SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549


                               AMENDMENT NO. 4 TO
                                  SCHEDULE 13D
                    UNDER THE SECURITIES EXCHANGE ACT OF 1934
                                 (Rule 13d-101)


             INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
            TO RULE 13d-1(a) AND AMENDMENTS THERETO FILED PURSUANT TO
                                  RULE 13d-2(a)


                              URANIUM ENERGY CORP.
                              ____________________
                                (Name of Issuer)


                        Common Stock -- par value $0.001
                        ________________________________
                         (Title of Class of Securities)


                                   0001334933
                                 ______________
                                 (CUSIP Number)


                              Diane D. Dalmy, Esq.
                              8965 W. Cornell Place
                            Lakewood, Colorado 80227
                                  303.985.9324
                _________________________________________________
                  (Name, Address and Telephone Number of Person
                Authorized to Receive Notices and Communications)


                                  June 9, 2006
             _______________________________________________________
             (Date of Event Which Requires Filing of This Statement)


     If the filing  person has  previously  filed a statement on Schedule 13G to
report the acquisition  which is the subject of this Schedule 13D, and is filing
this  schedule  because  of Rule  13d-1(e),  13d-1(f)  or  13d-1(g),  check  the
following box [ ].

     Note.  Schedules  filed in paper format shall include a signed original and
five copies of the  schedule,  including  all  exhibits.  See Rule 13d- 7(b) for
other parties to whom copies are to be sent.

                         (Continued on following pages)

                               (Page 1 of 5 Pages)

__________________

     1 The  remainder  of this cover  page  shall be filled out for a  reporting
person's  initial  filing on this  form with  respect  to the  subject  class of
securities,  and for any subsequent amendment containing information which would
alter disclosures provided in a prior cover page.

     The  information  required  on the  remainder  of this  cover page shall be
deemed to be "filed"  for the purpose of Section 18 of the  Securities  Exchange
Act of 1934 or otherwise  subject to the  liabilities of that section of the Act
but  shall be  subject  to all other  provisions  of the Act  (however,  see the
Notes).





                                  SCHEDULE 13D

______________________                                         _________________

CUSIP No.   0001334933                                         Page 2 of 5 Pages
______________________                                         _________________

________________________________________________________________________________

1       NAME OF REPORTING PERSON:           Alan Lindsay
        S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
________________________________________________________________________________

2       CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP          (a) [ ]
                                                                  (b) [ ]
________________________________________________________________________________

3       SEC USE ONLY

________________________________________________________________________________

4       SOURCE OF FUNDS                     Stock Option Plan
________________________________________________________________________________

5       CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT
        TO ITEMS 2(d) or 2(e)                                         [ ]

________________________________________________________________________________

6       CITIZENSHIP OR PLACE OF ORGANIZATION

        Canada
________________________________________________________________________________

                            7     SOLE VOTING POWER
                                  1,906,287  shares  of  Common  Stock,   (post-
                                  forward  split on a 1.5 new for 1.0 old basis)
                                  of which 600,000 are stock options exercisable
                                  for 600,000 shares of Common Stock.
        NUMBER OF           ____________________________________________________
          SHARES            8     SHARED VOTING POWER
       BENEFICIALLY               174,500  shares of  Common Stock (post-forward
         OWNED BY                 split)  which  are  held  of  record  by   Mr.
           EACH                   Lindsay's wife.
     REPORTING PERSON       ____________________________________________________
           WITH             9     SOLE DISPOSITIVE POWER
                                  1,906,287   shares  of  Common   Stock  (post-
                                  forward  split on a 1.5 new for 1.0 old basis)
                                  of which 600,000 are stock options exercisable
                                  for 600,000 shares of Common Stock.
                            ____________________________________________________
                            10    SHARED DISPOSITIVE POWER
                                  174,500  shares of Common Stock  (post-forward
                                  split)   which  are  held  of  record  by  Mr.
                                  Lindsay's wife.
________________________________________________________________________________

11      AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

        2,080,787 Shares of Common Stock (which represent the Reporting Person's
        entire direct and indirect holdings as reflected on a post-forward split
        basis pursuant to the Issuer's forward split, on a 1.5 new share for 1.0
        old share  basis,  which was  completed  by the Issuer on  December  20,
        2005),  of which  600,000 are stock  options  exercisable  into  600,000
        shares of Common Stock and of which 174,500 shares are held of record by
        Mr. Lindsay's wife.
________________________________________________________________________________

12      CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN
        SHARES                                                        [ ]
________________________________________________________________________________

13      PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)

        9.05%
________________________________________________________________________________

14      TYPE OF REPORTING PERSON            IND
________________________________________________________________________________





     This amended  Schedule 13D statement (the "Schedule") is filed on behalf of
Alan  P.  Lindsay,  an  individual  (Mr.  "Lindsay"),  as the  reporting  person
hereunder,  relative  to the  acquisition  by Mr.  Lindsay of certain  shares of
common  stock  issued by Uranium  Energy  Corp.  Mr.  Lindsay has made  previous
filings on Schedule 13D relating to this acquisition and the Issuer.

ITEM 1. SECURITY AND ISSUER.

     This  Schedule  relates to the voting common  stock,  $0.001 par value,  of
Uranium Energy Corp., a Nevada corporation  ("Uranium  Energy").  Uranium Energy
maintains its principal  executive offices at Austin Centre,  701 Brazos,  Suite
500 PMB#, Austin, Texas 78701.

