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 (fee required)
			For the quarterly period ended September 30, 1999

[ ] TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934 (no fee required)

                 		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 incorporation or organization)          (I.R.S. Employer 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 November 12, 1999, the registrant had outstanding 16,882,252 shares of
par value $.01 common stock.



<PAGE>
PART I-FINANCIAL INFORMATION
ITEM 1. Financial Statements and Supplementary Data

United States Antimony Corporation and Subsidiary
Consolidated Balance Sheets
<TABLE>
<S>             (Unaudited)                                      <C>            <C>
                                                   			September 30,  December 31,

												                                           1999              1998
                          ASSETS
Current assets:
     Restricted cash                        							 $     225       	 $     221
     Inventories                                			   284,536           365,398
     Accounts receivable                        			    79,491
                                                 			 ---------         ---------
                      Total current assets      			   364,252           365,619

Properties, plants and equipment, net           			   489,416           515,392
Restricted cash for reclamation bonds                 178,986           178,986
                                                 			 ---------         ---------
                         Total assets			            $1,032,654        $1,059,997
		                                          								 =========         =========

                       LIABILITIES AND STOCKHOLDERS' DEFICIT
Current liabilities:
 Checks issued and payable                          $   83,648        $   31,089
 Accounts payable                                      425,439           256,373
 Accrued payroll and property taxes                    218,477           168,482
 Accrued payroll and other                              62,173            61,999
 Judgments payable                             					    39,713           164,084
 Accrued debenture interest payable                     14,640           348,787
 Due to related parties                                 40,448            37,635
 Notes payable to bank, current                        148,808           160,017
 Note payable to Bobby C. Hamilton, current        	    86,153            83,157
 Debentures payable                           						   335,000
 Accrued reclamation costs, current                    130,000           222,453
                                          											 ---------         ---------
                         Total current liabilities   1,249,499         1,869,076

Notes payable to bank, noncurrent          			         179,605           106,793
Note payable to Bobby C. Hamilton, noncurrent        1,470,809         1,512,402
Accrued reclamation costs, noncurrent                  184,687           280,819
											                                          ---------	       	 ---------
                         Total liabilities           3,084,600         3,769,090
											                                          ---------		        ---------
Commitments and contingencies
Stockholders' deficit:
  Preferred stock, $.01 par value,
 10,000,000 shares authorized:
  Series A: 4,500 shares issued and outstanding
 (liquidation preference $101,250,
  at December 31, 1998)                                      45                45
  Series B: 750,000 shares issued and outstanding
  (liquidation preference $787,500,
  at December 31, 1998)                                   7,500             7,500
  Series C: 205,996 and 2,560,762 shares issued
  and outstanding (liquidation preference $1,408,419,
  at December 31, 1998)                                   2,060            25,608
  Common stock, $.01 par value, 20,000,000
  shares authorized;
  16,882,252 and 13,425,925 shares
  issued and outstanding                                168,822           134,259
  Additional paid-in capital                         14,286,418        14,079,260
  Accumulated deficit                               (16,516,791)      (16,955,765)
										                                          -----------	    ------------
           Total stockholders' deficit               (2,051,946)       (2,709,093)
										                                          -----------      ------------
           Total liabilities and
           stockholders'deficit                 $     1,032,654  $      1,059,997
										                                          ===========      ============

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

<PAGE>
United States Antimony Corporation and Subsidiary
Consolidated Statements of Operations
for the three and nine-month periods ended September 30, 1999 and September
30, 1998

(Unaudited)



 			                             						Three Months Ended              Nine months Ended
        	 						                         	September 30,                       September 30,

     							                                  	1999               1998                 1999               1998
Revenues:
Sales of antimony products               	 $ 1,225,331       $   650,011  $ 3,439,374    $ 2,456,671
						  	                                   ----------	       ----------		 ----------		 -----------
Cost of antimony production                  1,215,961           708,948    3,125,163      2,290,921
						                                       ----------        ----------   ----------		 -----------
Gross Profit                                   	 9,370           (58,937)     314,211        165,750
    						                                   ----------	       ----------	  ----------		 -----------

