Item 9.01. Financial Statements and Exhibits.

(a) Financial Statements of Businesses Acquired.

The Audited Statements of Revenues and Direct Operating Expenses of the Fieldpoint Properties for the year ended December 31, 2019 and for the six months ended June 30, 2020 (unaudited), and the notes thereto, including the related report of the independent public accounting firm, are filed as Exhibit 99.1 to this Form 8-K/A.

(b) Pro Forma Financial Information.

The Unaudited Pro Forma Combined Financial Statements of U.S. Energy Corp. for the year ended December 31, 2019 and for the six months ended June 30, 2020, are filed as Exhibit 99.2 to this Form 8-K/A.





(d) Exhibits.



Exhibit No.   Description
10.1            Asset Purchase Agreement dated September 25, 2020, by and among
              U.S. Energy Corp, as Buyer, and Mr. Randolph N. Osherow, as Chapter
              7 trustee in the Bankruptcy Case of FieldPoint Petroleum Corporation
              (Filed as Exhibit 10.16 to the Company's Registration Statement on
              Form S-1, filed with the Securities and Exchange Commission on
              October 30, 2020, and incorporated herein by reference)(File No.
              333-249738)
10.2            $375,000 Secured Promissory Note dated September 24, 2020 entered
              into by U.S. Energy Corp., to evidence amounts owed to APEG Energy
              II, L.P. (Filed as Exhibit 10.17 to the Company's Registration
              Statement on Form S-1, filed with the Securities and Exchange
              Commission on October 30, 2020, and incorporated herein by
              reference)(File No. 333-249738)
23.1*           Consent of Plante & Moran, PLLC
99.1*           Audited Statement of Revenue and Direct Operating Expenses of the
              Fieldpoint Properties for the year ended December 31, 2019 and
              Unaudited Statements of Revenues and Direct Operating Expenses for
              the six months ended June 30, 2020, and the notes thereto, including
              the related report of the independent public accounting firm
99.2*           Unaudited Pro Forma Combined Financial Information
99.3            Press Release dated September 29, 2020 (Filed as Exhibit 99.1 to
              the Company's Current Report on Form 8-K filed with the Securities
              and Exchange Commission on September 29, 2020, and incorporated
              herein by reference)(File No. 000-06814)

* Filed herewith.

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