedstock
    
    Jan-10Agri-Source Fuels, Inc.
    
    Dade City
    
    FL
    
    
    10,000,000
    
    
    Multi Feedstock
    
    Oct-07New Eden Energy, LLC
    
    St. Cloud
    
    FL
    
    
    1,000,000
    
    
    Recycled Cooking Oil
    
    Dec-08Smart Fuels, LLC
    
    Fruitland Park
    
    FL
    
    
    
    
    
    
    
    3Q 2009Southern Biodiesel Corporation
    
    Miami
    
    FL
    
    
    
    
    
    
    
    4Q 2009Alterra Bioenergy of Middle Georgia, LLC
    
    Gordon
    
    GA
    
    
    15,000,000
    
    
    Multi Feedstock
    
    Aug-07Alterra Bioenergy of Plains Georgia, LLC
    
    Plains
    
    GA
    
    
    30,000,000
    
    
    Soy
    
    4Q 2008BullDog BioDiesel
    
    Ellenwood
    
    GA
    
    
    18,000,000
    
    
    Multi Feedstock
    
    Jan-08Down to Earth Energy, Inc.
    
    Monroe
    
    GA
    
    
    2,000,000
    
    
    Multi Feedstock
    
    Aug-09ECO Solutions, LLC
    
    Chatsworth
    
    GA
    
    
    25,000,000
    
    
    Multi Feedstock
    
    Aug-07Middle Georgia Biofuels
    
    East Dublin
    
    GA
    
    
    1,500,000
    
    
    Poultry Fat, Tallow
    
    Apr-06Peach State Labs
    
    Rome
    
    GA
    
    
    
    
    
    Soy
    
    Jan-05
    
    
    *Perfect Circle Renewable Energy, LLC
    
    Atlanta
    
    GA
    
    
    
    
    
    Recycled Cooking Oil
    
    Jul-09Seminole Biodiesel
    
    Bainbridge
    
    GA
    
    
    10,000,000
    
    
    Multi Feedstock
    
    Jan-08AGP
    
    Sergeant Bluff
    
    IA
    
    
    30,000,000
    
    
    Soy
    
    Aug-96
    
    
    *Cargill
    
    Iowa Falls
    
    IA
    
    
    37,500,000
    
    
    Soy
    
    Jun-06
    
    
    *Central Iowa Energy, LLC
    
    Newton
    
    IA
    
    
    30,000,000
    
    
    Multi Feedstock
    
    Apr-07
    
    
    *Energy Tec, LLC
    
    Maquoketa
    
    IA
    
    
    37,000
    
    
    
    
    Sep-08Iowa Renewable Energy, LLC
    
    Washington
    
    IA
    
    
    30,000,000
    
    
    Multi Feedstock
    
    Jul-07
    
    
    *Maple River Energy, LLC
    
    Galva
    
    IA
    
    
    5,000,000
    
    
    Soy
    
    May-09Nova Biosource Clinton County
    
    Clinton
    
    IA
    
    
    10,000,000
    
    
    Multi Feedstock
    
    Apr-06REG Ralston, LLC
    
    Ralston
    
    IA
    
    
    12,000,000
    
    
    Multi Feedstock
    
    2002
    
    
    *Riksch BioFuels, LLC
    
    Crawfordsville
    
    IA
    
    
    10,000,000
    
    
    Multi Feedstock
    
    Dec-06Sioux Biochemical, Inc.
    
    Sioux Center
    
    IA
    
    
    2,000,000
    
    
    Corn, Soy
    
    Dec-06Western Dubuque Biodiesel
    
    Farley
    
    IA
    
    
    30,000,000
    
    
    Crude or Refined Vegetable Oils
    
    Aug-07
    
    
    *
  18




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Ann.ProductionCompany
    
    City
    
    State
    
    Capacity
    
    
    Feedstock
    
    Start date
    
    BQ9000Western Iowa Energy, LLC
    
    Wall Lake
    
    IA
    
    
    30,000,000
    
    
    Multi Feedstock
    
    Jun-06
    
    
    *BiofuelBox Corporation
    
    American Falls
    
    ID
    
    
    1,000,000
    
    
    Waste Vegetable Oil, Brown Grease
    
    Feb-09Blue Sky Biodiesel, LLC
    
    New Plymouth
    
    ID
    
    
    10,000,000
    
    
    Soy
    
    Jul-06Pleasant Valley Biofuels, LLC
    
    American Falls
    
    ID
    
    
    1,500,000
    
    
    Recycled Cooking Oil, Tallow
    
    Aug-08BioVantage Fuels, LLC
    
    Belvidere
    
    IL
    
    
    5,000,000
    
    
    Multi Feedstock
    
    3Q 2009Blackhawk Biofuels, LLC
    
    Danville
    
    IL
    
    
    45,000,000
    
    
    Multi Feedstock
    
    Nov-08
    
    
    *Incobrasa Industries, Ltd.
    
    Gilman
    
    IL
    
    
    31,000,000
    
    
    Soy
    
    Jan-07Midwest Biodiesel Products, Inc.
    
    South Roxanna
    
    IL
    
    
    30,000,000
    
    
    Multi Feedstock
    
    May-07Nova Biosource Seneca
    
    Seneca
    
    IL
    
    
    60,000,000
    
    
    Multi Feedstock
    
    Apr-08
    
    
    *Stepan Company
    
    Millsdale
    
    IL
    
    
    22,000,000
    
    
    Multi Feedstock
    
    Jan-01
    
    
    *Alternative Fuel Solutions, LLC
    
    Huntington
    
    IN
    
    
    
    
    
    
    
    3Q 2009e-biofuels, LLC
    
    Middletown
    
    IN
    
    
    15,000,000
    
    
    Multi Feedstock
    
    Jun-07Integrity Biofuels
    
    Morristown
    
    IN
    
    
    10,000,000
    
    
    Soy
    
    Aug-06Kingsbury Energy Group, LLC
    
    La Porte
    
    IN
    
    
    
    
    
    Soy
    
    Dec-08Louis Dreyfus Agricultural Industries, LLC
    
    Claypool
    
    IN
    
    
    80,000,000
    
    
    Soy
    
    Jan-08
    
    
    *Healy Biodiesel, Inc.
    
    Sedgwick
    
    KS
    
    
    1,000,000
    
    
    Recycled Cooking Oil
    
    Jun-07REG Emporia, LLC
    
    Emporia
    
    KS
    
    
    60,000,000
    
    
    Multi Feedstock
    
    2Q 2010Griffin Industries
    
    Butler
    
    KY
    
    
    1,750,000
    
    
    Multi Feedstock
    
    Dec-98
    
    
    *Owensboro Grain
    
    Owensboro
    
    KY
    
    
    50,000,000
    
    
    Soy
    
    Jan-08REG New Orleans, LLC
    
    New Orleans
    
    LA
    
    
    60,000,000
    
    
    Multi Feedstock
    
    2Q 2010Baker Commodities
    
    Billerica
    
    MA
    
    
    15,000,000
    
    
    Multi Feedstock
    
    Dec-10Baystate Biofuels, LLC
    
    North Andover
    
    MA
    
    
    10,000,000
    
    
    Multi Feedstock
    
    3Q 2009Biofuels of New England, LLC
    
    Newburyport
    
    MA
    
    
    300,000
    
    
    Recycled Cooking Oil
    
    Nov-08MBP Bioenergy, LLC
    
    Attleboro
    
    MA
    
    
    500,000
    
    
    Recycled Cooking Oil
    
    Nov-06Eagle Creek Fuel Services, LLC
    
    Baltimore
    
    MD
    
    
    
    
    
    Recycled Cooking Oil, Multi Feedstock
    
    Aug-08Greenlight Biofuels, LLC
    
    Princess Anne
    
    MD
    
    
    4,000,000
    
    
    Multi Feedstock
    
    Oct-07Michigan Biodiesel, LLC
    
    Bangor
    
    MI
    
    
    10,000,000
    
    
    Multi Feedstock
    
    Jan-07TPA Inc.
    
    Warren
    
    MI
    
    
    20,000,000
    
    
    Multi Feedstock
    
    Jul-08
  19




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##### Table of Contents



Ann.ProductionCompany
    
    City
    
    State
    
    Capacity
    
    
    Feedstock
    
    Start date
    
    BQ9000Ever Cat Fuels, LLC
    
    Isanti
    
    MN
    
    
    3,000,000
    
    
    Multi Feedstock
    
    Aug-09FUMPA BioFuels
    
    Redwood Falls
    
    MN
    
    
    3,000,000
    
    
    Multi Feedstock
    
    Dec-04Minnesota Soybean Processors
    
    Brewster
    
    MN
    
    
    30,000,000
    
    
    Soy
    
    Aug-05
    
    
    *AGP
    
    St. Joseph
    
    MO
    
    
    29,900,000
    
    
    Soy
    
    Sep-07
    
    
    *American Energy Producers, Inc.
    
