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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 
 FORM 10-KSB
 
 þ
    
    Annual report under Section 13 or 15(d) of the Securities Exchange Act of 1934.
 For the fiscal year ended October 31, 2007
 o
    
    Transition report under Section 13 or 15(d) of the Exchange Act.
 For the transition period from  to
 Commission file number 333-137482
 ONE EARTH ENERGY, LLC
  Illinois
    
    20-3852246(State or other jurisdiction of 
incorporation or organization)
    
    (I.R.S. Employer Identification No.)110 E. 9thStreet, Gibson City, IL
    
    60936(Address of principal executive offices)
    
    (Zip Code)
 (217) 784-5321
  None
  None
 o
 þ o
 þ
 o þ
 None
   o þ




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##### 



Table of Contents
 PART I
    
    
    3ITEM 1. DESCRIPTION OF BUSINESS
    
    
    3ITEM 1A. RISK FACTORS
    
    
    19ITEM 2. DESCRIPTION OF PROPERTY
    
    
    29ITEM 3. LEGAL PROCEEDINGS
    
    
    30ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
    
    
    30PART II
    
    
    30ITEM 5. MARKET FOR COMMON EQUITY AND RELATED MEMBER MATTERS AND SMALL BUSINESS ISSUER
PURCHASES OF EQUITY SECURITIES
    
    
    30ITEM 6. MANAGEMENTS DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
    
    
    31ITEM 7. FINANCIAL STATEMENTS
    
    
    45ITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL
DISCLOSURE
    
    
    56ITEM 8A. CONTROLS AND PROCEDURES
    
    
    56ITEM 8B. OTHER INFORMATION
    
    
    56PART III
    
    
    56ITEM 9. DIRECTORS; EXECUTIVE OFFICERS, PROMOTERS, CONTROL PERSONS AND CORPORATE GOVERNANCE;
COMPLIANCE WITH SECTION 16(a) OF THE EXCHANGE ACT
    
    
    56ITEM 10. EXECUTIVE COMPENSATION
    
    
    58ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED MEMBER
MATTERS
    
    
    59ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE
    
    
    60ITEM 13. EXHIBITS
    
    
    61ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES
    
    
    62SIGNATURES
    
    
    62Construction Loan AgreementConstruction NotesRevolving Promissory NotesPromissory Note and Continuing Letter of Credit AgreementConstruction Loan Mortgage, Security Agreement, Assignment of Leases and Rents and Fixture Financing StatementSecurity AgreementDesign/Build Construction ContractCode of EthicsCertificationCertificationSection 1350 CertificationsSection 1350 Certifications
  2




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AVAILABLE INFORMATION
  
 PART I
 
 ITEM 1. DESCRIPTION OF BUSINESS.
 Business Development
     3




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Principal Products and Markets
  Ethanol
   4




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Distillers Grains
  Local Ethanol and Distillers Grains Markets
 Distribution of Principal Products
  Regional Ethanol Markets
  National Ethanol Markets
   5




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Distribution of Principal Products
  Ethanol Distribution
  Distillers Grains Distribution
  New Products and Services
  Federal Ethanol Supports and Governmental Regulation
 Federal Ethanol Supports
  6




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th
   7




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8




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Effect of Governmental Regulation
   Competition
    most
 9




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U.S. FUEL ETHANOL BIOREFINERIES AND PRODUCTION CAPACITY
million gallons per year (mgy)
 Under Construction/Current Capacity
    
    
    ExpansionsCompany
    
    Location
    
    Feedstock
    
    (mgy)
    
    
    (mgy)Abengoa Bioenergy Corp.
    
    York, NE
    
    Corn/milo
    
    
    55Colwich, KS
    
    
    
    
    25Portales, NM
    
    
    
    
    30Ravenna, NE
    
    
    
    
    88Aberdeen Energy*
    
    Mina, SD
    
    Corn
    
    
    
    
    
    
    100Absolute Energy, LLC*
    
    St. Ansgar, IA
    
    Corn
    
    
    
    
    
    
    100ACE Ethanol, LLC
    
    Stanley, WI
    
    Corn
    
    
    41Adkins Energy, LLC*
    
    Lena, IL
    
    Corn
    
    
    40Advanced Bioenergy
    
    Fairmont, NE
    
    Corn
    
    
    100AGP*
    
    Hastings, NE
    
    Corn
    
    
    52Agri-Energy, LLC*
    
    Luverne, MN
    
    Corn
    
    
    21Al-Corn Clean Fuel*
    
    Claremont, MN
    
    Corn
    
    
    35
    
    
    
    15Amaizing Energy, LLC*
    
    Denison, IA
    
    Corn
    
    
    48Atlantic, IA
    
    Corn
    
    
    
    
    
    
    110Archer Daniels Midland
    
    Decatur, IL
    
    Corn
    
    
    1,070
    
    
    
    550Cedar Rapids, IA
    
    CornClinton, IA
    
    CornColumbus, NE
    
    CornMarshall, MN
    
    CornPeoria, IL
    
    CornWallhalla, ND
    
    Corn/barleyArkalon Energy, LLC
    
    Liberal, KS
    
    Corn
    
    
    
    
    
    
    110Aventine Renewable Energy, LLC
    
    Pekin, IL
    
    Corn
    
    
    207
    
    
    
    226Aurora, NE
    
    CornMt. Vernon, IN
    
    CornBadger State Ethanol, LLC*
    
    Monroe, WI
    
    Corn
    
    
    48Big River Resources, LLC*
    
    West Burlington, IA
    
    Corn
    
    
    52BioFuel Energy  Pioneer Trail Energy, LLC
    
    Wood River, NE
    
    Corn
    
    
    
    
    
    
    115BioFuel Energy  Buffal Lake Energy, LLC
    
    Fairmont, MN
    
    Corn
    
    
    
    
    
    
    115Blue Flint Ethanol
    
    Underwood, ND
    
    Corn
    
    
    50Bonanza Energy, LLC
    
    Garden City, KS
    
    Corn/milo
    
    
    55Bushmills Ethanol, Inc.*
    
    Atwater, MN
    
    Corn
    
    
    40Cardinal Ethanol
    
    Harrisville, IN
    
    Corn
    
    
    
    
    
    
    100Cargill, Inc.
    
