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

                          ----------------------------

                                   FORM 10-QSB

                           ---------------------------

(X)  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
     EXCHANGE ACT OF 1934

     For the quarter ended September 30, 2002

                            -------------------

( )  TRANSITION REPORT PERSUANT TO SECTION 13 or 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934

           For the transition period from  ___________ to ___________

                        Commission File Number:  0-49655



                             ANTICLINE URANIUM, INC.
        (Exact name of small business issuer as specified in its charter)

               NEVADA                                  87-0678927
         (State of incorporation)               (I.R.S. EMPLOYER ID NO.)

                      3098 South Highland Drive, Suite 323
             Salt Lake City, Utah                         84106-3085
           (Address of principal executive offices)         (Zip Code)


                                 (801) 467-2021
                (Issuer's telephone number, including area code)


     Indicate the number of shares outstanding of each of the Issuer's classes
of common stock, as of the latest practicable date.

     Class                         Outstanding as of November 5, 2002
------------------            ----------------------------------------
Common Capital Voting Stock,            5,213,112 shares
$0.001 par value per share


                           FORWARD-LOOKING STATEMENTS

This third Quarterly Report on Form 10-QSB, Financial Statements and Notes to
Financial Statements contain forward looking-statements.   All statements made
in this Report or in another Report incorporated by reference that are not
statements of historical fact are forward-looking statements.  We caution the
reader not to place undue reliance on any forward-looking statements, which
speak only as of the date of the respective Reports.   Important factors could
cause actual results to differ from those expressed in the forward-looking
statements.

<PAGE>

                         PART 1 - FINANCIAL INFORMATION

Item 1.  Financial Statements.

                             ANTICLINE URANIUM, INC.
                            CONDENSED BALANCE SHEETS
                                   (UNAUDITED)


                                                   September 30,   December 31,
                                                        2002          2001
                                                   -------------   ------------
                         ASSETS
Current Assets
     Cash . . . . . . . . . . . . . . . . . . . .     $      -     $  6,667
                                                      --------     --------
Total Current Assets. . . . . . . . . . . . . . .            -        6,667
                                                       -------     --------
     Total Assets . . . . . . . . . . . . . . . .     $      -     $  6,667
                                                      ========     ========

                  LIABILITIES AND STOCKHOLDERS' DEFICIT

Current Liabilities
     Accrued liabilities. . . . . . . . . . . .       $  7,396     $  1,743
                                                      --------     --------
Total Current Liabilities. . . . . . . . . . . .         7,396        1,743
                                                      --------     --------
Long-Term Liabilities
     Notes payable. . . . . . . . . . . . . . .         20,000       20,000
     Notes payable - related parties. . . . . .         30,000       30,000
     Advance - related party. . . . . . . . . .          3,025            -
                                                      --------     --------
Total Long-Term Liabilities . . . . . . . . . .         53,025       50,000
                                                      --------     --------

Stockholders' Deficit
  Common stock - $0.001 par value; 50,000,000 shares
  authorized; 5,213,112 shares issued and outstanding    5,213        5,213
Additional paid-in capital. . . . . . . . . . . .      661,477      661,477
Accumulated deficit . . . . . . . . . . . . . . .     (727,111)    (711,766)
                                                      --------     --------
     Total Stockholders' Deficit . . . . . . . . .     (60,421)     (45,076)
                                                      --------     --------

Total Liabilities and Stockholders' Deficit . . .     $      -     $  6,667
                                                      ========     ========

The accompanying notes are an integral part of these unaudited condensed
                     combined financial statements.

