BION ENVIRONMENTAL TECHNOLOGIES INC
8-K, 1999-06-24
MISC INDUSTRIAL & COMMERCIAL MACHINERY & EQUIPMENT
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                       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 22, 1999
                        (Date of earliest event reported)


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




   Colorado                 0-19333               84-1176672
  (State of               (Commission         (I.R.S. Employer
 Incorporation)             File No.)         Identification No.)





               555 17th Street, Suite 3310, Denver, Colorado 80202
              (Address and Zip Code of Principal Executive Offices)






Registrant's telephone number including area code: (303) 294-0750




<PAGE>





ITEM 5.    OTHER EVENTS.

1.   Bion  Environmental  Technologies,  Inc. (the  "Company")  distributed  the
     declared  May  21,  1999  stock   dividend  on  June  22,  1999.   In  this
     distribution, the Company's stock transfer agent mistakenly issued ten (10)
     shares for every one (1) share outstanding (a 1,000% dividend), rather than
     the  Company  declared  one (1)  share for every  (10)  shares  held (a 10%
     dividend).  A "stop"  was  placed  on the  invalid  certificates  and valid
     certificates  will be issued  reflecting the correct dividend  amount.  See
     exhibit 99.1.


ITEM 7.   FINANCIAL STATEMENTS AND EXHIBITS.


                                   SIGNATURES

Pursuant to the  requirements  of the Securities and 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: June 24, 1999               By:  /s/ M. Duane Stutzman
                                   -----------------------------
                                    M. Duane Stutzman, Chief
                                    Financial Officer






<PAGE>


                                INDEX TO EXHIBITS

Financial Statements and Exhibits.


99.1  Letter  sent from the  Company's  stock  transfer  agent  identifying  the
      dividend certificate error.








June 23, 1999


Dear Bion Environmental Technologies, Inc. Shareholder


You have recently received a stock  certificate(s)  representing  shares of Bion
Environmental  Technologies,  Inc. (the "Company")  stock that were  incorrectly
issued to you in  connection  with a stock  dividend  declared  by the  Company.
Instead  of a  dividend  of one share  for each ten  shares  outstanding  as was
declared by the Company (a 10% dividend),  the certificate(s)  that you received
erroneously  reflects  a  dividend  of ten  shares  for each one  share  that is
outstanding  (a 1,000%  dividend).  Accordingly,  we have placed a "stop" on the
certificate(s)  that you recently received and it has been canceled on the books
of the Company.

Please  return the invalid  certificate(s)  to us in the  enclosed  postage-paid
envelope. Upon our receipt of the invalid certificate(s), we will send you a new
certificate(s) for the correct amount of shares.

We apologize  for any  inconvenience  that this  situation may cause you. If you
should have any questions, please do not hesitate to call.

Best regards,


/s/CORPORATE STOCK TRANSFER, INC.
CORPORATE STOCK TRANSFER, INC.



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