    Blair, NE
    
    Corn
    
    
    85Eddyville, IA
    
    Corn
    
    
    35Cascade Grain
    
    Clatskanie, OR
    
    Corn
    
    
    
    
    
    
    108
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Under Construction/Current Capacity
    
    
    ExpansionsCompany
    
    Location
    
    Feedstock
    
    (mgy)
    
    
    (mgy)Castle Rock Renewable Fuels, LLC
    
    Necedah, WI
    
    Corn
    
    
    
    
    
    
    50Celunol
    
    Jennings, LA
    
    Sugar cane bagasse
    
    
    
    
    
    
    1.5Center Ethanol Company
    
    Sauget, IL
    
    Corn
    
    
    
    
    
    
    54Central Indiana Ethanol, LLC
    
    Marion, IN
    
    Corn
    
    
    40Central Illinois Energy, LLC
    
    Canton, IL
    
    Corn
    
    
    
    
    
    
    37Central MN Ethanol Coop*
    
    Little Falls, MN
    
    Corn
    
    
    21.5Chief Ethanol
    
    Hastings, NE
    
    Corn
    
    
    62Chippewa Valley Ethanol Co.*
    
    Benson, MN
    
    Corn
    
    
    45Cilion Ethanol
    
    Keyes, CA
    
    Corn
    
    
    50Commonwealth Agri-Energy, LLC*
    
    Hopkinsville, KY
    
    Corn
    
    
    33Corn, LP*
    
    Goldfield, IA
    
    Corn
    
    
    50Cornhusker Energy Lexington, LLC
    
    Lexington, NE
    
    Corn
    
    
    40Corn Plus, LLP*
    
    Winnebago, MN
    
    Corn
    
    
    44Coshoctan Ethanol, OH
    
    Coshoctan, OH
    
    Corn
    
    
    
    
    
    
    60Dakota Ethanol, LLC*
    
    Wentworth, SD
    
    Corn
    
    
    50DENCO, LLC
    
    Morris, MN
    
    Corn
    
    
    21.5E Energy Adams, LLC
    
    Adams, NE
    
    Corn
    
    
    50E Caruso (Goodland Energy Center)
    
    Goodland, KS
    
    Corn
    
    
    
    
    
    
    20East Kansas Agri-Energy, LLC*
    
    Garnett, KS
    
    Corn
    
    
    35Elkhorn Valley Ethanol, LLC
    
    Norfolk, NE
    
    Corn
    
    
    40ESE Alcohol Inc.
    
    Leoti, KS
    
    Seed corn
    
    
    1.5Ethanol Grain Processors, LLC
    
    Obion, TN
    
    Corn
    
    
    
    
    
    
    100First United Ethanol, LLC (FUEL)
    
    Mitchell Co., GA
    
    Corn
    
    
    
    
    
    
    100Front Range Energy, LLC
    
    Windsor, CO
    
    Corn
    
    
    40Gateway Ethanol
    
    Pratt, KS
    
    Corn
    
    
    55Glacial Lakes Energy, LLC*
    
    Watertown, SD
    
    Corn
    
    
    100Global Ethanol/Midwest Grain Processors
    
    Lakota, IA
    
    Corn
    
    
    95Riga, MI
    
    Corn
    
    
    57Golden Cheese Company of California*
    
    Corona, CA
    
    Cheese whey
    
    
    5Golden Grain Energy, LLC*
    
    Mason City, IA
    
    Corn
    
    
    110
    
    
    
    50Golden Triangle Energy, LLC*
    
    Craig, MO
    
    Corn
    
    
    20Grand River Distribution
    
    Cambria, WI
    
    Corn
    
    
    
    
    
    
    40Grain Processing Corp.
    
    Muscatine, IA
    
    Corn
    
    
    20Granite Falls Energy, LLC*
    
    Granite Falls, MN
    
    Corn
    
    
    52Greater Ohio Ethanol, LLC
    
    Lima, OH
    
    Corn
    
    
    
    
    
    
    54Green Plains Renewable Energy
    
    Shenandoah, IA
    
    Corn
    
    
    50Superior, IA
    
    Corn
    
    
    
    
    
    
    50Hawkeye Renewables, LLC
    
    Iowa Falls, IA
    
    Corn
    
    
    105Fairbank, IA
    
    Corn
    
    
    115Menlo, IA
    
    Corn
    
    
    
    
    
    
    100Shell Rock, IA
    
    Corn
    
    
    
    
    
    
    110Heartland Corn Products*
    
    Winthrop, MN
    
    Corn
    
    
    100Heartland Grain Fuels, LP*
    
    Aberdeen, SD
    
    Corn
    
    
    9Huron, SD
    
    Corn
    
    
    12
    
    
    
    18
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Under Construction/Current Capacity
    
    
    ExpansionsCompany
    
    Location
    
    Feedstock
    
    (mgy)
    
    
    (mgy)Heron Lake BioEnergy, LLC
    
    Heron Lake, MN
    
    Corn
    
    
    
    
    
    
    50Holt County Ethanol
    
    ONeill, NE
    
    Corn
    
    
    
    
    
    
    100Husker Ag, LLC*
    
    Plainview, NE
    
    Corn
    
    
    26.5Idaho Ethanol Processing
    
    Caldwell, ID
    
    Potato Waste
    
    
    4Illinois River Energy, LLC
    
    Rochelle, IL
    
    Corn
    
    
    50Indiana Bio-Energy
    
    Bluffton, IN
    
    Corn
    
    
    
    
    
    
    101Iroquois Bio-Energy Company, LLC
    
    Rensselaer, IN
    
    Corn
    
    
    40KAAPA Ethanol, LLC*
    
    Minden, NE
    
    Corn
    
    
    40Kansas Ethanol, LLC
    
    Lyons, KS
    
    Corn
    
    
    
    
    
    
    55Land O Lakes*
    
    Melrose, MN
    
    Cheese whey
    
    
    2.6Levelland/Hockley County Ethanol, LLC
    
    Levelland, TX
    
    Corn
    
    
    
    
    
    
    40Lifeline Foods, LLC
    
    St. Joseph, MO
    
    Corn
    
    
    40Lincolnland Agri-Energy, LLC*
    
    Palestine, IL
    
    Corn
    
    
    48Lincolnway Energy, LLC*
    
    Nevada, IA
    
    Corn
    
    
    50Little Sioux Corn Processors, LP*
    
    Marcus, IA
    
    Corn
    
    
    52Marquis Energy, LLC
    
    Hennepin, IL
    
    Corn
    
    
    
    
    
    
    100Marysville Ethanol, LLC
    
    Marysville, MI
    
    Corn
    
    
    
    
    
    
    50Merrick & Company
    
    Golden, CO
    
    Waste beer
    
    
    3MGP Ingredients, Inc.
    
