UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported):

~~September~~January 1424, ~~2007~~2008

HUSKER AG, LLC

(Exact name of registrant as specified in its charter)

Nebraska

000-49773

47-0836953

(State or other jurisdiction

of incorporation)

(Commission File Number)

(IRS Employer

Identification No.)

54048 Highway 20

Plainview, Nebraska

68769

(Address of principal executive offices)

(Zip Code)

(402) 582-4446

(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨x Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

~~ITEM~~Item 27.~~03.~~01 ~~CREATION~~Regulation OFFD ~~A DIRECT FINANCIAL OBLIGATION OR AN OBLIGATION UNDER AN OFF-BALANCE SHEET ARRANGEMENT OF A REGISTRANT~~Disclosure.

~~Husker~~The ~~Ag,~~Board ~~LLC,~~of aDirectors ~~Nebraska~~of ~~limited~~Husker ~~liability~~Ag, ~~company~~ LLC (the “Company”), ~~borrowed~~or ~~$4.3 million~~“Husker ~~under~~Ag”) ~~its~~is ~~Construction~~announcing ~~Loan and $1.3 million under~~ its ~~Revolving~~intent ~~Loan on September 14, 2007 from Union Bank and Trust Company pursuant~~ to ~~the~~propose ~~terms~~a ~~and~~reclassification ~~conditions~~ of the Company’s ~~Credit~~membership ~~Agreement~~units. ~~dated~~The ~~January 5,~~proposed ~~2007~~transaction ~~(the~~will ~~“Credit~~provide ~~Agreement”).~~for, ~~These funds~~among ~~were~~other ~~used to pay ICM~~things, ~~Inc.~~the inreclassification ~~connection~~of ~~with~~ the Company’s ~~plant~~membership ~~expansion~~units ~~and~~held toby ~~purchase~~members ~~beginning~~who ~~corn~~are ~~inventory~~the ~~for~~record ~~the~~holders ~~plant~~of ~~expansion~~20 or fewer units.

~~The~~If ~~Credit Agreement provides~~ the ~~Company~~proposed upreclassification tois ~~$35.0 million~~approved, ofeach ~~debt financing all~~ member of ~~which~~record isowning ~~required~~20 toor befewer ~~used for the construction~~ of the Company’s ~~plant~~units ~~expansion~~would ~~project~~receive ~~and~~one ~~for related start~~Class A-~~up expenditures.~~1 ~~The~~unit ~~Credit~~for ~~Agreement~~each ~~consists~~membership ofunit aheld ~~Construction~~prior ~~Loan~~to ~~and~~the ~~a Revolving Loan~~reclassification. ~~The~~Members ~~Construction~~receiving ~~Loan~~Class A-1 isunits awould ~~multiple~~have ~~advance~~no ~~loan~~voting ~~with~~rights ~~maximum~~except ~~borrowings~~under ofvery ~~$25.0 million,~~limited circumstances ~~available~~and ~~until~~would ~~the~~not ~~expansion~~receive isadditional ~~substantially~~consideration ~~complete~~for ~~or February 15,~~their ~~2008,~~existing ~~whichever occurs first~~units. ~~The~~All ~~Revolving~~other ~~Loan~~membership isunits awould ~~multiple~~remain ~~advance~~outstanding ~~loan~~and ~~with~~be ~~maximum~~unaffected ~~borrowings~~by ofthe ~~$10.0 million~~reclassification, ~~available~~except ~~until~~that ~~39 months~~such ~~after~~units ~~the~~would ~~Construction~~then ~~Loan~~be ~~has~~designated ~~been~~as ~~paid~~Class A units. inThe ~~full~~proposed orreclassification ~~matures,~~would ~~whichever occurs~~be ~~first,~~accomplished ~~but~~through noamendments ~~later~~to ~~than~~the ~~June 1, 2018~~Company’s operating agreement. ~~Until~~If the ~~first~~Company’s ~~principal~~members ~~payment~~approve isthe ~~due~~proposed ~~under~~amendments to the ~~Construction~~Company’s ~~Loan,~~operating ~~both~~agreement ofand the ~~loans~~reclassification is ~~accrue~~implemented, ~~interest~~the atCompany anticipates that the ~~one~~number ~~month~~of ~~London~~Class A ~~Interbank~~unit ~~Offering~~members ~~Rate~~of record (~~LIBOR)~~the ~~plus~~current amembership ~~specified~~interest ~~amount~~holders) ofwill ~~3.00% or~~be reduced to less ~~(currently~~than ~~2.875%)~~300, ~~adjusted~~which ~~monthly~~would (enable the ~~one~~Company ~~month~~to ~~LIBOR~~voluntarily ~~was~~terminate ~~5.79750%~~the onregistration ~~September~~of its 4,Class A ~~2007,~~units ~~with~~under athe ~~resultant~~Securities ~~interest~~Exchange ~~rate~~Act of 81934.~~6725%~~ ~~through September 30, 2007).~~

