BION ENVIRONMENTAL TECHNOLOGIES, INC.
                        18 East 50th Street, 10th Floor
                           New York, New York  10022
                                (212) 758-6622


                               January 7, 2004

Via Edgar

Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C.  20549

     RE:  Bion Environmental Technologies, Inc.
          Registration Statement on Form S-2
          SEC File No. 333-72332

Ladies and Gentlemen:

     Pursuant to Rule 477 under the Securities Act of 1933, as amended,
application is hereby made by Bion Environmental Technologies, Inc. (the
"Registrant") to withdraw the above-referenced filing which was initially
filed with the Securities and Exchange Commission on October 26, 2001.

     The Registrant is withdrawing such Registration Statement because it is
having severe financial difficulties and is unable to pay the expenses
associated with the offering, including, without limitation, obtaining the
requisite financial statements.  No securities were sold in connection with
the offering, but the Registrant intends to place the shares to be distributed
to the Centerpoint shareholders in escrow for the benefit of the Centerpoint
shareholders.

     If you have any questions regarding this application, please contact the
Registrant's legal counsel, Stanley F. ("Ted") Freedman, Krys Boyle, P.C., 600
17th Street, Suite 2700, Denver, Colorado 80202, or by telephone (303) 893-
2300.

                                   Sincerely,

                                   BION ENVIRONMENTAL TECHNOLOGIES, INC.



                                   By:/s/ Mark A. Smith
                                      Mark A. Smith, President

Courtesy copy:
  Steven Hearne