    Pekin, IL
    
    Corn/wheat starch
    
    
    78Atchison, KSMid America Agri Products/Wheatland
    
    Madrid, NE
    
    Corn
    
    
    
    
    
    
    44Mid-Missouri Energy, Inc.*
    
    Malta Bend, MO
    
    Corn
    
    
    45Midwest Renewable Energy, LLC
    
    Sutherland, NE
    
    Corn
    
    
    25Minnesota Energy*
    
    Buffalo Lake, MN
    
    Corn
    
    
    18NEDAK Ethanol
    
    Atkinson, NE
    
    Corn
    
    
    
    
    
    
    44New Energy Corp.
    
    South Bend, IN
    
    Corn
    
    
    102North Country Ethanol, LLC*
    
    Rosholt, SD
    
    Corn
    
    
    20Northeast Biofuels
    
    Volney, NY
    
    Corn
    
    
    
    
    
    
    114Northwest Renewable, LLC
    
    Longview, WA
    
    Corn
    
    
    
    
    
    
    55Otter Tail Ag Enterprises
    
    Fergus Falls, MN
    
    Corn
    
    
    
    
    
    
    57.5Pacific Ethanol
    
    Madera, CA
    
    Corn
    
    
    35Boardman, OR
    
    Corn
    
    
    35Burley, ID
    
    Corn
    
    
    
    
    
    
    50Stockton, CA
    
    Corn
    
    
    
    
    
    
    50Imperial, CA
    
    Corn
    
    
    
    
    
    
    50Panda Ethanol
    
    Hereford, TX
    
    Corn/milo
    
    
    
    
    
    
    115Parallel Products
    
    Louisville, KY
    
    Beverage waste
    
    
    5.4R. Cucamonga, CAPatriot Renewable Fuels, LLC
    
    Annawan, IL
    
    Corn
    
    
    
    
    
    
    100Penford Products
    
    Cedar Rapids, IA
    
    Corn
    
    
    
    
    
    
    45Phoenix Biofuels
    
    Goshen, CA
    
    Corn
    
    
    25
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Under Construction/Current Capacity
    
    
    ExpansionsCompany
    
    Location
    
    Feedstock
    
    (mgy)
    
    
    (mgy)Pinal Energy, LLC
    
    Maricopa, AZ
    
    Corn
    
    
    55Pine Lake Corn Processors, LLC*
    
    Steamboat Rock, IA
    
    Corn
    
    
    20Plainview BioEnergy, LLC
    
    Plainview, TX
    
    Corn
    
    
    
    
    
    
    100Platinum Ethanol, LLC*
    
    Arthur, IA
    
    Corn
    
    
    
    
    
    
    110Plymouth Ethanol, LLC*
    
    Merrill, IA
    
    Corn
    
    
    
    
    
    
    50POET
    
    Sioux Falls, SD
    
    
    
    
    1,110
    
    
    
    375Alexandria, IN
    
    Corn
    
    
    
    
    
    
    #Ashton, IA
    
    CornBig Stone, SD
    
    CornBingham Lake, MN
    
    CornCaro, MI
    
    CornChancellor, SD
    
    CornCoon Rapids, IA
    
    CornCorning, IA
    
    CornEmmetsburg, IA
    
    CornFostoria, OH
    
    Corn
    
    
    
    
    
    
    #Glenville, MN
    
    CornGowrie, IA
    
    CornGroton, SD
    
    CornHanlontown, IA
    
    CornHudson, SD
    
    CornJewell, IA
    
    CornLaddonia, MO
    
    CornLake Crystal, MN
    
    CornLeipsic, OH
    
    Corn
    
    
    
    
    
    
    #Macon, MO
    
    CornMarion, OH
    
    Corn
    
    
    
    
    
    
    #Mitchell, SD
    
    CornNorth Manchester, IN
    
    Corn
    
    
    
    
    
    
    #Portland, IN
    
    CornPreston, MN
    
    CornScotland, SD
    
    CornPrairie Horizon Agri-Energy, LLC
    
    Phillipsburg, KS
    
    Corn
    
    
    40Quad-County Corn Processors*
    
    Galva, IA
    
    Corn
    
    
    27Red Trail Energy, LLC
    
    Richardton, ND
    
    Corn
    
    
    50Redfield Energy, LLC *
    
    Redfield, SD
    
    Corn
    
    
    50Reeve Agri-Energy
    
    Garden City, KS
    
    Corn/milo
    
    
    12Renew Energy
    
    Jefferson Junction, WI
    
    Corn
    
    
    
    
    
    
    130Siouxland Energy & Livestock Coop*
    
    Sioux Center, IA
    
    Corn
    
    
    25
    
    
    
    35Siouxland Ethanol, LLC
    
    Jackson, NE
    
    Corn
    
    
    50Southwest Iowa Renewable Energy, LLC *
    
    Council Bluffs, IA
    
    Corn
    
    
    
    
    
    
    110
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Under Construction/Current Capacity
    
    
    ExpansionsCompany
    
    Location
    
    Feedstock
    
    (mgy)
    
    
    (mgy)Sterling Ethanol, LLC
    
    Sterling, CO
    
    Corn
    
    
    42Tate & Lyle
    
    Loudon, TN
    
    Corn
    
    
    67
    
    
    
    38Ft. Dodge, IA
    
    Corn
    
    
    
    
    
    
    105The Andersons Albion Ethanol LLC
    
    Albion, MI
    
    Corn
    
    
    55The Andersons Clymers Ethanol, LLC
    
    Clymers, IN
    
    Corn
    
    
    110The Andersons Marathon Ethanol, LLC
    
    Greenville, OH
    
    Corn
    
    
    
    
    
    
    110Tharaldson Ethanol
    
    Casselton, ND
    
    Corn
    
    
    
    
    
    
    110Trenton Agri Products, LLC
    
    Trenton, NE
    
    Corn
    
    
    40United Ethanol
    
    Milton, WI
    
    Corn
    
    
    52United WI Grain Producers, LLC*
    
    Friesland, WI
    
    Corn
    
    
    49US BioEnergy Corp.
    
