UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, DC 20549

                                  Form N-54a

       NOTIFICATION OF ELECTION TO BE SUBJECT TO SECTIONS 55 THROUGH 65
       OF THE INVESTMENT COMPANY ACT OF 1940 FILED PURSUANT TO SECTION
                                54(A) OF THE ACT

The undersigned business development company hereby notifies the Securities
and Exchange Commission that it elects, pursuant to the provisions of section
54(a) of the Investment Company Act of 1940 (the "Act"), to be subject to the
provisions of sections 55 through 65 of the Act and, in connection with such
notification of election, submits the following information:

     Name:                                    United EcoEnergy Corp.

     Address of Principal Business Office:    412 Brevard Avenue
                                              Cocoa, FL 32922

     Telephone Number:                        (321) 433-3860

     Name and Address of Agent for Service
        of Process:                           Robert Hipple
                                              iTrustFinancial, Inc.
                                              412 Brevard Avenue
							    P.O. Box 339
                                              Cocoa, FL 32923-0339

Check one of the following:

[X]  The company has filed a registration statement for a class of equity
      securities pursuant to Section 12 of the Securities Exchange Act of
      1934. Give the file number of the registration statement or, if the
      file number is unknown or has not yet been assigned, give the date on
      which the registration statement was filed:

      Form 10SB12G, filed October 22, 1999, File No. 000-27781
      Form 10SB12G/A filed November 12, 1999, File No. 000-27781

[  ]  The company is relying on Rule 12g-2 under the Securities Exchange Act
      of 1934 in lieu of filing a registration statement for a class of
      equity securities under that Act.

The file number of the registration as an investment company pursuant to
section 8(a) of the Act, if any, of the company:

The file number of the registration as an investment company pursuant to
section 8(a) of the Act, if any, of any subsidiary of the company:

The undersigned company certifies that it is a closed-end company organized
under the laws of the State of Nevada and with its principal place of business
in Florida; that it will be operated for the purposes of making investments in
securities described in section 55(a)(1) through (3) of the Investment Company
Act of 1940; and that it will make available significant managerial assistance
with respect to issuers of such securities to the extent required by the Act.

SIGNATURES

Pursuant to the requirements of the Act, the undersigned company has caused
this notification of election to be subject to sections 55 through 65 of the
Investment Company Act of 1940 to be duly signed on its behalf in the City of
Cocoa and State of Florida on this 28th day of February, 2006.


By:    /s/ William K. Mackey
   -----------------------------
Name:   William K. Mackey
Title:  Chief Executive Officer

Attest:


By:    /s/ Robert Hipple
   -----------------------------
        Robert Hipple
        Chief Financial Officer