UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 
FORM 12b-25
SEC FILE NUMBER
000-30841

CUSIP NUMBER
910900208
NOTIFICATION OF LATE FILING
 
(Check One):
o   Form 10-D
           
 
o   Form N-SAR
o   Form N-CSR
      
 
 
For Period Ended:   March 31, 2009                                                  
 
 
o Transition Report on Form 10-K
 
o Transition Report on Form 20-F
 
o Transition Report on Form 11-K
 
o Transition Report on Form 10-Q
 
oTransition Report on Form N-SAR
 
For the Transition Period Ended: __________________________________________________


Read instruction (on back page) Before Preparing Form. Please Print or Type.
Nothing in this form shall be construed to imply that the Commission has verified any information contained herein.

If the notification relates to a portion of the filing checked above, identify the Item(s) to which the notification relates:
 

PART I - REGISTRANT INFORMATION
 
United Energy Corp.
Full name of registrant:
 

Former name if applicable:
 
600 Meadowlands Parkway, #20
Address of Principal Executive Office (Street and Number)
 
Secaucus, NJ 07094
City, state and zip code
 
 
 
 
 
 
 
PART II - RULES 12b-25(b) AND (c)
 

If the subject report could not be filed without unreasonable effort or expense and the registrant seeks relief pursuant to Rule 12b-25(b), the following should be completed. (Check box if appropriate.)
 

 
(a)
The reasons described in reasonable detail in Part III of this form could not be eliminated without unreasonable effort or expense;
x
(b)
The subject annual report, semi-annual report, transition report on Form 10-K, 20-F, 11-K, Form N-SAR or Form N-CSR, or portion thereof, will be filed on or before the fifteenth calendar day following the prescribed due date; or the subject quarterly report or transition report on Form 10-Q or subject distribution report on Form 10-D, or portion thereof, will be filed on or before the fifth calendar day following the prescribed due date; and
 
(c)
The accountant's statement or other exhibit required by Rule 12b-25(c) has been attached if applicable.

PART III - NARRATIVE
 
State below in reasonable detail why Form 10-K, 11-K, 20-F, 10-Q, 10-D, N-SAR, N-CSR, or the transition report or portion thereof, could not be filed within the prescribed time period.
 
The Registrant’s Annual Report on Form 10-KB for the period ended March 31, 2009 cannot be filed within the prescribed time period without unreasonable effort or expense because the auditors of the Registrant have not rendered their report and require additional time to review the Form 10-KB.
 
PART IV - OTHER INFORMATION
 
(1) Name and telephone number of person to contact in regard to this notification
 
 
James McKeever
  
(201)
  
567-9188
 
(Name)
  
(Area Code)
  
(Telephone Number)

(2)  
Have all other periodic reports required under Section 13 or 15(d) of the Securities Exchange Act of 1934 or Section 30 of the Investment Company Act of 1940 during the preceding 12 months or for such shorter period that the registrant was required to file such report(s) been filed? If answer is no, identify report(s).
 
x Yes o   No
 
 
(3)  
Is it anticipated that any significant changes in results of operations from the corresponding period for the last fiscal year will be reflected by the earnings statements to be included in the subject report or portion thereof?
 
 o   Yes  x   No
 
If so, attach an explanation of the anticipated change, both narratively and quantitatively, and, if appropriate, reasons why a reasonable estimate of the results cannot be made.
 
 
 
 
 
 
United Energy Corp.
(Name of Registrant as Specified in Charter)
 
has caused this notification to be signed on its behalf by the undersigned hereunto duly authorized.
 
Dated:      June 29, 2009       
By:
 /s/ James McKeever                          
   
Name:
James McKeever
     
Interim Chief Financial Officer

INSTRUCTION:  The form may be signed by an executive officer of the registrant or by any other duly authorized representative.  The name and title of the person signing the form shall be typed or printed beneath the signature.  If the statement is signed on behalf of the registrant by an authorized representative (other than an executive officer), evidence of the representative's authority to sign on behalf of the registrant shall be filed with the form.
 
ATTENTION
Intentional misstatements or omissions of fact constitute Federal Criminal Violations (See 18 U.S.C. 1001).