    Albert City, IA
    
    Corn
    
    
    310
    
    
    
    440Woodbury, MI
    
    CornHankinson, ND
    
    Corn
    
    
    
    
    
    
    #Central City , NE
    
    Corn
    
    
    
    
    
    
    #Ord, NE
    
    CornDyersville, IA
    
    Corn
    
    
    
    
    
    
    #Janesville, MN
    
    Corn
    
    
    
    
    
    
    #Marion, SD
    
    CornU.S. Energy Partners, LLC (White Energy)
    
    Russell, KS
    
    Milo/wheat starch
    
    
    48Utica Energy, LLC
    
    Oshkosh, WI
    
    Corn
    
    
    48VeraSun Energy Corporation
    
    Aurora, SD
    
    Corn
    
    
    560
    
    
    
    330Ft. Dodge, IA
    
    CornAlbion, NE
    
    CornCharles City, IA
    
    CornLinden, IN
    
    CornWelcome, MN
    
    Corn
    
    
    
    
    
    
    #Hartely, IA
    
    Corn
    
    
    
    
    
    
    #Bloomingburg, OH
    
    Corn
    
    
    
    
    
    
    #Western New York Energy, LLC
    
    Shelby, NY
    
    Corn
    
    
    50Western Plains Energy, LLC*
    
    Campus, KS
    
    Corn
    
    
    45Western Wisconsin Renewable Energy, LLC*
    
    Boyceville, WI
    
    Corn
    
    
    40White Energy
    
    Hereford, TX
    
    Corn/Milo
    
    
    
    
    
    
    100Wind Gap Farms
    
    Baconton, GA
    
    Brewery waste
    
    
    0.4Renova Energy
    
    Torrington, WY
    
    Corn
    
    
    5Hayburn, ID
    
    Corn
    
    
    
    
    
    
    20Xethanol BioFuels, LLC
    
    Blairstown, IA
    
    Corn
    
    
    5Yuma Ethanol
    
    Yuma, CO
    
    Corn
    
    
    40Total Current Capacity at135 ethanol biorefineries
    
    
    
    
    
    
    7,415.4Total Under Construction (65)/Expansions (9)
    
    
    
    
    
    
    
    
    
    
    6,056.9Total Capacity
    
    
    
    
    
    
    13,472.3
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*
    
    locally-owned#
    
    plant under construction    Competition from Alternative Fuels
     15




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Distillers Grains Competition
   Sources and Availability of Raw Materials
 Corn Feedstock Supply
     16




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Utilities
  Natural Gas.
 Electricity.
 Water
  17




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Research and Development
  Dependence on One or a Few Major Customers
  Costs and Effects of Compliance with Environmental Laws
    Employees
 See Item 10. Executive Compensation.
 18




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Position
    
    # Full-Time PersonnelPresident & Chief Executive Officer
    
    
    1Plant Manager/Vice-President of Operations
    
    
    1Controller
    
    
    1Commodity Specialist/Purchasing Manager
    
    
    1Team Leaders/Supervisors
    
    
    4General Plant Operations Personnel
    
    
    19Utilities, Maintenance and Safety Manager
    
    
    1Maintenance Manager
    
    
    1Maintenance Personnel and Technicians
    
    
    10Lab Manager
    
    
    1Lab Technician
    
    
    2Office Staff
    
    
    3TOTAL
    
    
    45
   
 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
operation.
 Risks Related to One Earth Energy as a Development-Stage Company
 One Earth Energy, LLC has no
operating history, which could result in errors in management and
our inability to operate profitably.
 We have little to no experience in the ethanol industry and our directors do not dedicate
their efforts to our project on a full time basis, which may affect our ability to build and
operate the ethanol plant.
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We will depend on Fagen, Inc. for expertise in beginning operations in the ethanol industry
and any loss of this relationship could cause us delay and added expense, placing us at a
competitive disadvantage.
 If we fail to finalize critical agreements, or the final agreements are unfavorable compared
to what we currently anticipate, our project may fail or be harmed in
ways that could significantly reduce our ability to operate profitably.
 Our business is not diversified.
 We have a history of losses and may not ever operate profitably.
 We have two full-time employees, but we may not be able to hire employees capable of
effectively operating the ethanol plant, which may hinder our ability to operate profitably.
 Risks Related to Construction of the Ethanol Plant
 We depend on Fagen, Inc. and ICM, Inc. to design and build our ethanol plant and their failure
to perform could force us to abandon business, hinder our ability to operate profitably.
  20




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We may need to increase cost estimates for construction of the ethanol plant, and such
increase could result in devaluation of our units if ethanol plant construction requires additional
capital.
  Construction delays could result in delays in our ability to generate profits if our
production and sale of ethanol and its co-products are similarly delayed.
 Fagen, Inc. and ICM, Inc. may have current or future commitments to design and build other
ethanol manufacturing facilities ahead of our plant and those commitments could delay construction
of our plant and our ability to generate revenues.
 Defects in plant construction could result in delays in our ability to generate revenues if
our plant does not produce ethanol and its co-products as anticipated.
 The plant site may have unknown environmental problems that could be expensive and time
consuming to correct, which may delay or halt plant construction and delay our ability to generate
revenue.
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The ethanol industry is a feedstock limited industry. An inadequate supply of corn, our
primary feedstock, could cause the price of corn to continue to increase and threaten the viability
of our plant .
 Risks Relating to Our Business
 We have no operating history and our business may not be as successful as we anticipate.
 We expect to be heavily dependent on rail as our primary mode of transporting our product to
distribution terminals .
 The expansion of domestic ethanol production in combination with state bans on Methyl Tertiary
Butyl Ether (MTBE) and/or state renewable fuels standards may place strains on destination terminal
and blender infrastructure such that our ethanol cannot be marketed and shipped to the blending
terminals that would otherwise provide us the best cost advantages .
 22




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Our financial performance will be significantly dependent on corn and natural gas prices and
market prices for ethanol and distillers grains.
   .
   23




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We expect to sell all of the ethanol we produce to Eco-Energy, Inc. in accordance with an
exclusive ethanol marketing agreement.
 We expect to engage in hedging transactions which involve risks that can harm our business.
  Changes and advances in ethanol production technology could require us to incur costs to
update our plant or could otherwise hinder our ability to compete in the ethanol industry or
operate profitably.
 Risks Related to Ethanol Industry
 Competition from the advancement of alternative fuels may lessen the demand for ethanol and
negatively impact our profitability.
 24




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Corn-based ethanol may compete with cellulose-based ethanol in the future, which could make it
more difficult for us to produce ethanol on a cost-effective basis.
  As domestic ethanol production continues to grow, ethanol supply may exceed demand causing
ethanol prices to decline .
  Consumer resistance to the use of ethanol based on the belief that ethanol is expensive, adds
to air pollution, harms engines, reduces fuel efficiency, takes more energy to produce than it
contributes and leads to increased food prices which may affect the demand for ethanol and could
affect our ability to market our product .
 25




