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  09, 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 2.02. Results of Operations and Financial Condition



Prospect Energy Corporation Announces $0.125 Cash Dividend and December 31, 2004 Financial Results

Item 9.01. Financial Statements and Exhibits

(c) Exhibits

99.1       Press Release of Prospect Energy Corporation dated February  09, 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  09, 2005



PROSPECT ENERGY CORPORATION

By:  /s/ John F. Barry                      

     John F. Barry

     Chief Financial Officer