US ENERGY CORP
10-C, 1995-08-01
MISCELLANEOUS METAL ORES
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                  Securities and Exchange Commission
                        Washington, D.C. 20549


                               FORM 10-C

            REPORT BY ISSUER OF SECURITIES QUOTED ON NASDAQ
                     INTERDEALER QUOTATION SYSTEM

             Filed pursuant to Section 13 or 15(d) or the
       Securities Exchange Act of 1934 and Rule 13a-17 or 15d-17


U.S. ENERGY CORP.
877 North 8th West
Riverton, WY 82501

Issuer's telephone number:  (307) 856-9271

I.   CHANGE IN NUMBER OF SHARES OUTSTANDING

Indicate any change (increase or decrease) of 5% or more in the number
of shares outstanding:

1.   Title of security:  common shares, $.01 par value

2.   Number of shares outstanding before the change:  5,453,410 shares

3.   Number of shares outstanding after the change:  6,265,842 shares

4.   Effective date of change:  July 17, 1995

5.   Method of change:  New issue of restricted shares in 
     private placement.

II.  CHANGE IN NAME OF ISSUER:  Not applicable


Date:  August 1, 1995                   U.S. ENERGY CORP.



                                   BY:  ________________________________
                                        Robert Scott Lorimer,
                                        Chief Financial Officer



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