    Carrollton
    
    MO
    
    
    50,000,000
    
    
    Soy
    
    4Q 2009Global Fuels, LLC
    
    Dexter
    
    MO
    
    
    3,000,000
    
    
    Multi Feedstock
    
    Apr-07Mid America Biofuels, LLC
    
    Mexico
    
    MO
    
    
    30,000,000
    
    
    Soy
    
    Dec-06
    
    
    *Paseo Cargill Energy, LLC
    
    Kansas City
    
    MO
    
    
    37,500,000
    
    
    Soy, Animal Fats
    
    Apr-08
    
    
    *Prairie Pride
    
    Deerfield
    
    MO
    
    
    30,000,000
    
    
    Soy
    
    Dec-07
    
    
    *Producers Choice Soy Energy LLC
    
    Moberly
    
    MO
    
    
    5,000,000
    
    
    Soy
    
    Jun-09Terra Bioenergy, LLC
    
    St. Joseph
    
    MO
    
    
    30,000,000
    
    
    Multi Feedstock
    
    4Q 2009Delta Biofuels, Inc.
    
    Natchez
    
    MS
    
    
    80,000,000
    
    
    Multi Feedstock
    
    May-07
    
    
    *GreenLight Biofuels, LLC
    
    Meridian
    
    MS
    
    
    
    
    
    
    
    Mar-09Scott Petroleum Corporation
    
    Greenville
    
    MS
    
    
    20,000,000
    
    
    Multi Feedstock
    
    Oct-07
    
    
    *Earl Fisher Bio Fuels
    
    Chester
    
    MT
    
    
    250,000
    
    
    Canola, Camelina, Safflower, Sunflower
    
    Apr-08Blue Ridge Biofuels
    
    Asheville
    
    NC
    
    
    1,000,000
    
    
    Multi Feedstock
    
    May-06Evans Environmental Energies, Inc.
    
    Wilson
    
    NC
    
    
    3,000,000
    
    
    
    
    May-07Foothills Bio-Energies, LLC
    
    Lenoir
    
    NC
    
    
    5,000,000
    
    
    Multi Feedstock
    
    Sep-06Leland Organic Corporation
    
    Leland
    
    NC
    
    
    30,000,000
    
    
    Multi Feedstock
    
    Sep-08Patriot Biodiesel, LLC
    
    Greensboro
    
    NC
    
    
    1,500,000
    
    
    Multi Feedstock
    
    Dec-08Piedmont Biofuels
    
    Pittsboro
    
    NC
    
    
    4,000,000
    
    
    Multi Feedstock
    
    Nov-06
    
    
    *Triangle Biofuels Industries, Inc.
    
    Wilson
    
    NC
    
    
    3,000,000
    
    
    Multi Feedstock
    
    Jan-08ADM
    
    Velva
    
    ND
    
    
    85,000,000
    
    
    Canola
    
    Aug-07
    
    
    *Atlantic Biodiesel
    
    Salem
    
    NH
    
    
    3,000,000
    
    
    
    
    3Q 2009White Mountain Biodiesel, LLC
    
    North Haverhill
    
    NH
    
    
    
    
    
    
    
    3Q 2009Fuel Bio One, LLC
    
    Elizabeth
    
    NJ
    
    
    50,000,000
    
    
    Multi Feedstock
    
    Mar-07Innovation Fuels
    
    Newark
    
    NJ
    
    
    40,000,000
    
    
    Multi Feedstock
    
    Jul-04
    
    
    *ARFuels, LLC
    
    Clovis
    
    NM
    
    
    30,000,000
    
    
    Multi Feedstock
    
    3Q 2010
  20




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##### Table of Contents



Ann.ProductionCompany
    
    City
    
    State
    
    Capacity
    
    
    Feedstock
    
    Start date
    
    BQ9000Rio Valley Biofuels, LLC
    
    Anthony
    
    NM
    
    
    750,000
    
    
    Multi Feedstock
    
    Jul-06Bently Biofuels
    
    Minden
    
    NV
    
    
    1,000,000
    
    
    Multi Feedstock
    
    Nov-05Biodiesel of Las Vegas
    
    Las Vegas
    
    NV
    
    
    100,000,000
    
    
    Multi Feedstock
    
    4Q 2009Metro Fuel Oil Corp.
    
    Brooklyn
    
    NY
    
    
    
    
    
    
    
    2009Northern Biodiesel, Inc.
    
    Ontario
    
    NY
    
    
    20,000,000
    
    
    
    
    Jun-08TMT Biofuels, LLC
    
    Port Leyden
    
    NY
    
    
    250,000
    
    
    Recycled Cooking Oil
    
    Sep-08Agrifuels, LLC
    
    Bremen
    
    OH
    
    
    1,000,000
    
    
    Multi Feedstock
    
    Mar-07Ambiol Flex Fuels, LLC
    
    East Toledo
    
    OH
    
    
    2,000,000
    
    
    Soy
    
    Feb-08American Ag Fuels, LLC
    
    Defiance
    
    OH
    
    
    7,000,000
    
    
    Multi Feedstock
    
    Jul-05Arlington Energy, LLC
    
    Mansfield
    
    OH
    
    
    4,000,000
    
    
    Multi Feedstock
    
    Jul-08Center Alternative Energy Company
    
    Cleveland
    
    OH
    
    
    5,000,000
    
    
    Soy, Choice White Grease, yellow grease, tallow
    
    May-07Jatrodiesel Inc.
    
    Miamisburg
    
    OH
    
    
    5,000,000
    
    
    Multi Feedstock
    
    Jun-07Peter Cremer NA
    
    Cincinnati
    
    OH
    
    
    30,000,000
    
    
    Soy
    
    Oct-02
    
    
    *PK Biodiesel
    
    Woodstock
    
    OH
    
    
    5,000,000
    
    
    Multi Feedstock
    
    Aug-08Twin Rivers Technologies Natural Ingredients, LLC
    
    Cincinnati
    
    OH
    
    
    60,000,000
    
    
    Multiple Feedstocks
    
    Dec-06
    
    
    *High Plains Bioenergy
    
    Guymon
    
    OK
    
    
    30,000,000
    
    
    Multi Feedstock
    
    Mar-08
    
    
    *South East Oklahoma Biodiesel
    
    Valliant
    
    OK
    
    
    5,000,000
    
    
    Multi Feedstock
    
    Nov-08Tulsa Biofuels, LLC
    
    Tulsa
    
    OK
    
    
    
    
    
    
    
    Nov-07Beaver Biodiesel, LLC
    
    Albany
    
    OR
    
    
    1,200,000
    
    
    Multi Feedstock
    
    Feb-09Green Fuels of Oregon, Inc.
    
    Klamath Falls
    
    OR
    
    
    1,000,000
    
    
    Canola, Waste Vegetable Oil
    
    Mar-07Biodiesel of Pennsylvania, Inc.
    
    White Deer
    
    PA
    
    
    1,500,000
    
    
    Multi Feedstock
    
    Mar-07Eagle Bio Diesel
    
    Kane
    
    PA
    
    
    
    
    
    
    
    2Q 2009Keystone BioFuels, Inc.
    
    Shiremanstown
    
    PA
    
    
    
    
    
    Multi Feedstock
    
    Mar-06Lake Erie Biofuels
    
    Erie
    
    PA
    
    
    45,000,000
    
    
    Soy
    
    Sep-07
    
    
    *Middletown Biofuels, LLC
    
    Middletown
    
    PA
    
    
    4,000,000
    
    
    Soy
    
    Jun-07Mother Earth Energy, Inc.
    
    Chester
    
    PA
    
    
    3,500,000
    
    
    Recycled Cooking Oil, Vegetable Oils
    
    3Q 2009Pennsylvania Biodiesel, Inc.
    
    Monaca
    
    PA
    
    
    25,000,000
    
    
    Multi Feedstocks
    
    Jul-09Soy Energy, Inc.
    
    New Oxford
    
    PA
    
    
    1,500,000
    
    
    Soy
    
    Feb-07
  21




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##### Table of Contents



Ann.ProductionCompany
    
    City
    
    State
    
    Capacity
    
    
    Feedstock
    
    Start date
    
    BQ9000United Biofuels, Inc.
    
    York
    
    PA
    
    
    3,000,000
    
    
    Multi Feedstock
    
    Apr-06United Oil Company
    
    Pittsburgh
    
    PA
    
    
    5,000,000
    
    
    Multi Feedstock
    
    Dec-05US Alternative Fuels Corp.
    
