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

				SCHEDULE 13G

		    Under the Securities Exchange Act of 1934
				(Amendment No.2)*

NAME OF ISSUER:		United States Heating Oil Fund, LP

TITLE OF CLASS OF SECURITIES:	Exchange Traded Fund

CUSIP NUMBER:	91204P107

DATE OF EVENT WHICH REQUIRES FILING OF THIS STATEMENT:	September 30, 2009

Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:

		[X] Rule 13d-1(b)
		[ ] Rule 13d-1(c)
		[ ] Rule 13d-1(d)

*The remainder of this cover page shall be filled out for a reporting
person's initial filing on this form with respect to the subject class
of securities, and for any subsequent amendment containing information
which would alter the disclosures provided in a prior cover page.

The information required in the remainder of this cover page shall not
be deemed to be 'filed' for the purpose of Section 18 of the Securities
Exchange Act of 1934 ('Act') or otherwise subject to the liabilities of
that section of the Act but shall be subject to all other provisions of
the Act (however, see the Notes).

CUSIP NUMBER:	91204P107

(1)	Names of Reporting Persons  The Bank of New York Mellon Corporation
	IRS Identification Nos. of Above Persons	  IRS No.13-2614959

(2)	Check the Appropriate Box if a Member of a Group (See Instructions)
	(a) (   ) (b) (   )

(3)	SEC use only

(4)	Citizenship or Place of Organization                      New York

Number of Shares 		(5)  Sole Voting Power                   0
Beneficially
Owned by Each 			(6)  Shared Voting Power                 0
Reporting Person
With				(7)  Sole Dispositive Power              0

				(8)  Shared Dispositive Power            0

(9)  Aggregate Amount Beneficially Owned
     by Each Reporting Person

(10) Check if the Aggregated Amount in Row (9) Excludes Certain
     Shares (see Instructions)                                       (   )

(11) Percent of Class Represented by Amount in Row (9)               0.00%

(12) Type of Reporting Person (See Instructions)			HC


CUSIP NUMBER:	91204P107

(1)	Names of Reporting Persons                     MAM(MA)Holding Trust
	IRS Identification Nos. of Above Persons	  IRS No.86-1067827

(2)	Check the Appropriate Box if a Member of a Group (See Instructions)
	(a) (   ) (b) (   )

(3)	SEC use only

(4)	Citizenship or Place of Organization                 Massachusetts

Number of Shares 		(5)  Sole Voting Power   		 0
Beneficially
Owned by Each 			(6)  Shared Voting Power                 0
Reporting Person
With				(7)  Sole Dispositive Power              0

				(8)  Shared Dispositive Power            0

(9)  Aggregate Amount Beneficially Owned
     by Each Reporting Person                                            0

(10) Check if the Aggregated Amount in Row (9) Excludes Certain
     Shares (see Instructions)                                       (   )

(11) Percent of Class Represented by Amount in Row (9)               0.00%

(12) Type of Reporting Person (See Instructions)			HC


CUSIP NUMBER:	91204P107

(1)	Names of Reporting Persons  The Boston Company Asset Management LLC
	IRS Identification Nos. of Above Persons	  IRS No.04-3404987

(2)	Check the Appropriate Box if a Member of a Group (See Instructions)
	(a) (   ) (b) (   )

(3)	SEC use only

(4)	Citizenship or Place of Organization                 Massachusetts

Number of Shares 		(5)  Sole Voting Power                   0
Beneficially
Owned by Each 			(6)  Shared Voting Power                 0
Reporting Person
With				(7)  Sole Dispositive Power              0

				(8)  Shared Dispositive Power            0

(9)  Aggregate Amount Beneficially Owned
     by Each Reporting Person                                            0

(10) Check if the Aggregated Amount in Row (9) Excludes Certain
     Shares (see Instructions)                                       (   )

(11) Percent of Class Represented by Amount in Row (9)               0.00%

(12) Type of Reporting Person (See Instructions)			IA



				SCHEDULE 13G

Item 1(a)    Name of Issuer:		United States Heating Oil Fund, LP

Item 1(b)    Address of Issuer's Principal Executive Office:

