CONSENT OF INDEPENDENT CERTIFIED PUBLIC ACCOUNTANTS



We have issued our reports dated February 28, 2003 accompanying the consolidated
financial  statements  of  U.S.  Energy  Corp.  (a  Wyoming  corporation)  and
subsidiaries  appearing  in  the  2002  Annual  Report  of  the  Company  to its
shareholders and accompanying the schedule included in the Annual Report on Form
10-K  as  of  and  for  the  seven  months  ended  December  31,  2002 which are
incorporated  by  reference  in  this  Registration Statement. We consent to the
incorporation  by  reference in the Registration Statement of the aforementioned
reports.


                               GRANT THORNTON LLP



Denver,  Colorado,
September  17,  2003