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<SEC-DOCUMENT>0001172593-02-000017.txt : 20020815
<SEC-HEADER>0001172593-02-000017.hdr.sgml : 20020815
<ACCEPTANCE-DATETIME>20020815121533
ACCESSION NUMBER:		0001172593-02-000017
CONFORMED SUBMISSION TYPE:	10QSB
PUBLIC DOCUMENT COUNT:		5
CONFORMED PERIOD OF REPORT:	20020630
FILED AS OF DATE:		20020815

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			UNITED STATES ANTIMONY CORP
		CENTRAL INDEX KEY:			0000101538
		STANDARD INDUSTRIAL CLASSIFICATION:	PRIMARY SMELTING & REFINING OF NONFERROUS METALS [3330]
		IRS NUMBER:				810305822
		STATE OF INCORPORATION:			MT
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		10QSB
		SEC ACT:		1934 Act
		SEC FILE NUMBER:	001-08675
		FILM NUMBER:		02739259

	BUSINESS ADDRESS:	
		STREET 1:		P O BOX 643
		CITY:			THOMPSON FALLS
		STATE:			MT
		ZIP:			59873
		BUSINESS PHONE:		4068273523

	MAIL ADDRESS:	
		STREET 1:		PO BOX 643
		CITY:			THOMPSON FALLS
		STATE:			MT
		ZIP:			59873-0643

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	AGAU MINES INC
		DATE OF NAME CHANGE:	19740728
</SEC-HEADER>
<DOCUMENT>
<TYPE>10QSB
<SEQUENCE>1
<FILENAME>doc1.txt
<TEXT>

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

                                   FORM 10-QSB




(Mark  One)

[X]     QUARTERLY  REPORT  UNDER  SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
        ACT  OF  1934
                  For the quarterly period ended June 30, 2002

[ ]     TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
        ACT  OF  1934
                    For  the  transition  period          to




                         Commission file number 33-00215

                       UNITED STATES ANTIMONY CORPORATION

                 (Name of small business issuer in its charter)


             MONTANA                                       81-0305822
             -------                                       ----------
  (State or other jurisdiction of                       (I.R.S. Employer
    incorporation or organization)                     Identification No.)

           P.O.  BOX  643,  THOMPSON  FALLS,  MONTANA           59873
           ------------------------------------------          -------
            (Address  of  principal  executive  offices)     (Zip  code)


       Registrant's telephone number, including area code:  (406) 827-3523


Check  whether  the issuer (1) filed all reports required to be filed by Section
13  or  15(d) of the Exchange Act during the past 12 months (or for such shorter
period  that the registrant was required to file such reports), and (2) has been
subject  to  such  filing  requirements  for  the  past  90  days.
YES     X          No
     ------      -----

At August 9, 2002, the registrant had outstanding 27,027,959 shares of par value
$0.01  common  stock.


<PAGE>



                       UNITED STATES ANTIMONY CORPORATION
                         QUARTERLY REPORT ON FORM 10-QSB
                            FOR THE QUARTERLY PERIOD
                               ENDED JUNE 30, 2002



                                TABLE OF CONTENTS


                                                                        Page

PART  I  -  FINANCIAL  INFORMATION

Item  1:  Financial  Statements                                           1

Item  2:  Management's  Discussion  and  Analysis  of  Financial
          Condition  and Results  of  Operations                          5


PART  II  -  OTHER  INFORMATION

Item  1:  Legal  Proceedings                                              9

Item  2:  Changes  in  Securities                                         9

Item  3:  Defaults  among  Senior  Securities                             9

Item  4:  Submission  of  Matters  to  a  Vote  of  Security  Holders     9

Item  5:  Other  Information                                              9

Item  6:  Exhibits  and  Reports  on  Form  8-K                           9


SIGNATURES






         [The balance of this page has been intentionally left blank.]





<PAGE>

                           PART  I-FINANCIAL  INFORMATION

ITEM  1.  FINANCIAL  STATEMENTS
UNITED  STATES  ANTIMONY  CORPORATION  AND  SUBSIDIARY
CONSOLIDATED  BALANCE  SHEETS

<TABLE>
<CAPTION>



(UNAUDITED)
                                                                          JUNE 30,      DECEMBER 31,
<S>                                                                     <C>            <C>
                                                                                2002            2001
                                                 ASSETS
Current assets:
  Restricted cash. . . . . . . . . . . . . . . . . . . . . . . . . . .  $    106,092   $       3,803
  Accounts receivable, less allowance
    for doubtful accounts of $30,000 . . . . . . . . . . . . . . . . .        73,857         105,084
  Inventories. . . . . . . . . . . . . . . . . . . . . . . . . . . . .       120,393         126,075
                                                                        -------------  --------------
          Total current assets . . . . . . . . . . . . . . . . . . . .       300,342         234,962

Investment in USAMSA, net. . . . . . . . . . . . . . . . . . . . . . .        83,503          95,734
Properties, plants and equipment, net. . . . . . . . . . . . . . . . .       464,749         307,373
Restricted cash for reclamation bonds. . . . . . . . . . . . . . . . .        87,550          87,550
                                                                        -------------  --------------
          Total assets . . . . . . . . . . . . . . . . . . . . . . . .  $    936,144   $     725,619
                                                                        =============  ==============