                               1320 Harbor Bay Parkway, Suite 145
                               Alameda, California 94502


Item 2(a)    Name of Person Filing:   The Bank of New York Mellon Corporation
                                      and any other reporting person(s)
                                      identified on the second part of the
                                      cover page(s) and Exhibit I

Item 2(b)     Address of Principal Business Office, or if None, Residence:
                                   C/O The Bank of New York Mellon Corporation
                                       One Wall Street, 31st Floor
                                       New York, New York 10286
                                       (for all reporting persons)

Item 2(c)     Citizenship:           See cover page and Exhibit I

Item 2(d)     Title of Class of Securities:	Exchange Traded Fund

CUSIP Number	91204P107

Item 3     See Item 12 of cover page(s) ("Type of Reporting
           Person ") for each reporting person.

           Symbol Category

            BD   =   Broker or Dealer registered under Section 15 of the
                     Securities Exchange Act of 1934

            BK   =   Bank as defined in Section 3(a)(6) of the Securities
                     Exchange Act of 1934

            IV   =   Investment Company registered under Section 8 of the
                     Investment Company Act of 1940

            IA   =   Investment Advisor registered under Section 203 of the
                     Investment Advisors Act of 1940

            EP   =   Employee Benefit Plan, Pension Fund which is subject
                     to the provisions of the Employee Retirement Income
                     Security Act of 1974 or Endowment Fund; see
                     Section 240.13 - d(1)(b)(1)(ii)(F)

            HC   =   Parent Holding Company, in accordance with Section
                     240.13-d(1)(b)(1)(ii)(G)

Item 4  Ownership:  See Item 5 through 9 and 11 of cover page(s)
                    as to each reporting person.

The amount beneficially owned includes, where appropriate, securities
not outstanding which are subject to options, warrants, rights or
conversion privileges that are exercisable within 60 days. The securities
reported herein as beneficially owned may exclude securities of the issuer
with respect to which voting and/or dispositive power is exercised by
subsidiaries of The Bank of New York Mellon Corporation, or departments or
units thereof, independently from the exercise of those powers over the
securities reported herein. See SEC Release No. 34-39538 (January 12, 1998).
The filing of this Schedule 13G shall not be construed as an admission
that The Bank of New York Mellon Corporation, or its direct or indirect
subsidiaries, including The Bank of New York Mellon and BNY Mellon, National
Association, are for the purposes of Section 13(d) or 13(g) of the Act, the
beneficial owners of any securities covered by this Schedule 13G.

The following information applies if checked: (    ) The Bank of New York
Mellon and/or (    ) The Bank of New York Mellon Trust Company, National
Association is/are the trustee of the issuer's employee benefit plan (the
Plan), which is subject to ERISA. The securities reported include all shares
held of record by such reporting person(s) as trustee of the Plan which have
not been allocated to the individual accounts of employee participants in
the Plan. The reporting person, however, disclaims beneficial ownership of
all shares that have been allocated to the individual accounts of employee
participants in the Plan for which directions have been received and followed.

Item 5  Ownership of Five Percent or Less of a Class:

If this statement is being filed to report the fact that as of the date
hereof the reporting person has ceased to be the beneficial owner of more
than five percent of the class of securities, check the following (X)

Item 6  Ownership of More than Five Percent on Behalf of Another Person:

All of the securities are beneficially owned by The Bank of New York Mellon
Corporation and its direct or indirect subsidiaries in their various
fiduciary capacities.  As a result, another entity in every instance
is entitled to dividends or proceeds of sale.  The number of
individual accounts holding an interest of 5% or more is (  )

Item 7  Identification and Classification of the Subsidiary Which Acquired
        the Security Being Reported by the Parent Holding Company:
        See Exhibit I.

Item 8  Identification and Classification of Members of the Group:     N/A

Item 9  Notice of Dissolution of Group:                                N/A

Item 10 Certification:

By signing below I certify that, to the best of my knowledge and belief,
the securities referred to above were acquired and are held in the
ordinary course of business and were not acquired and are not held for
the purpose of and do not have the effect of changing or influencing the
control of the issuer of such securities and were not acquired and are
not held in connection with or as a participant in any transaction
having such purpose or effect.

