8-K

                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON DC  20549

                                   FORM 8-K


               Current Report Pursuant to Section 13 or 15(d) of
                     The Securities Exchange Act of 1934




                       Date of Report: June 9, 2003
                      ---------------------------------
                      (Date of earliest event reported)




                     Bion Environmental Technologies, Inc.
            -----------------------------------------------------
            (Exact Name of Registrant as Specified in its Charter




         Colorado                  001-31437               84-1176672
   ------------------------    ---------------------    -------------------
   (State of Incorporation)    (Commission File No.)    (I.R.S. Employer
                                                         Identification No.)




              18 East 50th Street, 10th Floor, New York, NY  10022
             ------------------------------------------------------
             (Address and Zip Code of Principal Executive Offices)




       Registrant's telephone number including area code: (212) 758-6622


Item 5.  Other Events.

LIQUIDITY/MANAGEMENT UPDATE

     During the period from June 7, 2003 through July 31, 2003, Bright
Capital, Ltd. ("Brightcap"), an entity owned and controlled by Dominic
Bassani, a consultant whose services were provided to us as part of our
management agreement with D2CO, LLC ("D2") (see discussion below), made
further advances to us pursuant to the letter agreement attached to our
Current Report on Form 8-K dated April 12,2003 as Exhibit 99.1. These advances
to us total approximately $600,000(plus accrued interest) as of July 31, 2003
and were made for the purpose of providing funds to allow us to be able to pay
operating expenses that are critical to our operations, primarily consisting
of salaries/consulting fees paid to retain critical personnel (which now
consists of seven employees/consultants), to take actions to protect and
expand our intellectual property and to continue work on a system installation
in Texas. This sum equals substantially the entire amount that Brightcap has
agreed to lend us on an as-needed basis (the "Brightcap Bridge Loan").

     On August 4, 2003 Brightcap and Mr. Bassani entered into a Letter
Agreement with us and Bion Dairy Corporation, our wholly-owned subsidiary
("Dairy"), pursuant to which:

     a)  Brightcap has agreed to convert $600,000  of the amounts due under
     the Brightcap Bridge Loan (principal and/or interest) to amounts that
     will become due under the same identical terms that the investors will
     receive in the first of a series of anticipated financings consisting of
     mandatorily convertible debt which are intended to be accomplished in
     2003 through Dairy  (the "Bion Dairy Financing");

     b)  Brightcap has re-acknowledged that the IP Collateral (as defined in
     the Letter Agreement) is exactly the same collateral that we plan to
     grant as security to note holders in connection with the Bion Dairy
     Financing and has agreed that: (i) even though Brightcap was granted a
     security interest in the IP Collateral under the Brightcap Bridge Loan,
     Brightcap specifically consented to the anticipated granting of a
     security interest in the same collateral to the holders of notes under
     the Bion Dairy Financing after the date of the Brightcap Bridge Loan;
     (ii) Brightcap will share its security interest in the IP Collateral in
     pari pasu with the holders of any notes that are issued in the future
     pursuant to the Bion Dairy Financing; (iii) Brightcap's security
     interest in the IP Collateral will not be senior to the security
     interest granted to the holders of the notes under the Bion Dairy
     Financing, irrespective of the date(s) on which such security interests
     were granted; and (iv) Brightcap will execute and deliver any documents
     reasonably requested by us and/or participants in the Bion Dairy
     Financing in that regard.

     c)  Brightcap and Mr. Bassani will provide consulting services to us and
     Dairy through March 31, 2005 in consideration of our accruing consulting
     fees of $300,000 per annum that will be payable to him in the future and
     the granting of 200,000 options(effective August 31, 2003); and


                                    2


     d)  we are adjusting 650,000 of our outstanding SV warrants (in a manner
     consistent with prior agreements of which Mr. Bassani was a third party
     beneficiary) beneficially owned by trusts for family members of Mr.
     Bassani to increase the number of warrants to 800,000 and adjust the
     exercise price and term (effective August 31, 2003).

     A copy of the Letter Agreement is attached to this Report as Exhibit
10.1.

