US ENERGY CORP
8-K, 1997-11-20
METAL MINING
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                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

                     Pursuant to Section 13 and 15(d) of the
                         Securities Exchange Act of 1934

Date of Report (date of earliest event reported):  September 27, 1997


                                U.S. ENERGY CORP.
              Exact Name of Registrant as Specified in its Charter)

        WYOMING                          0-6814               83-0205516
- -----------------------------       ---------------       ----------------------
(State or other                      (Commission            (I.R.S. Employer
jurisdiction of                      File No.)              Identification No.)
incorporation)


Glen L. Larsen Building
877 North 8th West
Riverton, WY                                                     82501
- ------------------------------------------------------     ---------------------
(Address of Principal Executive Offices)                       (Zip Code)


Registrant's telephone number, including area code:  (307) 856-9271


                                 NOT APPLICABLE
- --------------------------------------------------------------------------------
               (Former Name, Former Address or Former Fiscal Year,
                          if Changed From Last Report)




<PAGE>



ITEM 5  Other Events

a) As was announced previously,  former U. S. Senator Alan K. Simpson, R-WY, was
elected to the Board of Directors of Registrant on April 17, 1997. Since then it
was decided to create an Advisory Board and Senator Simpson resigned as a member
of the Board and  became  the  Chairman  and  member  of the  Advisory  Board of
Registrant U.S. Energy Corp. on September 27, 1997.

b) In the pending  appeal  involving the  arbitration/litigation  matter between
Registrant  and its subsidiary  Crested Corp. as plaintiffs and Nukem,  Inc. and
its wholly-owned  subsidiary Cycle Resource Investment  Corporation  ("CRIC") as
defendants,  it was reported  previously that Nukem/CRIC filed an amended notice
of appeal of the Second Amended  Judgment  entered on or about June 27, 1997. In
the Second Amended  Judgment,  the U. S. District Court of Colorado ordered that
in addition to the net  monetary  award to  plaintiffs,  the rights Nukem has to
purchase uranium from the Commonwealth of Independent  States,  formerly part of
the Soviet Union ("CIS"),  the uranium acquired pursuant to those rights and the
profits  therefrom were  IMPRESSED  WITH A  CONSTRUCTIVE  TRUST in favor of SMP.
Nukem was  required  by the  District  Court to post a  supersedeas  bond in the
amount of  $8,613,600 to cover the monetary  portion of the Court's  judgment in
favor of Registrant and Crested against  Nukem/CRIC.  The District Court refused
to increase the supersedeas bond to cover the value of the CIS contracts because
the Arbitration  Panel did not value such equitable relief granted to plaintiffs
Registrant  and Crested.  Consequently,  Registrant  and Crested  filed a motion
before  the  Tenth  Circuit  Court  of  Appeals  ("10th  CCA") to  increase  the
supersedeas bond to cover the value of the CIS contracts.  Defendants Nukem/CRIC
filed response and a motion to again remand the case to the  Arbitration  Panel.
Plaintiffs  Registrant and Crested filed a response to that request and a motion
for sanctions against  Nukem/CRIC.  On November 12, 1997, two judges of the 10th
CCA entered an order denying plaintiffs' motion to increase the supersedeas bond
and denied  Nukem/CRIC's  cross-motion for remand to the Panel of certain issues
on appeal.  In  plaintiffs'  motion for  sanctions,  the Court denied the motion
without  prejudice which will allow  plaintiffs to renew the motion in the brief
on the merits.  Defendants Nukem/CRIC (appellants in the appeal) are required to
file their  opening  brief  before the 10th CCA on or before  December 12, 1997.
Plaintiffs  Registrant  and Crested  (appellees  in the appeal) have thirty days
thereafter to file their  responsive  brief.  Appellants  may file a reply brief
within 14 days after  appellees' brief and no further briefs may be filed except
with leave of the Court.  Oral  argument  before  the Court  will  generally  be
allowed with few exceptions and a written decision will be entered thereafter.


                                   Page 2 of 3


<PAGE>


                                   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.


                                                 U. S. ENERGY CORP.



Dated:  November 19, 1997                   By:    /s/  Max T. Evans
                                                 -------------------------------
                                                 Max T. Evans, Secretary


                                   Page 3 of 3


<PAGE>





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