    Johnstown
    
    PA
    
    
    
    
    
    
    
    4Q 2008Lantic Green Energy, LLC
    
    West Greenwich
    
    RI
    
    
    
    
    
    
    
    1Q 2009Newport Biodiesel, LLC
    
    Newport
    
    RI
    
    
    500,000
    
    
    Recycled Cooking Oil
    
    Jan-08Cateechee Biofuels, LLC
    
    Central
    
    SC
    
    
    
    
    
    
    
    3Q 2009Ecogy Biofuels, LLC
    
    Estill
    
    SC
    
    
    30,000,000
    
    
    Soy
    
    Dec-07Green Valley Biofuels, LLC
    
    Warrenville
    
    SC
    
    
    10,000,000
    
    
    Multi Feedstock
    
    3Q 2009Greenlight Biofuels, LLC
    
    Laurens
    
    SC
    
    
    10,000,000
    
    
    Multi Feedstock
    
    4Q 2008Greenpath Biofuels of Myrtle Beach, Inc.
    
    Conway
    
    SC
    
    
    
    
    
    Recycled Cooking Oil
    
    4Q 2009Southeast BioDiesel, LLC
    
    North Charleston
    
    SC
    
    
    8,000,000
    
    
    Multi Feedstock
    
    Jan-07Midwest BioDiesel Producers, LLC
    
    Alexandria
    
    SD
    
    
    7,000,000
    
    
    Multi Feedstock
    
    Mar-06Milagro Biofuels of Memphis
    
    Memphis
    
    TN
    
    
    5,000,000
    
    
    Multi Feedstock
    
    Oct-06Southern Alliance for Clean Energy
    
    Knoxville
    
    TN
    
    
    380,000
    
    
    Recycled Cooking Oil
    
    Jul-09SunsOil, LLC
    
    Athens
    
    TN
    
    
    1,500,000
    
    
    Multi Feedstock
    
    Oct-07Agribiofuels, LLC
    
    Dayton
    
    TX
    
    
    12,000,000
    
    
    Multi Feedstock
    
    Dec-06AgriMax Fuels, LLC
    
    Channelview
    
    TX
    
    
    3,000,000
    
    
    Soy
    
    Mar-07Beacon Energy
    
    Cleburne
    
    TX
    
    
    12,000,000
    
    
    Multi Feedstock
    
    Mar-06
    
    
    *Biodiesel of Texas, Inc.
    
    Denton
    
    TX
    
    
    360,000
    
    
    Multi Feedstock
    
    3Q 2009BioSelect Fuels (GBBLP)
    
    Galveston
    
    TX
    
    
    30,000,000
    
    
    Multi Feedstock
    
    May-07Brownfield Biodiesel, LLC
    
    Ralls
    
    TX
    
    
    2,000,000
    
    
    Cottonseed, Soy, Canola
    
    Apr-06Direct Fuels
    
    Euless
    
    TX
    
    
    10,000,000
    
    
    Multi Feedstock
    
    Feb-08
    
    
    *Global Alternative Fuels, LLC
    
    El Paso
    
    TX
    
    
    5,000,000
    
    
    Multi Feedstock
    
    Mar-09Green Earth Fuels of Houston, LLC
    
    Galena Park
    
    TX
    
    
    90,000,000
    
    
    Multi Feedstock
    
    Jul-07Greenlight Biofuels, Ltd.
    
    Littlefield
    
    TX
    
    
    5,000,000
    
    
    Multi Feedstock
    
    Aug-07Hardin Fuels, Inc.
    
    Kountze
    
    TX
    
    
    
    
    
    
    
    Mar-08Mississippi Investment Petroleum Co., LLC
    
    Houston
    
    TX
    
    
    5,000,000
    
    
    Poultry Fat, Recycled Cooking Oil
    
    3Q 2009New Fuel Company
    
    Dallas
    
    TX
    
    
    250,000
    
    
    Multi Feedstock
    
    Apr-06
  22




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##### Table of Contents



Ann.ProductionCompany
    
    City
    
    State
    
    Capacity
    
    
    Feedstock
    
    Start date
    
    BQ9000Organic Fuels, LLC
    
    Galena Park
    
    TX
    
    
    45,000,000
    
    
    Multi Feedstock
    
    Jan-06
    
    
    *RBF Port Neches, LLC
    
    Port Neches
    
    TX
    
    
    180,000,000
    
    
    Multi Feedstock
    
    4Q 2008Red River Biodiesel Ltd.
    
    New Boston
    
    TX
    
    
    15,000,000
    
    
    Multi Feedstock
    
    May-08REG Houston, LLC
    
    Seabrook
    
    TX
    
    
    35,000,000
    
    
    Multi Feedstock
    
    Jul-08Texas Green Manufacturing, LLC
    
    Littlefield
    
    TX
    
    
    1,250,000
    
    
    Tallow
    
    Apr-09The Sun Products Corp.
    
    Pasadena
    
    TX
    
    
    15,000,000
    
    
    Palm
    
    Jun-05
    
    
    *TM Chemicals LP
    
    Deer Park
    
    TX
    
    
    7,000,000
    
    
    Tallow
    
    Dec-08Denali Industries, LLC
    
    American Fork
    
    UT
    
    
    3,800,000
    
    
    Multi Feedstock
    
    Jul-07Chesapeake Custom Chemical
    
    Ridgeway
    
    VA
    
    
    5,500,000
    
    
    Multi Feedstock
    
    Jan-06RECO Biodiesel, LLC
    
    Richmond
    
    VA
    
    
    10,000,000
    
    
    Multi Feedstock
    
    Dec-06Red Birch Energy, Inc.
    
    Bassett
    
    VA
    
    
    2,500,000
    
    
    Multi Feedstock
    
    Jun-08REVNOVA Biofuels, LLC
    
    Remington
    
    VA
    
    
    
    
    
    
    
    Oct-08Synergy Biofuels, LLC
    
    Pennington Gap
    
    VA
    
    
    3,000,000
    
    
    Multi Feedstock
    
    Dec-08Virginia Biodiesel Refinery
    
    West Point
    
    VA
    
    
    7,000,000
    
    
    Multi Feedstock
    
    Oct-03General Biodiesel Seattle LLC
    
    Seattle
    
    WA
    
    
    5,000,000
    
    
    Multi Feedstock
    
    Jun-09General Biodiesel Seattle LLC
    
    Seattle
    
    WA
    
    
    5,000,000
    
    
    Multi Feedstock
    
    3Q 2009Gen-X Energy Group, Inc.
    
    Burbank
    
    WA
    
    
    15,000,000
    
    
    Multi Feedstock
    
    Jun-07Imperium Grays Harbor
    
    Hoquiam
    
    WA
    
    
    100,000,000
    
    
    Multi Feedstock
    
    Aug-07
    
    
    *Inland Empire Oilseeds, LLC
    
    Odessa
    
    WA
    
    
    8,000,000
    
    
    Canola, Soy, Camelina
    
    Nov-08Whole Energy Fuels
    
    Bellingham
    
    WA
    
    
    
    
    
    Recycled Cooking Oil
    
    1Q 2009Best Biodiesel, Inc.
    
    Cashton
    
    WI
    
    
    10,000,000
    
    
    Multi Feedstocks
    
    Jan-08Bio Blend Fuels Inc.
    
    Manitowoc
    
    WI
    
    
    2,600,000
    
    
    
    
    May-09Sun Power Biodiesel, LLC
    
    Cumberland
    
    WI
    
    
    3,000,000
    
    
    sunflower, canola
    
    Dec-09Walsh Bio Fuels, LLC
    
    Mauston
    
    WI
    
    
    5,000,000
    
    
    Multi Feedstock
    
    May-07AC & S, Inc.
    
