Item 7.01. Regulation FD Disclosure

U.S. Energy Corp. published a press release dated September 24, 2012 announcing the acquisition of a producing Bakken and Three Forks asset package.

Item 9.01. Financial Statements and Exhibits.

Exhibit 99.1. Press Release dated September 24, 2012.

Safe Harbor Statement

Information provided in the exhibit hereto contains statements that are "forward-looking" statements, usually containing the words "will," "anticipates," "believe," "estimate," "project," "expect," "target," "goal," or similar expressions. These statements are made pursuant to the safe harbor provision of the Private Securities Litigation Reform Act of 1995. Forward-looking statements inherently involve risks and uncertainties that could cause actual results to differ materially from the forward-looking statements. Factors that could cause or contribute to such differences include, but are not limited to, future trends in commodity and/or mineral prices, the availability of capital, competitive factors, and other risks described in the Company's filings with the SEC (including, without limitation, the Form 10-K for the year ended December 31, 2011, and the Form 10-Q for the quarter ended June 30, 2012).

The forward-looking statements referenced above are made only as of the date of the exhibit. We undertake no obligation to update or revise the forward-looking statements, whether as a result of new information, future events or otherwise.