13G Filing: Whitebox Advisors and Ultra Petroleum Corp (NYSE:UPL)

CUSIP No.

903914109

1.

NAME OF REPORTING PERSONS

I.R.S. IDENTIFICATION NOS. OF ABOVE PERSONS (ENTITIES ONLY)

Whitebox Advisors LLC

2.

CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)

(a)  [_]

(b)  [X]

3.

SEC USE ONLY

4.

CITIZENSHIP OR PLACE OF ORGANIZATION

Delaware

NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH

5.

SOLE VOTING POWER

0

6.

SHARED VOTING POWER

7,817,810

7.

SOLE DISPOSITIVE POWER

0

8.

SHARED DISPOSITIVE POWER

7,817,810

9.

AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON

7,817,810

10.

CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES (SEE INSTRUCTIONS)

[_]

11.

PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)

5.1%

12.

TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)

IA