##### Table of Contents



UNITED STATES
 SECURITIES AND EXCHANGE
    COMMISSION
 WASHINGTON, D.C.
    20549
  Form 10-Q
  (Mark One)þ

QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934for the quarterly period ended
    November 30, 2007.o

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
    SECURITIES EXCHANGE ACT OF 1934for the transition period
    fromto
    .   Commission File Number 0-50150
  CHS Inc.
 (Exact name of registrant as
    specified in its charter)
  Minnesota

41-0251095(State or other jurisdiction
    of
    incorporation or organization)

(I.R.S. Employer
    Identification Number)5500 Cenex Drive
    Inver Grove Heights, MN 55077(Address of principal
    executive offices,
    including zip code)

(651) 355-6000(Registrants telephone
    number,
    including area code)   þ o
  Rule 12b-2
  o o þ
  Rule 12b-2 o þ
    Number of Shares Outstanding atClass

January 11, 2008NONE

NONE




---



##### 



INDEX
  Page No.PART I. FINANCIAL INFORMATIONItem 1.

Financial Statements (unaudited)

3Consolidated Balance Sheets as of November 30,
    2007, August 31, 2007 and November 30, 2006

3Consolidated Statements of Operations for the
    three months ended November 30, 2007 and 2006

4Consolidated Statements of Cash Flows for the
    three months ended November 30, 2007 and 2006

5Notes to Consolidated Financial Statements

6Item 2.

Managements Discussion and Analysis of
    Financial Condition and Results of Operations

18Item 3.

Quantitative and Qualitative Disclosures about
    Market Risk

34Item 4T.

Controls and Procedures

34PART II. OTHER INFORMATIONItem 4.

Submission of Matters to a Vote of Security
    Holders

35Item 5.

Other Information

35Item 6.

Exhibits

35SIGNATURE PAGE

36Section 302 CertificationSection 302 CertificationSection 906 CertificationSection 906 Certification   1




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##### Table of Contents



PART I.
    FINANCIAL INFORMATION
  SAFE
    HARBOR STATEMENT UNDER THE PRIVATE
    SECURITIES LITIGATION REFORM ACT OF 1995
  Form 10-Q Form 10-Q
 2




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##### Table of Contents



Item 1.
    Financial
    Statements  CHS INC.
    AND SUBSIDIARIES
  CONSOLIDATED BALANCE SHEETS
 (Unaudited)
  November 30,


August 31,


November 30,2007


2007 *


2006 *(dollars in thousands)ASSETSCurrent assets:Cash and cash equivalents

$
186,754


$
357,712


$
112,232Receivables


1,966,793



1,401,251



1,141,811Inventories


2,235,967



1,666,632



1,180,498Other current assets


1,164,723



505,417



593,341Total current assets


5,554,237



3,931,012



3,027,882Investments


806,610



880,592



713,382Property, plant and equipment


1,836,372



1,728,171



1,525,028Other assets


241,540



208,752



284,189Total assets

$
8,438,759


$
6,748,527


$
5,550,481LIABILITIES AND EQUITIESCurrent liabilities:Notes payable

$
443,413


$
672,571


$
291,422Current portion of long-term debt


96,123



98,977



61,443Customer credit balances


123,699



110,818



75,907Customer advance payments


697,357



161,525



118,319Checks and drafts outstanding


170,038



143,133



77,558Accounts payable


1,785,143



1,120,822



917,719Accrued expenses


484,322



432,840



387,735Dividends and equities payable


488,727



374,294



254,539Total current liabilities


4,288,822



3,114,980



2,184,642Long-term debt


975,391



589,344



665,756Other liabilities


381,438



371,362



374,409Minority interests in subsidiaries


190,936



197,386



163,426Commitments and contingenciesEquities


2,602,172



2,475,455



2,162,248Total liabilities and equities

$
8,438,759


$
6,748,527


$
5,550,481     *
    
    Adjusted to reflect adoption of FASB Staff Position No. AUG
    AIR-1; see Note 2   3




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##### Table of Contents



CHS INC.
    AND SUBSIDIARIES
  CONSOLIDATED STATEMENTS OF OPERATIONS
 (Unaudited)
  For the Three Months EndedNovember 30,2007


2006 *(dollars in thousands)Revenues

$
6,525,386


$
3,751,070Cost of goods sold


6,210,749



3,528,636Gross profit


314,637



222,434Marketing, general and administrative


66,459



52,102Operating earnings


248,178



170,332Gain on investments


(94,948
)