                                        2

                             ANTICLINE URANIUM, INC.
                       CONDENSED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)

                           For the Three Months          For the Nine Months
                            Ended September 30,          Ended September 30,
                         --------------------------  ---------------------------
                            2002           2001         2002           2001
                         ----------    ------------  -----------    ------------
                                           Combined                     Combined
General and Administrative
  Expenses. . . . . . .  $   (3,267)    $   (5,339)  $  (12,743)    $    (6,107)

Interest Expense. . . .        (882)          (882)      (2,619)           (882)

Other Income. . . . . .           -             52           17             905
                         ----------     ----------   ----------     -----------

Net Loss . . . . . . .   $   (4,149)    $   (6,169)  $  (15,345)    $    (6,084)
                         ==========     ==========   ==========     ===========
Basic Loss Per
  Common Share. . . . .  $    (0.00)    $    (0.00)  $    (0.00)    $     (0.00)
                         ==========     ==========   ==========     ===========
Weighted-Average
  Common Shares Used In
  Per Share Calculation   5,213,112      5,213,112    5,213,112       5,213,112
                         ==========     ==========   ==========     ===========


The accompanying notes are an integral part of these unaudited condensed
                     combined financial statements.

                                        3

                             ANTICLINE URANIUM, INC.
                       CONDENSED STATEMENTS OF CASH FLOWS
                                   (UNAUDITED)

                                                      For the Nine Months
                                                       Ended September 30,
                                                    -------------------------
                                                       2002            2001
                                                    ----------     ----------
                                                                     Combined
Cash Flows From Operating Activities
 Net loss . . . . . . . . . . . . . . . . . . . . . $  (15,345)    $   (6,084)
 Changes in operating assets and liabilities:
 Accrued liabilities. . . . . . . . . . . . . . . .      5,653        (35,470)
                                                    ----------     ----------
Net Cash Used In Operating Activities . . . . . . .     (9,692)       (41,554)
                                                    ----------     ----------
Cash Flows From Financing Activities
 Proceeds from advance - related party. . . . . . .      3,025         50,000
                                                    ----------     ----------
Net Cash Provided by Operating Activities . . . . .      3,025         50,000
                                                    ----------     ----------

Net Increase (Decrease) in Cash. . . . . . . . . . .    (6,667)         8,446

Cash at Beginning of Period. . . . . . . . . . . . .     6,667              -
                                                    ----------     ----------
Cash at End of Period. . . . . . . . . . . . . . . .$        -     $    8,446
                                                    ==========     ==========


The accompanying notes are an integral part of these unaudited condensed
                     combined financial statements.

                                        4

                             ANTICLINE URANIUM, INC.
                  NOTES TO CONDENSED COMBINED FINANCIAL STATEMENTS
                                   (UNAUDITED)


NOTE 1 - ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES

In  1974, North Beck Joint Venture LLC, a Utah limited liability company ("North
Beck"), acquired certain patented mining claims comprising 470 acres located  in
the  Tintic  Mining  District of Juab County, Utah  (the  "Mining  Claims")  for
$134,000.  North  Beck  charged the acquisition costs of the  mining  claims  to
operations as exploration costs at the time of the purchase.  North Beck  leased
the  Mining  Claims to an unrelated mining company from 1985  through  1998  for
approximately $30,000 that was paid over five years. From 1998 until August  10,
2001,  North Beck had minimal operations that consisted of maintaining its legal
status and leasing the surface rights of the Mining Claims under the terms of  a
small grazing lease.

Anticline  Uranium,  Inc.  ("Anticline")  was  incorporated  in  the  State   of
California  on October 19, 1954. Anticline was incorporated for the  purpose  of
exploring,  prospecting for, mining and treating uranium and other  minerals  in
Utah  and  to acquire and sell mineral estates including oil and gas  properties
and rights. In 1955, Anticline completed a public offering of its Class A common
shares,  designated to be issued to the public, for $282,000 and issued Class  B
common  shares, designated as incentive compensation, for services. The proceeds
from  the  public offering were used for incorporation expenses, exploration  of
mining claims, equipment and payment of wages. Anticline became inactive shortly
after its public offering and remained dormant until June 29, 2001, when it  was
reactivated and received proceeds from the issuance of notes payable.  Anticline
used  the  proceeds  of  its notes payable to pay back taxes  to  the  State  of
California Franchise Tax Board in order to reinstate its corporate charter.

