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

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

                                   FORM 10-QSB

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

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

     For the quarter ended June 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 August 1, 2002
--------------------------       ----------------------------------------
Common Capital Voting Stock,               5,213,112 shares
$0.001 par value per share



                         PART 1 - FINANCIAL INFORMATION

Item 1.  Financial Statements.

                             ANTICLINE URANIUM, INC.
                            CONDENSED BALANCE SHEETS
                                   (UNAUDITED)


                                             June 30,    December 31,
                                                2002            2001
                                           ---------     -----------

                                ASSETS
Current Assets
 Cash                                      $   2,053      $   6,667
                                           ---------      ---------

   Total Current Assets                        2,053          6,667
                                           ---------      ---------

Total Assets                               $   2,053      $   6,667
                                           =========      =========

                LIABILITIES AND STOCKHOLDERS' DEFICIT

Current Liabilities
 Accrued liabilities                       $   8,325      $   1,743
                                           ---------      ---------


   Total Current Liabilities                   8,325          1,743
                                           ---------      ---------

Long-Term Liabilities
 Notes payable                                20,000         20,000
 Notes payable - related parties              30,000         30,000
                                           ---------      ---------


   Total Long-Term Liabilities                50,000         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 .                       (722,962)      (711,766)
                                           ---------      ---------
   Total Stockholders' Deficit               (45,076)       (56,272)
                                           ---------      ---------
Total Liabilities and Stockholders'
  Deficit                                  $   2,053      $   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)
<TABLE>
<CAPTION>


                                 For the Three Months               For the Six Months
                                     Ended June 30,                    Ended June 30,
                                --------------------------      ----------------------------
                                      2002            2001             2002             2001
                                ----------      ----------      -----------     ------------
                                                 (Combined)                        (Combined)
<S>                             <C>             <C>             <C>             <C>
General and Administrative
  Expenses                      $   (5,035)     $     (384)     $    (9,476)    $       (768)

Interest Expense                      (875)              -           (1,737)               -

Other Income                             5             853               17              853
                                ----------      ----------      -----------     ------------

Net Loss                        $   (5,905)     $      469      $   (11,196)    $         85
                                ==========      ==========      ===========     ============
Basic Loss Per
  Common Share                  $    (0.00)     $     0.00      $     (0.00)    $       0.00
                                ==========      ==========      ===========     ============
Weighted-Average
  Common Shares Used In
  Per Share Calculati            5,213,112       5,213,112        5,213,112        5,213,112
                                ==========       =========      ===========      ===========

</TABLE>

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

                                   3


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

                                                     2002           2001
                                                ---------       --------
                                                               (Combined)
Cash Flows From Operating Activities
 Net income (loss)                              $ (11,196)      $     85
   Changes in operating assets and liabilities:
     Accrued liabilities                            6,582            768
                                                ---------       --------
Net Cash Provided by (Used in)
  Operating Activities                             (4,614)           853
                                                ---------       --------
Cash Flows From Financing Activities
 Proceeds from notes payable - related party            -         20,000
                                                ---------       --------
Net Cash Provided by Operating Activities               -         20,000
                                                ---------       --------
Net Increase (Decrease) in Cash                    (4,614)        20,853

Cash at Beginning of Period                         6,667              -
                                                ---------       --------
Cash at End of Period                           $   2,053       $ 20,853
                                                =========       ========

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.  3  filed
June  26, 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 six months ended June 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  six  months ended June 30, 2002, the Company  incurred  a  loss  of
$11,196  and used cash from operating activities of $4,614. 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 and mine precious minerals
from  its  Mining Lease, nor can there can 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 - SUBSEQUENT EVENT

In  July 2002, an officer of the Company loaned the Company a total of $1,300 in
order  to pay accounting and transfer agent fees incurred during the six  months
ended June 30, 2002.

                                        7

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

Forward-Looking Statements

This second 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.  The reader is
cautioned 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.

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

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.

In July 2002, and in order to pay accounting and transfer agent bills incurred
during the quarter, the Company's president, John Michael Coombs, advanced the
Company a total of $1,300.  This is the first amount of money Mr. Coombs has had
to advance the Company in order to pay current liabilities.

                                        8

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.

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.


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

                                        10