Operating expenses:
  Care and maintenance-Yellow Jacket  	          56,414            46,182     100,184        174,829
  Exploration and evaluation                        397            31,108      45,595         94,542
  General and administrative expenses         	 130,268            68,118     273,976        224,275
					                                         ----------     	  ----------	  ----------  -----------
                                                187,079           145,408     419,755        493,646
							                                       ----------	       ----------   ----------  -----------
Other expenses (income):
Gain from accrued reclamation costs adjustment  (35,000)                      (70,000)
  Gain from accounts payable adjustment                                       (16,440)
  Interest expense                               46,028            48,503     162,100        149,053
  Interest income and other                      (3,829)           (2,505)     (8,486)       (20,835)
							                                       ----------	       ----------	  ----------		-----------
                                                  7,199            45,998      67,174        128,218
							                                       ----------        ----------		 ---------- 	-----------
  Loss before extraordinary item              $ 184,908        $  250,343   $ 172,718      $ 456,114
							                                       ==========	       ==========	  ==========		===========
  Extraordinary gain or conversion of debts to
  common stock (net of tax)                     611,692                       611,692
							                                       ----------					                ----------

Net income (loss)                             $ 426,784        $ (250,343)   $438,974      $ (456,114)
							                                       ==========	       ==========		 ==========		===========

Basic net income (loss) per common share
 Before extraordinary item                    $   (0.01)       $    (0.02)   $  (0.01)     $    (0.03)
 Extraordinary item                                0.04                          0.04
							                                       ----------	       ----------		 ----------		-----------
 Net income (loss)                            $    0.03        $    (0.02)   $   0.03      $    (0.03)
							                                      ==========	        ==========	  ==========		===========
Diluted net income (loss) per common share
 Before extraordinary item                    $   (0.01)       $    (0.02)   $  (0.01)     $    (0.03)
 Extraordinary item                                0.04                          0.04
							                                     -----------	       -----------		 ----------		-----------
 Net income (loss)                            $    0.03        $    (0.02)   $   0.03      $    (0.03)
							                                     ===========	        ==========		 ==========		===========

Basic weighted average shares outstanding    14,908,808         13,353,767  13,935,968      13,269,069
		 					                                     ===========	       ==========	 ==========		  ===========

Diluted weighted average shares outstanding  15,114,804         15,914,529  14,141,964      15,829,831
                                    	 						 ===========	       ==========  ==========		  ===========



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

United States Antimony Corporation and Subsidiary
Consolidated Statements of Cash Flows
for the nine-month periods ended September 30, 1999 and 1998  (Unaudited)



     										                                               September 30,  September 30,
										                                                       	1999                1998
Cash flows from operating activities:
 Net income (loss)                                         $    438,974      $ (456,114)
 Adjustments to reconcile net loss  to net cash provided by
   (used in) operations:
     Depreciation                                                92,643         118,018
     Issuance of stock to employees as compensation               1,050
     Gain from accrued reclamation costs adjustment             (70,000)
     Gain on accounts payable write off                         (16,440)
     Extraordinary gain on conversion of debts to common stock (611,692)
     Issuance of common stock in exchange for services           10,000
     Change in:
       Restricted cash                                               (4)         15,192
       Inventories                                               80,862         113,372
       Accounts receivable                                      (79,491)
       Prepaid expenses                                                           7,727
       Accounts payable                                         186,706         115,628
       Accrued payroll and property taxes                        49,995          30,373
       Accrued payroll and other                                    174          29,625
       Judgments payable                                         10,848          13,156
       Accrued debenture interest payable                        13,250          20,125
       Due to related parties                                     2,813           8,018
       Accrued reclamation costs                               (118,585)        (53,272)
										                                                    ----------		   ----------
         Net cash used in operations:                            (8,897)        (38,152)
                                                   										 ----------		   ----------

Cash flows from investing activities:
  Purchase of properties, plant and equipment                   (66,667)        (31,181)
										                                                    ---------	 	   ----------
            Net cash used in investing activities               (66,667)        (31,181)
                                                   										 ----------		   ----------

Cash flows from financing activities:
  Proceeds from issuance of common stock and warrants                            75,000
  Proceeds from notes payable to bank                           259,484         190,050
  Payments on notes payable to bank, net                       (197,882)       (166,889)
  Increase in checks issued and payable                          52,559           4,220
  Payments on note payable to Bobby C. Hamilton                 (38,597)        (33,048)
										                                                    ----------		   ----------
Net cash provided by financing activities                        75,564          69,333
                                                   										 ----------		   ----------

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             $       134,313     $   128,928
                                                   										 ==========		   ==========

  Noncash financing activities:
  Common stock issued in exchange for note receivable                       $     5,000
													                                                                ==========
  Judgement payable converted to common stock           $       135,219
  Debentures payable converted to common stock                  335,000
  Accrued debenture interest payable converted to common stock  347,397
     									                                              	 ==========

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

</TABLE>
<PAGE>

PART I - FINANCIAL INFORMATION, CONTINUED:

UNITED STATES ANTIMONY CORPORATION and SUBSIDIARY

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(UNAUDITED)

1. Notes to December 31, 1998 consolidated financial statements:

The notes to the consolidated financial statements as of December 31, 1998, as
set forth in the Company's 1998 Annual Report on Form 10-KSB, substantially
apply to these interim consolidated financial statements and are not repeated
here.

