The Unified Power Quality Conditioner (UPQC) is one of the major custom power solutions, which is capable of mitigating the effect of supply voltage sag at the load end or at the Point of Common Coupling (PCC) in a distributed network. In this study a new configuration of Unified Power Quality Conditioner is proposed that is composed of the super-capacitors and the DC/DC converter in order to improvement the voltage interruption. The proposed UPQC can compensate the reactive power, harmonic current, voltage sag and swell, voltage unbalance, and the voltage interruption. The performance of proposed system was analyzed through simulations with MATLAB\SIMULINK software. The proposed system can improve the power quality at the common connection point of the non-linear load and the sensitive load.