    Nitro
    
    WV
    
    
    3,000,000
    
    
    Soy
    
    Dec-07
  *
    
    Denotes BQ-9000 Accredited Producers(1)
    
    Annual Production Capacity only refers to the reported maximum production capability of the
facility. It does not represent how many gallons of biodiesel were actually produced at each
plant.(2)
    
    Includes the annual production capacity of plants which chose not to list their production.  23




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Competition from Other Fuel Sources and Additives
     24




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##### Table of Contents



Glycerin Competition
   Research and Development
  New Products and Services
  Dependence on One or a Few Major Customers
     25




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Costs and Effects of Compliance with Environmental Laws
    Employees
  JOB TITLE
    
    NUMBER EMPLOYEESProcess Operator
    
    
    12Supervisor/Management
    
    
    5Shipping/Receiving
    
    
    1Maintenance
    
    
    2Laboratory Technician
    
    
    1Office
    
    
    1Total
    
    
    22
   
    
    Utilize his or her ongoing best efforts to successfully and profitably manage
the plant in our best interests;
 
    
    Develop an annual budget for presentation to and approval of our board;
 
    
    Attend meetings of our board and provide information upon its request;
 
    
    Insure that all raw product costs are minimized and that all finished product
revenues are maximized;
 
    
    Work with us to formulate our mission and goals;
 
    
    Manage the plants resources to efficiently achieve such mission and goals;
 
    
    Manage our duties and rights under agreements with third parties relating to
the plant;
 
    
    Assist with regulatory affairs monitoring and compliance;
 
    
    Hire, terminate and replace plant personnel as necessary and in all cases in
accordance with the policies of our board;
 
    
    Management of governmental relations, including USDAs biodiesel programs; and
 
    
    Such other duties as may be agreed upon.
  26




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##### Table of Contents




    
    Planning and scheduling biodiesel production to meet our needs and marketing
goals;
 
    
    Monitor and improve quality control;
 
    
    Oversee facility and equipment maintenance;
 
    
    Assist with budgeting and the monitoring of labor and other expenses in the
operation;
 
    
    Implement processing changes and new technologies as they evolve, and plan for
new projects relating to biodiesel production; and
 
    
    Such other duties as may be agreed upon.
  
 ITEM 1A. RISK FACTORS.
 You should carefully read and consider the risks and uncertainties below and the other information
contained in this report. The risks and uncertainties described below are not the only ones we may
face. The following risks, together with additional risks and uncertainties not currently known to
us or that we currently deem immaterial could impair our financial condition and results of
operations.
 Risks Related to Our Business
 There are doubts about our ability to continue as a going concern and if we are unable to
continue our business, our units may have little or no value.
  27




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Liquidity constraints could require us to cease operations
 The second amended and restated asset purchase agreement entered into by the Company, REG, and
certain other REG affiliates is subject to a variety of closing conditions and may not close.
 Unit holder approval of the Companys dissolution, liquidation and winding up is not a
condition to the closing of the Companys proposed consolidation with REG
 We may be required to write down our long-lived assets and these impairment charges would
adversely affect our operating results .
 We do not have sufficient working capital to engage in ordinary biodiesel production
  28




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We have a limited operating history.
 We have a history of losses and may not ever operate profitably
 We could be forced to consider filing for bankruptcy protection in the event that economic
conditions and our liquidity problems do not improve.
 We are currently in default of our agreement with Jasper County, Iowa
 We have defaulted in the payment of property taxes due as of September 30, 2009.
 Our business is not diversified.
  29




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##### Table of Contents



Our business is sensitive to demand for biodiesel and glycerin.
 Our business is sensitive to feedstock costs. Changes in the prices and availability of our
feedstock may hinder our ability to generate revenue.
 We are in competition with REG, our plant manager and product marketer, which could place us
at a competitive disadvantage and cause a conflict of interest for REG.
 We have limited experience in the biodiesel industry, which increases the risk of our
inability to operate the biodiesel plant.
  30




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##### Table of Contents



Our exclusive reliance on REG to manage our plant, procure our inputs and market our products
could damage our profitability if REG fails to perform its obligations under the MOSA.
   We may engage in hedging transactions which involve risks that can harm our business.
  Risks Related to Operation of the Biodiesel Plant
 We depend on key suppliers, whose failure to perform could force us to abandon our business,
hinder our ability to operate profitably or decrease the value of our units.
   31




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##### Table of Contents



REG has provided notice of its intent to terminate the MOSA
 Changes in production technology could require us to commit resources to updating the
biodiesel plant or could otherwise hinder our ability to compete in the biodiesel industry or to
operate at a profit.
 Risks Related to Biodiesel Industry
 The economic recession and tightening of credit markets has caused demand for biodiesel to
decline, which may adversely affect our ability to generate revenues.
 The European Commission has imposed definitive anti-dumping and countervailing duties on
biodiesel imported into Europe, which may negatively impact biodiesel demand and our revenues.
 The EPAs recent findings that soy-based biodiesel does not meet the requirements under the
RFS to reduce greenhouse emissions could reduce demand for soy-based biodiesel and reduce our
profitability.
  32




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The decline in crude oil and diesel prices may affect our ability to sell biodiesel at
profitable prices.
 If demand for biodiesel fails to grow at the same rate as planned supply, the excess
production capacity will adversely impact our financial condition.
  Excess production of glycerin, a co-product of the biodiesel production process, may cause the
price of glycerin to decline, thereby adversely affecting our ability to generate revenue from the
sale of glycerin.
 The biodiesel manufacturing industry is a feedstock limited industry. As more plants are
developed and go into production there may not be an adequate supply of feedstock to supply the
demands of the industry, which could threaten the viability of our plant.
  33




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The biodiesel industry is becoming increasingly competitive and we compete with some larger,
better financed entities which could impact our ability to operate profitably.
 Risks Related to Biodiesel Production
 Declines in the demand for and prices of biodiesel and its primary co-product will have a
significant negative impact on our financial performance.
   Because of volatile soybean oil prices, we may use alternative feedstocks, such as corn oil,
to produce our biodiesel, which may have risks and disadvantages of which we are not yet fully
aware.
  34




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##### Table of Contents



Our business is sensitive to feedstock costs and the availability of adequate supplies of
feedstock. Changes in the cost and availability of our feedstock may hinder our ability to generate
revenue and reduce the value of our units.
 If we are forced to continue to temporarily cease operating our biodiesel plant, we might not
be able to meet our current liabilities and our losses may be increased.
 We are at a disadvantage in marketing our glycerin because our plant will not produce
pharmaceutical grade glycerin, thereby decreasing the market for the glycerin we produce.
 Competition from other sources of fuel may decrease the demand for our biodiesel.
 Asian soybean rust and other plant diseases may decrease our ability to obtain a sufficient
feedstock supply.
 Concerns about fuel quality may impact our ability to successfully market our biodiesel.
  35




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Cold weather may cause biodiesel to gel, which could have an adverse impact on our ability to
successfully market our biodiesel.
  Automobile manufacturers and other industry groups have expressed reservations regarding the
use of biodiesel, which could negatively impact our ability to market our biodiesel.
  Competition from other diesel fuel lubricity additives for ultra low sulfur diesel may be a
less expensive alternative to our biodiesel, which would cause us to lose market share and
adversely affect our ability to generate revenues.
 Risks Related to Our Financing Plan
 We are in default under our financing agreements.
  36




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##### Table of Contents



We may be unable to obtain additional credit or raise capital to fund our operations.
 Our auditor has raised doubts about our ability to continue as a going concern and if we are
unable to continue our business, our units may have little or no value.
 Risks Related to Regulation and Governmental Action
 The EPAs delay in issuing RFS2 rules implementing the 500 million gallons biomass-based
diesel blending requirements may hinder stimulation of demand for biodiesel that may have otherwise
been created by the 2007 amendments to the RFS program
 Loss of or ineligibility for favorable tax benefits for biodiesel production could hinder our
ability to operate at a profit and reduce the value of our units.
  37




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A change in environmental regulations or violations thereof could be expensive and increase
our losses.
 Risks Related to Conflicts of Interest
 We may have conflicts of interest with REG, which may cause difficulty in enforcing claims
against REG.
  Risks Related to Tax Issues in a Limited Liability Company
 We expect to continue to be taxed as a partnership, however, if we are taxed as a corporation
we would be subject to corporate level taxes which would decrease our net income and decrease the
amount of cash available to distribute to our members.
 We are not in compliance with the job creation requirements of our agreement with the Iowa
Department of Economic Development and members may receive a reduction in the amount of investment
tax credit available to be claimed over the life of such tax credit.
  38




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##### Table of Contents



Members may be allocated a share of our taxable income that exceeds any cash distributions
received, therefore members may have to pay this tax liability using their personal funds.
 If we are audited by the IRS resulting in adjustments to our tax returns, this could cause the
IRS to audit members tax returns, which could lead to additional tax liability for our members.
 We do not anticipate declaring distributions to members in the foreseeable future.
 
 ITEM 2. PROPERTIES
   
    
    Principal office building
    
    Processing building
    
    Pretreatment building
    
    Loading/receiving building
    
    Storage warehouse
    
    Storage tank farm
   39




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##### Table of Contents



ITEM 3. LEGAL PROCEEDINGS.
  
 ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
  For
    
    
    Against
    
    
    AbstainJames Johnston
    
    
    8,957
    
    
    
    371
    
    
    
    372Craig Hamilton
    
    
    9,170
    
    
    
    210
    
    
    
    320Don Huyser
    
    
    9,270
    
    
    
    190
    
    
    
    240
  
 PART II
 
 ITEM 5. MARKET FOR REGISTRANTS COMMON EQUITY, RELATED MEMBER MATTERS AND ISSUER PURCHASES OF
EQUITY SECURITIES.
 Market Information
    40




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##### Table of Contents



Unit Holders
  Distributions
  Equity Compensation Plans
  Sale of Unregistered Securities
  Repurchases of Equity Securities
  
 ITEM 6. SELECTED FINANCIAL DATA.
  
 ITEM 7. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
  Cautionary Statements Regarding Forward Looking Statements
 ITEM 1A. RISK FACTORS
 
    
    Changes in interest rates or the availability, terms and conditions of credit;
 
    
    Our ability to generate free cash flow to invest in our business and service our debt;
 
    
    Our ability to raise additional equity capital proceeds;
 
    
    Overcapacity within the biodiesel industry resulting in increased competition and costs for feedstock
and/or decreased prices for our biodiesel and glycerin;
  41




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##### Table of Contents




    
    Decrease in the demand for biodiesel;
 
    
    Actual biodiesel and glycerin production varying from expectations;
 
    
    Availability and cost of products and raw materials, particularly soybean oil, animal fats, and methanol;
 
    
    Changes in the price and market for biodiesel and its co-products, such as glycerin;
 
    
    Our ability to market and our reliance on third parties to market our products;
    
    Changes in or elimination of governmental laws, tariffs, trade or other controls or enforcement
practices such as:
 
    
    national, state or local energy policy;
    
    federal and state biodiesel tax incentives;
    
    legislation establishing a renewable fuel standard or other legislation mandating the use of
biodiesel or other lubricity additives; or
    
    environmental laws and regulations that apply to our plant operations and their enforcement;
 
    
    Total U.S. consumption of diesel fuel and biodiesel, fuel prices, and consumer attitudes regarding the
use of biodiesel;
 
    
    Fluctuations in petroleum and diesel prices;
 
    
    Changes in our business strategy, capital improvements or development plans;
 
    
    Results of our hedging strategies;
 
    
    Our liability resulting from litigation;
 
    
    Our ability to retain key employees and maintain labor relations;
 
    
    Changes and advances in biodiesel production technology;
 
    
    Competition from alternative fuels and alternative fuel additives;
 
    
    The occurrence of events of default under our financing agreements, our failure to comply with loan
covenants contained in our financing agreements and the response of our lender to such defaults and
non-compliance;
 
    
    Our ability to continue to export our biodiesel and the European Commissions imposition of tariffs or
other duties on biodiesel imported from the U.S.;
 
    
    Current unfavorable domestic and international economic conditions;
 
    
    Our ability to enter into toll processing agreements or other arrangements that shift responsibility for
feedstock procurement and costs to other parties;
 
    
    Changes in plant production capacity or technical difficulties in operating the plant for any reason,
including changes due to events beyond our control or as a result of intentional reductions in
production or plant shutdowns;
 
    
    The closing, or the failure to close, of the transaction contemplated by the Second Amended and Restated
Asset Purchase Agreement entered into by the Company with REG and certain other parties affiliated with
REG;
 
    
    Our ability to obtain the requisite unit holder vote to liquidate, dissolve and wind up if our proposed
consolidation with REG is approved by the unit holders and successfully closes;
 
    
    Our defaults under other material agreements, including our agreement with Jasper County, Iowa and the
Iowa Department of Economic Development;
 
    
    Our ability to generate profits;
 
    
    Our reliance on REG for management, marketing and procurement services and our ability to successfully
operate the plant in light of REGs intent to terminate our current Management and Operational Services
Agreement; and
 
    
    Other factors described elsewhere in this report.
   42




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Overview
      43




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Proposed Consolidation with REG
    44




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##### Table of Contents



Results of Operations for the Fiscal Year Ended September 30, 2009 and 2008
  Fiscal Year Ended
    
    
    Fiscal Year EndedSeptember 30, 2009
    
    
    September 30, 2008Statement of Operations Data
    
    Amount
    
    
    Percent
    
    
    Amount
    
    
    PercentRevenues
    
    $
    10,684,528
    
    
    
    100.00
    %
    
    $
    84,562,559
    
    
    
    100.00
    %Cost of Goods Sold
    
    
    14,844,628
    
    
    
    138.94
    %
    
    
    82,373,776
    
    
    
    97.41
    %Gross Profit (Loss)
    
    
    (4,160,100
    )
    
    
    (38.94
    %)
    
    
    2,188,783
    
    
    
    2.59
    %Operating Expenses
    
    
    1,993,762
    
    
    
    18.66
    %
    
    
    2,420,758
    
    
    
    2.86
    %Operating (Loss)
    
    
    (6,153,862
    )
    
    
    (57.60
    %)
    
    
    (231,975
    )
    
    
    (0.27
    %)Other (Expense)
    
    
    (1,769,634
    )
    
    
    (16.56
    %)
    
    
    (2,182,463
    )
    
    
    (2.59
    %)Net (Loss)
    
    
    (7,923,496
    )
    
    
    (74.16
    %)
    
    
    (2,414,438
    )
    
    
    (2.86
    %)
 Revenues
  Fiscal Year Ended
    
    
    Fiscal Year EndedSeptember 30, 2009
    
    
    September 30, 2008Revenue Source
    
    Amount
    
    
    % of Revenues
    
    
    Amount
    
    
    % of RevenuesBiodiesel Sales
    
    $
    6,576,666
    
    
    
    61.55
    %
    
    $
    71,186,907
    
    
    
    84.18
    %Glycerin, Fatty Acid and Soap Stock
Sales
    
    
    1,214,440
    
    
    
    11.37
    %
    
    
    3,926,966
    
    
    
    4.65
    %Toll Processing
Service Fees
    
    
    1,703,162
    
    
    
    15.94
    %
    
    
    0
    
    
    
    0.00
    %Federal Incentives
    
    
    1,190,260
    
    
    
    11.14
    %
    
    
    9,448,686
    
    
    
    11.17
    %Total Revenues
    
    $
    10,684,528
    
    
    
    100.00
    %
    
    $
    84,562,559
    
    
    
    100.00
    %
  45




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46




---



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Cost of Goods Sold
     47




---



##### Table of Contents



Fiscal Year Ended
    
    
    Fiscal Year EndedSeptember 30, 2009
    
    
    September 30, 2008Component of Cost of Goods Sold
    
    Amount
    
    
    Percent
    
    
    Amount
    
    
    PercentFeedstock and Chemical
Inputs
    
    $
    10,474,038
    
    
    
    70.6
    %
    
    $
    72,137,199
    
    
    
    87.6
    %Plant Wages and Salaries
    
    
    1,014,896
    
    
    
    6.8
    %
    
    
    1,216,125
    
    
    
    1.5
    %Utilities
    
    
    1,117,104
    
    
    
    7.5
    %
    
    
    1,997,029
    
    
    
    2.4
    %Fees-Procurement,
Operation Management
    
    
    15,398
    
    
    
    0.1
    %
    
    
    401,937
    
    
    
    0.5
    %(Gain) Loss on
Derivative Financial
Instruments
    
    
    (1,171,039
    )
    
    
    (7.9
    %)
    
    
    2,117,833
    
    
    
    2.6
    %Depreciation
    
    
    2,567,102
    
    
    
    17.3
    %
    
    
    2,550,512
    
    
    
    3.0
    %Freight
    
    
    300,875
    
    
    
    2.0
    %
    
    
    1,170,431
    
    
    
    1.4
    %Maintenance, Supplies
and Other Expenses
    
    
    526,254
    
    
    
    3.6
    %
    
    
    782,710
    
    
    
    1.0
    %Total
    
    $
    14,844,628
    
    
    
    100
    %
    
    $
    82,373,776
    
    
    
    100
    %
    Operating Expenses
  Other Income (Expenses)
   48




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Changes in Financial Condition
  September 30, 2009
    
    
    September 30, 2008Current Assets
    
    $
    941,934
    
    
    $
    10,476,632Current Liabilities
    
    $
    26,020,150
    
    
    $
    29,787,038Members Equity
    
    $
    9,519,628
    
    
    $
    17,443,124
 Current Assets
 Current Liabilities
 Members Equity
 Cash Flows
 Cash Flow from Operating Activities .
 Cash Flow from Investing Activities .
 Cash Flow from Financing Activities .
 Liquidity and Capital Resources
 Short Term and Long-Term Debt Financing Sources
   49




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th Wall Street Journal
        50