                                   LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities:
  Checks issued and payable. . . . . . . . . . . . . . . . . . . . . .  $     72,650   $      61,121
  Accounts payable . . . . . . . . . . . . . . . . . . . . . . . . . .       659,675         624,588
  Accrued payroll and property taxes . . . . . . . . . . . . . . . . .       292,134         256,320
  Accrued payroll. . . . . . . . . . . . . . . . . . . . . . . . . . .        24,379          26,150
  Other current liabilities. . . . . . . . . . . . . . . . . . . . . .        55,316          56,640
  Judgment payable . . . . . . . . . . . . . . . . . . . . . . . . . .        48,224          46,523
  Accrued interest payable . . . . . . . . . . . . . . . . . . . . . .        14,640          14,640
  Payable to related parties . . . . . . . . . . . . . . . . . . . . .       164,864         121,082
  Notes payable to bank, current . . . . . . . . . . . . . . . . . . .       336,507         119,431
  Accrued reclamation costs, current . . . . . . . . . . . . . . . . .       133,080         137,639
                                                                        -------------  --------------
          Total current liabilities. . . . . . . . . . . . . . . . . .     1,801,469       1,464,134

Notes payable to bank, noncurrent. . . . . . . . . . . . . . . . . . .       164,491         341,845
Accrued reclamation costs, noncurrent. . . . . . . . . . . . . . . . .        87,524          87,524
                                                                        -------------  --------------
          Total liabilities. . . . . . . . . . . . . . . . . . . . . .     2,053,484       1,893,503
                                                                        -------------  --------------

Commitments and contingencies (Note 3)

Stockholders' deficit:
  Preferred stock, $.01 par value, 10,000,000 shares authorized:
      Series A: 4,500 shares issued and outstanding. . . . . . . . . .            45              45
      Series B: 750,000 shares issued and outstanding. . . . . . . . .         7,500           7,500
      Series C: 177,904 shares issued and outstanding. . . . . . . . .         1,779           1,779
  Common stock, $.01 par value, 30,000,000 shares
    authorized; 27,027,959 issued and outstanding at June 30, 2002
    and 26,156,959 shares issued and outstanding at December 31, 2001.       270,279         261,569
  Additional paid-in capital . . . . . . . . . . . . . . . . . . . . .    16,954,970      16,791,610
  Accumulated deficit. . . . . . . . . . . . . . . . . . . . . . . . .   (18,351,913)    (18,230,387)
                                                                        -------------  --------------
          Total stockholders' deficit. . . . . . . . . . . . . . . . .    (1,117,340)     (1,167,884)
                                                                        -------------  --------------
          Total liabilities and stockholders' deficit                   $    936,144   $     725,619
                                                                        ============   =============
</TABLE>

The accompanying notes are an integral part of the financial statements.

                                        1
<PAGE>

<TABLE>
<CAPTION>

UNITED  STATES  ANTIMONY  CORPORATION  AND  SUBSIDIARY
CONSOLIDATED  STATEMENTS  OF  OPERATIONS  (UNAUDITED)


                                                    FOR THE THREE MONTHS ENDED    FOR THE SIX MONTHS ENDED

                                                        JUNE 30,      JUNE 30,      JUNE 30,      JUNE30,
                                                          2002          2001          2002          2001
<S>                                                   <C>           <C>           <C>           <C>
Revenues:
  Sales of antimony products and other . . . . . . .  $   975,283   $ 1,076,909   $ 1,626,372   $ 2,038,040
  Sales of zeolite products. . . . . . . . . . . . .       44,593         2,655       105,907         2,655
                                                      ------------  ------------  ------------  ------------
                                                        1,019,876     1,079,564     1,732,279     2,040,695

  Costs of production-antimony . . . . . . . . . . .      728,666       821,401     1,293,214     1,623,769
  Costs of production-zeolite. . . . . . . . . . . .       73,391                     112,702
  Freight and delivery-antimony. . . . . . . . . . .      114,333       118,921       194,142       222,535
                                                      ------------  ------------  ------------  ------------
                                                          916,390       940,322     1,600,058     1,846,304

Gross profit . . . . . . . . . . . . . . . . . . . .      103,486       139,242       132,221       194,391
                                                      ------------  ------------  ------------  ------------

Other operating expenses:
  Bear River Zeolite sales, development and general
    and administrative . . . . . . . . . . . . . . .       50,396       119,425       112,681       165,668
  General and administrative . . . . . . . . . . . .       67,522       159,421       165,418       333,468
  Sales expense. . . . . . . . . . . . . . . . . . .       17,533        34,342        44,398        72,838
                                                      ------------  ------------  ------------  ------------
                                                          135,451       313,188       322,497       571,974
                                                      ------------  ------------  ------------  ------------
Other (income) expense:
  Interest expense . . . . . . . . . . . . . . . . .       19,921        41,714        37,373        81,600
  Factoring expense. . . . . . . . . . . . . . . . .       26,001        23,911        45,327        47,175
  Interest income. . . . . . . . . . . . . . . . . .         (696)       (1,488)       (1,450)       (2,969)
  Sale of Bear River Zeolite royalty . . . . . . . .     (150,000)                   (150,000)
                                                      ------------  ------------  ------------  ------------
                                                         (104,774)       64,137       (68,750)      125,806
                                                      ------------  ------------  ------------  ------------

Net income (loss). . . . . . . . . . . . . . . . . .  $    72,809   $  (238,083)  $  (121,526)  $  (503,389)
                                                      ============  ============  ============  ============

Basic net income (loss) per share of common stock. .  $       Nil   $     (0.01)  $       Nil   $     (0.03)
                                                      ============  ============  ============  ============

Basic weighted average shares outstanding. . . . . .   26,979,048    18,948,294    26,783,559    18,608,177
                                                      ============  ============  ============  ============
</TABLE>









The accompanying notes are an integral part of the financial statements.
                                        2

<PAGE>

UNITED  STATES  ANTIMONY  CORPORATION  AND  SUBSIDIARY
CONSOLIDATED  STATEMENTS  OF  CASH  FLOWS  (UNAUDITED)
<TABLE>
<CAPTION>