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Increased production of ethanol may have widespread environmental and agricultural effects,
which may hinder our ability to successfully market our products .
   The inability of retailers to obtain pump certifications and availability of flex fuel
vehicles for use by consumers could prevent retailers from selling E85, which could decrease the
overall demand for ethanol.
  26




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##### Table of Contents



Competition from ethanol imported from Caribbean Basin countries may be a less expensive
alternative to our ethanol, which would cause us to lose market share .
 Competition from ethanol imported from Brazil may be a less expensive alternative to our
ethanol, which would cause us to lose market share .
 Competition from major oil companies may prevent the expansion of ethanol use and blending of
gasoline and ethanol, as the oil industry may see ethanol as a threat to its market power.
 Risks Related to Regulation and Governmental Action
 A change in government policies favorable to ethanol may cause demand for ethanol to decline,
which could reduce our ability to operate profitably .
 Government incentives for ethanol production, including federal tax incentives, may be
eliminated in the future, which could hinder our ability to operate at a profit .
 Renewable Fuels Standard.
 27




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Volumetric Ethanol Excise Tax Credit.
 Small Ethanol Producer Tax Credit.
  Changes in environmental regulations or violations of the regulations could be expensive and
reduce our profit .
 28




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##### Table of Contents



Carbon dioxide may be regulated in the future by the EPA as an air pollutant requiring us to
obtain additional permits and install additional environmental mitigation equipment, which could
adversely affect our financial performance
 
 ITEM 2. DESCRIPTION OF PROPERTY.
     st
  29




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Item 6 
Managements Discussion and Analysis or Plan of Operation.
 
 ITEM 3. LEGAL PROCEEDINGS.
  
 ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
  
 PART II
 
 ITEM 5. MARKET FOR COMMON EQUITY AND RELATED MEMBER MATTERS AND SMALL BUSINESS ISSUER PURCHASES OF EQUITY SECURITIES.
   Item 6  Managements Discussion and Analysis or Plan of
Operation.
     30




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Aggregate Price ofthe amount
    
    
    
    
    
    Aggregate price ofAmount Registered
    
    registered
    
    Amount sold
    
    the amount sold14,000
    
    $
    70,000,000
    
    
    
    12,924
    
    
    $
    64,620,000
  Net proceeds
    
    $
    63,785,975
    (1)Construction of Plant
    
    
    (20,000,000
    )Repayment of Indebtedness
    
    
    (6,500,000
    )Working Capital
    
    
    (388,959
    )Other
    
    
    (298,543
    )Balance
    
    $
    36,598,473
 
 (1)
    
    Gross proceeds net of offering expenses of $834,025.  
 ITEM 6. MANAGEMENTS DISCUSSION AND ANALYSIS OR PLAN OF OPERATION.
 Forward Looking Statements
  
    
    Changes in our business strategy, capital improvements or development plans;
    
    Construction delays and technical difficulties in constructing the plant;
    
    Changes in the environmental regulations that apply to our plant site and
operations;
    
    Ability to secure marketing services;
    
    Changes in general economic conditions or the occurrence of certain events causing
an economic impact in the agriculture, oil or automobile industries;
    
    Changes in the availability and price of natural gas and corn, and the market and
price for ethanol and distillers grains;
    
    Changes in federal and/or state laws (including the elimination of any federal
and/or state ethanol tax incentives);
    
    Overcapacity within the ethanol industry;
    
    Changes and advances in ethanol production technology; and
    
    Competition from alternative fuel additives.
  31




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Overview
      32




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Plan of Operations for the Next 12 Months
  Project Capitalization
   33




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Plant construction and start-up of plant operations
  34




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35




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Marketing Agreements
   Permitting and Regulatory Activities
   36




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Air Pollution Standard
  National Pollutant Discharge Elimination System Permit (Individual NPDES Permit)
  Storm Water Discharge Permit and Storm Water Pollution Prevention Program (General NPDES Permits)
  New Source Performance Standards
  Spill Prevention, Control, and Countermeasures Plan
  Alcohol and Tobacco Tax and Trade Bureau Requirements
  37




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Risk Management Plan
  Environmental Protection Agency
  Trends and Uncertainties Impacting the Ethanol Industry and Our Future Operations
   38




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39




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Trends and uncertainties impacting the corn and natural gas markets and our future cost of goods sold
   40




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Technology Developments
    Liquidity and Capital Resources
 Estimated Sources of Funds
  Sources of Funds
    
    
    
    
    PercentOffering Proceeds (1)
    
    $
    64,630,000
    
    
    
    38.93
    %Seed Capital Proceeds (2)
    
    $
    1,425,000
    
    
    
    0.86
    %Grants (3)
    
    $
    120,000
    
    
    
    0.07
    %Senior Debt Financing (4)
    
    $
    99,825,000
    
    
    
    60.14
    %Total Sources of Funds
    
    $
    166,000,000
    
    
    
    100.00
    %
 
 (1)
    
    We received proceeds for approximately $64,630,000 in our registered offering and
issued 12,926 registered units to our investors. 41




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##### Table of Contents



(2)
    
    We have issued a total of 855 units to our seed capital investors in exchange for
proceeds of $1,425,000.(3)
    
    We have received $20,000 from the Illinois Corn Marketing Board. In addition, we
received a USDA Rural Business Co-operative Service Value Added Producer Grant in the
amount of $100,000, which is to be used for start-up costs.(4)
    
    The amount of senior debt financing may be adjusted depending on the amount of
grants we are able to obtain. On September 20, 2007, we closed our debt financing with
First National Bank of Omaha. Our senior credit facility is in the amount of
$111,000,000, consisting of a construction note of up to $100,000,000, a $10,000,000
revolving line of credit, up to $1,000,000 in letters of credit. Estimated Uses of Proceeds
   Percent ofUse of Proceeds
    
    Amount
    
    TotalPlant construction
    
    $
    120,000,000
    
    
    
    72.29
    %Land & site development costs
    
    
    8,937,064
    
    
    
    5.38
    %Railroad
    
    
    1,980,000
    
    
    
    1.19
    %Fire protection & water supply
    
    
    10,179,000
    
    
    
    6.13
    %Administrative building
    
    
    500,000
    
    
    
    0.30
    %Office equipment
    
    
    90,000
    
    
    
    0.05
    %Computers, software, network
    
    
    175,000
    
    
    
    0.11
    %Construction insurance costs
    
    
    125,000
    
    
    
    0.08
    %Construction contingency
    
    
    1,869,436
    
    
    
    1.13
    %Capitalized interest
    
    
    3,000,000
    
    
    
