UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549



FORM 10-Q/A

(Mark One)

|þ | Quarterly report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934 
|- | ----------------------------------------------------------------------------------------
|  | For the Quarterly Period Ended September 30, 2016                                       
|  |                                                                                         
| ̈ | Transition report pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934
|  | For the transition period from                 to                                       
|  |                                                                                         



Commission File Number 000-6814





|U.S. ENERGY CORP.                                             
|--------------------------------------------------------------
|(Exact Name of Registrant as Specified in its Charter)        
|Wyoming                                                       
|(State or other jurisdiction of incorporation or organization)
|                                                              
|4643 S. Ulster Street, Suite 970, Denver, CO                  
|(Address of principal executive offices)                      
|Registrant's telephone number, including area code:           



Not Applicable

(Former name, former address and former
fiscal year, if changed since last report)



Indicate
by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange
Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports),
and (2) has been subject to such filing requirements for the past 90 days. YESþ
NO ̈

Indicate
by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive
Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the
preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). YESþ
NO ̈

Indicate by check mark whether
the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer or a smaller reporting company. See
the definitions of “large accelerated filer,” “accelerated filer,” and “smaller reporting company”
in Rule 12b-2 of the Exchange Act.

Large
accelerated filer ̈ Accelerated
filer ̈ Non-accelerated
filer ̈ Smaller
reporting companyþ

Indicate
by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).	YES ̈
NOþ

The registrant had 5,134,506
shares of its $0.01 par value common stock outstanding as of November 16, 2016.











EXPLANATORY NOTE



We are filing this Form 10-Q/A to correct an error on the
cover page of the original filing on November 21, 2016 that indicated we are considered a shell company. We have corrected the
cover page in this amendment to indicate that we are not a shell company (as defined in Rule 12b-2 of the Exchange Act). No other
changes were made to our Form 10-Q as originally filed on November 21, 2016.



|Item 6. Exhibits
|----------------



|10.1     | Fourth Amendment to Credit Agreement with Wells Fargo Bank, N.A. (incorporated by reference from Exhibit 10.1 to the Company's quarterly report on Form 10-Q filed August 15, 2016)
|-------- | -----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------
|31.1*    | Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes – Oxley Act of 2002                                                                               
|31.2*    | Certification of principal financial officer pursuant to Section 302 of the Sarbanes – Oxley Act of 2002                                                                           
|32.1∞    | Certification under Rule 13a-14(b) of Chief Executive Officer and principal financial officer                                                                                      
|101.INS∞ | XBRL Instance Document                                                                                                                                                             
|101.SCH∞ | XBRL Schema Document                                                                                                                                                               
|101.CAL∞ | XBRL Calculation Linkbase Document                                                                                                                                                 
|101.DEF∞ | XBRL Definition Linkbase Document                                                                                                                                                  
|101.LAB∞ | XBRL Label Linkbase Document                                                                                                                                                       
|101.PRE∞ | XBRL Presentation Linkbase Document                                                                                                                                                



* Filed herewith.

∞ Incorporated by reference to the Company's quarterly
report on Form 10-Q filed November 21, 2016.









SIGNATURES



Pursuant to the
requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed
on its behalf by the undersigned, thereunto duly authorized.



|                       |  | U.S. ENERGY CORP. (Registrant)
|---------------------- |  | ------------------------------
|                       |  |                               
|Date: December 8, 2016 |  | By:                           
|                       |  |                               
|                       |  |