Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
SMITH MARK A
   2. Issuer Name and Ticker or Trading Symbol
BION ENVIRONMENTAL TECHNOLOGIES INC [BNET] 		5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
President
(Last)
(First)
(Middle)
BOX 566		 3. Date of Earliest Transaction (Month/Day/Year)
01/15/2015
(Street)

CRESTONE, CO 81131		 4. If Amendment, Date Original Filed(Month/Day/Year)
 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)		 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)		 4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)		 5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)		 6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)		 7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 01/15/2015 01/15/2015 G   50,000 D $ 0 891,476 D  
Common Stock 01/31/2015 01/31/2015 A(1)   12,562 A $ 0 904,038 D  
Common Stock 01/31/2015 01/31/2015 A(2)   200,000 A $ 0 1,104,038 D  
Common Stock               53,756 I By wife
Common Stock               62,681 I Lataylingkyur Fdn
Common Stock               20,834 I Jointly with wife

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)		 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)		 5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)		 6. Date Exercisable and Expiration Date
(Month/Day/Year)		 7. Title and Amount of Underlying Securities
(Instr. 3 and 4)		 8. Price of Derivative Security
(Instr. 5)		 9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)		 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)		 11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Warrants to Purchase Common Stock $ 0.75 01/31/2015 01/31/2015 C(1)   12,562   01/31/2015 06/30/2016 Common Stock 6,281 $ 0 6,281 D  
Warrants to Purchase Common Stock $ 1.5 01/31/2015 01/31/2015 C(2)   200,000   01/31/2015 12/31/2020 Common Stock 200,000 $ 0 200,000 D  
Options (Right to Buy) $ 0.75 02/10/2015 02/10/2015 J(3)   150,000   02/10/2015 12/31/2020 Common Stock 150,000 $ 0 150,000 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
SMITH MARK A
BOX 566
CRESTONE, CO 81131		   X   X   President  

Signatures

 /s/ Mark A. Smith   02/13/2015
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) On January 31, 2015, Mr. Smith converted $6,280.55 of his deferred compensation into 12,562 Units of the Company's private placement, each consisting of one share of common stock and a callable warrant to purchase one-half share of common stock at $.75 per share until June 30, 2016.
(2) On January 31, 2015, Mr. Smith converted $90,000 of his convertible note into 200,000 shares of common stock and 200,000 warrants exercisable at $1.50 per share until December 31, 2020.
(3) These options were granted pursuant to an Extension Agreement relating to Mr. Smith's employment approved by the Board on February 10, 2015.

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