                                                                      FOR THE SIX MONTHS ENDED
                                                                    JUNE 30,            JUNE 30,
                                                                      2002                2001
<S>                                                        <C>                         <C>
Cash flows from operating activities:
  Net loss. . . . . . . . . . . . . . . . . . . . . . . .  $          (121,526)  $(503,389)
  Adjustments to reconcile net loss to
    net cash used by operations:
      Depreciation and amortization . . . . . . . . . . .               44,772      83,131
      Accrued reclamation costs . . .             . . . . . . . . . .                7,500
  Change in:
        Restricted cash . . . . . . . . . . . . . . . . .             (102,290)      2,552
        Accounts receivable . . . . . . . . . . . . . . .               31,227     (32,950)
        Inventories . . . . . . . . . . . . . . . . . . .                5,682      67,769
        Restricted cash for reclamation bonds . .             . . . .               (7,500)
        Accounts payable. . . . . . . . . . . . . . . . .               35,087     194,510
        Accrued payroll and property taxes. . . . . . . .               35,814     (94,966)
        Accrued payroll and other . . . . . . . . . . . .               (3,095)     73,214
        Judgments payable . . . . . . . . . . . . . . . .                1,701       1,522
        Accrued debenture interest payable. . . . . . . .                           51,150
        Payable to related parties. . . . . . . . . . . .                5,826      (3,505)
        Accrued reclamation costs . . . . . . . . . . . .               (4,559)    (12,431)
                                                           --------------------  ----------
          Net cash used by operating activities . . . . .              (71,361)   (173,393)
                                                           --------------------  ----------

Cash flows from investing activities:
  Purchase of properties, plants and equipment. . . . . .             (189,917)    (92,689)
                                                           --------------------  ----------
          Net cash used in investing activities . . . . .             (189,917)    (92,689)
                                                           --------------------  ----------
Cash flows from financing activities:
  Proceeds from issuance of common stock and warrants . .              172,070     149,300
  Payments on notes payable to bank . . . . . . . . . . .              (60,489)
  Proceeds from related party advances, net . . . . . . .               37,957      40,000
  Proceeds from notes payable to bank . . . . . . . . . .              100,211      68,770
  Proceed from factoring company. . . . . . . . . . . . .                           34,691
  Change in checks issued and payable . . . . . . . . . .               11,529     (26,679)
                                                           --------------------  ----------
          Net cash provided by financing activities . . .              261,278     266,082
                                                           --------------------  ----------
Net change in cash. . . . . . . . . . . . . . . . . . . .                    0           0
Cash, beginning of period . . . . . . . . . . . . . . . .                    0           0
                                                           --------------------  ----------
Cash, end of period . . . . . . . . . . . . . . . . . . .  $                 0   $       0
                                                           ====================  ==========

Supplemental disclosures:
  Cash paid during the period for interest. . . . . . . .  $            28,758   $  19,068
                                                           ====================  ==========

Non-cash investing activities:
  Common stock and warrants issued for plant construction                        $   2,500
                                                                                 ==========

</TABLE>

The accompanying notes are an integral part of the financial statements.
                                       3
<PAGE>


PART  I  -  FINANCIAL  INFORMATION,  CONTINUED:

UNITED  STATES  ANTIMONY  CORPORATION  AND  SUBSIDIARY

NOTES  TO  CONSOLIDATED  FINANCIAL  STATEMENTS  (UNAUDITED)

1.   BASIS  OF  PRESENTATION:

The  unaudited  consolidated  financial  statements have been prepared by United
States  Antimony  Corporation  ("USAC"  or  "the  Company")  in  accordance with
accounting  principles  generally  accepted  in the United States of America for
interim  financial  information,  as  well  as  the instructions to Form 10-QSB.
Accordingly,  they  do not include all of the information and footnotes required
by  accounting principles generally accepted in the United States of America for
complete  financial  statements. In the opinion of the Company's management, all
adjustments  (consisting of only normal recurring accruals) considered necessary
for  a fair presentation of the interim financial statements have been included.
Operating  results  for  the  six-month  period  ended  June  30,  2002  are not
necessarily  indicative  of  the  results that may be expected for the full year
ending  December 31, 2002.  Certain consolidated financial statement amounts for
the  three  and six-month periods ended June 30, 2001, have been reclassified to
conform  to the 2002 presentation.  These reclassifications had no effect on the
net  loss  or  accumulated  deficit  as  previously  reported.

For  further information refer to the financial statements and footnotes thereto
in  the  Company's  Annual Report on Form 10-KSB for the year ended December 31,
2001.

2.   LOSS  PER  COMMON  SHARE

The  Company  accounts  for  its income (loss) per common share according to the
Statement  of Financial Accounting Standards No. 128 "Earnings Per Share" ("SFAS
No.  128").  Under  the  provisions  of  SFAS No. 128, primary and fully diluted
earnings  per  share  are  replaced  with  basic and diluted earnings per share.
Basic  earnings  per share is arrived at by dividing net income (loss) available
to  common  stockholders  by  the  weighted  average  number  of  common  shares
outstanding,  and does not include the impact of any potentially dilutive common
stock equivalents.  Common stock equivalents, including warrants to purchase the
Company's  common  stock  and  common  stock  issuable  upon  the  conversion of
debentures are excluded from the calculations when their effect is antidilutive.

3.   COMMITMENTS  AND  CONTINGENCIES:

Until  1989, the Company mined, milled and leached gold and silver in the Yankee
Fork  Mining District in Custer County, Idaho. In 1994, the U.S. Forest Service,
under  the  provisions of the Comprehensive Environmental Response Liability Act
of  1980  ("CERCLA"),  designated the cyanide leach plant as a contaminated site
requiring  cleanup  of the cyanide solution. The Company has been reclaiming the
property  and,  as  of  December  31,  2001,  the  cyanide  solution cleanup was
complete, the mill removed, and a majority of the cyanide leach residue disposed
of.  In  1996,  the Idaho Department of Environmental Quality requested that the
Company  sign  a  consent  decree  related  to  completing  the  reclamation and
remediation  at  the  Preachers  Cove mill, which the Company signed in December
1996.

