SEC FORM 4

SEC Form 4

FORM 4

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
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

EDELMAN THOMAS J

(Last)

(First)

(Middle)

C/O BIOFUEL ENERGY CORP.

1801 BROADWAY, SUITE 1060

(Street)

DENVER

80202

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
BioFuel Energy Corp. [ BIOF ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	X	10% Owner
X	Officer (give title below)		Other (specify below)
	Chman, Chman of the Bd (Drctr)

3. Date of Earliest Transaction (Month/Day/Year)
06/19/2007

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	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)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common stock, par value $0.01 per share	06/19/2007		P		500,000⁽¹⁾⁽²⁾⁽³⁾	A	$10.5	500,000	D

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 (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	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 (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (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: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)

Explanation of Responses:

1. Pursuant to the Purchase Agreement dated June 12, 2007 by and among BioFuel Energy Corp. (the "Company"), Greenlight Capital, L.P., Greenlight Capital Qualified, L.P., Greenlight Capital Offshore, Ltd., Greenlight Reinsurance, Ltd., Third Point Partners LP, Third Point Partners Qualified LP, Third Point Offshore Fund, Ltd., Third Point Ultra Ltd. and Thomas J. Edelman, Mr. Edelman agreed to purchase 500,000 shares of common stock, at a price per share of $10.50, which is equal to the initial public offering price of the Company's common stock, in a private placement transaction. The purchase price for the shares sold to Mr. Edelman was paid directly to the Company concurrently with the closing of the sale of the other shares of common stock offered in the offering.

2. In addition to the 500,000 shares of common stock purchased by Mr. Edelman in the private placement transaction, Mr. Edelman holds 2,849,370 shares of Class B Common Stock, par value $0.01 per share ("Class B Stock"), of the Company and 2,849,370 LLC membership units ("Units") of BioFuel Energy, LLC (the "LLC") which may be exchanged at any time for common stock of the Company on a one-for-one basis. Mr. Edelman also indirectly holds 294,635 Units and 294,635 shares of Class B Stock through BioFuel Partners, LLC (a member of the LLC), an entity controlled by Mr. Edelman, on behalf of certain other investors. Mr. Edelman's wife, Ingrid O. Edelman, and trusts for the benefit of Mr. Edelman's family members, of which he is a trustee, collectively own approximately 32% of BioFuel Partners, LLC.

3. Mr. Edelman disclaims beneficial ownership of the 294,635 units and 294,635 shares of Class B Stock, as described in footnote 2 above, except to the extent of any pecuniary interest therein, and the filing of this report is not an admission that Mr. Edelman is the beneficial owner of these Units and shares for the purposes of Section 16 or for any other purpose.

	/s/ David J. Kornder, by Power of Attorney	06/21/2007
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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