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief,
I certify that the information set forth in this statement is true,
complete and correct.  This filing is signed by The Bank of New York
Mellon Corporation on behalf of all reporting entities pursuant to Rule
13d-1(k)(1) promulgated under the Securities and Exchange Act of 1934,
as amended.
Date:	 October 13, 2009

THE BANK OF NEW YORK MELLON CORPORATION

By:  /s/ NICHOLAS R. DARROW
--------------------------
  Nicholas R. Darrow
  Senior Vice President
  Attorney-In-Fact for
  The Bank of New York Mellon Corporation


                                   EXHIBIT I

The shares reported on the attached Schedule 13G are beneficially owned by the
following direct or indirect subsidiaries of The Bank of New York Mellon
Corporation, as marked (X):

(A)  The Item 3 classification of each of the subsidiaries listed below is
     "Item 3(b) Bank as defined in Section 3(a)(6) of the Act (15 U.S.C. 78c)"

     ( )  The Bank of New York Mellon
     ( )  The Bank of New York Mellon Trust Company, National Association
     ( )  BNY Mellon, National Association
     ( )  BNY Mellon Trust of Delaware

(B)  The Item 3 classification of each of the subsidiaries listed below is
     "Item 3(e) An Investment Adviser in accordance with Section 240.13d-1
     (b)(1)(ii)(E)"

     ( )  Ankura Capital Pty Limited
     ( )  Blackfriars Asset Management Limited
     ( )  BNY Mellon ARX Investimentos Ltda
     ( )  BNY Mellon Servicos Financeiros Distribuidora de Titulos e Valores
          Mobiliarios S.A.
     ( )  BNY Mellon ARX Ativos Financeiros Ltda
     ( )  BNY Mellon Gestao de Patrimonio Ltda
     (X)  The Boston Company Asset Management LLC
     ( )  The Dreyfus Corporation (parent holding company of MBSC Securities
          Corporation)
     ( )  Lockwood Advisors, Inc.
     ( )  Lockwood Capital Management, Inc.
     ( )  MBSC Securities Corporation
     ( )  Mellon Capital Management Corporation
     ( )  Newton Capital Management Limited
     ( )  Newton Investment Management Limited
     ( )  Standish Mellon Asset Management Company LLC
     ( )  Urdang Securities Management, Inc.
     ( )  Walter Scott & Partners Limited

(C)  The Item 3 classification of each of the subsidiaries listed below is
     "Item 3(g) A Parent Holding Company or control person in accordance with
     Section 240.13d-1(b)(1)(ii)(G)"

     (X)  The Bank of New York Mellon Corporation
     ( )  B.N.Y. Holdings (Delaware) Corporation (parent holding company of
          BNY Mellon Trust of Delaware)
     ( )  BNY Separate Account Services, Inc. (parent holding company of
          Lockwood Advisors, Inc.; Lockwood Capital Management, Inc.)
     (X)  MAM (MA) Holding Trust (parent holding company of Standish
          Mellon Asset Management Company LLC; The Boston Company
          Asset Management LLC)
     ( )  MBC Investments Corporation (parent holding company of Mellon
          Capital Management Corporation; Neptune LLC)
     ( )  Mellon International Holdings S.A.R.L (parent holding company of
          BNY Mellon International Limited)
     ( )  BNY Mellon International Limited (parent holding company of Newton
          Management Limited; Walter Scott & Partners Limited)
     ( )  Neptune LLC (parent holding company of Mellon International Holdings
          S.A.R.L)
     ( )  BNY Mellon Asset Management International Holdings Limited
     ( )  Newton Management Limited (parent holding company of Newton Capital
          Management Limited; Newton Investment Management Limited)
     ( )  Pershing Group LLC (parent holding company of BNY Separate Account
          Services, Inc.)