Anticline held a court-ordered shareholders' meeting on July 26, 2001, where, by
order  of  law, a new board of directors was elected. The Anticline shareholders
voted  to  consolidate the Class A and Class B stock into one  class  of  common
stock,  to change the par value of the stock from $0.10 to $0.001 per share  and
to increase the authorized number of common shares to 50 million. As a result of
the shareholders' meeting, Anticline was controlled by the owners of North Beck.

Anticline  changed its domicile, effective October 4, 2001, from  California  to
Nevada  by merging with and into a wholly owned subsidiary that bears  the  same
name, with the Nevada entity being the surviving entity.  The Agreement and Plan
of  Merger approved by the shareholders of both corporations provided  that  the
shares  in  the California corporation were exchanged for shares in  the  Nevada
corporation on a 1-for-100 basis.

On  August  10, 2001, North Beck transferred 96.5% of the rights to  the  Mining
Claims  to Anticline, under the terms of a lease agreement (the "Mining Lease"),
for  a  period of five years (North Beck retained a 3.5% net smelter royalty  on
all mineral bearing ores sold) in exchange for Anticline's issuance of 5,000,000
common  shares  (95%  of  its  outstanding common  stock)  and  for  Anticline's
commitment  and  obligation to spend $15,000 over the five-year  lease  term  in
exploration, mining, development or incurring similar costs for the  benefit  of
the property subject to the Mining Lease.

The  Mining Lease was between entities under common control. In accordance  with
Statements  of  Financial Accounting Standards No. 141, "Business Combinations,"
the  Mining Lease and the 5,000,000 shares of common stock issued to North  Beck
were recorded by Anticline at zero cost, which was the historical carrying value
to  North  Beck  of  the property subject to the Mining Lease. The  accompanying
financial  statements are presented on a combined basis and include the  assets,
liabilities, equity, income and expenses relating to the Mining Claims of  North
Beck  and  of Anticline for all periods presented through August 10,  2001.  The
financial  statements  present  the  assets,  liabilities,  equity,  income  and
expenses of Anticline subsequent to August 10, 2001.


                                        5

Interim  Financial  Statements - The accompanying unaudited  condensed  combined
financial  statements  do  not  include all  disclosures  normally  required  by
accounting principles generally accepted in the United States.  These statements
should  be  read  in conjunction with the Company's annual financial  statements
included  in  the Company's December 31, 2001 Form 10-SB Amendment No.  4  filed
August 15, 2002.  In the opinion of management, all adjustments necessary  for a
fair  presentation  have been included in the accompanying  condensed  financial
statements  and  consist of only normal recurring adjustments.  The  results  of
operations   presented  in  the  accompanying  unaudited   condensed   financial
statements  for  the  three and nine months ended September  30,  2002  are  not
necessarily  indicative of the results that may be expected for  the  full  year
ending December 31, 2002.

Use  of  Estimates - The preparation of financial statements in conformity  with
accounting  principles  generally  accepted in  the  United  States  of  America
requires  management  to  make  estimates and assumptions  that  affect  certain
reported  amounts  and  disclosures  in the accompanying  financial  statements.
Actual results could differ from those estimates.

Basic  Loss Per Share - Basic loss per common share is computed by dividing  net
loss  by  the  weighted-average number of common shares outstanding  during  the
period.   There  were no potentially issuable common shares; therefore,  diluted
loss per share is not presented.

NOTE 2 - BUSINESS CONDITION

During the nine months ended September 30, 2002, the Company incurred a loss  of
$16,220  and used cash from operating activities of $9,692. The Company  had  no
revenues  from  operations. These conditions raise substantial doubt  about  the
Company's ability to continue as a going concern.

The  Company's continuation as a going concern is dependent upon its ability  to
generate  sufficient cash flows to meet its obligations on a  timely  basis,  to
obtain  financing  as  may  be  required, and ultimately  to  attain  profitable
operations.  The Company plans to raise the money or other capital necessary  to
explore  its leased patented mining claims comprising 470 acres located  in  the
Tintic  Mining  District  of Juab County, Utah. There is  no  assurance  that  a
commercially viable mineral deposit exists in the mining lease properties  until
sufficient  exploration  work  and evaluation based  upon  such  work  concludes
economic  and  legal  feasibility. The Company plans to obtain  funding  through
issuances  of  its  common stock. However, there can be no  assurance that the
Company  will be successful in its efforts to explore precious minerals from
its Mining Lease, nor can there be any assurance that the necessary financing
will be realized from issuance of its common stock, or that such financing will
be available on terms favorable to the Company.

