SECOND SUPPLEMENTAL INDENTURE

Exhibit 4.5

SECOND SUPPLEMENTAL INDENTURE

          SECOND SUPPLEMENTAL INDENTURE (this “Second Supplemental Indenture”), dated as of August 21, 2006.

          Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Indenture (as defined below).

          WHEREAS VeraSun Energy Corporation, as issuer (the “Issuer”), VeraSun Aurora Corporation, a South Dakota corporation, VeraSun Fort Dodge, LLC, a Delaware limited liability company, VeraSun Xxxxxxx City, LLC, a Delaware limited liability company, VeraSun Marketing, LLC, a Delaware limited liability company, and VeraSun Welcome, LLC, a Delaware limited liability company, as Subsidiary Guarantors, and Xxxxx Fargo Bank, N.A., as trustee, are parties to an Indenture (as it may be amended or supplemented from time to time, the “Indenture”), dated as of December 21, 2005, relating to the Company’s 9?% Senior Secured Notes due 2012 (the “Notes”);

          WHEREAS Section 9.1(5) of the Indenture allows the Issuer to add a Subsidiary Guarantor without notice or consent of any Holder.

          NOW, THEREFORE, for good and valuable consideration, the receipt of which is acknowledged, the parties hereto agree as follows:

          1.1 New Subsidiary Guarantor. By executing this Second Supplemental Indenture and the Note Guarantee referred to in Section 1.2 hereof, VeraSun Xxxxxxx, LLC, a Delaware limited liability company (“VeraSun Xxxxxxx”), hereby agrees to guarantee the Issuer’s obligations under the Notes on the terms and subject to the conditions set forth in Article XII of the Indenture and the Note Guarantee.

          1.2 Note Guarantee. VeraSun Xxxxxxx has duly executed and hereby delivers to the Trustee a Note Guarantee with respect to its obligations as a Subsidiary Guarantor under the Indenture. From and after the date hereof, VeraSun Xxxxxxx shall be a Subsidiary Guarantor for all purposes under the Indenture and the Notes.

          IN WITNESS WHEREOF, the undersigned have caused this Second Supplemental Indenture to be duly executed as of the date first above written.

		VERASUN ENERGY CORPORATION,
		as Issuer
		By:		/s/ Xxxxxx X. Xxxxxx
		Name: Xxxxxx X. Xxxxxx
		Title: Chief Executive Officer

		By:		/s/ Xxxxx X. Xxxxxxxx
		Name: Xxxxx X. Xxxxxxxx
		Title: President
		VERASUN AURORA CORPORATION,
		as Guarantor
		By:		/s/ Xxxxxx X. Xxxxxx
		Name: Xxxxxx X. Xxxxxx
		Title: Chief Executive Officer
		By:		/s/ Xxxxx X. Xxxxxxxx
		Name: Xxxxx X. Xxxxxxxx
		Title: President
		VERASUN FORT DODGE, LLC,
		as Guarantor
		By:		/s/ Xxxxxx X. Xxxxxx
		Name: Xxxxxx X. Xxxxxx
		Title: Chief Executive Officer
		By:		/s/ Xxxxx X. Xxxxxxxx
		Name: Xxxxx X. Xxxxxxxx
		Title: President
		VERASUN XXXXXXX CITY, LLC,
		as Guarantor
		By:		/s/ Xxxxxx X. Xxxxxx
		Name: Xxxxxx X. Xxxxxx
		Title: Chief Executive Officer

		By:		/s/ Xxxxx X. Xxxxxxxx
		Name: Xxxxx X. Xxxxxxxx
		Title: President
		VERASUN MARKETING, LLC,
		as Guarantor
		By:		/s/ Xxxxxx X. Xxxxxx
		Name: Xxxxxx X. Xxxxxx
		Title: Chief Executive Officer
		By:		/s/ Xxxxx X. Xxxxxxxx
		Name: Xxxxx X. Xxxxxxxx
		Title: President
		VERASUN WELCOME, LLC,
		as Guarantor
		By:		/s/ Xxxxxx X. Xxxxxx
		Name: Xxxxxx X. Xxxxxx
		Title: Chief Executive Officer
		By:		/s/ Xxxxx X. Xxxxxxxx
		Name: Xxxxx X. Xxxxxxxx
		Title: President
		VERASUN XXXXXXX, LLC,
		as Guarantor
		By:		/s/ Xxxxxx X. Xxxxxx
		Name: Xxxxxx X. Xxxxxx
		Title: Chief Executive Officer

		By:		/s/ Xxxxx X. Xxxxxxxx
		Name: Xxxxx X. Xxxxxxxx
		Title: President
		XXXXX FARGO BANK, N.A.,
		as Trustee
		By:		/s/ Xxxxxxx X. Xxxxx
		Name: Xxxxxxx X. Xxxxx
		Title: Vice President