In  November  of  2001,  the  Environmental Protection Agency ("EPA") listed two
by-products  of  the Company's antimony oxide manufacturing process as hazardous
wastes.  Antimony  slag  and  antimony  bag  house  filters  are  now subject to
comprehensive  management  and  treatment  standards  under  subtitle  C  of the
Resource  Conservation  and  Recovery  Act  ("RCRA"), and emergency notification
requirements  for  releases  to  the environment under CERCLA.  During 2001, the
Company  adjusted  its reclamation accrual at its antimony processing site based
on an estimate of costs associated with disposing the Company's current antimony
slag  inventory  according  to  EPA  universal  treatment standards. While it is
reasonably  probable  that  additional  future  costs will result from the EPA's
listings,  the  additional costs are not estimable at December 31, 2001 and June
30,  2002,  and  accordingly  have  not  been  accrued  for.

                                         4
<PAGE>

UNITED  STATES  ANTIMONY  CORPORATION  AND  SUBSIDIARY
NOTES  TO  CONSOLIDATED  FINANCIAL  STATEMENTS  (UNAUDITED),  CONTINUED:

3.   COMMITMENTS  AND  CONTINGENCIES,  CONTINUED:

The  Company's  management  believes  that  USAC  is  currently  in  substantial
compliance  with  environmental  regulatory  requirements  and  that its accrued
environmental  reclamation  costs are representative of management's estimate of
costs  required  to fulfill its reclamation obligations.  Such costs are accrued
at  the  time  the  expenditure becomes probable and the costs can reasonably be
estimated.  The  Company  recognizes,  however,  that  in  some  cases  future
environmental  expenditures cannot be reliably determined due to the uncertainty
of  specific remediation methods, conflicts between regulating agencies relating
to  remediation  methods  and  environmental law interpretations, and changes in
environmental  laws  and  regulations.  Any changes to the Company's reclamation
plans as a result of these factors could have an adverse affect on the Company's
operations.  The  range  of  possible  losses  in  excess of the amounts accrued
cannot  be  reasonably  estimated  at  this  time.

During  2001, the Company issued a number of shares in transactions that may not
qualify  for exemption from the Securities Act registration requirements and may
be  in  violation  of  Section 5 of the Securities Act of 1933.  As a result the
Company  may  be subject to liabilities associated with the rescission rights of
the  purchasers  of  these  shares  and  fines  and  penalties  from  securities
regulators.  At  June  30,  2002  and  December  31,  2001,  the Company had not
recorded  any  liability  associated  with  the  issuance  of  these  shares, as
management believes the likelihood of a claim, and the ultimate economic outcome
if  a  claim  is  asserted,  cannot  be  ascertained  at  this  time.

ITEM  2.   MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF  RESULTS  OF
           OPERATIONS  AND  FINANCIAL  CONDITION

General

This  report  contains both historical and prospective statements concerning the
Company  and  its operations.  Prospective statements (known as "forward-looking
statements")  may  or  may  not  prove  true with the passage of time because of
future  risks  and uncertainties.  The Company cannot predict what factors might
cause  actual  results  to differ materially from those indicated by prospective
statements.

Results  of  Operations

For  the  three-month  period  ended  June  30, 2002 compared to the three-month
period  ended  June  30,  2001

On May 29, 2002, the Company, was assigned all rights, title and interest in any
and  all  common  stock  of  Bear River Zeolite Company ("Bear River Zeolite" or
"BRZ")  owned  by  George  Desborough  and Nick Raymond, holders of 25% of BRZ's
outstanding  shares  of  common  stock.  The  assignment  brought  the Company's
ownership  in Bear River Zeolite to 100%. In connection with the assignment, the
Company  agreed to pay Mr. Desborough and Mr. Raymond a royalty on zeolite sales
ranging  from  1-3%  based  on  per-ton  zeolite  sale  prices.  As  additional
consideration  for  the assignment, USAC also agreed to issue Mr. Desborough and
Mr.  Raymond  a  total  of  50,000  restricted  common  stock  purchase warrants
exercisable  at  $0.40  for a period of 3 years within 30 days of the signing of
the  agreement,  providing  common  stock  is  authorized. At June 30, 2002, the
Company  didn't  have  authorized shares of common stock available to affect the
warrant  issue,  and  the  warrants  had  not  yet  been  issued.

On  June  1, 2002, BRZ sold a production royalty to Delaware Royalty Corporation
("Delaware"),  a company controlled by Al Dugan, a major shareholder that may be
regarded  as an affiliate. The sale granted Delaware a 2% royalty on all zeolite
ore  extracted  and  sold  from  BRZ's  Webster  Farm  zeolite  property.  As
consideration  for the royalty the Company received $150,000. The royalty is due
at  the  end  of each quarter and is calculated on the gross sales proceeds from
zeolite  shipped  and  sold  during  the  preceding  quarter.

                                          5
<PAGE>


ITEM  2.   MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF  RESULTS  OF
           OPERATIONS  AND  FINANCIAL  CONDITION,  CONTINUED:

The  Company's  operations resulted in net income of $72,809 for the three-month
period  ended  June  30,  2002,  compared  with  a  net loss of $283,083 for the
three-month  period ended June 30, 2001. Net income during the second quarter of
2002  compared  to  the net loss during the similar quarter of 2001 is primarily
due  to  the sale of a royalty in the Company's zeolite operations and decreased
general  and  administrative  expenses  during  the  second  quarter  of  2002.

