SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT

                     Pursuant to Section 13 and 15(d) of the
                         Securities Exchange Act of 1934


Date of Report (date of earliest event reported):  May 12, 2003 (April 29, 2003)


                               U.S. ENERGY CORP.
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             Exact Name of Registrant as Specified in its Charter)

            Wyoming                     0-6814                83-0205516
-------------------------------    -----------------     -----------------------
 (State or other jurisdiction         (Commission            (I.R.S. Employer
       of incorporation)               File No.)            Identification No.)


     Glen L. Larsen Building
     877 North 8th West
     Riverton, WY                                              82501
----------------------------------------------------     -----------------------
     (Address of Principal Executive Offices)                 (Zip Code)


       Registrant's telephone number, including area code: (307) 856-9271


                                 Not Applicable
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               (Former Name, Former Address or Former Fiscal Year,
                          if Changed From Last Report)







ITEM 5.  OTHER EVENTS

     The Company  reports that its Rocky Mountain Gas, Inc.  ("RMG")  subsidiary
has signed a Letter of Intent to enter into an Earn-In Joint Venture with Gastar
Exploration,  Ltd. (TSE:  "YGA").  The subject  coalbed  methane  properties are
located in the Powder River Basin near Gillette, Wyoming and include 200 drilled
and completed CBM wells,  approximately 37,000 net undeveloped  leasehold acres,
and numerous  drilling permits and water discharge  permits.  These wells are in
the early stages of  dewatering  and gas  production  is just  beginning to come
on-line.

     Under the terms of definitive Earn-In Joint Venture agreement,  RMG will be
required to make a cash payment of  approximately  $7,000,000  within 30 days of
signing the Letter of Intent to earn an  undivided  50% interest in the existing
developed properties and commit to spend an additional  $15,000,000 through 2005
to develop the remaining  acreage to earn 50% of Gastar's interest in all of the
currently  undeveloped  acreage held by Gastar.  RMG would be  designated as the
operator on all of the joint venture properties.

     As  previously  reported,  RMG is in  negotiations  to obtain  financing to
expand operations and acquire properties, including the Gastar properties. CCBM,
Inc., a division of Carrizo Oil & Gas, Inc. of Houston,  TX, will have the right
to participate in the Gastar properties acquisition, equally with RMG.

FORWARD LOOKING STATEMENTS

     This Report on Form 8-K includes  "forward-looking  statements"  within the
meaning of Section 21E of the  Securities  Exchange Act of 1934, as amended (the
"Exchange  Act").  All  statements  other than  statements  of  historical  fact
included in this Report, are forward-looking  statements. In addition,  whenever
words  like  "expect,"  "anticipate"  or  "believe"  are  used,  we  are  making
forward-looking statements.


                                   SIGNATURES

     Pursuant to the  requirements  of the Securities  Exchange Act of 1934, the
Registrant  has duly  caused  this  report  to be  signed  on its  behalf by the
undersigned hereunto duly authorized.


                                                 U.S. ENERGY CORP.


Dated:  May 9, 2003                         By:    /s/  Daniel P. Svilar
                                                 -------------------------------
                                                 DANIEL P. SVILAR, Secretary



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