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##### Table of Contents




    
    acceleration of the unpaid principal balance under the financing agreements and all
accrued interest thereon and all other amounts payable thereunder;
 
    
    withholding of any one or more advances to which the Company may otherwise be
entitled under the financing agreements, or termination of the lenders obligation to
make any advances under the financing agreements;
 
    
    appointment of a receiver to take possession of the collateral securing the loans
from our lender, including without limitation, our real estate, plant, and equipment;
 
    
    requiring the Company to pledge to the lender as additional security immediately
available funds equal to the maximum amount available to be drawn under all outstanding
letters of credit under our financing agreements;
 
    
    foreclosure on the lenders mortgage on and security interest in the Companys
property securing our loans, including our real estate, improvements, equipment and
other assets and personal property; and
 
    
    any and all other rights and remedies afforded to our lender applicable law or
equity.
   Overview  Proposed Consolidation With
REG
  51




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Agreements with Governmental Entities
 Agreement with Iowa Department of Economic Development
   Private Redevelopment Agreement with Jasper County
   52




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##### Table of Contents



Commodity Price Risk Protection
     Distribution to Unit Holders
  Critical Accounting Estimates
  Revenue Recognition
  Derivative Instruments and Hedging Activities
   53




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##### Table of Contents



Impairment of long-lived assets
  Recently Adopted Accounting Standards
  Subsequent Events
 The FASB Accounting Standards Codification and the
Hierarchy of Generally Accepted Accounting Principles  a replacement of SFAS No. 162
 Off-Balance Sheet Arrangements
  
 ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
   54




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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
  
 Report of Independent Registered Public Accounting Firm
 
          55




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CENTRAL IOWA ENERGY, LLC
  September 30,
    
    
    September 30,2009
    
    
    2008ASSETSCurrent AssetsCash and equivalents
    
    $
    410,540
    
    
    $
    690,509Due from broker
    
    
    75
    
    
    
    218,680Trade accounts receivable  related party, less allowance for doubtful
accounts of $1,021,916 and none in 2009 and 2008, respectively
    
    
    161,974
    
    
    
    1,200,587Federal incentive receivable
    
    
    1,063
    
    
    
    457,218Prepaid expenses
    
    
    141,411
    
    
    
    62,610Derivative instruments
    
    
    
    
    
    
    70,556Inventories
    
    
    226,871
    
    
    
    7,776,472Total current assets
    
    
    941,934
    
    
    
    10,476,632Property and EquipmentLand and improvements
    
    
    7,680,111
    
    
    
    7,680,111Office equipment
    
    
    40,603
    
    
    
    40,603Office building
    
    
    629,300
    
    
    
    629,300Plant and process equipment
    
    
    32,748,111
    
    
    
    32,593,225Construction in process
    
    
    
    
    
    
    47,08341,098,125
    
    
    
    40,990,322Less accumulated depreciation
    
    
    6,365,941
    
    
    
    3,798,838Net property and equipment
    
    
    34,732,184
    
    
    
    37,191,484Other AssetsFinancing costs, net of amortization
    
    
    150,472
    
    
    
    307,046Restricted cash
    
    
    460,188
    
    
    
    Total other assets
    
    
    610,660
    
    
    
    307,046Total Assets
    
    $
    36,284,778
    
    
    $
    47,975,162LIABILITIES AND EQUITYCurrent LiabilitiesCurrent maturities of long-term debt
    
    $
    23,977,472
    
    
    $
    24,811,856Revolving line of credit
    
    
    550,000
    
    
    
    3,000,000Accounts payable
    
    
    515,732
    
    
    
    1,111,983Accounts payable  related party
    
    
    487,660
    
    
    
    423,041Accrued interest payable
    
    
    110,094
    
    
    
    162,146Accrued expenses
    
    
    379,192
    
    
    
    278,012Total current liabilities
    
    
    26,020,150
    
    
    
    29,787,038Long-Term Debt, less current maturities
    
    
    
    
    
    
    Deferred Grant Financing
    
    
    745,000
    
    
    
    745,000Commitments and ContingenciesMembers EquityMember contributions, net of costs related to capital contributions,
26,672 units outstanding
    
    
    23,849,120
    
    
    
    23,849,120Deficit accumulated
    
    
    (14,329,492
    )
    
    
    (6,405,996
    )Total members equity
    
    
    9,519,628
    
    
    
    17,443,124Total Liabilities and Members Equity
    
    $
    36,284,778
    
    
    $
    47,975,162
   56




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CENTRAL IOWA ENERGY, LLC
  Year Ended
    
    
    Year EndedSeptember 30,
    
    
    September 30,2009
    
    
    2008RevenuesSales to related party
    
    $
    9,494,268
    
    
    $
    75,113,873Federal incentives
    
    
    1,190,260
    
    
    
    9,448,68610,684,528
    
    
    
    84,562,559Cost of Goods Sold
    
    
    14,844,628
    
    
    
    82,373,776Gross Profit (Loss)
    
    
    (4,160,100
    )
    
    
    2,188,783Operating ExpensesProfessional fees
    
    
    607,931
    
    
    
    271,915General and administrative
    
    
    1,385,831
    
    
    
    2,148,843Total
    
    
    1,993,762
    
    
    
    2,420,758Operating Loss
    
    
    (6,153,862
    )
    
    
    (231,975
    )Other Income (Expenses)Interest income
    
    
    14,301
    
    
    
    38,945Interest (expense)
    
    
    (1,783,935
    )
    
    
    (2,221,408
    )Total
    
    
    (1,769,634
    )
    
    
    (2,182,463
    )Net Income (Loss)
    
    $
    (7,923,496
    )
    
    $
    (2,414,438
    )Weighted Average Units Outstanding
    
    
    26,672
    
    
    
    26,672Net Loss Per Unit  Basic and Diluted
    
    $
    (297.07
    )
    
    $
    (90.52
    )
   57




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CENTRAL IOWA ENERGY, LLC
  Year Ended
    
    
    Year EndedSeptember 30,
    
    
    September 30,2009
    
    
    2008Cash Flows from Operating ActivitiesNet loss
    
    $
    (7,923,496
    )
    
    $
    (2,414,438
    )Adjustments to reconcile net loss to net cash provided by (used in)
operating activities:Depreciation and amortization
    
    
    2,723,677
    
    
    
    2,627,221Change in assets and liabilitiesDue from broker
    
    
    218,605
    
    
    
    107,392Accounts receivable
    
    
    1,038,613
    
    
    
    (41,403
    )Other receivable
    
    
    456,155
    
    
    
    592,044Inventories
    
    
    7,549,601
    
    
    
    (1,859,720
    )Prepaid expenses
    
    
    (78,801
    )
    
    
    23,423Derivative instruments
    
    
    70,556
    
    
    
    (790,038
    )Accounts payable
    
    
    (596,245
    )
    
    
    73,529Accrued expenses
    
    
    101,180
    
    
    
    190,574Accrued interest payable
    
    
    (52,052
    )
    
    
    (41,946
    )Net cash provided by (used in) operating activities
    
    
    3,507,793
    
    
    
    (1,533,362
    )Cash Flows from Investing ActivitiesCapital expenditures
    
    
    (43,190
    )
    
    
    (76,688
    )Sales tax refund from equipment purchases
    
    
    
    
    
    
    461,517Increase in restricted cash
    
    
    (460,188
    )
    
    
    Net cash provided by (used in) investing activities
    
    
    (503,378
    )
    
    
    384,829Cash Flows from Financing ActivitiesProceeds (payments) on revolving line of credit, net
    
    
    (2,450,000
    )
    
    
    1,400,000Proceeds from long-term debt
    
    
    
    
    
    
    400,000Payments for long-term debt
    
    
    (834,384
    )
    
    
    (2,229,683
    )Net cash used in financing activities
    
    
    (3,284,384
    )
    
    
    (429,683
    )Net Decrease in Cash
    
    
    (279,969
    )
    
    
    (1,578,216
    )Cash and cash equivalents  Beginning of Period
    
    
    690,509
    
    
    
    2,268,725Cash and cash equivalents  End of Period
    
    $
    410,540
    
    
    $
    690,509Supplemental Disclosure of Cash Flow Information,Cash payments for interest, net of amount capitalized
    
    $
    1,835,987
    
    
    $
    2,186,645Supplemental Disclosure of Noncash Investing and Financing ActivitiesCapital expenditure reimbursement included in accounts payable
    
    $
    64,613
    
    
    $
    
   58




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##### Table of Contents



CENTRAL IOWA ENERGY, LLC
  MembershipMember
    
    
    Units Earned But
    
    
    Retained
    
    
    Total MembersMember units
    
    
    Contributions
    
    
    Not Issued
    
    
    (Deficit)
    