NOTE:  ALL OF THE LEGAL ENTITIES LISTED UNDER (A) AND (B) ABOVE ARE DIRECT OR
INDIRECT SUBSIDIARIES OF THE BANK OF NEW YORK MELLON CORPORATION.  BENEFICIAL
OWNERSHIP OF MORE THAN FIVE PERCENT OF THE CLASS BY ANY ONE OF THE SUBSIDIARIES
OR INTERMEDIATE PARENT HOLDING COMPANIES LISTED ABOVE IS REPORTED ON A JOINT
REPORTING PERSON PAGE FOR THAT SUBSIDIARY ON THE ATTACHED SCHEDULE 13G AND IS
INCORPORATED IN THE TOTAL PERCENT OF CLASS REPORTED ON THE BANK OF NEW YORK
MELLON CORPORATION'S REPORTING PERSON PAGE. (DO NOT ADD THE SHARES OR PERCENT
OF CLASS REPORTED ON EACH JOINT REPORTING PERSON PAGE ON THE ATTACHED SCHEDULE
13G TO DETERMINE THE TOTAL PERCENT OF CLASS FOR THE BANK OF NEW YORK MELLON
CORPORATION).





                       THE BANK OF NEW YORK MELLON CORPORATION

                           DESIGNATION OF POWER OF ATTORNEY

I, David M. Belsterling, in my capacity as Attorney-in Fact for The Bank of
New York Mellon Corporation ("BNY Mellon Corporation") and those BNY Mellon
Corporation subsidiaries listed on Exhibit A attached hereto (the "BNY
Mellon Subsidiaries", and together with BNY Mellon Corporation, the "BNY
Mellon Companies"), pursuant to the authority granted to me by the BNY Mellon
Companies through a Power of Attorney, hereby make, constitute and appoint
each of Kenneth J. Bradle, Sri Gupta, Nicholas R. Darrow, and John E. Thomas
Jr. (the "Authorized Persons"), acting individually, the true and lawful
attorney of each of the BNY Mellon Companies, to execute and deliver in
their name and on their behalf, whether a BNY Mellon Company is acting
individually or as representative of all BNY Mellon Companies, any and all
filings required to be made by the BNY Mellon Companies under the Securities
Exchange Act of 1934, as amended (the "Exchange Act"), with respect to secur_
ities which may be deemed to be beneficially owned by a BNY Mellon Company
or under a BNY Mellon Company's investment discretion under the Exchange Act,
including those filings required to be submitted on Form 13F and Schedule 13G,
giving and granting unto each said attorney-in-fact the power and authority
to act in the premises as fully and to all intents and purposes as the BNY
Mellon Companies might or could do if personally present by one of its
authorized signatories, hereby ratifying and confirming all that said attorney
-in-fact shall lawfully do or cause to be done by virtue hereof.

This Power of Attorney granted under this Designation to the Authorized Persons
shall expire as to each particular person upon the earlier of: (i) the date on
which BNY Mellon Corporation notifies such person in writing that he no longer
has such power and authority and (ii) the date on which such person ceases to
be an employee of BNY Mellon Corporation or a BNY Mellon Company.


/s/ DAVID M. BELSTERLING
David M. Belsterling
Attorney-in-Fact

September 18, 2009

                                   EXHIBIT A

                         LIST OF BNY MELLON SUBSIDIARIES


BANKS/BANK HOLDING COMPANIES

THE BANK OF NEW YORK MELLON
THE BANK OF NEW YORK MELLON TRUST COMPANY, NATIONAL ASSOCIATION
BNY MELLON, NATIONAL ASSOCIATION
BNY MELLON TRUST OF DELAWARE


INVESTMENT ADVISERS AND/OR BROKER-DEALERS

ANKURA CAPITAL PTY LIMITED
BLACKFRIARS ASSET MANAGEMENT LIMITED
BNY MELLON ARX INVESTIMENTOS LTDA
BNY MELLON SERVICOS FINANCEIROS DISTRIBUIDORA DE TITULOS E VALORES
MOBILIARIOS S.A.
BNY MELLON ARX ATIVOS FINANCEIROS LTDA
BNY MELLON GESTAO DE PATRIMONIO LTDA
THE BOSTON COMPANY ASSET MANAGEMENT LLC
THE DREYFUS CORPORATION
LOCKWOOD CAPITAL MANAGEMENT, INC.
LOCKWOOD ADVISORS, INC.
MELLON CAPITAL MANAGEMENT CORPORATION
MBSC SECURITIES CORPORATION
NEWTON INVESTMENT MANAGEMENT LIMITED
NEWTON CAPITAL MANAGEMENT LIMITED
STANDISH MELLON ASSET MANAGEMENT COMPANY LLC
URDANG SECURITIES MANAGEMENT, INC.
WALTER SCOTT & PARTNERS LIMITED


