UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549

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): January 1319, 2010

BLACKHAWK BIOFUELS, LLC

(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction of
incorporation or organization)

000-53651

(Commission File Number)

20-2760722
(I.R.S. Employer Identification No.)

210 West Spring Street, Freeport, Illinois
(Address of principal executive offices)

61032

(Zip Code)

Registrant’s telephone number, including area code: (815) 235-2461

(Former name or former address, if changed since last report.)

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:

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

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

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

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

Item 18.01 EntryOther into a Material Definitive AgreementEvents.

On January 1319, 2010 wethe ~~entered~~Securities ~~into~~and ~~a Toll~~Exchange ~~Processing~~Commission ~~Agreement~~(“SEC”) declared effective ~~January 1,~~the ~~2010~~Registration Statement on Form S-4 (File No. 333-161187, the “~~January Toll Agreement~~Registration Statement”) ~~with~~of REG ~~Marketing~~Newco, ~~& Logistics Group~~Inc., a ~~LLC~~Delaware corporation (“REG ~~Marketing~~Newco”), relating to the Second Amended and aRestated ~~subsidiary~~Agreement and Plan of Merger (the “Merger Agreement”) among Blackhawk Biofuels, LLC (the “Company”), REG Newco, Renewable Energy Group, Inc. (“REG”), and ~~that~~REG ~~provides~~Danville, ~~for~~LLC us(“REG ~~to process~~Danville”) ~~feedstock~~and ~~into~~similar ~~biodiesel~~transactions ~~for~~with ~~the~~Central Iowa ~~account~~Energy, ofLLC ~~REG~~(“CIE”) ~~Marketing~~and ~~during~~Western ~~the month~~Iowa ofEnergy, ~~January 2010~~LLC (“WIE”). ~~REG Marketing~~The isMerger ~~obligated~~Agreement toprovides ~~request~~for usthe tomerger of ~~produce~~REG aDanville ~~minimum~~with ~~amount~~and ofinto ~~biodiesel under~~ the ~~agreement. We~~Company ~~will~~resulting bein ~~paid~~the Company becoming a ~~tolling~~wholly-owned ~~fee~~subsidiary ~~for~~of ~~the~~REG ~~biodiesel~~Newco ~~produced~~and ~~under~~for the ~~agreement~~former ~~and~~unitholders of the Company ~~amount~~to become stockholders of ~~the~~ ~~fee~~REG ~~will~~Newco. A ~~vary~~joint ~~based~~proxy onstatement/prospectus (the ~~amount~~“Proxy Statement/Prospectus”) ofincluded ~~biodiesel~~in ~~produced. A~~the ~~copy~~Registration ofStatement ~~the~~was ~~January Toll~~filed ~~Agreement is~~with ~~attached~~the ~~hereto~~SEC asunder ~~Exhibit~~Rule ~~10.1~~424(b)(3) under ~~and~~the isSecurities ~~incorporated~~Act ~~herein~~of 1933 by ~~reference. The~~ ~~foregoing~~REG ~~description~~Newco ~~of the~~on January ~~Toll~~20, ~~Agreement~~2010. The isProxy ~~qualified~~Statement/Prospectus incan ~~its~~be accessed ~~entirety~~and byreviewed ~~reference~~on to the ~~full~~EDGAR ~~text~~website of ~~that~~the ~~agreement~~SEC at http://www.sec.gov.

The Proxy Statement/Prospectus has been prepared for the purpose of consideration of the Merger Agreement at a Special Meeting of Members of the Company (the “Special Meeting”). The Company expects that the Proxy Statement/Prospectus will be mailed to unitholders of the Company on or prior to January 26, 2010. The Special Meeting will be held at 1:00 pm, local time, on Wednesday, February 17, 2010 at the principal executive offices of the Company, 240 West Spring Street, Freeport, Illinois 61032. An informational meeting to discuss the proposed transaction with the Company’s unitholders will be held at 6:30 pm on Thursday, February 4, 2010 in Room 201 of the Student Conference Center (Building H) at Highland Community College, 2998 West Pearl City Road, Freeport, IL 61032. Members of the Company are urged to attend the informational meeting and to submit proxies as provided in the Proxy Statement/Prospectus prior to the Special Meeting.