(5,348
)Interest, net


13,537



7,688Equity income from investments


(31,190
)


(4,531
)Minority interests


22,979



18,912Income before income taxes


337,800



153,611Income taxes


36,900



17,232Net income

$
300,900


$
136,379     *
    
    Adjusted to reflect adoption of FASB Staff Position No. AUG
    AIR-1; see Note 2   4




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##### Table of Contents



CHS INC.
    AND SUBSIDIARIES
  CONSOLIDATED STATEMENTS OF CASH FLOWS
 (Unaudited)
  For the Three Months EndedNovember 30,2007


2006 *(dollars in thousands)Cash flows from operating activities:Net income

$
300,900


$
136,379Adjustments to reconcile net income to net cash provided by
    (used in) operating activities:Depreciation and amortization


40,517



34,201Amortization of deferred major repair costs


6,664



6,244Income from equity investments


(31,190
)


(4,531
)Distributions from equity investments


12,332



15,272Minority interests


22,979



18,912Noncash patronage dividends received


(445
)


(321
)Gain on sale of property, plant and equipment


(899
)


(302
)Gain on investments


(94,948
)


(5,348
)Deferred taxes


36,900



17,232Other, net


(244
)


375Changes in operating assets and liabilities:Receivables


(545,482
)


(39,841
)Inventories


(394,715
)


(45,118
)Other current assets and other assets


(403,839
)


(298,720
)Customer credit balances


12,881



9,439Customer advance payments


329,580



35,932Accounts payable and accrued expenses


716,854



79,021Other liabilities


6,662



7,858Net cash provided by (used in) operating activities


14,507



(33,316
)Cash flows from investing activities:Acquisition of property, plant and equipment


(108,698
)


(80,192
)Proceeds from disposition of property, plant and equipment


2,653



1,415Expenditures for major repairs


(21,662
)


(1,297
)Investments


(267,317
)


(77,420
)Investments redeemed


66



1,376Proceeds from sale of investments


114,198



10,918Acquisition of business transaction, net


(13,024
)Changes in notes receivable


(18,912
)


(32,546
)Acquisition of intangibles


(4,721
)


(548
)Other investing activities, net


432



(2,549
)Net cash used in investing activities


(316,985
)


(180,843
)Cash flows from financing activities:Changes in notes payable


(229,120
)


269,415Long-term debt borrowings


400,000Principal payments on long-term debt


(18,675
)


(17,641
)Payments for bank fees on debt


(1,794
)Changes in checks and drafts outstanding


26,906



20,475Distribution to minority owners


(38,409
)


(8,313
)Costs incurred  capital equity certificates redeemed






(4
)Preferred stock dividends paid


(3,620
)


(2,932
)Retirements of equities


(3,768
)


(47,134
)Net cash provided by financing activities


131,520



213,866Net decrease in cash and cash equivalents


(170,958
)


(293
)Cash and cash equivalents at beginning of period


357,712



112,525Cash and cash equivalents at end of period

$
186,754


$
112,232     *
    
    Adjusted to reflect adoption of FASB Staff Position No. AUG
    AIR-1; see Note 2   5




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##### Table of Contents



CHS INC.
    AND SUBSIDIARIES
  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
 (dollars
    in thousands)
  Note 1.
    Accounting
    Policies      Form 10-K,
  Goodwill
    and Other Intangible Assets
      Recent
    Accounting Pronouncements
     6




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##### Table of Contents



CHS INC. AND SUBSIDIARIES
  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
    (Unaudited)  (Continued)
        Reclassifications
    Note 2.
    Change in
    Accounting Principle  Turnarounds    7




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##### Table of Contents



CHS INC. AND SUBSIDIARIES
  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
    (Unaudited)  (Continued)
  August 31, 2007As


FSP AUGPreviously


AIR-1


AsReported


Adjustment


AdjustedConsolidated Balance SheetsOther current assets

$
511,263


$
(5,846
)

$
505,417Other assets


147,965



60,787



208,752Accrued expenses


439,084



(6,244
)


432,840Other liabilities


359,198



12,164



371,362Minority interests in subsidiaries


190,830



6,556



197,386Equities


2,432,990



42,465



2,475,455   November 30, 2006As


FSP AUGPreviously


AIR-1


AsReported


Adjustment


AdjustedConsolidated Balance SheetsOther current assets

$
600,990


$
(7,649
)