PARENT HOLDING COMPANIES/CONTROL PERSONS

B.N.Y. HOLDINGS (DELAWARE) CORPORATION
BNY SEPARATE ACCOUNT SERVICES, INC.
BNY MELLON ASSET MANAGEMENT INTERNATIONAL HOLDINGS LIMITED
BNY MELLON INTERNATIONAL LIMITED
MAM (MA) HOLDING TRUST
MBC INVESTMENTS CORPORATION
MELLON INTERNATIONAL HOLDINGS S.A.R.L
NEPTUNE LLC
NEWTON MANAGEMENT LIMITED
PERSHING GROUP LLC




                           JOINT FILING AGREEMENT

In accordance with Rule 13d-1(k)(1) under the Securities Exchange Act of 1934,
as amended (the 'Exchange Act'), each undersigned entity (each a 'Company')
hereby agrees to any and all joint filings required to be made on the Company's
behalf on Schedule 13G (including amendments thereto) under the Exchange Act,
with respect to securities which may be deemed to be beneficially owned by the
Company under the Exchange Act, and that this Agreement be included as an
Exhibit to any such joint filing.  This Agreement may be executed in any number
of counterparts all of which taken together shall constitute one and the same
instrument.

IN WITNESS WHEREOF, each Company hereby executes this Agreement effective
as of the date set forth below.

THE BANK OF NEW YORK MELLON             THE BANK OF NEW YORK
CORPORATION

By: /s/ Ronald P. O'Hanley              By: /s/ Bruce W. Van Saun
    ----------------------                  ---------------------
    Ronald P. O'Hanley                      Bruce W. Van Saun
    Vice Chairman                           Vice Chairman & Chief Financial
Date:  August 1, 2007                       Officer
                                        Date:  August 1, 2007

THE BANK OF NEW YORK MELLON             BNY SEPARATE ACCOUNT SERVICES, INC.
TRUST COMPANY, N.A.

By: /s/ Michael K. Klugman              By: /s/ Lisa Detwiler
    ----------------------                  -----------------
    Michael K. Klugman                      Lisa Detwiler
    President                               Managing Counsel / Asst. Secretary
Date:  August 1, 2007                   Date:  August 27, 2007

ANKURA CAPITAL PTY LIMITED              BLACKFRIARS ASSET MANAGEMENT LIMITED

By: /s/ Greg Vaughan                    By: /s/ Kevin Tolan
    --------------------                    -----------------
    Greg Vaughan                            Kevin Tolan
    Managing Director                       Chief Compliance Officer
Date:  August 04, 2009                  Date:  February 06, 2009

                                        By: /s/ Mohammed Bhatti
                                            -----------------
                                            Mohammed Bhatti
                                            Director / Chief Operating Officer
                                        Date:  February 06, 2009

THE BOSTON COMPANY ASSET                THE BOSTON COMPANY HOLDING LLC
MANAGEMENT, LLC

By: /s/ Corey A. Griffin                By: /s/ James P. Palermo
    --------------------                    --------------------
    Corey A. Griffin                        James P. Palermo
    Chairman & Chief Executive Officer      President
Date:  December 19, 2007                Date:  August 1, 2007

THE DREYFUS CORPORATION

By: /s/ J. David Officer
    --------------------
    J. David Officer
    Director & Chief Operating Officer
Date:  August 1, 2007


LOCKWOOD ADVISORS, INC.                 LOCKWOOD CAPITAL MANAGEMENT, INC.

By: /s/ Lisa Detwiler                   By: /s/ Lisa Detwiler
    -----------------                       -----------------
    Lisa Detwiler                           Lisa Detwiler
    Managing Counsel / Asst. Secretary      Managing Counsel / Asst. Secretary
Date:  August 7, 2008                   Date:  August 27, 2007

MAM (MA) HOLDING TRUST

By: /s/ Michael A. Bryson
    ---------------------
    Michael A. Bryson, Trustee
Date:  August 1, 2007

By: /s/ Ronald P. O'Hanley
    ----------------------
    Ronald P. O'Hanley, Trustee
Date:  August 1, 2007