Total  revenues  from antimony product sales for the second quarter of 2002 were
$975,283  compared  with  $1,076,909  during  the  comparable quarter of 2001, a
decrease  of  $101,626.  During  the  three-month  period  ended  June 30, 2002,
36.62%, of the Company's revenues from antimony product sales were from sales to
one  customer  and 10.8% were from sales to a second individual customer.  Sales
of  antimony  products  during the second quarter of 2002 consisted of 1,188,019
pounds  at  an average sale price of $0.82 per pound.  During the second quarter
of  2001  sales of antimony products consisted of 1,184,110 pounds at an average
sale  price of $0.91 per pound. The decrease in sale prices of antimony products
from the second quarter of 2001 to the second quarter of 2002 is the result of a
corresponding  decrease  in  antimony  metal  prices.

Sales  of  zeolite  products  during  the  second  quarter  of 2002 were $44,593
compared  to  sales  of  $2,655 during the second quarter of 2001.  Gross profit
from antimony and zeolite sales during the second three-month period of 2002 was
$103,486  compared  with  gross profit of $139,242 during the second three-month
period  of  2001.

During  the  second  quarter  of  2002,  the  Company incurred expenses totaling
$50,396  associated  with  sales,  development  and  general  and administrative
expenses  of  its  wholly  owned  subsidiary,  Bear  River  Zeolite, compared to
$119,425  of  expenses  in  the comparable quarter of 2001.  The decrease in BRZ
expenses  was  principally  due to the start-up costs incurred during the second
quarter  of  2001  that  were  not  incurred  during  2002.

General  and  administrative  expenses were $67,522 during the second quarter of
2002,  compared  to $159,421 during the second quarter of 2001.  The decrease in
general  and  administrative expenses during the second quarter of 2002 compared
to  the  same  quarter  of  2001  was  partially due to the absence of legal and
accounting  expenses associated with the preparation of a registration statement
during  the  second  quarter  of  2001.

Sales  expenses  were  $17,533  during  the second quarter of 2002 compared with
$34,342  in  the second quarter of 2001, the decrease was principally due to the
allocation  of  a  portion  of  USAC's  sales  and  labor  costs  to  BRZ.

Interest  expense  was  $19,921  during  the second quarter of 2002, compared to
interest  expense  of  $41,714  incurred  during the second quarter of 2001; the
decrease in interest expense was due to the conversion of outstanding debentures
during  the  fourth  quarter  of  2001.

Accounts  receivable  factoring expense was $26,001 during the second quarter of
2002 compared to $23,911 of factoring expense incurred during the second quarter
of  2001.  The  decrease was primarily due to an increase in accounts receivable
factored  during  the  second  quarter  of  2002  compared  to  2001.

Interest  income decreased from $1,488 during the second quarter of 2001 to $696
during  the  second  quarter  of  2002.  The decrease was due to a corresponding
decrease  in  interest  bearing  reclamation  bonds.
                                           6
<PAGE>

ITEM  2.   MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF  RESULTS  OF
           OPERATIONS  AND  FINANCIAL  CONDITION,  CONTINUED:

For  the  six-month  period ended June 30, 2002 compared to the six-month period
ended  June  30,  2001

The  Company's  operations  resulted in a net loss of $121,526 for the six-month
period  ended  June  30,  2002,  compared  with  a  net loss of $503,389 for the
six-month  period  ended  June 30, 2001. The decrease in net loss from the first
six  months of 2001 compared to the first six months of 2002 is primarily due to
decreased  general  and  administrative  expenses  during 2002 and the sale of a
royalty  in  the  Company's  zeolite  operations.

Total revenues from antimony product sales for the first six months of 2002 were
$1,626,372  compared  with  $2,038,040  for  the  comparable  period  of 2001, a
decrease  of  $411,668.  During the six-month period ended June 30, 2002, 38.49%
of  the  Company's  revenues from antimony products sales were from sales to one
customer  and  10.7%  were from sales to a second individual customer.  Sales of
antimony  products  during  the  first six months of 2002 consisted of 1,940,068
pounds at an average sale price of $0.84 per pound.  During the first six months
of  2001  sales of antimony products consisted of 2,129,434 pounds at an average
sale  price of $0.96 per pound. The decrease in sale prices of antimony products
from  the first six months of 2001 to the first six months of 2002 is the result
of  a  corresponding  decrease  in  antimony  metal  prices.

Sales  of  zeolite  products  during  the first six months of 2002 were $105,907
compared  to sales of $2,655 during the comparable period of 2001.  Gross profit
from  antimony  and  zeolite sales during the first six-month period of 2002 was
$132,221 compared with gross profit of $194,391 during the same six-month period
of  2001.

During  the  first  six  months  of 2002, the Company incurred expenses totaling
$112,681  associated  with  sales,  development  and  general and administrative
expenses  of  its  wholly  owned  subsidiary,  Bear  River  Zeolite, compared to
$165,668  of expenses during the comparable period of 2001.  The decrease in BRZ
expenses  was  principally  due  to  the  start-up costs associated with zeolite
operations  incurred  during the first six months of 2001 that were not incurred
during  2002.

General and administrative expenses were $165,418 during the first six months of
2002, compared to $333,468 during the first six months of 2001.  The decrease in
general and administrative expenses during the first six months of 2002 compared
to  the  same period of 2001 was partially due to decreased legal and accounting
expenses associated with the preparation of a registration statement during 2001
and  the  allocation  of a portion of USAC's general and administrative costs to
BRZ.

Sales  expenses  were  $44,398 during the first six months of 2002 compared with
$72,838 in the first six months of 2001, the decrease was principally due to the
allocation  of  a  portion  of  the  Company's  sales  costs  to  BRZ.

Interest  expense  was  $37,373 during the first six months of 2002, compared to
interest  expense  of  $81,600 incurred during the first six months of 2001; the
decrease in interest expense was due to the conversion of outstanding debentures
during  the  fourth  quarter  of  2001.