AsThe Board intends to call a special meeting of ~~September 14,~~members ~~2007,~~to present the ~~Company~~proposed transaction ~~had~~to ~~outstanding~~the ~~borrowings~~members of ~~$15~~Husker Ag.~~3 million~~ ~~under~~This proposed reclassification is subject to the ~~Construction~~approval ~~Loan~~by Husker Ag members holding at least two-thirds of the outstanding membership units. The Company filed a preliminary proxy statement regarding the proposed reclassification described above for SEC review on January 18, 2008, and $1will file a definitive proxy statement upon completion of SEC review.~~3 million~~ ~~under~~A definitive proxy statement containing detailed information about the ~~Revolving~~proposed reclassification ~~Loan~~will be sent to the members prior to the special meeting of members.

~~The~~Attached ~~disclosures~~hereto ~~set~~as ~~forth~~Exhibit ~~in Item 2~~99.031 ofand incorporated herein by this reference is a letter from the ~~Form 8-K~~Company ~~dated~~to ~~January 5,~~each ~~2007~~of ~~and~~its ~~filed~~members onannouncing ~~January 11,~~the ~~2007~~proposed ~~hereby~~reclassification ~~are~~and ~~incorporated~~filing ~~by reference~~of ~~into~~the ~~this~~preliminary ~~Current~~proxy ~~Report~~statement with the SEC.

~~Signature~~Additional ~~Page~~Information ~~Following~~About the Proxy Statement

2The Company filed a preliminary proxy statement regarding the Rule 13e-3 transaction, including the reclassification described above with the SEC on January 18, 2008 and will file a definitive proxy statement upon completion of SEC review. Before making any decisions, members are urged to read the preliminary proxy statement carefully in its entirety and any other relevant documents, including the definitive proxy statement when it becomes available, as such documents contain important information about the transaction. A definitive proxy statement will be sent to the members of the Company seeking their approval of the transaction including the classification. Members may obtain free copies of the preliminary and definitive proxy statements, when they become available, and other documents filed with, or furnished to, the SEC by the Company at the SEC’s website at http://www.sec.gov or by contacting the Company.

This communication is not a solicitation of a proxy from any security holder of the Company or its affiliates. However, the Company and certain of its respective directors and executive officers may be deemed to be participants in the solicitation of proxies from members in connection with the proposed transaction under the rules of the SEC. Information about the directors and executive officers of the Company and a description of their direct or indirect interests by security holdings may be found in the preliminary proxy statement filed with the SEC on January 18, 2008 or the definitive proxy statement relating to the 2007 Annual Meeting of Shareholders filed with the SEC on April 30, 2007, a Current Report on Form 8-K filed with the SEC on June 8, 2007, and a Current Report on Form 8-K filed with the SEC on December 26, 2007. These documents can be obtained free of charge from the sources indicated above.

Statements made in this report about Husker Ag, LLC, other than statements of historical fact, are forward-looking statements, and are subject to a number of uncertainties that could cause actual results to differ materially from the statements made.

ITEM 8.01.

OTHER EVENTS

See the information set forth in Item 7.01 of this Current Report on Form 8-K for a discussion of the Company’s intent to engage in a reclassification of units.

ITEM 9.01.

FINANCIAL STATEMENTS AND EXHIBITS


Exhibit 99.1		Letter from the Company to each of its members announcing its intent to engage in reclassification of units.

Remainder of Page Left Intentionally Blank

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

HUSKER AG, LLC

Date: September 20, 2007

/s/ Mike Kinney

Date: January 24, 2008

/s/ Mike Kinney

Mike Kinney, Chairman of the Board

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