    1.81
    %Rolling stock
    
    
    460,000
    
    
    
    0.28
    %Start up costs:Financing costs
    
    
    1,218,000
    
    
    
    0.73
    %Organization costs
    
    
    1,616,500
    
    
    
    0.97
    %Pre-production period costs
    
    
    850,000
    
    
    
    0.51
    %Inventory  spare parts  process equipment
    
    
    500,000
    
    
    
    0.30
    %Working capital
    
    
    6,500,000
    
    
    
    3.92
    %Inventory  corn
    
    
    2,250,000
    
    
    
    1.36
    %Inventory  chemicals and ingredients
    
    
    200,000
    
    
    
    0.12
    %Inventory  ethanol and DDGS
    
    
    5,550,000
    
    
    
    3.34
    %Total
    
    $
    166,000,000
    
    
    
    100
    %
  Financial Results
  42




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Critical Accounting Estimates
  Off-Balance Sheet Arrangements
  Employees
 DESCRIPTION OF BUSINESS  Employees.
 43




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44




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ITEM 7. FINANCIAL STATEMENTS.
 ONE EARTH ENERGY, LLC
  October 31,ASSETS
    
    2007Current AssetsCash and cash equivalents
    
    $
    37,581,420Prepaid expenses and other current assets
    
    
    53,024Total current assets
    
    
    37,634,444Property and EquipmentLand
    
    
    869,687Office equipment
    
    
    17,944Construction in process
    
    
    25,978,40426,866,035Less accumulated depreciation
    
    
    (3,247
    )Net property and equipment
    
    
    26,862,788Other AssetsFinancing costs
    
    
    1,173,937Total Assets
    
    $
    65,671,169LIABILITIES AND MEMBERS EQUITYCurrent LiabilitiesAccounts payable
    
    $
    95,645Construction payable
    
    
    359,747Construction payable  retainage
    
    
    375,077Accounts payable  rescinders
    
    
    45,353Accrued expenses
    
    
    10,900Accrued interest  related parties
    
    
    40,770Notes payable  related parties
    
    
    1,010,000Total current liabilities
    
    
    1,937,492Commitments and ContingenciesMembers EquityMember
contributions, 13,781 units authorized and outstanding
    
    
    64,967,945Deficit accumulated during development stage
    
    
    (1,234,268
    )Total members equity
    
    
    63,733,677Total Liabilities and Members Equity
    
    $
    65,671,169
  45




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ONE EARTH ENERGY, LLC
  Year Ended
    
    
    From Inception
    
    
    From InceptionOctober 31,
    
    
    (November 28, 2005)
    
    
    (November 28, 2005)2007
    
    
    to October 31, 2006
    
    
    to October 31, 2007Revenues
    
    $
    
    
    
    $
    
    
    
    $
    Operating ExpensesPreproduction startup costs
    
    
    73,674
    
    
    
    271,652
    
    
    
    345,326Professional fees
    
    
    355,086
    
    
    
    156,434
    
    
    
    511,520General and administrative
    
    
    255,367
    
    
    
    163,581
    
    
    
    418,948Total
    
    
    684,127
    
    
    
    591,667
    
    
    
    1,275,794Operating Loss
    
    
    (684,127
    )
    
    
    (591,667
    )
    
    
    (1,275,794
    )Other Income (Expense)Grant income
    
    
    89,078
    
    
    
    20,000
    
    
    
    109,078Other income
    
    
    
    
    
    
    5,000
    
    
    
    5,000Interest income
    
    
    20,388
    
    
    
    26,369
    
    
    
    46,757Interest expense
    
    
    (119,309
    )
    
    
    
    
    
    
    (119,309
    )Total
    
    
    (9,843
    )
    
    
    51,369
    
    
    
    41,526Net Loss
    
    $
    (693,970
    )
    
    $
    (540,298
    )
    
    $
    (1,234,268
    )Weighted Average Units Outstanding  Basic and Diluted
    
    
    888
    
    
    
    622
    
    
    
    760Net Loss Per Unit  Basic and Diluted
    
    $
    (781
    )
    
    $
    (869
    )
    
    $
    (1,624
    )
  46




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##### Table of Contents



ONE EARTH ENERGY, LLC
  Balance  November 28, 2005 (Date of Inception)
    
    $
    Capital contributions - 855 units, $1,666.67 per unit, February 2006
    
    
    1,425,000Costs of raising capital
    
    
    (530
    )Net loss for the period from inception to October 31, 2006
    
    
    (540,298
    )Balance  October 31, 2006
    
    
    884,172Capital contributions - 12,924 units, $5,000 per unit, October 2007
    
    
    64,620,000Unit subscriptions receivable
    
    
    (252,500
    )Units exchanged for lease agreement, 2 units, $5,000 per unit,
October 2007
    
    
    10,000Costs of raising capital
    
    
    (834,025
    )Net loss for the year ended October 31, 2007
    
    
    (693,970
    )Balance  October 31, 2007
    
    $
    63,733,677
  47




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##### Table of Contents



ONE EARTH ENERGY, LLC
  Year Ended
    
    
    From Inception
    
    
    From InceptionOctober 31,
    
    
    (November 28, 2005)
    
    
    (November 28, 2005)2007
    
    
    to October 31, 2006
    
    
    to October 31, 2007Cash Flows from Operating ActivitiesNet loss
    
    $
    (693,970
    )
    
    $
    (540,298
    )
    
    $
    (1,234,268
    )Adjustments to reconcile net loss to net cash from operations:Depreciation
    
    
    2,675
    
    
    
    572
    
    
    
    3,247Land option expired
    
    
    17,000
    
    
    
    
    
    
    
    17,000Change in assets and liabilitiesPrepaid expenses
    
    
    (19,983
    )
    
    
    (33,041
    )
    
    
    (53,024
    )Accounts payable
    
    
    43,160
    
    
    
    10,096
    
    
    
    53,256Accrued expenses
    
    
    10,900
    
    
    
    961
    
    
    
    10,900Accrued interest  related parties
    
    
    39,809
    
    
    
    
    
    
    
    40,770Net cash used in operating activities
    
    
    (600,409
    )
    
    
    (561,710
    )
    
    
    (1,162,119
    )Cash Flows from Investing ActivitiesPayments for land options
    
    
    (10,000
    )
    
    
    (37,000
    )
    
    
    (47,000
    )Payments for purchase of land
    
    
    (839,687
    )
    
    
    
    
    
    
    (839,687
    )Capital expenditures
    
    
    (11,077
    )
    
