Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Blass Gus J III
 2. Date of Event Requiring Statement (Month/Day/Year)
06/14/2006		 3. Issuer Name and Ticker or Trading Symbol
PRB Energy, Inc. [PRB]
(Last)
(First)
(Middle)
1875 LAWRENCE ST, SUITE 450		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

DENVER, CO 80202		 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 87,000
D
 
Common Stock 10,000
I
By Alex Blass Trust #3

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Senior Subordinated Convertible Note   (1) 07/20/2008 Common Stock (2) $ 7 D  
Senior Subordinated Convertible Note   (1) 07/20/2008 Common Stock (2) $ 7 I By Capital Properties LLC
Options 06/14/2006 06/14/2011 Common Stock 20,000 $ 4.55 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Blass Gus J III
1875 LAWRENCE ST
SUITE 450
DENVER, CO 80202		   X      

Signatures

Gus J. Blass, III 06/15/2006
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) All or any portion of the principal amount of the note, together with accrued but unpaid interest, may be converted into shares of common stock at the option of the holder at any time prior to the maturity date which is July 20, 2008.
(2) The face amount of the note is $500,000. The number of shares into which the note may be converted shall be determined by dividing the aggregate amount of principal and accrued but unpaid interest outstanding on the note at the conversion date by $7.00.

Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, See Instruction 6 for procedure.

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