2. Adjustments to financial statements:

The financial statements reflect all adjustments which are, in the opinion of
management, necessary to a fair statement of the results for the interim
periods reported.  All such adjustments are of a normal recurring nature.  All
financial statements presented herein are unaudited.  However, the balance
sheet as of December 31, 1998, was derived from the audited consolidated
balance sheet referred to in Note 1 above. Certain consolidated financial
statement amounts for the nine-month period ended September 30, 1998,  have
been reclassified to conform to the 1999 presentation.  These
reclassifications had no effect on the net loss or accumulated deficit as
previously reported.

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. The metals were recovered
by a 150-ton per day gravity and flotation mill, and the concentrates were
leached with cyanide to produce a bullion product at the Preachers Cove mill,
which is located nine miles north of Sunbeam, Idaho on the Yankee Fork of the
Salmon River. 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. In 1996, the Company signed a consent decree with the
Idaho Department of Environmental Quality  relating to completing the
reclamation and remediation at the Preachers Cove mill. The Company believes
the cleanup will be complete sometime by 2000.


4. Income (loss)  per common share:

The following table presents a reconciliation of the numerators and
denominators of the basic and diluted earnings per share ("EPS") computations
for the nine-month periods ended September 30, 1999 and 1998.
<TABLE>
<S>                            <C>        <C>           <C>

                                 September 30, 1999
                                 ------------------
                                                           Per
                                                          share
                              Loss       Shares        Amounts
Basic EPS:
Loss before extraordinary
 item                        $172,718    13,935,968      $(0.01)
 Common stock warrants (1)
 Series C preferred stock(2)
                                            205,996
                             --------    ----------      -------
Diluted EPS:
Loss before extraordinary
 item                        $172,718    14,141,964      $(0.01)
                             ========    ==========      =======


<PAGE>

4. Income (loss) per common share: Continued:

                                 September 30, 1998
                                 ------------------
                                                           Per
                                                          share
    Amounts
Basic EPS:
Loss                         $456,114    13,269,069      $(0.03)
 Common stock warrants (1)
 Series C preferred stock(2)
                                            205,996
                             --------    ----------      -------
Diluted EPS:
Loss                         $456,114    15,829,831      $(0.03)
                            ========    ==========      =======

</TABLE>

(1) Common stock warrants  outstanding during
1999 and 1998, respectively,  were not included in the computation of diluted
EPS at September 30, 1999 or 1998      because the various exercise prices of
the warrants were greater than the average market price of the Company's
common stock.

(2) Series C preferred stock is convertible into common stock of the company
on a share-for-share   basis.  The effect on the computation of diluted
weighted average shares outstanding is based upon the potential conversion of
the shares into common stock for the period of time the preferred shares were
outstanding and the antidilutive provisions of the Series C shares. In August
of 1999, 2,354,766 shares of Series C preferred stock were converted into an
equal number of common stock shares.  The common stock that was issued as a
result of the conversion is included in the calculation of basic and diluted
weighted average shares outstanding based on the period of time the common
stock was outstanding during the nine month period.

ITEM 2. Management's Discussion and Analysis of Results of
       Operations and Financial Condition

     General

Certain matters discussed are forward-looking statements that involve risks
and uncertainties, including the impact of antimony prices and production
volatility, changing market conditions and the regulatory environment and
other risks. Actual results may differ materially from those projected. These
forward-looking statements represent the Company's judgment as of the date of
this filing. The Company disclaims, however, any intent or obligation to
update these forward-looking statements.

     Results of Operations

     For the three-month period ended September 30, 1999

The Company's operations resulted in a net loss before extraordinary item of
$184,908 for the three-month period ended September 30, 1999 compared with a
net loss of $250,343 for the three-month period ended September 30, 1998. Net
income realized during the third quarter of 1999 was $426,784 and was due to
the recognition of an extraordinary gain on conversion of debts recorded
during the quarter (see below).

