UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549


FORM 8-K

CURRENT REPORT

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







Date of Report: February  03, 2005

(Date of earliest event reported)




Prospect Energy Corporation

(Exact name of registrant as specified in its charter)



MD

(State or other jurisdiction of incorporation)


 


333-114552

(Commission File Number)


 


43-2048643

(IRS Employer Indentification Number)




 


10 East 40th Street, Suite 4400, New York, New York 10016

(Address of principal executive offices)


10016

(Zip Code)


 




Registrant's telephone number, including area code: 212 448-0702






Item 8.01. Other Events



On February 3, 2005, Prospect Energy Corporation ("Prospect") provided financing to Natural Gas Systems, Inc. as described in its press release attached as Exhibit 99.1.

Item 9.01. Financial Statements and Exhibits

(c) Exhibits

99.1       Press Release of Prospect Energy Corporation dated February  03, 2005



SIGNATURE

      Pursuant to 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.






Dated: February  03, 2005



PROSPECT ENERGY CORPORATION

By:  /s/ John F. Barry III                      

     John F. Barry III

     Chief Executive Officer