    
    (6,867
    )
    
    
    (17,944
    )Payments for construction in progress
    
    
    (25,225,229
    )
    
    
    
    
    
    
    (25,225,229
    )Net cash used in investing activities
    
    
    (26,085,993
    )
    
    
    (43,867
    )
    
    
    (26,129,860
    )Cash Flows from Financing ActivitiesPayments for financing costs
    
    
    (1,173,937
    )
    
    
    
    
    
    
    (1,173,937
    )Payments for deferred offering costs
    
    
    (598,073
    )
    
    
    (212,444
    )
    
    
    (810,517
    )Payments due
to rescinders
    
    
    45,353
    
    
    
    
    
    
    
    45,353Member contributions
    
    
    64,377,500
    
    
    
    1,425,000
    
    
    
    65,802,500Proceeds from short term loans  related parties
    
    
    1,010,000
    
    
    
    
    
    
    
    1,010,000Net cash provided by financing activities
    
    
    63,660,843
    
    
    
    1,212,556
    
    
    
    64,873,399Net Increase in Cash and Cash Equivalents
    
    
    36,974,441
    
    
    
    606,979
    
    
    
    37,581,420Cash and Cash Equivalents  Beginning of Period
    
    
    606,979
    
    
    
    
    
    
    
    Cash and Cash Equivalents  End of Period
    
    $
    37,581,420
    
    
    $
    606,979
    
    
    $
    37,581,420Supplemental Cash Flow InformationCash paid for interest, including amount
capitalized of $26,517
    
    $
    105,056
    
    
    $
    
    
    
    $
    105,056Supplemental Disclosure of NoncashInvesting and Financing ActivitiesMember
unit recissions in accounts payable
    
    $
    45,353
    
    
    $
    
    
    
    $
    45,353Construction costs included in accounts payable
    
    $
    753,175
    
    
    $
    
    
    
    $
    753,175Deferred offering costs included in accounts payable
    
    $
    24,038
    
    
    $
    70,462
    
    
    $
    24,038Deferred offering costs offset against member
contributions
    
    $
    834,025
    
    
    $
    530
    
    
    $
    834,555Deposit applied to land purchase
    
    $
    30,000
    
    
    $
    
    
    
    $
    30,000
 48




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##### Table of Contents



ONE EARTH ENERGY, LLC
   1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
 Nature of Business
  Fiscal Reporting Period
  Accounting Estimates
  Cash and Cash Equivalents
  Deferred Offering Costs
  Deferred Financing Costs
  Property and Equipment
  Asset Impairment
  49




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ONE EARTH ENERGY, LLC
     Grants
  Income Taxes
  Organizational and Start Up Costs
  Fair Value of Financial Instruments
   Environmental Liabilities
  Capitalized Interest
 Capitalization of Interest Costs
 Net Loss per Unit
  50




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##### Table of Contents



ONE EARTH ENERGY, LLC
    Recently Issued Accounting Pronouncements
   2. MEMBERS EQUITY
      51




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##### Table of Contents



ONE EARTH ENERGY, LLC
     3. NOTES PAYABLE
  4. DEBT FINANCING
   5. GRANT
  6. RELATED PARTY TRANSACTIONS
  52




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##### Table of Contents



ONE EARTH ENERGY, LLC
    7. INCOME TAXES
  October 31, 2007Financial statement basis of assets
    
    $
    65,671,169Plus: organization and start-up costs capitalized
    
    
    1,146,000Income tax basis of assets
    
    $
    66,817,169
  8. COMMITMENTS AND CONTINGENCIES
 Plant Construction
   Land and land options
    53




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##### Table of Contents



ONE EARTH ENERGY, LLC
        Consulting Contracts
   Ethanol Marketing Contract
  Distillers Grains Marketing Contract
  54




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##### Table of Contents



ONE EARTH ENERGY, LLC
   Railroad Contract
  Installation Contract
  Lease agreements
 st st
  Subsequent Event
 
 55




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##### Table of Contents



ITEM 8. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.
  
 ITEM 8A. CONTROLS AND PROCEDURES.
   
 ITEM 8B. OTHER INFORMATION.
  
 PART III.
 
 ITEM 9. DIRECTORS; EXECUTIVE OFFICERS AND CONTROL PERSONS; COMPLIANCE WITH SECTION 16(a) OF THE
EXCHANGE ACT.
 Identification of Directors, Executive Officers and Significant Employees
  Name
    
    Age
    
    Position
    
    AddressScott Docherty
    
    
    45
    
    
    Chairman/ Director
    
    400 East Bodman
Bement, IL 61813Joseph Thompson
    
    
    48
    
    
    Vice President/
Director
    
    49 Deer Run Place
Monticello, IL 61856Jack Murray
    
    
    51
    
    
    Secretary /Treasurer
/
Director
    
    2607 County Rd 1000E
Champaign, IL 61822Bruce Bastert
    
    
    50
    
    
    Director
    
    100 W Thomas
PO Box 155
Ludlow, IL 60949Roger Miller
    
    
    54
    
    
    Director
    
    1 S Calhoun
PO Box E
Tolono, IL 61880Zafar Rizvi
    
    
    57
    
    
    Director
    
    2875 Needmore Road
Dayton, Ohio 45414Steve Kelly
    
    
    51
    
    
    President
    
    1306 West 8th St
Gibson City, IL 60936
 56




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##### Table of Contents



Business Experience of Directors and Officers
  Scott Docherty, Chairman and Director, Age 45.
 Joseph Thompson, Vice President and Director, Age 48.
 Jack Murray, Secretary / Treasurer and Director, Age 51.
 Bruce Bastert, Director, Age 50.
 Roger Miller, Director, Age 54.
 Zafar Rizvi,Director, Age 57.
 Business Experience of Significant Employees
 Steven Kelly, President/General Manager, Age 51.
 57




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Code of Ethics
   Identification of Audit Committee
  Audit Committee Financial Expert
  
 ITEM 10. EXECUTIVE COMPENSATION.
 Compensation of Named Executive Officers and Directors
  Summary Compensation Table.
 Non-EquityIncentive PlanName and
    
    
    
    
    
    
    
    
    
    
    
    
    
    Compensation
    
    All OtherPrincipal Position
    
    Year
    
    Salary
    
    Option Awards
    
    Earnings
    
    Compensation
    
    TotalSteve Kelly Principal Executive Officer
    
    
    Fiscal Year 2007
    
    
    $
    28,333.33
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    28,333.33Fiscal Year 2006
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
    