During the third quarter of 1999, the Company continued to operate its
antimony business entirely independent of any affiliated sales company. Total
revenues from antimony product sales for the third quarter of 1999 were
$1,225,331 compared with $650,011 for the comparable quarter  in 1998, an
increase of $575,320.   The increase in revenues and sales in pounds during
1999 was directly the result of the Company operating its antimony business
independent of any affiliated sales company as compared to 1998. Sales of
antimony products during the third quarter of 1999 consisted 1,290,055 pounds
at an average sale price of $.95 per pound.  During the third quarter of 1998
sales of antimony products consisted of 617,675 pounds at average sale price
of $1.05 per pound.
<PAGE>

     Results of Operations

     For the three-month period ended September 30, 1999, Continued:

The decrease in sale prices of antimony products from the third quarter of
1998 to the third quarter of  1999 is the result of a corresponding decrease
in antimony metal prices.

Gross profit from antimony sales during the third three-month period of 1999
was $9,370 compared to a gross loss of  $58,937 during the third three-month
period of 1998. The increase in gross profit during the third quarter of 1999
compared to the comparable quarter of 1998, is due to increased sales volume
of antimony products in 1999 and OSHA fines of $116,000 included in cost of
sales during the third quarter of 1998.

In 1996, the Company's Yellow Jacket property  was put on a care and
maintenance status and gold production was terminated. Subsequent to the
curtailment of production at Yellow Jacket, the Company began an underground
exploration program and proceeded in reopening an abandoned tunnel on the
property (the No. 3 Tunnel).  During 1997 and 1998 and the first and second
quarters of 1999, the Company pursued exploration and core drilling activities
at Yellow Jacket. During the second quarter of 1999, due to depressed gold
prices and the absence of the discovery of mineralized material that could be
economically mined, the Company abandoned its exploration program, and began
final reclamation and closure activities.

Costs related to the care-and-maintenance of Yellow Jacket were $56,414 for
the three-month period ended September 30, 1999, compared with costs of
$46,182 during the three-month period ended September 30, 1998.  The increase
was primarily due to reclamation activities occurring during the third quarter
of 1999 as compared to the absence of such during the comparable quarter in
1998.
Costs related to exploration and evaluation at Yellow Jacket were $397 for the
three-month period ended September 30, 1999, compared to $31,108 during the
three-month period ended September 30, 1998. The decrease in exploration and
evaluation costs are due to the cessation of exploration activities at the
property during 1999.

General and administrative expenses increased $62,150 during the third  three
month period of 1999 as compared to the third three month period of 1998. The
decrease was principally due to increased legal and professional fees incurred
relating to the Maguire litigation in 1999, compared to the same period in
1998.

During the third quarter of 1999, the Company recorded a $35,000 adjustment to
its reclamation liability at the Preacher's Cove mill site, the adjustment was
part of a total adjustment of $70,000 (see Results of operations- For the
nine-month period ended September 30, 1999) and was based on the Company's
evaluation of remaining costs to fulfill its remediation responsibilities at
the site. No such adjustment was made during the comparable quarter in 1998.

Interest expense was $46,028 during three-month period ended September
30,1999,and was comparable to $48,803 for the same period in 1998.

Interest and other income was $3,829 during the three-month period
ended September 30, 1999, as compared to $2,505.

In November of 1999, the Company finalized settlement negotiations of pending
litigation with Walter L. Maguire Sr. and the Walter L. Maguire 1935-1 Trust
(See Item 1. Legal Proceedings)In connection with the settlement, the Company
extinguished $335,000 of debentures payable and $347,397 of related accrued
interest in exchange for 790,909 shares of its common stock.


     Results of Operations

     For the three-month period ended September 30, 1999, Continued:

In addition, during the third quarter of 1999, the Company negotiated the
conversion of $135,219 of judgments payable due Geosearch Inc. into 245,852
shares of its common stock. In connection with the settlement of the Maguire
litigation and the conversion of the Geosearch judgement payable, the Company
recorded an extraordinary gain of during the third quarter of 1999.
<PAGE>

     Results of Operations

     For the nine-month period ended September 30, 1999

The Company's operations resulted in a net loss before extraordinary
item of $172,718 for the nine-month period ended September 30, 1999 compared
with a net loss of $456,114 for the nine-month period ended September 30,
1998. Net income during the nine-month period ended September 30, 1999, was
$438,974 and was due to the recognition of an extraordinary gain on conversion
of debts recognized during the quarter.