By: /s/ Scott E. Wennerholm
    -----------------------
    Scott E. Wennerholm, Trustee
Date:  December 20, 2007

MBC INVESTMENTS CORPORATION             MBSC SECURITIES CORPORATION

By: /s/ Robert A. Repetto               By: /s/ J. David Officer
    ---------------------                   --------------------
    Robert A. Repetto                       J. David Officer
    Vice President                          President and Director
Date:  August 1, 2007                   Date:  August 1, 2007

MELLON BANK, N.A.                       MELLON CAPITAL MANAGEMENT
                                        CORPORATION

By: /s/ Ronald P. O'Hanley              By: /s/ Gabriela Parcella
    ----------------------                  ---------------------
    Ronald P. O'Hanley                      Gabriela Parcella
    Vice Chairman                           Executive Vice President &
Date:  August 1, 2007                       Chief Operating Officer
                                        Date:  August 1, 2007

MELLON GLOBAL INVESTMENTS LIMITED       MELLON INTERNATIONAL HOLDINGS S.A.R.L.

By: /s/ Jonathan M. Little              By: /s/ Robert A. Repetto
    ----------------------                  ---------------------
    Jonathan M. Little                      Robert A. Repetto
    Director                                Manager
Date:                                   Date:  August 1, 2007

MELLON INTERNATIONAL LIMITED            MELLON PRIVATE TRUST COMPANY, N.A.

By: /s/ Helena L. Morrissey             By: /s/ Lawrence Hughes
    -----------------------                 -------------------
    Helena L. Morrissey                     Lawrence Hughes
    Director                                President & Chief Executive
Date:  April 15, 2008                       Officer
                                        Date:  August 1, 2007

MELLON TRUST OF CALIFORNIA              MELLON TRUST OF DELAWARE, N.A.

By: /s/ David R. Holst                  By: /s/ David B. Kutch
    ------------------                      ------------------
    David R. Holst                          David B. Kutch
    President                               President & Chief Executive
Date:  August 1, 2007                       Officer
                                        Date:  August 1, 2007

MELLON TRUST OF NEW ENGLAND, N.A.       MELLON TRUST OF NEW YORK, LLC

By: /s/ James P. Palermo                By: /s/ Lawrence Hughes
    --------------------                    -------------------
    James P. Palermo                        Lawrence Hughes
    President                               President
Date:  August 1, 2007                   Date:  August 1, 2007

MELLON TRUST OF WASHINGTON

By: /s/ David R. Holst
    ------------------
    David R. Holst
    Chairman & Chief Executive Officer
Date:  August 1, 2007

NEPTUNE LLC                             NEWTON CAPITAL MANAGEMENT LIMITED

By: /s/ Ronald P. O'Hanley              By: /s/ Helena L. Morrissey
    ----------------------                  -----------------------
    Ronald P. O'Hanley                      Helena L. Morrissey
    President & Chief Executive Officer     Director & Chief Executive
Date:  August 1, 2007                       Officer
                                        Date:  April 15, 2008

NEWTON INVESTMENT MANAGEMENT LIMITED    NEWTON MANAGEMENT LIMITED

By: /s/ Helena L. Morrissey             By: /s/ Helena L. Morrissey
    -----------------------                 -----------------------
    Helena L. Morrissey                     Helena L. Morrissey
    Director                                Director
Date:  April 15, 2008                   Date:  April 15, 2008

PERSHING GROUP LLC                      STANDISH MELLON ASSET MANAGEMENT
                                        COMPANY LLC

By: /s/ Dennis Wallestad                    By: /s/ James D. MacIntyre
    -----------------------                 ----------------------
    Dennis Wallestad                        James D. MacIntyre
    Chief Financial Officer                 President & Chief Operating
Date:  September 11, 2008                   Officer
                                        Date:  August 1, 2007

URDANG SECURITIES MANAGEMENT, INC.      WALTER SCOTT & PARTNERS LIMITED

By: /s/ Richard J. Ferst                By: /s/ Kenneth J. Lyall
    --------------------                    --------------------
    Richard J. Ferst                        Kenneth J. Lyall
    President & Chief Operating Officer     Chairman
Date:  August 1, 2007                   Date:  December 24, 2007