    
    $
    0
  58




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##### Table of Contents



Fees Earned or Paid
    
    All OtherName
    
    in Cash
    
    Compensation
    
    TotalJack Murray
    
    $
    1,500
    
    
    $
    0
    
    
    $
    1,500Patrick Feeney
    
    $
    1,350
    
    
    $
    0
    
    
    $
    1,350Cary Hinton
    
    $
    1,350
    
    
    $
    0
    
    
    $
    1,350Robert Landau
    
    $
    2,200
    
    
    $
    0
    
    
    $
    2,200Patrick Quinlan
    
    $
    1,750
    
    
    $
    0
    
    
    $
    1,750Steve Hettinger
    
    $
    250
    
    
    $
    0
    
    
    $
    250Rick Nelson
    
    $
    800
    
    
    $
    0
    
    
    $
    800Gene Shields
    
    $
    650
    
    
    $
    0
    
    
    $
    650Richard Larimore
    
    $
    600
    
    
    $
    0
    
    
    $
    600Byron Jones
    
    $
    400
    
    
    $
    0
    
    
    $
    400
  
 ITEM 11. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED MEMBER
MATTERS.
 Security Ownership of Certain Beneficial Owners
  Amount and nature ofTitle of Class
    
    Name (1)
    
    beneficial owner
    
    Percent of ClassMembership Units
    
    Farmers Energy One Earth, LLC
    
    10,154 units
    
    
    73.68
    %
 
 (1)
    
    The address of the beneficial owner is deemed to be the same address indicated in Item 9. Security Ownership of Management
  Amount and NatureName and Address of
    
    of BeneficialTitle of Class
    
    Beneficial owner(1)
    
    Ownership
    
    Percent of ClassMembership Units
    
    Steve Kelly
    
    10 units
    
    0.07%Membership Units
    
    Jack Murray(2)
    
    226 units
    
    1.64%Membership Units
    
    Bruce Bastert(3)
    
    177 units
    
    1.28%Membership Units
    
    Roger Miller
    
    5 units
    
    0.04%Membership Units
    
    Zafar Rizvi(4)
    
    10,154 units
    
    73.68%All Directors and Officers as a Group:
    
    10,572 Units
    
    76.71%
 
 (1)
    
    The address of the beneficial owner is deemed to be the same address indicated above.(2)
    
    171 units are owned by Fisher Farmers, 20 units are owned by Keith Farms, 5 units are owned
by JN & JM Farms and 20 units are owned by Murray Farms. Our director, Jack Murray is a
principal of Fisher Farmers, Keith Farms, JN & JM Farms and Murray Farms. 59




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(3)
    
    171 units are owned by Top Flight Grain Cooperative. Our director, Bruce Bastert is a
cooperative owner of Top Flight Grain Cooperative.(4)
    
    Units are owned by Farmers Energy One Earth, LLC. Zafar Rizvi, our director, is a principal
in Farmers Energy One Earth, LLC. 
 ITEM 12. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS AND DIRECTOR INDEPENDENCE.
 Certain Relationships and Related Transactions
  Alliance Grain Company
  Farmers Energy One Earth, LLC (FEI)
   Director Independence
  Audit Committee
  Compensation Committee
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Nominating Committee
  
 ITEM 13. EXHIBITS.
  Exhibit No.
    
    Description
    
    Method of Filing10.1
    
    Construction Loan Agreement dated September
20, 2007 between One Earth Energy, LLC and
First National Bank of Omaha
    
    *10.2
    
    Construction Notes dated September 20, 2007
between One Earth Energy, LLC and First
National Bank of Omaha; Deere Credit, Inc.;
Farm Credit Services of America; Quad City
Bank and Trust; Citizens First National
Bank; CoBank; Capital Farm Credit; Busey
Bank; Farm Credit Services; Transamerica
Occidental Life Insurance Company; and,
First Indiana Bank
    
    *10.3
    
    Revolving Promissory Notes dated September
20, 2007 between One Earth Energy, LLC and
First National Bank of Omaha; First Indiana
Bank; Citizens First National Bank; Deere
Credit, Inc.; and, CoBank
    
    *10.4
    
    Promissory Note and Continuing Letter of
Credit Agreement dated September 20, 2007
between One Earth Energy, LLC and First
National Bank of Omaha
    
    *10.5
    
    Construction Loan Mortgage, Security
Agreement, Assignment of Leases and Rents
and Fixture Financing Statement dated
September 20, 2007 between One Earth
Energy, LLC and First National Bank of
Omaha
    
    *10.6
    
    Security Agreement dated September 20, 2007
between One Earth Energy, LLC and First
National Bank of Omaha
    
    *10.7
    
    Design/Build Construction Contract dated
December 26, 2007 between One Earth Energy,
LLC and Hogenson Construction Company
    
    *14.1
    
    Code of Ethics
    
    *31.1
    
    Certificate Pursuant to 17 CFR 240.13a-14(a)
    
    *31.2
    
    Certificate Pursuant to 17 CFR 240.13a-14(a)
    
    *32.1
    
    Certificate Pursuant to 18 U.S.C. § 1350
    
    *32.2
    
    Certificate Pursuant to 18 U.S.C. § 1350.
    
    *
 61




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(*)
    
    Filed herewith.(+)
    
    Material has been omitted pursuant to a request for confidential treatment and such materials
have been filed separately with the Securities and Exchange Commission. 
 ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES.
  Category
    
    Year
    
    FeesAudit Fees(1)
    
    2007
2006
    
    $86,000
$69,000Audit-Related Fees(1)
    
    2007
2006
    
    $
$Tax Fees
    
    2007
2006
    
    $
$All Other Fees
    
    2007
2006
    
    $
$
    
 SIGNATURES
  ONE EARTH ENERGY, LLCDate:January 29, 2008
    /s/ Steve KellySteve KellyPresident
(Principal Executive Officer) Date: January 29, 2008
    /s/ Jack MurrayJack MurrayTreasurer and Director
(Principal Financial and Accounting Officer) 62




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Date:  January 29, 2008
    /s/Joe ThompsonJoe ThompsonVice President and DirectorDate:  January 29, 2008
    /s/Scott DochertyScott DochertyChairman and DirectorDate:  January 29, 2008
    /s/Jack MurrayJack MurrayTreasurer/Secretary and DirectorDate:  January 29, 2008
    /s/Bruce BastertBruce BastertDirectorDate:  January 29, 2008
    /s/Roger MillerRoger Miller, DirectorDate:  January 29, 2008
    /s/ Zafar RizviZafar Rizvi, Director 63