Item 3.01 Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing.

On July 24, 2012, Miller Energy Resources, Inc. notified the New York Stock Exchange ("NYSE") that we were aware of our noncompliance with Section 301A.01 of NYSE Listed Company Manual which requires that a company have a majority of independent directors on its board of directors. As reported below, following Mr. Gross' resignation from our Board of Directors, and the Board's composition became four independent directors and four non-independent directors. Accordingly, NYSE Regulation has advised us by letter dated July 25, 2012 that we are below compliance. If we do not restore an independent majority to our Board of Directors by August 1, 2012, our ticker symbol will marked as below compliance, and we will be listed on the NYSE's website as below compliance, and remain so marked until we cure the deficiency.

We expect to add a new independent director to our Board prior to August 1, 2012.

Item 5.02 Departure of Directors or Certain Officers; Election of Directors;
Appointment of Certain Officers; Compensatory Arrangements of Certain Officers.

Effective July 20, 2012, Mr. Jonathan S. Gross resigned as a member of our Board of Directors. Mr. Gross, who had served as a member of our Board of Directors since April 2010, cited his desire to focus on his consulting business as his reason for resigning his office with our company. There was no disagreement between us and Mr. Gross on any matter that caused his resignation. Mr. Gross had served on our Nominating and Corporate Governance Committee and our Compensation Committee.

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