Total revenues from antimony product sales for the first nine months of 1999
were $3,439,374 compared with $2,456,671 for the comparable period in 1998.
The increase in revenues during 1999 was due to the Company's operation of the
antimony business independent of an affiliated sale company.  Sales of
antimony products during the first three months of 1999 consisted of 3,523,476
pounds at an average sale price of $0.98 per pound.  During the first nine
months of 1998 sales of antimony products consisted of 2,189,207 pounds at an
average sale price of $1.12 per pound.   The decrease in sale prices of
antimony products from the  first three quarters of 1998 to the first three
quarters of  1999 is the result of a corresponding decrease in antimony metal
prices.  Gross profit from antimony sales during the first nine months of 1999
was $314,211, compared with gross profit of  $165,750 during the first nine
months of 1998. The increase in gross profit during the first nine months of
1999 compared to the comparable period of 1998, is primarily due  to increased
sales volume of antimony products in 1999 and OSHA fines of $116,000 included
in cost of sales during the third quarter of 1998.

Costs related to the care-and-maintenance of Yellow Jacket were
$100,184 for the nine-month period ended  September 30, 1999, compared with
costs of  $174,829 during the nine-month period ended September 30, 1998.
The decrease was primarily due to the non-accrual of minimum royalty payments
during 1999, and declining depreciation costs on Yellow Jacket plant an
equipment in 1999.  Costs related to exploration and evaluation at Yellow
Jacket were $45,595 for the nine-month period ended September 30, 1999,
compared with costs of $94,542 during the nine-month period ended September
30, 1998. The decrease related to the cessation of exploration activities at
Yellow Jacket in 1999.

General and administrative expenses were $49,701 greater during the first nine
months of 1999 compared to the first nine months of 1998. The increase was
principally due to increased legal and professional fees incurred during the
first nine months of 1999 related to the Maguire litigation.

During the second quarter of 1999, the Company re-evaluated its estimate of
reclamation costs required to complete reclamation and remediation at the
Company's Preachers Cove mill site pursuant to the consent decree signed with
the Idaho Department of Environmental Quality in 1996. In connection with this
re-evaluation of the remaining costs required to complete the reclamation and
remediation, the Company recognized a gain of $70,000 during the second and
third  quarters of 1999.  The Company plans to monitor reclamation costs on
all its properties throughout the remainder of 1999 and adjust accrued
reclamation costs as necessary to reflect the Company's best estimate of costs
required to fulfill its reclamation responsibilities to federal and state
environmental agencies.

<PAGE>
     Results of Operations

     For the nine-month period ended September 30, 1999, Continued:

Interest expense was $162,100 during nine-month period ended September
30,1999, compared to $149,053 for the same period in 1998. The increase in
interest expense is primarily due to interest costs on inventory purchased
from BCS on March 31, 1999, and   interest  accrued on delinquent payroll
taxes in the first nine months of 1999 compared to that of 1998.

Interest and other income was $8,486 during the nine-month period
ended September 30, 1999, compared to $20,835 for the same period in 1998.
The decrease in interest and other income from 1998 to 1999 is due to the
absence of other income in 1999 compared to 1998.

During the first quarter of 1999 a gain of $16,440, resulting from the write
off of certain accounts payable was recognized, no such gain was recognized
during 1998.

      Financial Condition and Liquidity

At September 30, 1999, Company assets totaled $1,032,654, and there was a
stockholders' deficit of $2,015,946. The stockholders' deficit decreased
$693,147 from December 31, 1998, primarily due to gains associated with the
conversion of debts into common stock.  In order to continue as a going
concern, the Company is dependent upon  (1) profitable operations from the
antimony division, (2) short and long-term debt financing, and (3) continued
availability of equity financing. Without financing and profitable operations,
the Company may not be able to meet its obligations, fund operations and
continue in existence. There can be no assurance that management will be
successful in its plans to improve the financial condition of the Company.

Cash used by operating activities during the first nine months of 1999 was
$8,897 compared with cash used of $38,152 during the first nine months of
1998.  The change in cash from operations from the first nine months of 1999
compared to the same period in 1998 was primarily due to a decrease in the
net loss in operations during 1999 as compared to 1998.  Cash used in
investing activities during the first nine months of 1999 was $66,667 compared
to $31,181 used in investing activities during the comparable period of 1998.
During both periods cash used in investing activities related to investment in
antimony processing plant and equipment.