     David Mitchell, our former C.E.O., and D2, LLC have agreed to exchange
$65,000 of advances made to Bion during 2003 into the Bion Dairy Financing on
the same terms as other investors therein. See Exhibit 10.2.

     Effective as of June 9, 2003 we entered into a month-to-month consulting
agreement with David Mager.  Please see Exhibit 10.3 to this Report for
details.

     On August 8, 2003, effective August 31, 2003, we granted an aggregate of
620,833 options to current employees, consultants, advisors and directors
(including the options to Mr. Bassani described above)(all of which are
initially exercisable at $7.50 per share subject to certain adjustments and
are exercisable until July 31, 2008 subject to vesting, continued employment
and other contingencies) including without limitation the following:

     a)  50,000 to Mark A. Smith, our President and a Director;

     b)  40,000 to Jere Northrop, our Technical Director and a Director; and

     c)  10,000 to Jon Northrop, a Director.

The form of these options has not yet been finalized.

     Bion has agreed to accrued the sum of $150,000 (plus expenses) as
compensation to Mark A. Smith, our President, for his services commencing
during March 2003 thru March 31, 2004 which Bion may pay, at its election, in
cash or securities of Bion on or before March 31, 2005. See Exhibit 99.1.

     Also, as of July 31, 2003, we still owe approximately $900,000 to
unsecured creditors (in addition to the amounts that we currently owe to
Brightcap as discussed above and $487,500 that we currently owe to The Trust
Under Deferred Compensation Plan for D2CO, LLC (the "D2 Trust") for past
management services, and amounts owed pursuant to Exhibits 10.1 and 99.1
hereto.)  It should be noted, however, that the amounts currently owed by us
to the D2 Trust will be converted into shares of our Common Stock (unless
otherwise agreed in writing) upon the earlier to occur of (a) a $5 million or
greater equity financing(s) by us, in which case the amount payable will be
converted into shares of our Common Stock at the equity price of the financing
(or, in the event that the $5 million in equity financing is obtained in a
series of more than one financing, the price of the equity financing which
pushes the aggregate total of the financings above $5 million), or (b) March
31, 2005, at the then current market price of our Common Stock. (Please see
our Current Report on Form 8-K dated March 25, 2003). Amounts owed pursuant to
Exhibits 10.1 and 99.1 may be paid by issuance of Bion securities at the
election of Bion.

                                   3


     Although we are currently seeking other outside sources of capital, as of
this date we have not been able to secure financing that is necessary for our
current and future operations and there can be no assurance that sufficient
funds will be available from external sources. Further, there can be no
assurance that any such required funds, if available, will be available on
attractive terms or that they will not have a significantly dilutive effect on
our existing shareholders. Since we do not yet have the ability to generate
cash flow from operations, we have substantially curtailed our current
business activities and we may need to cease operations if we are not able to
immediately raise capital from outside sources. This would have a material
adverse effect on our business and our shareholders.

CENTERPOINT SHAREHOLDERS MEETING

     A meeting of the Centerpoint stockholders commenced on July 31,2003 and
was adjourned without a vote until 2:00 p.m. on August 18, 2003 at our New
York City offices. The purpose of this meeting is to seek stockholder
ratification of the Amended Centerpoint Agreement. See our Current Report on
Form 8K dated April 12, 2003 and Exhibit 99.2 to this Report.

TEXAS INSTALLATION

     During the second half of May, 2003 we commenced construction of a second
generation Bion Nutrient Management System ("NMS") on the Devries dairy in
Texas (which milks approximately 1150 cows) as a retrofit of the dairy's
existing lagoon.  Start-up occurred early in July 2003.  We anticipate the
biology of this installation will be mature by mid-September 2003. The purpose
of this installation is to demonstrate the capacity of our second generation
NMS to remove nutrients (primarily nitrogen and phosphorus) from the waste
stream. Results are anticipated by Fall 2003.  We consider the success of this
system at the Devries Dairy in Texas to be extremely important in
demonstrating the effectiveness of the Bion NMS.

Item 7. Financial Statements and Exhibits.