$
593,341Other assets


237,553



46,636



284,189Accrued expenses


410,433



(22,698
)


387,735Other liabilities


355,452



18,957



374,409Minority interests in subsidiaries


156,870



6,556



163,426Equities


2,126,076



36,172



2,162,248   8




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##### Table of Contents



CHS INC. AND SUBSIDIARIES
  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
    (Unaudited)  (Continued)
  Three Months EndedNovember 30, 2006As


FSP AUGPreviously


AIR-1


AsReported


Adjustment


AdjustedConsolidated Statements of OperationsCost of goods sold


3,528,794



(158
)


3,528,636Income before income taxes


153,453



158



153,611Income taxes


17,171



61



17,232Net income


136,282



97



136,379Consolidated Statements of Cash FlowsOperating activitiesNet income


136,282



97



136,379Amortization of deferred major repair costs






6,244



6,244Deferred taxes


17,171



61



17,232Changes in operating assets and liabilities:Other current assets and other assets


(300,523
)


1,803



(298,720
)Accounts payable and accrued expenses


82,329



(3,308
)


79,021Other liabilities


11,458



(3,600
)


7,858Net cash (used in) provided by operating activities


(34,613
)


1,297



(33,316
)Investing activitiesExpenditures for major repairs






(1,297
)


(1,297
)Net cash used in investing activities


(179,546
)


(1,297
)


(180,843
)   Note 3.
    Receivables  November 30,


August 31,


November 30,2007


2007


2006Trade

$
1,912,160


$
1,366,428


$
1,101,845Other


118,636



97,783



95,2152,030,796



1,464,211



1,197,060Less allowances for doubtful accounts


64,003



62,960



55,249$
1,966,793


$
1,401,251


$
1,141,811   Note 4.
    Inventories  November 30,


August 31,


November 30,2007


2007


2006Grain and oilseed

$
1,301,441


$
928,567


$
619,913Energy


481,960



490,675



378,260Crop nutrients


192,775Feed and farm supplies


215,570



178,167



146,516Processed grain and oilseed


39,932



66,407



34,128Other


4,289



2,816



1,681$
2,235,967


$
1,666,632


$
1,180,498  9




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##### Table of Contents



CHS INC. AND SUBSIDIARIES
  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
    (Unaudited)  (Continued)
  Note 5.
    Derivative
    Assets and Liabilities    Note 6.
    Investments        50-50
   10




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##### Table of Contents



CHS INC. AND SUBSIDIARIES
  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
    (Unaudited)  (Continued)
  true-up true-up
    Receivables

$
5,219Inventories


174,620Other current assets


256,390Investments


6,096Property, plant and equipment


32,382Other assets


9,017Customer advance payments


(206,252
)Accounts payable


(5,584
)Accrued expenses


(3,163
)Total net assets received

$
268,725         Ventura
    Foods, LLC
  For the Three Months EndedNovember 30,2007


2006Net sales

$
480,958


$
398,133Gross profit


56,729



55,464Net income


21,661



22,007   November 30,


August 31,


November 30,2007


2007


2006Current assets

$
324,760


$
269,156


$
267,583Non-current assets


477,158



470,359



440,261Current liabilities


235,958



195,376



166,172Non-current liabilities


308,993



309,221



308,172  11




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##### Table of Contents



CHS INC. AND SUBSIDIARIES
  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
    (Unaudited)  (Continued)
  Agriliance
    LLC
  For the Three Months EndedNovember 30,2007


2006Net sales

$
210,590


$
669,993Gross profit


33,874



45,623Net income


(23,516
)


(31,389
)   November 30,


August 31,


November 30,2007


2007


2006Current assets

$
732,209


$
1,534,432


$
1,485,243Non-current assets


66,850



130,347



165,704Current liabilities


392,483



1,214,019



1,253,078Non-current liabilities


35,698



138,173



132,128   Note 7.
    Notes
    Payable and Long-term Debt        Note 8.
    Interest,
    net    For the Three Months EndedNovember 30,2007


2006Interest expense

$
18,371


$
11,283Interest income


4,834



3,595Interest, net

$
13,537


$
7,688   Note 9.
    Income
    Taxes   12




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##### Table of Contents



CHS INC. AND SUBSIDIARIES
  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
    (Unaudited)  (Continued)
          Note 10.
    Equities    Fiscal 2008*