    
    EquityBalance  September 30, 2007
    
    
    26,672
    
    
    
    23,849,120
    
    
    
    
    
    
    
    (3,991,558
    )
    
    
    19,857,562Net (loss)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (2,414,438
    )
    
    
    (2,414,438
    )Balance  September 30, 2008
    
    
    26,672
    
    
    
    23,849,120
    
    
    
    
    
    
    
    (6,405,996
    )
    
    
    17,443,124Net (loss)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (7,923,496
    )
    
    
    (7,923,496
    )Balance  September 30, 2009
    
    
    26,672
    
    
    $
    23,849,120
    
    
    $
    
    
    
    $
    (14,329,492
    )
    
    $
    9,519,628
   59




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##### Table of Contents



CENTRAL IOWA ENERGY, LLC
NOTES TO FINANCIAL STATEMENTS
September 30, 2009 and 2008
 NOTE 1: SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 PRINCIPAL BUSINESS ACTIVITY 
 USE OF ESTIMATES 
 REVENUE RECOGNITION 
 FEDERAL INCENTIVE PAYMENTS AND RECEIVABLES 
 CASH AND EQUIVALENTS 
  ACCOUNTS RECEIVABLE 
   INVENTORIES 
  60




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##### Table of Contents



CENTRAL IOWA ENERGY, LLC
NOTES TO FINANCIAL STATEMENTS
September 30, 2009 and 2008
 DERIVATIVE INSTRUMENTS 
   Year Ended
    
    
    Year EndedSeptember 30,
    
    
    September 30,2009
    
    
    2008Realized gain/(loss)
    
    $
    1,241,595
    
    
    $
    (2,907,871
    )Change in unrealized gain/(loss)
    
    
    (70,556
    )
    
    
    790,038Net gain (loss)
    
    $
    1,171,039
    
    
    $
    (2,117,833
    )
 PROPERTY AND EQUIPMENT 
  Land improvements
    
    15-20 yearsOffice building
    
    10-20 yearsOffice equipment
    
    5 yearsPlant and process equipment
    
    10-20 years
  RESTRICTED CASH 
 FINANCING COSTS 
  61




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##### Table of Contents



CENTRAL IOWA ENERGY, LLC
NOTES TO FINANCIAL STATEMENTS
September 30, 2009 and 2008
 FAIR VALUE OF FINANCIAL INSTRUMENTS 
       DEFERRED GRANT FINANCING 
 INCOME TAXES 
 RECENTLY ADOPTED ACCOUNTING STANDARDS  Interim
Disclosures about Fair Value of Financial Instruments Interim Disclosures about Fair Value of
Financial Instruments
  62




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##### Table of Contents



CENTRAL IOWA ENERGY, LLC
NOTES TO FINANCIAL STATEMENTS
September 30, 2009 and 2008
 Subsequent
Events
 Hierarchy of Generally Accepted Accounting Principles
 NOTE 2: INVENTORIES
  2009
    
    
    2008Raw materials
    
    $
    162,086
    
    
    $
    1,895,423Work in process
    
    
    
    
    
    
    140,398Finished goods
    
    
    64,785
    
    
    
    5,740,651Total
    
    $
    226,871
    
    
    $
    7,776,472
 NOTE 3: MEMBERS EQUITY
  NOTE 4: RELATED PARTY TRANSACTIONS
    63




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CENTRAL IOWA ENERGY, LLC
NOTES TO FINANCIAL STATEMENTS
September 30, 2009 and 2008
     64




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CENTRAL IOWA ENERGY, LLC
NOTES TO FINANCIAL STATEMENTS
September 30, 2009 and 2008
 NOTE 5: REVOLVING LINE OF CREDIT
  NOTE 6: LONG-TERM DEBT
  2009
    
    
    2008Mortgage Term Note payable to F & M Bank  Iowa  See details below
    
    $
    18,616,732
    
    
    $
    19,361,401Iowa Department of Economic Development  See details below
    
    
    315,000
    
    
    
    370,000Term Revolving Note payable to F & M Bank  Iowa  See details below
    
    
    5,000,000
    
    
    
    5,000,000Equipment capital lease, due in monthly installments of $3,345
through August 2010 with a final option payment of $11,500 for the
purchase of the equipment.
    
    
    45,740
    
    
    
    80,455$
    23,977,472
    
    
    $
    24,811,856
   2010
    
    $
    2,339,7482011
    
    
    2,294,0082012
    
    
    19,208,7162013
    
    
    35,0002014
    
    
    Thereafter
    
    
    100,000Total long-term debt
    
    $
    23,977,472
  65




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CENTRAL IOWA ENERGY, LLC
NOTES TO FINANCIAL STATEMENTS
September 30, 2009 and 2008
        NOTE 7: RETIREMENT PLAN
   66




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CENTRAL IOWA ENERGY, LLC
NOTES TO FINANCIAL STATEMENTS
September 30, 2009 and 2008
 NOTE 8: COMMITMENTS AND CONTINGENCIES
 Utility Contracts
    Contingencies
   NOTE 9: GOING CONCERN
    67




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##### Table of Contents



CENTRAL IOWA ENERGY, LLC
NOTES TO FINANCIAL STATEMENTS
September 30, 2009 and 2008
    
    
    Raising equity through one or more private placement offerings or state registered offering of the Companys membership units;
    
    Seeking additional sources of short-term debt financing and credit facilities;
    
    Refinancing the current debt financing and credit facilities; or
    
    Seeking strategic business opportunities, including with other biodiesel plants;
   NOTE 10: SUBSEQUENT EVENTS
   68




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ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.
  
 ITEM 9A(T). CONTROLS AND PROCEDURES.
 Disclosure Controls and Procedures
  Managements Report on Internal Control over Financial Reporting
  
    
    Pertain to the maintenance of records that in reasonable detail accurately and
fairly reflect the transactions and dispositions of the assets of the Company;
 
    
    Provide reasonable assurance that transactions are recorded as necessary to permit
preparation of financial statements in accordance with Generally Accepted Accounting
Principles, and that receipts and expenditures of the Company are being made only in
accordance with authorizations of management and directors of the Company; and
 
    
    Provide reasonable assurance regarding prevention or timely detection of
unauthorized acquisition, use or disposition of the Companys assets that could have a
material effect on the financial statements.
     69




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Changes in Internal Control Over Financial Reporting
  
 ITEM 9B. OTHER INFORMATION.
  
 PART III
 
 ITEM 10. DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE.
 Identification of Directors, Executive Officers and Significant Employees
  Name
    
    Current Position with the CompanyJohn E. Van Zee
    
    Director, President and Chief Executive OfficerKimberly Smith
    
    Chief Financial OfficerJames Johnston
    
    Director and ChairmanWilliam J. Horan
    
    Director and Vice ChairmanDon Huyser
    
    Director and TreasurerJeremie Parr
    
    Director and SecretaryCraig Hamilton
    
    DirectorScot Farver
    
    DirectorWarren L. Bush
    
    DirectorDean Lane
    
    DirectorDenny Mauser
    
    DirectorWilliam J. Talsma
    
    DirectorDerek Winkel
    
    General Manager
  Executive Officers and Directors
 John
E. Van Zee, Director, President and Chief Executive Officer
 Executive Officers
 Kimberly
Smith, Chief Financial Officer
  70




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##### Table of Contents



Directors
 James
Johnston, Director and Chairman of the Board
 William
J. Horan, Director and Vice Chairman of the Board
 Don
Huyser, Director and Treasurer
 Craig
Hamilton, Director
 Jeremie
Parr, Director and Secretary
  71




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##### Table of Contents



Scot
Farver, Director
 Warren
L. Bush, Director
 Dean
Lane, Director
 Denny
Mauser, Director
 William
J. Talsma, Director
 Significant Employees
 Derek
Winkel, General Manager
  72




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##### Table of Contents



Director Nomination Procedures for Members
  Section 16(a) Beneficial Ownership Reporting Compliance
  Code of Ethics
 th
 Audit Committee
    73




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##### Table of Contents



ITEM 11. EXECUTIVE COMPENSATION.
  Summary Compensation Table
  Stock
    
    
    Option
    
    
    All Other
    
    
    TotalFiscal
    
    
    Salary(1)
    
    
    Awards
    
    
    Awards
    
    
    Compensation
    
    
    CompensationName and Position
    
    Year
    
    
    ($)
    
    
    ($)
    
    
    ($)
    
    
    ($)(2)
    
    
    ($)John Van Zee, President/CEO
    
    
    2009
    
    
    
    600
    
    
    
    0
    
    
    
    0
    
    
    
    3,178
    
    
    