     The following documents are filed as exhibits to this Form 8-K:

     Exhibit No.   Description

       10.1        Letter Agreement with Bright Capital, Ltd. and Dominic
                   Bassani dated August 4, 2003.

       10.2        Agreement with David Mitchell and D2, LLC.

       10.3        Letter Agreement with David Mager effective June 9, 2003.

       99.1        Compensation of Mark A. Smith.

       99.2        Press release re Centerpoint Corporation Shareholder
                   Meeting.




                                    4


                               SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this Report to be signed on its behalf by the
undersigned hereunto duly authorized.

                                   BION ENVIRONMENTAL TECHNOLOGIES, INC.


Date: August 12, 2003              By: /s/ Mark A. Smith
                                      -------------------------------------
                                      Mark A. Smith, President









































                                    5

EX-10

EXHIBIT 10.1


August 4, 2003

Dominic Bassani
Bright Capital, Ltd.


Dear Dominic:

     By signing below, you confirm the following agreements by, between and
among you, Bright Capital, Ltd. ("Bright Capital"), Bion Environmental
Technologies, Inc. ("Bion") and Bion Dairy Corporation ("Dairy"):

1.      As of the date of the date of the initial closing of Dairy's offering
of its 2003 Series A Convertible Promissory Notes (the "Dairy Notes"),
$600,000 of the amount that is then due or payable to Bright Capital pursuant
to the terms of that certain outstanding Secured Promissory Note dated March
28, 2003 between Bion as debtor and Bright Capital as lender in the initial
principal amount of forty two thousand five hundred dollars ($42,500.00) plus
any amounts that were loaned by Bright Capital to Bion pursuant to such note
after the date thereof (the "Initial Note") shall be deemed to have been
converted to an amount due from Dairy to Bright Capital pursuant to a new
promissory note in the initial principal amount of $600,000 (the "Replacement
Note") which is to be issued by Dairy to Bright Capital in connection with
Dairy's offering of Dairy Notes to investors.  The Replacement Note shall be
issued by Dairy to Bright Capital at the initial closing of Dairy's offering
of the Dairy Notes.  Upon its issuance, the Replacement Note shall be deemed
to partially substitute and replace the Initial Note without cancellation,
novation or payment (with the remaining balance of the Initial Note remaining
outstanding and secured by its existing security interest in the tangible
assets of Bion and its subsidiaries).  All of the remaining collateral
consisting of intangible intellectual property securing the indebtedness
evidenced by or described in the Initial Note and its related documents (the
"IP Collateral") shall continue to secure the indebtedness under the
Replacement Note; provided, however, that Bright Capital shall share its
security interest in such IP Collateral in pari passu with all of the
purchasers of the Dairy Notes.

2.     Upon issuance of the Replacement Note, that certain State of Colorado
Uniform Commercial Code-Security Agreement related to the IP Collateral that
was executed and delivered by Bion (and its subsidiaries) pursuant to the
Initial Note shall be amended and restated to conform in all material respects
to the form of security agreement that is to be executed and delivered by
Dairy and Bion (and its subsidiaries) in connection with Dairy's issuance of
the Dairy Notes.

3.     Through Bright Capital, you shall provide Bion and Dairy with your
personal services on a consulting basis for a period of two years which
commenced on April 1, 2003 and will end on March 31, 2005, pursuant to which
you will personally serve as the General Manager of Dairy (reporting directly
to its President) and as a consultant to Bion as set forth in the Note
Purchase Agreement (a copy of which is attached hereto as "Exhibit A" and is
hereafter referred to as the "Note Purchase Agreement") to be executed in
connection with the issuance of the Replacement Note and the Dairy Notes.  As
payment in full for such consulting services, commencing effective April 1,
2003 Bion shall:

     (a)  Accrue on behalf of Bion and Dairy an obligation to pay to Bright
          Capital the sum of $300,000 for the first year (which sum shall be
          adjusted downward to reflect your limited availability for a
          portion of the first year due to anticipated surgery with a
          protracted recovery period), and $300,000 for the second year, all
          of which sums Bion may elect to pay in cash or by issuance of its
          common stock (based on the average closing price during the prior
          20 days of trading) at any time of Bion's choosing through March
          31, 2005; provided, however, that in the event that Bion completes
          a financing which renders it able to pay such fees on an ongoing
          current basis, Bion shall pay such fees in cash on a monthly
          basis; and