Fiscal 2007*Balances, September 1, 2007 and 2006

$
2,475,455


$
2,053,466Net income


300,900



136,379Other comprehensive (loss) income


(52,460
)


26,259Equities retired


(3,768
)


(47,134
)Equity retirements accrued


3,768



47,134Equities issued in exchange for elevator properties






864Preferred stock dividends


(3,620
)


(2,932
)Preferred stock dividends accrued


2,413



1,955Accrued dividends and equities payable


(120,613
)


(53,855
)Other, net


97



112Balances, November 30, 2007 and 2006

$
2,602,172


$
2,162,248     *
    
    Adjusted to reflect adoption of
    FASB Staff Position No. AUG AIR-1; See Note 2  Note 11.
    Comprehensive
    Income   13




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##### Table of Contents



CHS INC. AND SUBSIDIARIES
  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
    (Unaudited)  (Continued)
  Note 12.
    Employee
    Benefit Plans    Qualified


Non-QualifiedPension Benefits


Pension Benefits


Other Benefits2007


2006


2007


2006


2007


2006Components of net periodic benefit
    costs for the three months ended November 30:Service cost

$
3,773


$
3,624


$
308


$
254


$
261


$
256Interest cost


5,213



4,817



545



360



425



416Expected return on plan assets


(7,804
)


(7,211
)Unrecognized net asset obligation amortization


















184Prior service cost amortization


541



211



145



125



(80
)


(128
)Actuarial loss (gain) amortization


1,100



1,502



206



16



(65
)


(14
)Transition amount amortization


















51



234Net periodic benefit cost

$
2,823


$
2,943


$
1,204


$
755


$
776


$
764   Employer
    Contributions:
    Note 13.
    Segment
    Reporting         14




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##### Table of Contents



CHS INC. AND SUBSIDIARIES
  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
    (Unaudited)  (Continued)
            Ag





Corporate


ReconcilingEnergy*


Business


Processing


and Other


Amounts


Total*For the Three Months Ended November 30, 2007Revenues

$
2,521,688


$
3,835,251


$
243,296


$
7,626


$
(82,475
)

$
6,525,386Cost of goods sold


2,374,735



3,686,458



233,117



(1,086
)


(82,475
)


6,210,749Gross profit


146,953



148,793



10,179



8,712







314,637Marketing, general and administrative


22,566



30,688



5,497



7,708







66,459Operating earnings


124,387



118,105



4,682



1,004







248,178(Gain) loss on investments


(17
)


(94,545
)


611



(997
)






(94,948
)Interest, net


(5,846
)


15,128



5,024



(769
)






13,537Equity income from investments


(1,163
)


(7,193
)


(21,138
)


(1,696
)






(31,190
)Minority interests


22,921



58















22,979Income before income taxes

$
108,492


$
204,657


$
20,185


$
4,466


$



$
337,800Intersegment revenues

$
(77,964
)

$
(4,421
)

$
(90
)





$
82,475


$
Goodwill

$
3,654


$
150














$
3,804Capital expenditures

$
90,748


$
16,040


$
1,279


$
631






$
108,698Depreciation and amortization

$
23,745


$
11,513


$
3,808


$
1,451






$
40,517Total identifiable assets at November 30, 2007

$
2,732,125


$
4,322,309


$
741,777


$
642,548






$
8,438,759 15




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##### Table of Contents



CHS INC. AND SUBSIDIARIES
  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
    (Unaudited)  (Continued)
  Ag





Corporate


ReconcilingEnergy*


Business


Processing


and Other


Amounts


Total*For the Three Months Ended November 30, 2006Revenues

$
1,853,409


$
1,804,616


$
155,024


$
7,306


$
(69,285
)

$
3,751,070Cost of goods sold


1,702,628



1,746,843



148,463



(13
)


(69,285
)


3,528,636Gross profit


150,781



57,773



6,561



7,319







222,434Marketing, general and administrative


20,987



19,285



5,956



5,874







52,102Operating earnings


129,794



38,488



605



1,445







170,332Gain on investments






(5,348
)














(5,348
)Interest, net


385



5,170



2,887



(754
)






7,688Equity (income) loss from investments


(1,056
)


10,589



(12,850
)


(1,214
)






(4,531
)Minority interests


18,961



(49
)