NOTE 3 - MINING LEASE

Under  the  terms of the Mining Lease, Anticline is obligated to  spend  $15,000
over  the  5-year  lease term in exploration, mining, development  or  incurring
similar costs for the benefit of the property subject to the Mining Lease.   Any
shortfall  at the end of the 5-year lease period is due and payable in  cash  to
North  Beck.   North  Beck also agreed to indemnify and hold Anticline  harmless
from  any  Environmental Protection Agency claim or claims by  a  similar  state
agency  based  solely  on  past  mining contaminations  or  other  environmental
violations  or damage.  The Mining Lease contains an option to buy the  property
from North Beck for $3,000,000.  The Mining Lease expires on August 9, 2006  and
provides  Anticline  with the option to renew the lease in  5-year  renewals  on
substantially the same terms and conditions.

                                        6

Anticline  is obligated to pay a 3.5% net smelter royalty to North Beck  on  all
mineral-bearing  ores  sold, which royalty is due  and  payable  45  days  after
payment  is  received from a smelter or buyer.  The Mining Lease agreement  also
gives a credit to Anticline for the first $30,000 of net smelter royalties  owed
to North Beck as a result of the 5,000,000 shares issued to North Beck.

NOTE 4 - ADVANCE FROM RELATED PARTY

An  officer of the Company loaned the Company a total of $3,025 in order to  pay
general  and  administrative  expenses incurred during  the  nine  months  ended
September 30, 2002.

                                        7


Item 2.  Management's Discussion and Analysis or Plan of Operation

Anticline Uranium, Inc. ("Anticline" or "Company") is engaged in mineral
exploration.  The discussion hereunder is based on certain expectations
concerning the mining industry, the demand for precious metals, and the sources
and potential for obtaining financial capital, all of which involve "forward-
looking statements."  The Company does not intend to forecast what may or may
not occur in the future, nor will the Company predict that any particular event
may or may not occur.  Management emphasizes that it can neither control nor
predict many of these risks and uncertainties.

The Company has been in the process of reactivating itself and is now in the
position of determining what business opportunities are available to it,
including evaluating the possible future exploration of the patented mining
claims it has acquired by lease agreement ("the North Beck Claims").  Prior to
the filing of its registration statement on Form 10-SB on March 1, 2002, the
Company had been in the dormant stage and was inactive.

Plan of Operation

During the quarter ended September 30, 2002, Anticline did not conduct any
business activity that resulted in revenues.  All of its activities during the
quarter were devoted to further reactivating itself, getting "clearance" or
approval from the Commission relative its fourth amended registration statement
on Form 10-SB, filing its second quarterly report on Form 10-QSB, and otherwise
further establishing a business plan and plan of operation.

The working capital of the Company at September 30, 2002, was essentially zero.
In July 2002, and in order to pay accounting and transfer agent fees and
expenses incurred during the quarter, the Company's president, John Michael
Coombs, advanced the Company a total of $1,300.  Since that date, and during
September in particular, Mr. Coombs advanced the Company an additional $1,725 or
a total of $3,025, nearly all of which has been used to pay accounting fees and
expenses.  At the moment, the Company owes its auditors approximately $3,000, a
figure that does not include the cost of the review necessary to file this
Report.

Anticline will likely require additional financing to continue to develop its
business plan and to begin its implementation.  Management believes this amount
may be substantial if Anticline chooses, or is otherwise able, to proceed with
the exploration of its leased mining property.  Anticline currently has no
sources of financing, including bank or private lending sources, or equity
capital sources.  No assurance can be given that Anticline will be able to
develop any sources of funding or financing in the future.  To implement its
business plan and engage in the exploration of the North Beck Claims, Anticline
will need substantial additional funding.  Because these requirements are in the
more distant future, management has not yet begun to develop methods or plans of
financing.  If and when necessary, management expects that it will use equity,
debt and other arrangements such as joint ventures to fund these stages of its
business plan to the extent such is necessary.  Based on the Company's current
liquidity situation and in spite of statements to the effect that the Company
will more than likely need additional funding to carry out or implement its plan
of operation, the Company has a commitment from its officers and directors to
advance it sufficient working capital necessary to keep it current in its
reporting obligations over the next three years without having to pursue
additional financing or the raising of additional capital.