     (b)  Grant to you options (effective August 31,2003) exerciseable until
          July 31, 2008 which will allow you to purchase up to 200,000
          shares of Bion common stock at a price of $7.50 per share;
          provided, however, that in the event that Bion obtains a complete
          waiver of section 1.2 of that certain Stock Purchase Agreement
          dated as of January 10, 2002 by and between Bion OAM, S.p.A., and
          Section 2.4 of that certain Subscription Agreement between Bion
          and Centerpoint Corporation dated as of January 10, 2002, the
          exercise price of such options shall be automatically adjusted to
          the higher of $3.00 per share or the closing market price of
          Bion's common stock on the date that such waiver becomes
          effective.  The exercise price of such options shall also be
          equitably adjusted for subsequent splits, mergers, etc.; provided,
          however, that in the event there is no adjustment to the exercise
          price or there is an adjustment to the exercise price to a price
          that is greater than $3.00, then upon exercise of the options (in
          whole or in part), Bion shall pay to you a sum equal to the
          difference between the option exercise price and $3.00, multiplied
          by the number of options exercised;

          PROVIDED, HOWEVER, that in the event that Dairy and its
          shareholders do not enter into the tax-free exchange with Bion
          described at paragraph 1.7 of the Note Purchase Agreement, all
          obligations (including options) of Bion to you and Bright Capital
          set forth in this paragraph 3 shall become obligations of Dairy,
          and Bion shall be automatically released from such obligations.

4.     Pursuant to prior existing agreements consistent with the terms of
which you and Bright Capital have continued to provide services to Bion, Bion
shall, effective August 31, adjust approximately 650,000 of its outstanding SV
warrants (of which you or persons related to or affiliated with you are
beneficial owners) by issuance of certificates representing 800,000 SV-1
warrants with an exercise price of $7.50 per share of Bion common stock
(subject to adjustment/payment in the identical manner as the options
described above at paragraph 2)  and an expiration date of July 31, 2008 (all
other terms remaining unchanged) to parties designated in writing by you.

5.     Bion, Dairy, Bright Capital and you each agree to execute such
additional documents as may be required to effectuate the agreements set forth
herein.

     Please acknowledge your agreement to the terms set forth in this letter
agreement by signing in the spaces provided below.

                         DOMINIC BASSANI,
                         Individually


                         ___________________________________



                         BRIGHT CAPITAL, LTD.


                         By: _______________________________



                         BION ENVIRONMENTAL TECHNOLOGIES, INC.


                         By: _______________________________



                         BION DAIRY CORPORATION


                         By: _______________________________

EX-10

EXHIBIT 10.2


- -----Original Message-----
From: DAVID MITCHELL Sent: Tuesday, August 05, 2003 11:39 AM
To: Mark A. Smith
Subject: RE: $65000 advances/note offering


Please be aware that the $65,000 is part of the total amount of advances I
have made to Bion. Our understanding is that at this time we are converting
$65,000 out of the total advances.



- -----Original Message-----
From: Mark A. Smith
Sent: Monday, August 04, 2003 3:52 PM
To: David Mitchell (E-mail)
Subject: $65000 advances/note offering


David:

        I am writing to confirm my understanding that you (including D2, etc)
are going to convert/exchange $65000 of advances you have made to Bion this
year to $65000 of the secured convertible promissory notes of Bion Dairy
Corporation on the same terms as the new investors therein (and Bright Capital
Ltd. as to $600,000 of advances) as part the initial closing of such
offering.

        Please acknowledge that this reflects your understanding by return
email.

yours,
mark a smith, president
Bion

EX-10

EXHIBIT 10.3


To: David Mager
From: Mark A. Smith
CC: Dominic Bassani
Subject: Term Sheet
June 9, 2003

Company: Bion Environmental Technologies, Inc. ('Bion')  or Bion  Dairy
Corporation ('Dairy'), as applicable.

