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: January 11, 2007
(Date of earliest event reported)

Prospect Energy Corporation
(Exact name of registrant as specified in its charter)

NY
(State or other jurisdiction
of incorporation)
(Commission File Number) 		43-2048643
(IRS Employer
Identification Number)

10 East 40th Street
(Address of principal executive offices) 		  10016
(Zip Code)

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

Not Applicable
(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:
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 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 8.01. Other Events

Prospect Energy Corporation Closes Public Offering of Common Stock Including Over-Allotment Option

Item 9.01. Financial Statements and Exhibits

(a) Financial statements:
            None
(b) Pro forma financial information:
            None
(c) Shell company transactions:
            None
(d) Exhibits
            99.1       Press Release of Prospect Energy Corporation dated January 11, 2007

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: January 11, 2007
PROSPECT ENERGY CORPORATION

By:  /s/ John F. Barry III                    
     John F. Barry III
      Chief Executive Officer

Exhibit Index
Exhibit No. Description
99.1 Press Release of Prospect Energy Corporation dated January 11, 2007

Prospect Energy Corporation Closes Public Offering of Common Stock Including Over-Allotment Option

NEW YORK, NY -- 01/11/2007 -- Prospect Energy Corporation (NASDAQ: PSEC) ("Prospect") announced that it has completed a public offering of 6,810,000 shares of common stock (including 810,000 shares pursuant to the exercise by the underwriters of their over-allotment option) at $17.70 per share, raising $120,537,000 in gross proceeds. Prospect expects to use the net proceeds of this offering to repay outstanding indebtedness, to fund investments in portfolio companies and for general corporate purposes. Morgan Keegan & Company, Inc. acted as the underwriter.

ABOUT PROSPECT ENERGY CORPORATION

Prospect Energy Corporation (www.prospectenergy.com) is a closed-end investment company that lends to and invests in energy-related businesses. Prospect Energy's investment objective is to generate both current income and capital appreciation through debt and equity investments.

Prospect Energy has elected to be treated as a business development company under the Investment Company Act of 1940 ("1940 Act"). We are required to comply with a series of regulatory requirements under the 1940 Act as well as applicable NASDAQ, federal and state laws and regulations. We have elected to be treated as a regulated investment company under the Internal Revenue Code of 1986. Failure to comply with any of the laws and regulations that apply to Prospect Energy could have a material adverse effect on Prospect Energy and its shareholders.

This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Any such statements, other than statements of historical fact, are likely to be affected by other unknowable future events and conditions, including elements of the future that are or are not under the Company's control, and that the Company may or may not have considered; accordingly, such statements cannot be guarantees or assurances of any aspect of future performance. Actual developments and results are highly likely to vary materially from these estimates and projections of the future. Such statements speak only as of the time when made, and the Company undertakes no obligation to update any such statement now or in the future. 

Please send investment proposals to:

Prospect Energy Corporation
Grier Eliasek
President and Chief Operating Officer
grier@prospectstreet.com
(212) 448-0702