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


                                   FORM 15

CERTIFICATION AND NOTICE OF TERMINATION OF REGISTRATION UNDER SECTION 12(g) OF
THE SECURITIES EXCHANGE ACT OF 1934 OR SUSPENSION OF DUTY TO FILE REPORTS
UNDER SECTIONS 13 AND 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934.


                                          Commission File Number  001-31437

                      BION ENVIRONMENTAL TECHNOLOGIES, INC.
            ------------------------------------------------------
            (Exact name of registered as specified in its charter)


                        1775 Summitview Way, P.O. Box 566
                             Crestone, Colorado  81131
                                 (212) 758-6622
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 (Address, including zip code, and telephone number, including area code, of
                     registrant's principal executive offices)


                             Common Stock, No Par Value
             --------------------------------------------------------
             (Title of each class of securities covered by this Form)


                                       N/A
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  (Title of all other classes of securities for which a duty to file reports
                      under section 13(a) or 15(d) remains)

     Please place an X in the box(es) to designate the appropriate rule
provision(s) relied upon to terminate or suspend the duty to file reports:

     Rule 12g-4(a)(1)(i)   [ ]          Rule 12h-3(b)(1)(i)   [ ]
     Rule 12g-4(a)(1)(ii)  [X]          Rule 12h-3(b)(1)(ii)  [ ]
     Rule 12g-4(a)(2)(i)   [ ]          Rule 12h-3(b)(2)(i)   [ ]
     Rule 12g-4(a)(2)(ii)  [ ]          Rule 12h-3(b)(2)(ii)  [ ]
                                        Rule 15d-6            [ ]

Approximate number of holders of record as of the certification or notice
date:  354

Pursuant to the requirements of the Securities Exchange Act of 1934 (Name of
registrant as specified in charter) has caused this certification/notice to be
signed on its behalf by the undersigned duly authorized person.

Date:  January 14, 2004           By: /s/ Mark A. Smith, President
                                      Mark A. Smith, President

Instruction:  This form is required by Rules 12g-4, 12h-3 and 15d-6 of the
General Rules and Regulations under the Securities Exchange Act of 1934.  The
registrant shall file with the Commission three copies of Form 15, one of
which shall be manually signed.  It may be signed by an officer of the
registrant, by counsel or by any other duly authorized person.  The name and
title of the person signing the form shall be typed or printed under the
signature.