U.S. SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                   FORM 8-K/A
                                  AMENDMENT #1

                                 CURRENT REPORT

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


                        Date of Report: December 20, 2005


                              URANIUM ENERGY CORP.
               --------------------------------------------------
        (Exact Name of Small Business Issuer as Specified in its Charter)


                                     NEVADA
                    ----------------------------------------
              (State or other Jurisdiction as Specified in Charter)


             333-127185                            98-0399476
     ------------------------         ------------------------------------
     (Commission file number)         (I.R.S. Employer Identification No.)


                                  Austin Centre
                           701 Brazos, Suite 500 PMB#
                               Austin, Texas 78701
                         -------------------------------
                    (Address of Principal Executive Offices)


                                  512.721.1022
                              --------------------
                           (Issuer's telephone number)

Check  the  appropriate  box  below  if the  Form  8-K  filing  is  intended  to
simultaneously  satisfy the filing obligation of the registrant under any of the
following provisions:

[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR
    230.425)
[ ] Soliciting  material  pursuant to Rule 14a-12 under the Exchange Act (17 CFR
    240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange
    Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange
    Act (17 CFR 240.13e-4(c))



ITEM 1.01 ENTRY INTO A MATERIAL AGREEMENT

On December 16, 2005,  the Board of Directors of Uranium  Energy Corp., a Nevada
corporation  (the  "Company"),  authorized  and  approved  the  execution  of an
agreement  (the  "Agreement")  with Harry A. Moore  Trust (the  "Moore  Trust").
Pursuant to the terms and provisions of the Agreement,  the Company  acquired an
undivided  100% legal,  beneficial and  registerable  interest in and to certain
assets consisting of certain drill and assay data regarding  prospective  tracts
located in Goliad,  Waller,  Duval and McMullen  Counties in the State of Texas.
Pursuant to further terms and provisions of the  Agreement,  the Company paid to
the Moore Trust certain payments aggregating $150,000.00 and issued an aggregate
of 50,000 shares of its restricted common stock.

ITEM 3.02 UNREGISTERED SALE OF EQUITY SECURITIES

On December 16,  2005,  the Board of  Directors  of the Company  authorized  and
approved the issuance of an  aggregate  of  1,350,000  shares of its  restricted
common stock at $0.50 per share as follows: (i) 50,000 shares to the Moore Trust
in  accordance  with the terms and  provisions  of the  Agreement;  (ii) 500,000
shares to Amir Adnani, a director and the President and Chief Executive  Officer
of the Company,  as  compensation  for management and consulting  services to be
provided to the Company;  (iii) 500,000 shares to Randall Reneau, a director and
the Chief Exploration Officer of the Company, as compensation for management and
consulting services to be provided to the Company; and (iv) 300,000 shares to an
unaffiliated third party for consulting services to be provided to the Company.

Private Placement Offering

During November 2005, the Company also sold stock in a private offering pursuant
under Regulation S and Rule 506 of Regulation D of the Securities Act.  Pursuant
to the terms of the private placement,  the Company issued an additional 154,000
shares at $0.50 per share.  The per share price of the offering was  arbitrarily
determined  by the Board of  Directors  based upon  analysis of certain  factors
including, but not limited to, stage of development, industry status, investment
climate,  perceived  investment  risks,  assets and net  estimated  worth of the
Company, and recent sales of securities. The Company issued shares of restricted
common stock to investors who were either deemed an accredited  investor as that
term is defined  under  Regulation D or a  sophisticated  investor The investors
executed  subscription  agreements  and  acknowledged  that the securities to be
issued  have not been  registered  under  the 1933  Securities  Act,  that  they
understood the economic risk of an investment in the  securities,  and that they
had the  opportunity to ask questions of and receive  answers from the Company's
management  concerning  any  and  all  matters  related  to  acquisition  of the
securities. The securities issued have piggy back registration rights.

Stock Option Plan

On December 20, 2005,  the Board of Directors  authorized and approved the grant
of an aggregate  3,100,000  Stock Options  exercisable at $0.50 per share to key
consultants, directors and officers under the Stock Option Plan.

ITEM 9.01 FINANCIAL STATEMENTS AND EXHIBITS

(c) Exhibits

    10.01 Agreement and Addendum between Uranium Energy Corp. and  the Harry A.
          Moore Trust.



SIGNATURES

In accordance with 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.


                                       Uranium Energy Corp.


Date:  December 21, 2005               By:/s/ AMIR ADNANI
                                       ------------------------
                                       Amir Adnani
                                       President and Chief Executive Officer