    3,7782008
    
    
    
    600
    
    
    
    0
    
    
    
    0
    
    
    
    3,781
    
    
    
    4,381
 (1)
    
    Pursuant to a compensation policy approved by the board of directors in April 2007 and
which remained in effect for the 2009 fiscal year, John Van Zee, in his capacity as
President and CEO of the Company, received compensation in the amount of $50 per month.(2)
    
    Includes fees earned or paid in cash to John Van Zee in his capacity as director of the
Company at the rate of $250 per month. Also includes reimbursement at the standard IRS rate for
mileage incurred in connection with services rendered to the board of directors and the Company.
See Director Compensation below. Director Compensation
   Fees Earned or
    
    
    AdditionalPaid in Cash(1)
    
    
    Compensation(2)
    
    
    Total CompensationDirector
    
    Fiscal Year
    
    
    ($)
    
    
    ($)
    
    
    ($)Warren Bush
    
    
    2009
    
    
    
    3,600
    
    
    
    1,535
    
    
    
    5,135Scot Farver
    
    
    2009
    
    
    
    3,000
    
    
    
    67
    
    
    
    3,067Craig Hamilton
    
    
    2009
    
    
    
    3,000
    
    
    
    40
    
    
    
    3,040William Horan
    
    
    2009
    
    
    
    3,600
    
    
    
    1,180
    
    
    
    4,780Don Huyser
    
    
    2009
    
    
    
    3,600
    
    
    
    133
    
    
    
    3,733James Johnston
    
    
    2009
    
    
    
    5,300
    
    
    
    5,124
    
    
    
    10,424Dean Lane
    
    
    2009
    
    
    
    3,600
    
    
    
    133
    
    
    
    3,733Denny Mauser
    
    
    2009
    
    
    
    3,000
    
    
    
    1,518
    
    
    
    4,518Jeremie Parr
    
    
    2009
    
    
    
    4,800
    
    
    
    651
    
    
    
    5,487William Talsma
    
    
    2009
    
    
    
    3,000
    
    
    
    67
    
    
    
    3,067John Van Zee
    
    
    2009
    
    
    
    3,000
    
    
    
    178
    
    
    
    3,178
 (1)
    
    Includes monthly compensation payable to directors at the rate of $250 per month and
monthly compensation payable to members of the audit committee, executive committee or
other committees established by the board of directors at a rate of $50 per month. Also
includes fees paid for attendance at meetings pre-approved by the board of directors.(2)
    
    Includes reimbursement for mileage and other reasonable expenses incurred in connection
with services rendered to the Company and the board of directors. Compensation Committee Interlocks and Insider Participation
  Compensation Committee Report
  Compensation Committee
 
  74




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##### Table of Contents



ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED MEMBER MATTERS.
 Security Ownership of Certain Beneficial Owners
  Security Ownership of Management
  Amount andNature ofName of
    
    
    
    Beneficial
    
    
    Percent ofTitle of Class
    
    Beneficial Owner
    
    Position
    
    Owner(1)
    
    
    Class(2)Membership Units
    
    John E. Van Zee
    
    President, Chief Executive
    
    
    230
    (3)
    
    
    0.86
    %Officer, and DirectorMembership Units
    
    James Johnston
    
    Chairman and Director
    
    
    340
    (4)
    
    
    1.27
    %Membership Units
    
    William J. Horan
    
    Vice Chairman and Director
    
    
    320
    
    
    
    1.20
    %Membership Units
    
    Jeremie Parr
    
    Secretary and Director
    
    
    150
    
    
    
    0.56
    %Membership Units
    
    Don Huyser
    
    Treasurer and Director
    
    
    180
    (5)
    
    
    0.67
    %Membership Units
    
    Warren L. Bush
    
    Director
    
    
    580
    (6)
    
    
    2.17
    %Membership Units
    
    Craig Hamilton
    
    Director
    
    
    180
    
    
    
    0.67
    %Membership Units
    
    Scot Farver
    
    Director
    
    
    323
    (7)
    
    
    1.21
    %Membership Units
    
    Dean Lane
    
    Director
    
    
    180
    (8)
    
    
    0.67
    %Membership Units
    
    Denny Mauser
    
    Director
    
    
    320
    (9)
    
    
    1.20
    %Membership Units
    
    William J. Talsma
    
    Director
    
    
    310
    (10)
    
    
    1.16
    %Membership Units
    
    Kimberly Smith
    
    Chief Financial Officer
    
    
    
    
    
    
    Totals:
    
    
    
    
    
    
    3,113
    
    
    
    11.67
    %
 
 (1)
    
    Beneficial ownership is determined in accordance with SEC rules
and generally includes voting and investment power with respect
to the securities.(2)
    
    Based on 26,672 units issued and outstanding.(3)
    
    Includes units owned by Kathy Van Zee, John Van Zees wife.(4)
    
    Includes units owned by Linda L. Johnston, James Johnstons wife, and units owned by
Rustic Ridge Subdivision, LLC, of which James Johnston is a principal.(5)
    
    Includes units owned jointly with Sherry Huyser, Don Huysers wife.(6)
    
    Includes units held by Bush Boys Enterprises, LLC, of which Warren Bush is a principal.(7)
    
    Includes units owned by Francine C. Farver, Scot Farvers wife.(8)
    
    Includes units owned jointly with Joy Candie Lane, Dean Lanes wife.(9)
    
    Includes units jointly owned with LaRae Mauser, Denny Mausers wife, and units owned
by Eden Hayes Farms, of which Denny Mauser is a principal.(10)
    
    Includes units owned by GeorgAnne Talsma, Bill Talsmas wife, and units owned by
Talsma Brothers Partnership, of which Bill Talsma is a principal.  75




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ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE.
 Transactions with REG and Entities Affiliated with REG
  Second Amended and Restated Asset Purchase Agreement. Proposed Consolidation with REG
 Management and Operational Services Agreement.
 Toll Processing Agreements.
  76




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Director Independence
 Board of Directors
  Audit Committee
      77




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##### Table of Contents



ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
 Audit Fees
  FiscalCategory
    
    Year
    
    
    FeesAudit Fees(1)
    
    
    2009
    
    
    $
    80,1502008
    
    
    $
    76,200Audit-Related Fees
    
    
    2009
    
    
    $
    17,283
    (2)2008
    
    
    $
    1,300Tax Fees
    
    
    2009
    
    
    
    2008
    
    
    
    All Other Fees
    
    
    2009
    
    
    
    2008
    
    
    
    
 (1)
    
    Audit fees include review of regulatory filings, quarterly financial statement reviews
and research and consultation related to financial statement and filings.(2)
    
    Includes fees paid in connection with review of joint proxy statement and prospectus on
Form S-4 related to the Companys proposed consolidation with REG.   
 ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES.
  Exhibit No.
    
    Description
    
    Method of Filing31.1
    
    
    Certificate Pursuant to 17 CFR 240 15d-14(a)
    
    *31.2
    
    
    Certificate Pursuant to 17 CFR 240 15d-14(a)
    
    *32.1
    
    
    Certificate Pursuant to 18 U.S.C. Section 1350
    
    *32.2
    
    
    Certificate Pursuant to 18 U.S.C. Section 1350
    
    *
 
 (*)
    
    Filed herewith.  78




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SIGNATURES
  CENTRAL IOWA ENERGY, LLCDate: December 29, 2009
    /s/ John Van ZeeJohn Van ZeePresident and Director
(Principal Executive Officer)Date: December 29, 2009
    /s/ Kimberly SmithKimberly Smith(Principal Financial and Accounting Officer)  Date: December 29, 2009
    
    /s/ John Van Zee

John Van Zee, President and Director
(Principal Executive Officer)Date: December 29, 2009
    
    /s/ Jim Johnston

Jim Johnston, Chairman and DirectorDate: December 29, 2009
    
    /s/ Scot Farver

Scot Farver, DirectorDate: December 29, 2009
    
    /s/ Jeremie Parr

Jeremie Parr, Secretary and DirectorDate: December 29, 2009
    
    /s/ Warren L. Bush

Warren L. Bush, DirectorDate: December 29, 2009
    
    /s/ Craig Hamilton

Craig Hamilton, DirectorDate: December 29, 2009
    
    /s/ William J. Horan

William J. Horan, DirectorDate: December 29, 2009
    
    /s/ Don Huyser

Don Huyser, Treasurer and DirectorDate: December 29, 2009
    
    /s/ Dean Lane

Dean Lane, DirectorDate: December 29, 2009
    
    /s/ Denny Mauser

Denny Mauser, DirectorDate: December 29, 2009
    
    /s/ William J. Talsma

William J. Talsma, Director
  79