SECOND AMENDED OPTION TO PURCHASE REAL PROPERTY

Exhibit 10.15

SECOND AMENDED OPTION TO
PURCHASE REAL PROPERTY

      IN CONSIDERATION of the sum of Sixty Thousand Dollars ($60,000) previously paid and 53,000 warrants to purchase membership units in Agassiz Energy, LLC at $1,00 per unit exercisable between April 1, 2007, and March 31, 2014, paid to Richard Scott Carroll and D’wana Jean Carroll, husband and wife, hereinafter referred to as “Sellers,” receipt of said $60,000 and delivery of membership warrants is hereby acknowledged, Sellers give and grant to Agassiz Energy, LLC, a Minnesota limited liability company, hereinafter referred to as “Purchaser,” and Purchaser’s successors and assigns, the exclusive option to purchase the real property of Sellers situated in the County of Polk, State of Minnesota, particularly described as:

That part of the North Half of the Northwest Quarter (N ¹ / ₂ NW ¹ / ₄ ) of Section Ten (10), Township One Hundred Forty-eight (148) North of Range Forty-two (42) West of the Fifth Principal Meridian, lying west of the Soo Line Railroad Right of Way;

AND

That part of the North Half of the Northwest Quarter (N ¹ / ₂ NW ¹ / ₄ ) of Section Ten (10), Township One Hundred Forty-eight (148) North of Range Forty-two (42) West of the Fifth Principal Meridian described as follows: Commencing at the northeast corner of the NW ¹ / ₄ of Section 10-148-42; thence in a westerly direction along the north line of said NW ¹ / ₄ a distance of 1200 feet to a point, which point is the point of beginning

of the tract herein conveyed; thence in a southerly direction and parallel with the east line of said NW ¹ / ₄ a distance of 60 rods (990 feet) to a point; thence in a westerly direction and parallel with the north line of said NW ¹ / ₄ a distance of 40 rods (660 feet) to a point; thence in a northerly direction and parallel with the east line of said NW ¹ / ₄ a distance of 60 rods, more or less, to the north line of said NW ¹ / ₄ ; thence in an easterly direction along the north line of said NW ¹ / ₄ a distance of 40 rods, more or less, to the point of beginning of the tract herein conveyed;

including all easements, rights of way, and appurtenances, and all of Sellers’ right, title, and interest in all public ways adjoining the property.

     This option is given on the following terms and conditions:

SECTION ONE

PRICE AND TERMS OF PAYMENT

     The purchase price for the property shall be Four Hundred Forty-two Thousand Dollars ($442,000), which shall be paid on exercise of this Option by Purchaser. Sixty Thousand Dollars ($60,000) of said Option payments shall be applied toward the total purchase price.

     In addition, in the event the Option is exercised when the Sellers have growing crop on the premises, Sellers shall be entitled to remove said crop at harvest or be compensated the fair market value of the lost crop as agreed in writing or as determined by Minnesota Regional Extension Service if the parties are unable to agree.

SECTION TWO

PERIOD OF OPTION

     This Option may be exercised by giving notice of exercise to Sellers at P.O. Box 274, Erskine, Minnesota 56535, at any time during the period commencing March 15, 2007, and continuing to March 31, 2008.

SECTION THREE

TITLE

     If the Option is exercised, Sellers shall, within thirty (30) days after the delivery to Sellers of the notice of exercise, secure and submit to Purchaser for examination by Purchaser’s attorneys, an updated Abstract of Title. Within thirty (30) days thereafter, Purchaser shall give notice in writing to Sellers of any defects in or objections to the title as so evidenced, and Sellers shal