Cash provided by financing activities was $75,564 during the first nine months
of 1999 compared to $69,333  provided by financing activities during the
comparable period of 1998.  The increase in cash provided by financing
activities during the first nine months of 1999 is principally due to
increased borrowings from a bank and an increase in checks issued and payable
as compared to the first nine months of 1998.
In 1997, the Company exchanged a convertible debenture for Series C preferred
stock.  In connection with the exchange, the Company was required to establish
a "sinking fund" to pay a percentage of accrued interest due on the
debenture.  To date, the sinking  fund has not been formally established, but
payments of $8,500 have been made on the original balance due of $23,140. The
Company believes that funding will continue to be available to fully retire
the obligation in the months ahead.

          Other significant financial commitments for future periods will
include:

          . Servicing notes payable to bank.

          . Servicing the Bobby C. Hamilton note payable.

          . Keeping current on property, payroll, and income tax
            liabilities and accounts payable.

<PAGE>

     Financial Condition and Liquidity, Continued:

          .  Fulfilling responsibilities with environmental, labor safety
             and securities regulatory agencies.

During the third and second  quarters of 1999, the Company operated its
antimony business independent of any affiliated sales company.  Since 1991 the
Company had shared its profits on a 50/50 basis with sales affiliates,
HoltraChem, and later BCS. On March 31, 1999, the Company terminated its sales
relationship with BCS.  Accordingly, the Company has experienced an increase
in its overall profitability in the antimony business that will assist the
Company in meeting its obligations.

In connection with terminating its relationship with BCS, the Company
negotiated an accounts receivable factoring arrangement to assist it in
meeting its financial and operational cash needs.

In 1996, the Yellow Jacket operation was put on a care-and-maintenance basis
after a long history of operating losses and an underground exploration
program was started.  During the second quarter of 1999, the Company
terminated its exploration efforts at the Yellow Jacket, and began reclamation
activities.  The Company anticipates that additional financial resources will
be available to it now that exploration costs have ceased.

During the third quarter of 1999, the Company negotiated the conversion of
$135,219 of judgments payable due Geosearch Inc. into 245,852 shares of its
common stock, the Company intends on identifying opportunities to strengthen
its balance sheet by converting debts to common stock.

               Year 2000

The Company has performed an evaluation of its computer hardware and
determined that with only a few minor exceptions, it is Y2K compliant at this
time.

The Company's customers are predominantly large manufacturers.  If any of
these customers were not Y2K compliant by the end of 1999 and could not buy
the Company's antimony products, it could have a material impact on the
Company's operations.  The Company's operations could also be impacted if the
antimony metal vendors the Company acquires raw materials from were not Y2K
compliant and could not provide antimony metal.  However, management
anticipates that these companies will be ready and, therefore, the Company's
operations will not be materially impacted when the year 2000 arrives.   If
any of the Company's other business associates are not Y2K compliant by the
year 2000, management does not believe it will have a material impact on the
Company's operations.

<PAGE>


PART II-OTHER INFORMATION

ITEM 1. Legal Proceedings

On April 8, 1998, Ronald Michael Meneo, Trustee of the Walter L. Maguire
1935-1 Trust ("The Trust"), filed an action in the Twentieth Judicial District
Court of Sanders County, Montana against the Company. The action seeks to
recover principal amounts totaling $335,000 due on defaulted convertible and
subordinated convertible debentures held by The Trust. On June 26, 1998, the
Company filed an  Answer, Counterclaim, and request for Jury Trial in the
Montana Twentieth Judicial District Court, Sanders County, in response to the
action filed on April 8, 1998.  In the filing the Company denied the Trust's
complaint and alleged a counterclaim against the Trust, citing breach of
contract and breach of implied covenant of good faith and fair
dealing.           On July 15, 1998, the Company filed an action in the
Montana Twentieth Judicial District Court, Sanders County,  against Walter L.
Maguire, Sr., a director and shareholder.  The complaint  alleges damages
suffered by the Company as a result of Mr. Maguire's actions described in
three counts,   1) Breach of Director Duties 2) Conspiracy, and 3)
Constructive Fraud.

In November of 1999, the Company finalized settlement negotiations of all
pending claims between Walter L. Maguire Sr. and the Walter L. Maguire
1935-1 Trust, issuing 790,909 shares of its common stock in exchange for the
extinguishment of $335,000 in debentures payable and  $347,397 of related
accrued interest.

ITEMS 2, 3, 4, and 5 are omitted from this report as inapplicable.

PART II- OTHER INFORMATION, CONTINUED

ITEM 6. Exhibits and Reports on Form 8-K

None.

<PAGE>


                           					SIGNATURES


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: November 13, 1999
John C. Lawrence, Director and President
(Principal Executive, Financial and Accounting
Officer)