On January 26, 2010 the Company mailed a letter to unitholders encouraging unitholders to attend the informational meeting and to submit proxies for the Special Meeting. A copy of the letter to unitholders is attached hereto as Exhibit 99.1.

Cautionary Statement relating to Forward-Looking Information

This document contains forward-looking statements that reflect management’s current expectations regarding future events, including, but not limited to, statements containing the words “will,” “believes” or words of similar import. Many factors could cause actual results to differ materially from those projected in these forward-looking statements, including, but not limited to factors discussed in the Registration Statement of REG Newco and SEC filings made by the Company, CIE and WIE, particularly in each company’s latest Annual Report on Form 10-K and its subsequent Quarterly Reports on Form 10-Q, copies of which are available from each company without charge. Please review these filings and do not place undue reliance on these forward-looking statements. Each company disclaims any intention or obligation to update or revise any forward-looking statements.

Additional Information and Where to Find It

MEMBERS AND UNITHOLDERS OF THE COMPANY ARE URGED TO READ THE DEFINITIVE PROXY STATEMENT/PROSPECTUS, AS WELL AS OTHER DOCUMENTS FILED WITH THE SEC CAREFULLY IN THEIR ENTIRETY, BECAUSE THEY CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED CONSOLIDATION TRANSACTIONS INVOLVING THE COMPANY, REG NEWCO, REG, CIE AND WIE.

REG Newco has filed the Proxy Statement/Prospectus, Registration Statement and other relevant documents with the SEC in connection with the proposed business combination transactions involving the Company, REG Newco, REG, CIE and WIE. Security holders of the Company are urged to read the Proxy Statement/Prospectus and other relevant documents because they will contain important information about the Company, REG Newco, REG, CIE and WIE and the proposed business combination transaction. Security holders of the Company, REG Newco, REG, CIE and WIE may obtain free copies of the Proxy Statement/Prospectus and the other relevant documents filed with the SEC at the SEC’s website at http://www.sec.gov and may also obtain free copies of the

Proxy Statement/Prospectus by writing to: in the case of Renewable Energy Group, Inc., 416 S. Bell Ave., Ames, Iowa 50014, Attention: Secretary; in the case of Blackhawk Biofuels, LLC, 210 W. Spring Street, Freeport, Illinois 61032, Attention: Ronald L. Mapes; in the case of Western Iowa Energy, LLC, 1220 S. Center Street, P.O. Box 399, Wall Lake, Iowa, 51466, Attention: Secretary; and, in the case of Central Iowa Energy, LLC, 3426 East 28th Street N., Newton, Iowa, 50208, Attention: Secretary.

Participants in Solicitation

The Company, REG Newco, REG, CIE, WIE and their respective directors, managers and executive officers and other persons may be deemed to be participants in the solicitation of proxies in respect of the proposed transaction. Information regarding REG Newco’s directors and executive officers is available in the definitive Proxy Statement/Prospectus, and information regarding Blackhawk’s managers and executive officers is available in its annual report on Form 10-K which was filed with the SEC on April 5, 2009. Other information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, is contained in the Proxy Statement/Prospectus.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

1099.1 ~~Toll~~ Letter ~~Processing~~to ~~Agreement~~Unitholders ~~by and between~~dated ~~Blackhawk Biofuels, LLC and REG Marketing & Logistics Group, LLC effective~~ January 125, 2010~~(1)~~.

(1) Certain material has been omitted from this exhibit in accordance with a request for confidential treatment pursuant to Rule 24b-2 under the Securities Exchange Act of 1934. The omitted material has been filed separately with the Commission.SIGNATURES

2In accordance with 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.

SIGNATURES

	BLACKHAWK BIOFUELS, LLC


Date: January 26, 2010	/s/ RONALD L. MAPES
	Ronald L. Mapes
	Chair (Principal Executive Officer)

~~In accordance with 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.~~3

	BLACKHAWK BIOFUELS, LLC
Date: January 19, 2010	/s/ RONALD L. MAPES
	Ronald L. Mapes
	Chair (Principal Executive Officer)

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