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US ENERGY CORP Director's Dealing 2010

Nov 8, 2010

34687_dirs_2010-11-08_280dfee7-5e45-4b6f-bb1c-6f719f37a725.zip

Director's Dealing

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SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: US ENERGY CORP (USEG)
CIK: 0000101594
Period of Report: 2010-11-04

Reporting Person: FRASER H RUSSELL (Director)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2010-11-04 Common Stock M 5000 $2.40 Acquired 26363 Direct
2010-11-04 Common Stock D 5000 $5.50 Disposed 21363 Direct
2010-11-05 Common Stock M 3200 $2.40 Acquired 24563 Direct
2010-11-05 Common Stock D 3200 $5.75 Disposed 21363 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2010-11-04 Stock Options (Right to Buy) $2.40 M 5000 Disposed 2011-01-09 Common Stock (5000) Direct
2010-11-05 Stock Options (Right to Buy) $2.40 M 3200 Disposed 2011-01-09 Common Stock (3200) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 1300 Indirect

Holdings (Derivative)

Security Exercise Price Expiration Underlying Shares Ownership
Stock Options (Right to Buy) $2.25 2011-12-06 Common Stock (10000) 10000 Direct
Stock Options (Right to Buy) $3.90 2011-12-07 Common Stock (20000) 20000 Direct
Stock Options (Right to Buy) $2.46 2014-06-30 Common Stock (50000) 50000 Direct
Stock Options (Right to Buy) $3.86 2015-10-13 Common Stock (25000) 25000 Direct
Director/ Option(rtb) $2.52 2018-09-21 U.S. Energy Common Stock (30000) 30000 Direct

Footnotes

F1: Includes shares held directly by the Reporting Person.

F2: Includes 1,000 shares held in joint tenancy with the Reporting Person's wife.

F3: Includes 4,000 shares held in an Individual Retirement Account (IRA) for the benefit of the Reporting Person.

F4: Options purchased and sold under the Reporting Person's 10(b) 5-1 Plan dated August 16, 2010.

F5: Includes 1,300 shares held in an IRA established for the benefit of the Reporting Person's wife. The Reporting Person disclaims any beneficial interest in these shares.

F6: Options issued to Reporting Person as a member of the Issuer's Board of Directors.

F7: Stock Options granted under the Issuer's 2008 SOP for the Independent Directors and Advisory Board Members which vest in three (3) equal annual installments beginning September 22, 2009.