18,912Income before income taxes

$
111,504


$
28,126


$
10,568


$
3,413


$



$
153,611Intersegment revenues

$
(67,820
)

$
(1,381
)

$
(84
)





$
69,285


$
Goodwill

$
3,654


$
250














$
3,904Capital expenditures

$
66,143


$
8,600


$
4,949


$
500






$
80,192Depreciation and amortization

$
21,016


$
8,186


$
3,650


$
1,349






$
34,201Total identifiable assets at November 30, 2006

$
2,169,863


$
2,240,442


$
600,463


$
539,713






$
5,550,481     *
    
    Adjusted to reflect adoption of
    FASB Staff Position No. AUG AIR-1; See Note 2.  Note 14.
    Commitments
    and Contingencies  Guarantees
        Guarantee


Exposure onMaximum


November 30,






Triggering

Recourse

Assets HeldEntities

Exposure


2007


Nature of Guarantee

Expiration Date

Event

Provisions

as CollateralMountain Country, LLC

$
150


$
5


Obligations by Mountain Country, LLC under credit agreement

None stated, but may be terminated upon 90 days prior
    notice in regard to future obligations

Credit agreement default

Subrogation against borrower

Some or all assets of borrower are held as collateral and
    should be sufficient to cover guarantee exposure 16




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##### Table of Contents



CHS INC. AND SUBSIDIARIES
  NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
    (Unaudited)  (Continued)
  Guarantee


Exposure onMaximum


November 30,






Triggering

Recourse

Assets HeldEntities

Exposure


2007


Nature of Guarantee

Expiration Date

Event

Provisions

as CollateralProvista Renewable Fuels Marketing, LLC

$
10,000



3,058


Obligations by Provista under credit agreement

None stated

Credit agreement default

Subrogation against Provista

NoneHorizon Milling, LLC

$
5,000






Indemnification and reimbursement of 24% of damages related to
    Horizon Milling, LLCs performance under a flour sales
    agreement

None stated, but may be terminated by any party upon
    90 days prior notice in regard to future obligations

Nonperformance under flour sale agreement

Subrogation against Horizon Milling, LLC

NoneTEMCO, LLC

$
25,000



15,400


Obligations by TEMCO, LLC under credit agreement

None stated

Credit agreement default

Subrogation against TEMCO, LLC

NoneTEMCO, LLC

$
1,000



1,000


Obligations by TEMCO, LLC under counterparty agreement

None stated, but may be terminated upon 5 days prior notice
    in regard to future obligations

Nonpayment

Subrogation against TEMCO, LLC

NoneThird parties



*


1,000


Surety for, or indemnificaton of surety for sales contracts
    between affiliates and sellers of grain under deferred payment
    contracts

Annual renewal on December 1 in regard to surety for one third
    party, otherwise none stated and may be terminated by the
    Company at any time in regard to future obligations

Nonpayment

Subrogation against affiliates

Some or all assets of borrower are held as collateral but might
    not be sufficient to cover guarantee exposureCofina Financial, LLC

$
13,769



10,639


Loans to our customers that are originated by Cofina and then
    sold to ProPartners, which is an affiliate of CoBank

None stated

Credit agreement default

Subrogation against borrower

Some or all assets of borrower are held as collateral but might
    not be sufficient to cover guarantee exposureCofina Financial, LLC

$
17,700



17,700


Loans made by Cofina to our customers

None stated

Credit agreement default

Subrogation against borrower

Some or all assets of borrower are held as collateral but might
    not be sufficient to cover guarantee exposureAgriliance LLC

$
5,674



5,674


Outstanding letter of credit from CoBank to Agriliance LLC

None stated

Default under letter of credit reimbursement agreement

Subrogation against borrower

NoneAg Business segment subsidiaries

$
2,810






Contribution obligations as a participating employer in the
    Co-op Retirement Plan

None stated

Nonpayment

None

None$
54,476     *
    
    The maximum exposure on any given date is equal to the actual
    guarantees extended as of that date. 17




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##### Table of Contents



Item 2.
    Managements
    Discussion and Analysis of Financial Condition and Results of
    Operations  General
  Form 10-Q, Form 10-K, Form 10-Q.
    ®
         18




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##### Table of Contents



50-50
  true-up true-up
       19




---



##### Table of Contents



Recent
    Events
      Results
    of Operations
  Comparison
    of the three months ended November 30, 2007 and
    2006
  General.
     20