The Company's goal and ultimate objective is to generate recurring cash flow by
establishing long-term business opportunities.  The uncertainty of future
events, however, presently limits Anticline's ability to provide any assurances
regarding its ability to implement such a plan, raise financial resources, or
undertake these or any other business activities.


                                        8

During the next twelve to eighteen months, the Company will actively seek out
and investigate possible business opportunities with the intent to acquire or
merge with one or more business ventures, all with a view towards further
exploring its mining claims, properties that the Company believes are valuable.
If and when funds are available for such purposes, management believes that
further exploration on the North Beck Claims may be warranted.

The Company does NOT have sufficient other funds of its own to finance
exploration costs, or to make capital improvements to its properties and
operating facilities.

Should the Company be unable to raise a significant amount of additional working
capital over the next three years, it more than likely would NOT have sufficient
funds, or access to sufficient funds, for exploration work.  As a result,
Anticline's plan of operation depends largely on its ability to cultivate
financial resources and business arrangements with investors and larger and
better-capitalized mining or exploration companies.

The Company does not intend to use or hire any employees, with the possible
exception of part-time clerical assistance on an as-needed basis.  The services
of outside advisors or consultants may be used if they can be obtained for
minimal cost or on a deferred payment basis.  Management is confident that it
will be able to operate in this manner and to continue its search for business
opportunities and arrangements during at least the next three years.

The Company's business plan will be directed primarily toward seeking out
business opportunities and also pursuing the eventual and possible exploration
of its patented mining claims.  The mineral interests and rights with respect to
these claims are believed to represent durable value for exploration.

Item 3.  Controls and Procedures

The Company maintains controls and procedures designed to ensure that the
information required to be disclosed in the reports that the Company files or
submits under the Securities Exchange Act of 1934 is recorded, processed,
summarized and reported within the time periods specified in the rules and forms
of the Securities and Exchange Commission.  Based upon their evaluation of those
controls and procedures performed within 90 days of the filing date of this
report, the Company's chief executive officer and the principal financial
officer (or persons performing similar functions) concluded that the Company's
disclosure controls and procedures were adequate.  As a result of its
evaluation, the Company has made no significant changes in its internal controls
or other factors that could significantly affect the controls and other
procedures already in place.


PART II - OTHER INFORMATION

Item 5.  Other information.

           None.

Item 6.  Exhibits and Reports on Form 8-K.

    (a)  Exhibits

     99.1 Certification under Section 906 of the Sarbanes-Oxley Act (18 U.S.C.
     Section 1350)

     (b)  Reports on Form 8-K

          None.

                                        9



                                   SIGNATURES

     Pursuant to the requirements of the Securities Exchange Act of 1934, the
Issuer has duly caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.


                             ANTICLINE URANIUM, INC.
                                    (Issuer)


Date:  November 7, 2002                       /s/  John Michael Coombs
                                             -----------------------------
                                             By: John Michael Coombs
                                             Its: President and Chairman of
                                                       the Board



     I, John Michael Coombs, certify that:

      1.   I have reviewed this third quarter Report on Form 10-QSB of Anticline
Uranium, Inc.;

      2.   Based on my knowledge, this Report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this
registration statement; and

      3.   Based on my knowledge, the financial statements, and other financial
information included in this Report, fairly presents in all material respects
the financial condition, results of operations and cash flows of the registrant
as of, and for, the periods presented in this Report.


Date:  November 7, 2002


                                   /s/      John Michael Coombs
                                   -----------------------------------------
                                   John Michael Coombs, Chief Executive Officer
                                          and Chairman of the Board



                                        10