Accounts receivable factoring expense was $45,327 during the first six months of
2002  and  was  comparable  to  $47,175 of factoring expense incurred during the
first  six  months  of  2001.

Interest  income  decreased  from  $2,969 during the first six months of 2001 to
$1,450  during  the  first  six  months  of  2002.  The  decrease  was  due to a
corresponding  decrease  in  interest  bearing  reclamation  bonds.

                                        6
<PAGE>

ITEM  2.   MANAGEMENT'S  DISCUSSION  AND  ANALYSIS  OF  RESULTS  OF
           OPERATIONS  AND  FINANCIAL  CONDITION,  CONTINUED:

Financial  Condition  and  Liquidity

At June 30, 2002, Company assets totaled $936,144, and there was a stockholders'
deficit of $1,117,340. The stockholders' deficit decreased $50,544 from December
31, 2001, primarily due to sales of restricted common stock during the first two
quarters  of  2002.  At  June  30, 2002, the Company's total current liabilities
exceeded  its total current assets by $1,501,127. Due to the Company's operating
losses,  negative  working  capital,  and  stockholders'  deficit, the Company's
independent  accountants  included  a  paragraph in the Company's 2001 financial
statements  relating  to  a  going  concern  uncertainty. To continue as a going
concern  the  Company  must generate profits from its antimony and zeolite sales
and  acquire  additional capital resources from alternative financing resources.
Without financing and profitable operations, the Company may not be able to meet
its  obligations, fund operations and continue in existence. While management is
optimistic  that the Company will be able to sustain its operations and meet its
financial  obligations,  there  can  be  no  assurance  of  such.

Cash  used  by operating activities during the first six months of 2002 was
$71,361,  and  resulted  primarily  from  the  six-month  net  loss of $121,526.

Cash  used  in  investing  activities  during  the  first six months of 2002 was
$189,917  and was almost entirely  related to the construction of capital assets
at  the  Bear  River  Zeolite  facility.

Cash  provided  by financing activities was $261,278 during the first six months
of  2002,  and  was  principally  generated  by  sales  of  871,000  shares  of
unregistered  common  stock  for $172,070.  At June 30, 2002, the Company had no
unencumbered  authorized  common  stock  available  for  sale  or  issue.

During  the  second  quarter  of  2002,  the  Company  negotiated  an additional
borrowing  with  the  First  State  Bank  of Thompson Falls, Montana, through an
Assignment  of Deposit Account Agreement. The borrowing provides up to $150,100,
is  collateralized  by  the  Company's  assignment  of a $100,000 certificate of
deposit,  and  matures together with accrued interest on June 10, 2003. Proceeds
from  the  borrowing  were  used  to  finance the Company's inventory purchases.






                                     8




                           PART II - OTHER INFORMATION

ITEM  1.     LEGAL  PROCEEDINGS

None

ITEM  2.     CHANGES  IN  SECURITIES

Neither  the  constituent  instruments  defining  the rights of the registrant's
securities  filers  nor  the  rights  evidenced  by the registrant's outstanding
common stock have been modified, limited or qualified.  The Company sold 871,000
shares  of its common stock for a total of $172,070, during the first six months
of  2002  pursuant  to  exemptions  from  registration under Section 4(2) of the
Securities  Act  of  1933  as  amended.

ITEM  3.     DEFAULTS  UPON  SENIOR  SECURITIES

The  registrant  has  no  outstanding  senior  securities.

ITEM  4.     SUBMISSION  OF  MATTERS  TO  A  VOTE  OF  SECURITY  HOLDERS

None

ITEM  5.     OTHER  INFORMATION

None

ITEM  6.     EXHIBITS  AND  REPORTS  ON  FORM  8-K

Exhibits

10.47     Bear River Zeolite Company Royalty  Agreement,  dated  May  29,  2002
10.48     Grant  of  Production  Royalty,  dated  June  1,  2002
10.49     Assignment  of  Common  Stock of Bear River Zeolite Company,
          dated  May  29,  2002
10.50     Agreement  to  Issue  Warrants of USA,  dated  May  29,  2002

Reports  on  Form  8-K     None









                                      9











                                    SIGNATURE


  Pursuant to the requirements of Section 13 or 15(b) of the Securities Exchange
    Act of 1934, the Registrant has duly caused this report to be signed on its
              behalf by the undersigned, thereunto duly authorized.


                       UNITED STATES ANTIMONY CORPORATION
                                  (Registrant)



                  By:/s/ John C. Lawrence Date: August 14, 2002
                     ------------------------------------------
                    John C. Lawrence, Director and President
                 (Principal Executive, Financial and Accounting
                                    Officer)


</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-10.47
<SEQUENCE>3
<FILENAME>doc2.txt
<TEXT>

Exhibit 10.47
                           BEAR RIVER ZEOLITE COMPANY
                                ROYALTY AGREEMENT
                                  MAY 29, 2002

1.     Bear  River  Zeolite Company ("BRZ") agrees to pay George Desborough
and  Nick  Raymond  a  royalty  on  zeolite  sales from the BRZ mine, located in
Franklin  County,  Idaho,  including the zeolite mined from Webster leased lands
and adjacent to BLM claims, according to the following schedule, in an aggregate
amount  FOB  Preston  plant  of  zeolite  sales:

<TABLE>
<CAPTION>

<S>                                       <C>

Sales Price Preston                   Percentage
- --------------------            -------------------
0 - $40 per ton . .                1% (one percent)
40 - $75 per ton. .                1% (one and one-half percent)
75 - $100 per ton .                2% (two percent)
100 -  per ton. . .                3% (three percent)
</TABLE>

2.     Royalties  will  be  paid  quarterly.

3.     This  constitutes the entire agreement between the parties; and all prior
agreements  and  understandings  are  merged  herein.