---



##### Table of Contents



Net Income.
  Revenues.
   21




---



##### Table of Contents



22




---



##### Table of Contents



Cost of Goods Sold.
        Marketing, General and
    Administrative.
  Gain on Investments.
 23




---



##### Table of Contents



Interest, net.
  Equity Income from Investments.
  50-50
   24




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Minority Interests.
  Income Taxes.
  Liquidity
    and Capital Resources
      Cash
    Flows from Operations
   25




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26




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Cash
    Flows from Investing Activities
           27




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Cash
    Flows from Financing Activities
   28




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29




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Form 10-K
             30




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Off
    Balance Sheet Financing Arrangements
  Lease
    Commitments:
  Form 10-K
  Guarantees:
    Debt:
    Contractual
    Obligations
  Form 10-K
 31




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Critical
    Accounting Policies
  Form 10-K
  Effect of
    Inflation and Foreign Currency Transactions
    Recent
    Accounting Pronouncements
         32




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##### Table of Contents



CAUTIONARY
    STATEMENTS FOR PURPOSES OF THE SAFE HARBOR PROVISIONS OF THE
    SECURITIES LITIGATION REFORM ACT
    Form 10-K
  
    Our revenues and operating results could be adversely affected
    by changes in commodity prices.
    Our operating results could be adversely affected if our members
    were to do business with others rather than with us.
    We participate in highly competitive business markets in which
    we may not be able to continue to compete successfully.
    Changes in federal income tax laws or in our tax status could
    increase our tax liability and reduce our net income.
    We incur significant costs in complying with applicable laws and
    regulations. Any failure to make the capital investments
    necessary to comply with these laws and regulations could expose
    us to financial liability.
    Environmental liabilities could adversely affect our results and
    financial condition.
    Actual or perceived quality, safety or health risks associated
    with our products could subject us to liability and damage our
    business and reputation.
    Our operations are subject to business interruptions and
    casualty losses; we do not insure against all potential losses
    and could be seriously harmed by unexpected liabilities.
    Our cooperative structure limits our ability to access equity
    capital.
    Consolidation among the producers of products we purchase and
    customers for products we sell could adversely affect our
    revenues and operating results.
    If our customers choose alternatives to our refined petroleum
    products our revenues and profits may decline.
    Operating results from our agronomy business could be volatile
    and are dependent upon certain factors outside of our control. 33




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
    Technological improvements in agriculture could decrease the
    demand for our agronomy and energy products.
    We operate some of our business through joint ventures in which
    our rights to control business decisions are limited.  Item 3.
    Quantitative
    and Qualitative Disclosures About Market Risk  Form 10-K
  Item 4T.
    Controls
    and Procedures  Rule 13a-15(e)
  Rule 13a-15(f)
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PART II.
    OTHER INFORMATION
  Item 1.
    Not
    applicable  Item 1A.
    Risk
    Factors  Form 10-K
  Item 2.
    Not
    applicable  Item 3.
    Not
    applicable  Item 4.
    Submission of Matters to a Vote of Security
    Holders  29-30,
  Item 5.
    Other Information    Item 6.
    Exhibits  Exhibit

Description10
.1

Fifth Amendment to 2003 Amended and Restated Credit Agreement
    between National Cooperative Refinery Association and the
    Syndication Parties. (Incorporated by reference to Exhibit
    10.21C of our Registration Statement on Form S-1 (File No.
    333-148091), filed December 14, 2007)10
.2

$150 Million Term Loan Credit Agreement by and between CHS Inc.,
    CoBank, ACB and the Syndication Parties dated as of December 12,
    2007.  (Incorporated by reference to Exhibit 10.37 of our
    Registration Statement on Form S-1 (File No. 333-148091), filed
    December 14, 2007)31
.1

Certification Pursuant to Section 302 of the Sarbanes-Oxley Act
    of 200231
.2

Certification Pursuant to Section 302 of the Sarbanes-Oxley Act
    of 200232
.1

Certification Pursuant to 18 U.S.C. Section 1350, as
    Adopted Pursuant to Section 906 of the
    Sarbanes-Oxley
    Act of 200232
.2

Certification Pursuant to 18 U.S.C. Section 1350, as
    Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of
    2002  35




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SIGNATURES
    CHS Inc.
   John
    Schmitz
 
  Executive Vice President and
 Chief Financial Officer
   36