~~Table~~UNITED STATES ofSECURITIES ~~Contents~~AND EXCHANGE COMMISSION

~~UNITED STATES SECURITIES AND EXCHANGE COMMISSION~~Washington, D.C. 20549

~~Washington, D.C. 20549~~FORM 8-K

~~FORM 8-K~~CURRENT REPORT

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

~~Date~~ of the ~~report~~Securities ~~(date~~Exchange Act of ~~earliest event reported): December 20, 2006~~ 1934

~~NATIONAL~~Date of ~~ENERGY~~report ~~GROUP~~(date of earliest event reported): May 9, ~~INC.~~ 2007

~~(Exact~~NATIONAL ENERGY ~~name~~GROUP, ~~of Registrant as specified in its charter)~~INC.

~~DELAWARE~~ (~~State~~Exact name of ~~incorporation~~Registrant oras ~~organization)~~specified ~~0-19136~~in ~~(Commission~~its ~~file number~~charter) ~~58-1922764 (I.R.S. employer identification number)~~

1400 ONE ENERGY SQUARE 4925 GREENVILLE AVENUE DALLAS, TEXAS		75206
DELAWARE (State of incorporation or organization)	0-19136 (Commission file number)	58-1922764 (I.R.S. employer identification number)
(Address of principal executive offices)		(Zip code)
1400 ONE ENERGY SQUARE 4925 GREENVILLE AVENUE DALLAS, TEXAS (Address of principal executive offices)		75206 (Zip code)

Registrant’s telephone number, including area code: (214) 692-9211

(Former name or former address, if changed since last report)

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 (~~see~~ see General ~~Instruction~~ Instruction A.2. below):

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 ~~CFR~~ CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 ~~CFR~~ CFR 240.13e-4(c))

~~TABLE~~Item 2.02. OFResult ~~CONTENTS~~of Operations and Financial Condition.

~~Item~~On May ~~5.02~~9, 2007, ~~Departure~~National ofEnergy ~~Directors~~Group, orInc. ~~Principal~~(the ~~Officers;~~“Company”) ~~Election~~issued ofa ~~Directors;~~press ~~Appointment~~release reporting ofits ~~Principal~~financial ~~Officers;~~results ~~Compensatory~~for ~~Arrangements~~the offirst ~~Certain~~quarter ~~Officers.~~ended ~~SIGNATURES~~March 31, 2007.

~~Table~~A copy of the ~~Contents~~press release is furnished as Exhibit 99.1 to this Current Report and will be published on the Company’s website at www.neg-inc.com. In accordance with General Instruction B.2 of Form 8-K, the information set forth herein and in the press release is deemed to be "furnished" and shall not be deemed to be "filed" for purposes of the Securities Exchange Act of 1934, as amended (the "Exchange Act").

Item 5 9.0201. ~~Departure~~Financial ofStatements ~~Directors~~and ~~or Principal Officers; Election of Directors; Appointment of Principal Officers; Compensatory Arrangements of Certain Officers~~Exhibits.

~~Bonus — Bob G. Alexander~~(d) Exhibits

OnIn ~~December 20,~~ accordance ~~2006,~~with ~~the~~General ~~compensation~~Instruction ~~committee~~B.2 of ~~the~~Form ~~board of directors of National Energy Group~~8-K, ~~Inc. (the~~ ~~“Company”) approved~~ the ~~payment~~information ofset aforth ~~cash~~in ~~bonus~~the toattached ~~Bob.~~Exhibit G99.1 ~~Alexander,~~is ~~the~~deemed ~~Company’s~~to ~~Chairman of the~~be ~~Board,~~ "furnished" ~~President~~ and ~~Chief~~shall ~~Executive~~not ~~Officer,~~be indeemed ~~the~~to ~~amount~~be ~~of $322,500.~~"filed" ~~The~~for ~~Company~~purposes ~~has been advised that AREP Oil & Gas Holdings LLC, an affiliate~~ of ~~American Real Estate Partners, L.P.,~~ the ~~indirect~~ ~~holder of a majority of the Company’s common stock, will pay an additional cash bonus to~~Exchange Mr Act. ~~Alexander in the amount of $1,177,500. Mr. Alexander was President of AREP Oil & Gas Holdings LLC through November 2006.~~

Increase in Director and Board Committee Fees

Exhibit Number		Description

99.1		Press release dated May 9, 2007.

On December 20, 2006, the Company’s compensation committee increased the fees payable to outside members of its board and board committees from $1,500 to $2,000 for each in-person meeting and from $750 to $1,000 for each telephonic meeting. SIGNATURES

~~Table~~Pursuant to the requirements of ~~Contents~~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.

SIGNATURES


	NATIONAL ENERGY GROUP, INC.

Date: May 9, 2007	By:	/s/ BOB G. ALEXANDER
		Name: Bob G. Alexander Title: President, Chief Executive Officer and Secretary

~~Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly~~INDEX ~~caused~~ TO ~~this report to be signed on its behalf by the undersigned hereunto duly authorized.~~ EXHIBITS

	NATIONAL ENERGY GROUP, INC.
Exhibit Number		Description
Date: December 27, 2006	By:	/s/ Philip D. Devlin
99.1		Press release dated May 9, 2007.
		Name:	Philip D. Devlin
		Title:	Vice President, General Counsel and Secretary

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