ITEM 2. IDENTITY AND BACKGROUND

     This Schedule is being filed by Alan P. Lindsay,  an individual and citizen
of Canada.  The business  address of Mr.  Lindsay is 2701 - 1500 Hornby  Street,
Vancouver, British Columbia, Canada V6Z 2R1.

     Pursuant  to General  Instruction  C of  Schedule  13D,  Mr.  Lindsay  (the
"Instruction C Person") and the  information  specified in items (a) through (f)
of Item 2 with respect to such Instruction C Person, are as follows:

________________________________________________________________________________

    Name                     Position with                    Business Address
                             Uranium Energy
________________________________________________________________________________

Alan P. Lindsay               Director and                  2701-1500 Hornby St.
                              Shareholder                   Vancouver, B.C.
                                                            Canada V6Z 2R1

________________________________________________________________________________

     During the last five (5) years,  no Instruction C Person has been convicted
in a criminal proceeding  (excluding traffic violations or similar misdemeanors)
nor has been a party to a civil proceeding of a judicial or administrative  body
of competent jurisdiction or become subject to a judgment, decree or final order
enjoining future violations of, or prohibiting or mandating  activities  subject
to,  federal or state  securities  laws or finding any violation with respect to
such laws.

ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION

     During the May and June  2006,  Mr.  Lindsay's  wife sold an  aggregate  of
13,000  shares of Common  Stock on the open market at prices  ranging from $3.36
per share to $3.00 per share.

ITEM 4. PURPOSE OF TRANSACTION

     The transaction  described herein was undertaken for the purpose  described
above in Item 3 above.

     Pursuant  to the  instructions  for  items (a)  through  (j) of Item 4, Mr.
Lindsay has plans as follows:





     (a)  As set  forth  in Item 3 of this  Schedule,  Mr.  Lindsay's  wife  has
          disposed  of an  aggregate  13,000  shares of  Common  Stock at prices
          ranging from $3.46 per share to $3.00 per share of Uranium Energy. Mr.
          Lindsay may consider  the  disposition  of  additional  securities  of
          Uranium Energy in the future but does not have any current plans to do
          so.

     (b)  Mr.  Lindsay  does not have any present  plans or proposals to cause a
          merger or effect a liquidation or  reorganization of Uranium Energy or
          to enter into extraordinary corporate transactions.

     (c)  Mr.  Lindsay  does not have any present  plans or proposals to cause a
          sale or transfer of a material amount of assets of Uranium Energy.

     (d)  Mr.  Lindsay  does not have any present  plans or proposals to cause a
          change in the  present  board of  directors  or in the  management  of
          Uranium Energy,  including any plans or proposals to change the number
          or terms of directors or to fill any existing vacancies on the board.

     (e)  Mr.  Lindsay  does not have any present  plans or proposals to cause a
          material change in the capitalization of Uranium Energy.

     (f)  Mr.  Lindsay does not have any present  plans or proposals to make any
          other  material  change to the  business  or  corporate  structure  of
          Uranium Energy.

     (g)  Mr.  Lindsay  does not have any present  plans or  proposals to change
          Uranium Energy's charter, bylaws or instruments  corresponding thereto
          or to take other  actions  that impede the  acquisition  of control of
          Uranium Energy by any person.

     (h)  Mr.  Lindsay  does not have any present  plans or  proposals  to cause
          Uranium  Energy's  common  stock  from  not  being  quoted  on the OTC
          Bulletin Board.

     (i)  Mr. Lindsay does not have any present plans or proposals relating to a
          class  of  securities  of  Uranium   Energy   becoming   eligible  for
          termination  of  registration  pursuant  to  Section  12(g)(4)  of the
          Securities Exchange Act of 1934.

     (j)  Mr.  Lindsay does not have any present  plans or proposals to take any
          action similar to any of those enumerated in (a) through (i) above.

ITEM 5. INTEREST IN SECURITIES OF THE ISSUER

     (a)  As of the close of business on June 27, 2006, Mr. Lindsay beneficially
          owned 2,080,787 shares, of which 600,000 are stock options exercisable
          into  600,000  shares of Common  Stock at $0.50 per share and of which
          174,500  shares  are  held  of  record  by  Mr.   Lindsay's  wife  (or
          approximately  9.05% of the  outstanding  shares) of Uranium  Energy's
          common stock.

     (b)  Mr.  Lindsay  does not own any  other  common or  preferred  shares of
          Uranium  Energy as of the date of this  Schedule.  Mr. Lindsay has the
          sole  power to vote or to direct the  voting of the  1,306,287  common
          shares of Uranium Energy.





     (c)  As of June 27, 2006, and within the sixty day period prior thereto, to
          the best  knowledge  and belief of the  undersigned,  no  transactions
          involving  Uranium Energy equity securities had been engaged in by Mr.
          Lindsay.

     (d)  To the best knowledge and belief of the  undersigned,  no person other
          than Mr.  Lindsay  has the right to receive or the power to direct the
          receipt of  dividends  from,  or the  proceeds  from the sale of, such
          securities.

ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT TO
        SECURITIES OF THE ISSUER

     No contracts,  arrangements,  understandings  or relationships  between Mr.
Lindsay exist with respect to securities of the issuer.

ITEM 7. MATERIAL TO BE FILED AS EXHIBITS

     None.

SIGNATURES

     After  reasonable  inquiry and to the best of my  knowledge  and belief,  I
certify that the information  set forth in this statement is true,  complete and
correct.



Date: June 27, 2006                   /s/ ALAN LINDSAY
___________________                       ____________
                                          Alan Lindsay