Sec Form 3 Filing - Walsh Michael J @ GREEN PLAINS RENEWABLE ENERGY, INC. - 2008-10-15

Insider filing report for Changes in Beneficial Ownership
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FORM 3
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP
Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person
Walsh Michael J
2. Issuer Name and Ticker or Trading Symbol
GREEN PLAINS RENEWABLE ENERGY, INC. [ GPRE]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X __ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O NTR PLC, BURTON COURT, BURTON HALL DRIVE, SANDYFORD
3. Date of Earliest Transaction (MM/DD/YY)
10/15/2008
(Street)
DUBLIN, L218
4. If Amendment, Date Original Filed (MM/DD/YY)
6. Individual or Joint/Group Filing (Check Applicable Line)
__ X __ Form filed by One Reporting Person
_____ Form filed by More than One Reporting Person
(City) (State) (Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 12,548,532 ( 1 ) I Bioverda International Holdings Limited, Bioverda US Holdings LLC and NTR plc ( 2 )
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(MM/DD/YY)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Put Option (Right to Sell) ( 3 ) $ 12.1145 10/16/2008 10/31/2008 Common Stock 554,879 I Bioverda US Holdings LLC and NTR plc ( 5 )
Call Option (Obligation to Sell) ( 3 ) $ 12.1145 10/16/2008 11/15/2008 Common Stock 554,879 I Bioverda US Holdings LLC and NTR plc ( 5 )
Put Option (Right to Sell) ( 4 ) $ 10 10/16/2008 10/31/2008 Common Stock 766,000 I Bioverda US Holdings LLC and NTR plc ( 5 )
Call Option (Obligation to Sell) ( 4 ) $ 10 10/16/2008 11/15/2008 Common Stock 766,000 I Bioverda US Holdings LLC and NTR plc ( 5 )
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Walsh Michael J
C/O NTR PLC, BURTON COURT
BURTON HALL DRIVE, SANDYFORD
DUBLIN, L218
X X
Signatures
/s/ Scott Poor 10/17/2008
Signature of Reporting Person Date
Explanation of Responses:
( 1 )Includes 11,227,653 shares held directly by Bioverda International Holdings Limited and 1,320,879 shares held directly by Bioverda US Holdings LLC.
( 2 )Bioverda International Holdings Limited and Bioverda US Holdings LLC are wholly owned subsidiaries of NTR plc. NTR plc is an indirect beneficial owner of the securities. Mr. Walsh is a director of Bioverda US Holdings LLC and Bioverda International Holdings Limited. As a result Mr. Walsh may be deemed to have an indirect beneficial ownership of the securities. Mr. Walsh disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.
( 3 )Pursuant to the Put and Call Agreement (VBV), dated April 1, 2008, by and among Bioverda US Holdings LLC, Bioverda International Holdings Limited and Wilon Holdings S.A. Prior to October 16, 2008, the put and call options were exercisable for up to 74 common units of VBV LLC held by Bioverda US Holdings LLC. The put and call options became exercisable for the securities reported upon the acquisition of VBV LLC by the issuer in a reverse triangular merger.
( 4 )Pursuant to the Put and Call Agreement (GPRE), dated April 1, 2008, by and among Bioverda US Holdings LLC, Bioverda International Holdings Limited and Wilon Holdings S.A.
( 5 )Held directly by Bioverda US Holdings LLC. Bioverda US Holdings LLC is a wholly owned subsidiary of NTR plc. NTR plc is an indirect beneficial owner of the securities. Mr. Walsh is a director of Bioverda US Holdings LLC. As a result Mr. Walsh may be deemed to have an indirect beneficial ownership of the securities. Mr. Walsh disclaims beneficial ownership of these securities, and this report shall not be deemed an admission that the reporting person is the beneficial owner of such securities for purposes of Section 16 or for any other purpose.

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