4.     This  Agreement  is not modifiable except by a signed writing and may not
be  amended  or  changed  by  waiver,  estoppel  or  a  course  of  conduct.

5.     There  are no statements, representations or information relied on by the
parties  beyond  the  face  of  this  Agreement.

6.     The  terms  of  this  Agreement  are  accepted  by  the  undersigned  and
supersedes  all  prior  agreements  and  understandings  of  any  kind.


                                    BEAR  RIVER  ZEOLITE  COMPANY



                                    By:/s/ John C. Lawrence
                                       --------------------
                                        John  C.  Lawrence
                                        President

                                            1
<PAGE>

                                        GEORGE  DESBUROUGH

                                    By:/s/ George Desburough
                                      ----------------------
                                        George  Desburough



                                        NICK  RAYMOND


                                    By:/s/ Nick Raymond
                                     -------------------
                                        Nick  Raymond


ATTEST:


/s/ Michael Fleursch
- --------------------
Michael  Fleursch

                                              2


</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-10.48
<SEQUENCE>4
<FILENAME>doc3.txt
<TEXT>
Exhibit 10.48

                           GRANT OF PRODUCTION ROYALTY

     Bear  River  Zeolite  Company,  Inc., an Idaho corporation, Preston, Idaho,
grants to Delaware Royalty Company, Inc., production royalty of two percent (2%)
("Royalty")  to  be  paid to Delaware Royalty Company, Inc., as provided herein.

1.     CONSIDERATION.
As  consideration  for  this  royalty,  Delaware  Royalty  Company,  Inc.
("Delaware")  shall  pay Bear River Zeolite Company, Inc. ("Bear River") the sum
of  One  Hundred Fifty Thousand Dollars ($150,000.00) upon the execution of this
Agreement.

2.     ROYALTY  CALCULATION.
(a)     Bear River agrees to pay Delaware a two percent (2%) royalty on all
zeolite ore extracted and sold from the real property known as Webster Farm, and
more particularly described in the Lease attached hereto and incorporated herein
as  Exhibit  A and any and all adjacent zeolite mining claims including, without
limitation,  any and all leases and claims now existing or hereafter acquired by
Bear  River  or  its  successors  or  assigns located in Franklin County, Idaho.

(b)     Such  royalty  payable  to  Delaware shall be due and paid at the end of
each  quarter  and  shall be calculated on the gross sales proceeds from zeolite
shipped and sold during the preceding quarter, less shipping costs and customary
discounts.  At  the  time  of  making  each payment of Royalty, Bear River shall
transmit  to  Delaware,  a  statement  of the amount of zeolite ore sold for the
period  for which the quarterly Royalty is then paid.  Such Royalty shall not be

GRANT OF PRODUCTION ROYALTY-1

<PAGE>

paid  later  than thirty (30) days of the month following the end of the quarter
when  the  Royalty  is  due.

(c)     The  Royalty shall be calculated on the basis of the gross proceeds from
the  sale  of  zeolite  ore  produced,  mined  and  milled from the Webster Farm
property  and any and all adjacent zeolite mining claims within Franklin County,
Idaho.  Shipping  costs  and  customary  discounts  shall not be included in the
calculation  of  gross  proceeds  of  zeolite  ores  sold.

(d)     The  Delaware  Royalty  is  pari-passu  with  the pre-existing royalties
payable  to  Webster  Farms,  Nick  Raymond,  and  George  Desborough.

3.     ENTIRE  AGREEMENT.
This  Royalty  Agreement  constitutes  the  entire  agreement  between  the
parties,  and  the  parties  represent  that  there  are  no  other  agreements,
representations, conditions, or understandings between them.  This Agreement may
not  be  modified  except  by  a  writing  signed  by  the parties.  The parties
expressly agree that this Agreement may not be modified by any waiver, estoppel,
or  course  of  conduct  by  the  parties.

4.     BINDING  EFFECT.
This  Agreement and all of its provisions and any attached documents extend
to  and  are  binding  on  the  heirs,  executors, administrators, successors or
assigns  of  the  parties  hereto.

5.     ASSIGNMENT.
This  Agreement may be assigned or transferred.  At least fifteen (15) days
prior to any such transfer or assignment, the assigning Party shall provide with
notice  to  the  other  party  of its intent to assign or transfer it rights and
obligations  under  this  Grant  of Production Royalty.

GRANT OF PRODUCTION ROYALTY-2

<PAGE>

Upon such a transfer or assignment,  the  rights,  duties,  and  obligations
shall  be binding upon the assignee  or  transferee.

6.     APPLICABLE  LAW.
The laws of the state of Idaho shall govern the interpretation of the terms
of  this  Agreement  and  the  parties'  performance  of  this  agreement.

7.     CAPTIONS.
The  subject  headings of the section and subsections of this Agreement are
included  for purposes of convenience only and shall not affect the construction
of  any  of  its  provisions.

8.     AUTHORITY  TO  BIND.
Each  person  executing  this Agreement hereby warrants that the person has
full  and  legal  authority  to  execute this Agreement for and on behalf of the
respective  corporation  and  to  bind  such  corporation.

9.     FORCE  MAJEURE.
Bear River shall not be liable under this Agreement for delays, damages, or
lack of production due to strike, accidents, fire, delays of carriers, delays in
manufacturing,  acts  of  God,  acts of war, adverse market conditions, or other
causes beyond the control of Bear River whether or not similar to the enumerated
causes.

10.     VENUE.
Any action brought to enforce any term or provision of this Agreement shall
be  in  a  court  of  competent  jurisdiction  within  the  state  of  Idaho.

GRANT OF PRODUCTION ROYALTY-3

<PAGE>

11.     INSPECTION.
Delaware  has  had the opportunity to inspect the mine and plant of BRZ and
is  familiar  with the reserves of the zeolite deposit, and is familiar with the
market  for  zeolite  in  North  America.

