FORM 4
[ ] Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).         
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES
                                                                                  
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Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public
Utility Holding Company Act of 1935 or Section 30(f) of the Investment Company Act of 1940
                      

1. Name and Address of Reporting Person *

SILVER JACK 		2. Issuer Name and Ticker or Trading Symbol

UNITED ENERGY CORP /NV/ [ UNRG.OB ] 		5. Relationship of Reporting Person(s) to Issuer (Check all applicable)

__ X __ Director                      __ X __ 10% Owner
_____ Officer (give title below)      _____ Other (specify below)
(Last)          (First)          (Middle)

80 COLUMBUS CIRCLE, PH76A 		3. Date of Earliest Transaction (MM/DD/YYYY)

1/21/2011
(Street)

NEW YORK, NY 10023
(City)        (State)        (Zip)
4. If Amendment, Date Original Filed (MM/DD/YYYY)

 
6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3) 		2. Trans. Date 2A. Deemed Execution Date, if any 3. Trans. Code
(Instr. 8) 		4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4) 		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price

Table II - Derivative Securities Beneficially Owned ( e.g. , puts, calls, warrants, options, convertible securities)
1. Title of Derivate Security
(Instr. 3) 		2. Conversion or Exercise Price of Derivative Security 3. Trans. Date 3A. Deemed Execution Date, if any 4. Trans. Code
(Instr. 8) 		5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5) 		6. Date Exercisable and Expiration Date 7. Title and Amount of Securities Underlying Derivative Security
(Instr. 3 and 4) 		8. Price of Derivative Security
(Instr. 5) 		9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Warrant   $0.11   1/21/2011     P      1111111         (1) 1/21/2016   Common Stock   1111111     (2) 1111111   I   See Footnote   (3)
Warrant   $0.11   1/21/2011     A      3959894         (1) 1/21/2016   Common Stock   3959894   $0   3959894   I   See Footnote   (3)
Secured Convertible Promissory Note   $0.09   1/21/2011     P      1111111         (1) 12/20/2011   Common Stock   1111111     (2) 1111111   I   See Footnote   (3)
Option to purchase Notes and Warrants     (4) 1/21/2011     P      0   (4)        (1) 6/30/2011   Common Stock   0   (4)   (4) 0   (4) I   See Footnote   (3)

Explanation of Responses:
( 1)  Immediately.
( 2)  The Warrant and the Secured Convertible Promissory Note were purchased for an aggregate amount of $100,000.00
( 3)  Held by Hilltop Holding Company LP, a limited partnership of which Mr. Silver is a general partner.
( 4)  Pursuant to an Agreement with United Energy Corp., dated January 21, 2011, Hilltop Holding Company L.P. may purchase at its option: (a) additional Secured Convertible Notes in the principal amount of up to $100,000.00 (the "Additional New Notes"), and (b) for each $10,000.00 of Additional New Notes purchased, additional Warrants to purchase 111,111 shares of the Company's Common Stock at an initial exercise price of $0.11 per share, for an aggregate purchase price equal to the principal amount of the Additional New Notes purchased. The Additional New Notes will be convertible at $0.09 per share.

Reporting Owners
Reporting Owner Name / Address
Relationships
Director 10% Owner Officer Other
SILVER JACK
80 COLUMBUS CIRCLE, PH76A
NEW YORK, NY 10023 		X X


Signatures
/s/ Jack Silver 1/24/2011
** Signature of Reporting Person Date


Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.
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