U.S. SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SEC File Number
FORM 12B-25 0-6814
CUSIP Number
NOTIFICATION OF LATE FILING 911805 10 9
(Check One):
[X] Form 10-K and Form 10-KSB [ ]Form 20-F [ ] Form 11-K
[ ]Form 10-Q and 10-QSB [ ]Form N-SAR
For Period Ended: May 31, 2002
[ ] Transition Report on Form 10-K
[ ] Transition Report on Form 20-F
[ ] Transition Report on Form 11-K
[ ] Transition Report on Form 10-Q
[ ] Transition Report on Form N-SAR
For the Transition Period Ended:
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Read Attached Instruction Sheet Before Preparing Form. Please Print or
Type. Nothing in this form shall be construed to imply that the Commission has
verified any information contained herein.
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If the notification relates to a portion of the filing checked above, identify
the Items(s) to which the notification relates.
PART I - REGISTRANT INFORMATION
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Full name of Registrant: U.S. ENERGY CORP.
Former Name if Applicable: N/A
Address of Principal Executive Office (Street and Number):
877 NORTH 8TH WEST
City, State and Zip Code: RIVERTON, WY 82501
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Part II - Rules 12b-25(b) and (c)
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If the subject report could not be filed without unreasonable effort or expense
and the registrant seeks relief pursuant to Rule 12b-25(b), the following should
be completed. (Check box if appropriate)
(a) The reasons described in reasonable detail in Part III of this
form could not be eliminated without unreasonable effort or
expense;
(b) The subject annual report, semi-annual report, transition report on
X Form 10-K, Form 20-F, 11-K or Form N-SAR, or portion thereof will be
- ----- filed on or before the fifteenth calendar day following the
prescribed due date; or the subject quarterly report or transition
report on Form 10-Q, or portion thereof will be filed on or before
the fifth calendar day following the prescribed due date; and
(c) The accountant's statement or other exhibit required by Rule
12b-25(c) has been attached if applicable.
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Part III - Narrative
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State below in reasonable detail the reasons why Form 10-K, 20-F, 11-K, 10-Q,
N-SAR or the transition report or portion thereof, could not be filed within the
prescribed time period.
As of the date of this Notice, the Registrant has been unable to
complete the Annual Report on Form 10-K due to the amount of time
management has had to spend on the Sheep Mountain Partners litigation
with Nukem, Inc. Specifically, management has been required to devote
extensive time in connection with the court-appointed Special Master's
review of financial and other records relating to the determination of
amounts owed to SMP by Nukem, under the constructive trust imposed on
certain uranium contracts (as reported by the Registrant in prior SEC
filings).
The Registrant will file the Form 10-K Report for the fiscal year
ended May 31, 2002 on or before September 13, 2002.
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Part IV - Other Information
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(1) Name and telephone number of person to contact in
regard to this notification.
STEPHEN E. ROUNDS, Special Counsel (303) 377-6997
(2) Have all other periodic reports required under section 13 or 15(d)of
the Securities Exchange Act of 1934 or section 30 of the Investment Company Act
of 1940 during the preceding 12 months or for such shorter period that the
registrant was required to file such report(s) been filed? If the answer is no,
identify reports(s).
[ X ]Yes [ ]No
(3) Is it anticipated that any significant change in results of operations
from the corresponding period for the last fiscal year will be reflected by the
earnings statements to be included in the subject report or portion thereof?
[ X ]Yes [ ]No
If so: attach an explanation of the anticipated change, both narratively
and quantitatively, and, if appropriate, state the reasons why a reasonable
estimate of the results cannot be made.
During the current fiscal year ended May 31, 2002, the Registrant recorded
a net loss of $6,766,500 compared to net income of $1,771,200 recognized during
the prior fiscal year ended May 31, 2001. The principle difference in the
results of operations during the two periods was the recognition of $7,132,800
of income from litigation settlements during the fiscal year ended May 31, 2001.
Other factors which reduced the results of operations during the period ended
May 31, 2002 from the prior period were reductions in commercial operations due
to the September 11, 2001 terrorist attack, reduced mineral sales and an
impairment of good will of $1.6 million due to the buy out of certain Rocky
Mountain Gas shareholders through a conversion to the Registrant's common stock.
These reductions in net income were partially offset by reduced general and
administrative and mine holding costs.
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U.S. ENERGY CORP.
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(Name of Registrant as specified in charter)
has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: August 28, 2002 By: /s/ Daniel P. Svilar
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DANIEL P. SVILAR,
Secretary
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