12.     EFFECTIVE  DATE.
The  effective  date  of  this  Agreement  is  June  1,  2002.

13.     BOOKS  OF  PRODUCTION.
Bear River shall keep books of production and shipping the zeolite ore, and
shall be open at reasonable times for the inspection by Delaware for the purpose
of  comparing  and  verifying  royalty  statements  as  rendered.

14.     REPRESENTATION.
Bear  River  and  its  parent  company, United States Antimony Corporation,
hereby  represent  and verify (i) that Bear River has the requisite authority to
grant  the Royalty to Delaware and (ii) that Bear River has good and valid title
and  interest  in  and  to  the leases and claims herein described and which are
covered  by  this  Grant  of  Production  Royalty.

GRANT OF REPRODUCTION ROYALTY-4

<PAGE>

By  signing  this  Agreement,  Bear  River and Delaware agree to be bound by its
provisions.


BEAR  RIVER  ZEOLITE  COMPANY,  INC.
By:/s/ John C. Lawrence
- -----------------------
Name:  John  C.  Lawrence
Title:  President

UNITED  STATES  ANTIMONY  CORPORATION
By:/s/ John C. Lawrence
- -----------------------
Name:  John  C.  Lawrence
Title:  President

DELAWARE  ROYALTY  COMPANY,  INC.
By:/s/ Al W. Dugan
   ---------------
Name: Al W. Dugan
Title:  President

GRANT OF PRODUCTION ROYALTY-5

<PAGE>

STATE  OF  MONTANA       )
                         )  ss.
County  of  ____________ )

     On  this  _____  day  of  __________,  2002,  before  me,
_____________________________, a Notary Public in and for said State, personally
appeared John C. Lawrence, known or identified to me to be the President of BEAR
RIVER ZEOLITE COMPANY, INC., the corporation that executed the within instrument
or  the  person  who  executed the instrument on behalf of said corporation, and
acknowledged  to  me  that  such  corporation  executed  the  same.

IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the
day  and  year  in  this  certificate  first  above  written.

- --------------------------------------------------------
Notary  Public  for  Montana
Residing  at
            --------------------------------------------
My  commission  expires
            --------------------------------------------

STATE  OF  MONTANA       )
                         )  ss.
County  of  ____________ )

     On  this  _____  day  of  __________,  2002,  before  me,
_____________________________, a Notary Public in and for said State, personally
appeared  John  C.  Lawrence,  known  or identified to me to be the President of
UNITED  STATES  ANTIMONY  CORPORATION,  the corporation that executed the within
instrument  or  the  person  who  executed  the  instrument  on  behalf  of said
corporation,  and  acknowledged  to  me that such corporation executed the same.

IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the
day  and  year  in  this  certificate  first  above  written.

- --------------------------------------------------------
Notary  Public  for  Montana
Residing  at
            --------------------------------------------
My  commission  expires
            --------------------------------------------
GRANT OF PRODUCTION ROYALTY-6

<PAGE>

STATE  OF  TEXAS       )
                       )  ss.
County  of  _________  )

     On  this  _____  day  of  __________,  2002,  before  me,
_____________________________, a Notary Public in and for said State, personally
appeared _____________________, known or identified to me to be the President of
DELAWARE  ROYALTY  COMPANY,  INC.,  the  corporation  that  executed  the within
instrument  or  the  person  who  executed  the  instrument  on  behalf  of said
corporation,  and  acknowledged  to  me that such corporation executed the same.

IN WITNESS WHEREOF, I have hereunto set my hand and affixed my official seal the
day  and  year  in  this  certificate  first  above  written.

- ----------------------------------------------------------
Notary  Public  for  Texas

Residing  at
            ----------------------------------------------
My  commission  expires
            ----------------------------------------------

GRANT OF PRODUCTION ROYALTY-7


</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-10.49
<SEQUENCE>5
<FILENAME>doc4.txt
<TEXT>

Exhibit 10.49
                                   ASSIGNMENT
                               OF COMMON STOCK OF
                           BEAR RIVER ZEOLITE COMPANY
     George Desborough and Nick Raymond hereby assign all their right, title and
interest  to  any  and all common stock of Bear River Zeolite Company, Inc., now
owned  by  either party, to United States Antimony Corporation, on this 29th day
of  May,  2002.

The  parties  agree to execute all documents necessary to effect this assignment
of  common  stock  to  United  States  Antimony  Corporation.
DATED  this  29th  day  of  May,  2002.


                                                 /s/ George Desborough
                                                 ---------------------
                                                 George Desborough


                                                 /s/ Nick Raymond
                                                 ---------------------
                                                 Nick  Raymond

ATTEST:

/s/ Michael Fleursch
- --------------------------------
Michael  Fleursch


</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-10.50
<SEQUENCE>6
<FILENAME>doc5.txt
<TEXT>
06659.0010.646567.1

Exhibit 10.50
                                    AGREEMENT
                                    TO ISSUE
                                 WARRANTS OF USA

     United  States  Antimony  Corporation  ("USAC")  agrees  to  issue warrants
(25,000)  each  to  George  Desborough  and  Nick Raymond for USAC common stock,
within  thirty (30) days, bearing a restrictive legend, exercisable for a period
of three (3) years, at a strike price of forty-five cents (45 ) providing common
stock  is  authorized  as  additional consideration for the Assignment of Common
Stock  and  the  Royalty  Agreement.

DATED  this  29th  day  of  May,  2002.

                                   UNITED  STATES  ANTIMONY  CORPORATION



                                   By:/s/ John C. Lawrence
                                      --------------------
                                        John  C.  Lawrence
                                        President

ATTEST:


/s/ Michael Fleursch
- --------------------
Michael  Fleursch




</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
-----END PRIVACY-ENHANCED MESSAGE-----