Term: Interim Period on a month  to- month basis for the longer of  six months
or until the Fresno results have been received.

Cash Compensation: Consulting fees of $12,500 per month plus expenses to be
paid to Meadowbrook Lane, 250 Albany Street, Springfield, MA 01105. During
interim you pay your own taxes and insurance. Payment to be made at the same
time as the Company makes its second payroll of each month.

Options: You will be issued/granted  400,000 options/warrants, in aggregate,
which shall vest over the next three years as follows 33,333 options per
quarter with the first 33,333 upon signing of this term sheet.
Options/warrants shall have the same exercise price and exercise procedures
and shall be exercisable to receive securities of  the same company as
options/warrants owned by Bassani, Jacobs (and/or entities designated by
them).  The term of the options/warrants shall expire 5 years after the date
of signing of this term sheet.  If the Company (Bion or Dairy, as applicable)
were to be sold before three years from this date, the unvested  balance of
the 400,000 options shall be automatically vested so long as you continue to
provide the services hereunder for the balance of the term if requested by the
new owner .

After the Interim Period , when the Company (Bion or Dairy, as applicable) has
secured D & O insurance and its next financing agreement, the consulting
position would convert into management employment with a commitment of 3 more
years. Attached hereto as Exhibit A is a preliminary draft of the management
job description which shall be updated/finalized as part of a written
employment agreement to be executed at the end of the Interim Period
('Employment Agreement'). Reviews under the Employment Agreement shall be on a
semi-annual based upon measures of performance ('MOPs') set forth therein.

During the Interim Period, the Company (Bion or Dairy, as applicable) shall
indemnify you and be responsible for legal costs incurred in defending you
against any legal actions brought against you relating to the Company for
actions which took place prior to your becoming an employee of the Company.
Company will bonus you 20% of your Cash Compensation when and if   other
employees receive such bonuses.  When you become an employee of the Company,
the Company will be responsible for all applicable employment related taxes
and the direct costs of agreed upon insurance.



Both signatures affixed below indicate acceptance of these terms with the
terms of this term sheet going into effect on June 9, 2003.


Company
David Mager/Meadowbrook Lane


By:______________________
By:_______________________
Mark A. Smith
David Mager

EX-99

  EXHIBIT 99.1



  Schedule 8


  Compensation for Services:



  Mark A. Smith: $150,000 for the year commencing April 1, 2003, paid
                 within two years either as cash or securities of Bion
                 at the election of Bion (if payment is in Bion stock,
                 the price per share used will be the average closing
                 price of last 20 trading days prior to issuance); plus
                 expenses of $250 per month; plus travel (with New York
                 City travel paid at $750 for the first day, plus an
                 additional $250 per day for each additional day
                 requiring an overnight stay).

                 As of August 8, 2003, these expenses total $3,000 for
                 three trips to New York since February 2003, plus
                 $1,250 in monthly expenses, for a total of $4,250.

EX-99

  EXHIBIT 99.2


  Centerpoint Shareholders Meeting Adjourned until August 18, 2003

  August 4, 2003.  New York, New York.  The Special Meeting of
  shareholders of Centerpoint Corporation, a majority-owned subsidiary of
  Bion Environmental Technologies, Inc. (BB:BNET), held on July 31, 2003
  at 18 East 50th Street, 10th floor, New York, New York 10022, was
  adjourned until August 18, 2003 at 2:00 P.M. Eastern Standard Time.  The
  meeting will reconvene at the same location.  Voting will remain open
  until August 18, 2003.

  Bion Environmental Technologies, Inc., designs and operates advanced
  waste and wastewater treatment systems for large dairy and hog farms.
  Bion systems utilize patented biological and engineering processes to
  provide proven treatment solutions to the nutrient management and air
  emissions problems associated with these operations.  The Company's web
  address is www.biontech.com.

  For further information, please contact:

  Craig Scott, Director of Investor Relations
  craigscott@sprynet.com
  303.843.6191

  Kathy Paradise
  kathy@biontech.com
  212.758.6622