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US ENERGY CORP Director's Dealing 2011

Jan 5, 2011

34687_dirs_2011-01-05_a872877c-6689-4ab4-bfde-717ebbdc09de.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: 2011-01-03

Reporting Person: LORIMER R SCOTT (Director, TREASURER & CFO)

Non-Derivative Transactions

Date Security Code Shares Price A/D Holdings After Ownership
2011-01-03 Common Stock M 100000 $3.90 Acquired 584492 Direct
2011-01-03 Common Stock M 100000 $3.86 Acquired 684492 Direct
2011-01-03 Common Stock M 59640 $4.97 Acquired 744132 Direct
2011-01-03 Common Stock M 2 $2.52 Acquired 744134 Direct
2011-01-03 Common Stock F 199140 $6.21 Disposed 544994 Direct

Derivative Transactions

Date Security Exercise Price Code Shares A/D Expiration Underlying Ownership
2011-01-03 Stock Options (Right to Buy) $3.90 M 100000 Disposed 2011-12-06 Common Stock (100000) Direct
2011-01-03 Stock Options (Right to Buy) $3.86 M 100000 Disposed 2015-10-13 Common Stock (100000) Direct
2011-01-03 Stock Options (Right to Buy) $4.97 M 59640 Disposed 2017-07-26 Common Stock (59640) Direct
2011-01-03 Stock Option (Right to Buy) $2.52 M 2 Disposed 2018-09-21 Common Stock (2) Direct

Holdings (Non-Derivative)

Security Shares Ownership
Common Stock 92864 Indirect

Footnotes

F1: Received 60,502 net shares from the exercise of 259,642 options at strike prices ranging from $2.52 to $4.97 per share. Sufficient shares were withheld from the option exercise to cover the cost of the exercise, federal income taxes, and all statutory payroll taxes. Shares withheld were valued at the market close price on the date of exercise, January 3, 2011, of $6.21 per share.

F2: Includes shares held directly by the Reporting Person.

F3: Shares held in the U.S. Energy Corp. Employee Stock Ownership Plan (the 'ESOP') in an account established for the benefit of the Reporting Person.

F4: Includes stock options granted under the Issuer's 2001 Incentive Stock Option Plan and exempt under Rule 16b-3.

F5: Stock options granted under the Issuer's 2001 Incentive Stock Option Plan with a 5 year vesting schedule and exempt under Rule 16b-3.

F6: Stock options granted under the Issuer's 2001 Incentive Stock Option Plan which vest in three (3) equal annual installments beginning September 22, 2009.