SEC FORM 3

SEC Form 3

FORM 3

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

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Lyles United, LLC

(Last)

(First)

(Middle)

1210 W. OLIVE STREET

(Street)

FRESNO

92728

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
03/27/2008

3. Issuer Name and Ticker or Trading Symbol
Pacific Ethanol, Inc. [ PEIX ]

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

Director	X	10% Owner
Officer (give title below)		Other (specify below)

5. 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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Common Stock	6,000	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Series B Cumulative Convertible Preferred Stock	⁽¹⁾⁽²⁾	⁽¹⁾⁽²⁾	Common Stock	6,153,846⁽¹⁾⁽²⁾	$6.5⁽¹⁾⁽²⁾	D
Warrant to purchase Common Stock	09/28/2008	03/27/2018	Common Stock	3,076,923	$7	D
Warrant to purchase Common Stock	03/27/2008	09/27/2009	Common Stock	100,000	$8	D

Explanation of Responses:

1. On March 27, 2008, Lyles United, LLC ("Lyles") acquired 2,051,282 shares of the issuer's Series B Cumulative Convertible Preferred Stock (the "Series B Stock") at a price equal to $19.50 per share. Each share of Series B Stock is convertible at Lyles' option into that number of shares of the issuer's Common Stock equal to: (i) $19.50, divided by (ii) the conversion price in effect at the time of conversion. The conversion price of the Series B Stock is currently fixed at $6.50, but is subject to certain anti-dilution adjustments as set forth in the Certificate of Designations, Powers, Preferences and Rights of the Series B Stock (the "Certificate of Designations"). Using the current conversion price, Lyles' 2,051,282 shares of Series B Stock are convertible into 6,153,846 shares of the issuer's Common Stock. Lyles' right to convert the Series B Stock does not expire.

2. The Series B Stock shall, upon the occurence of certain events, automatically convert into Common Stock pursuant to the terms of the Certificate of Designations.

Remarks:

	/s/ William M. Lyles, IV, Vice President	04/03/2008
	** 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 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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