UNITED STATES
               SECURITIES AND EXCHANGE COMMISSION
                     Washington, DC  20549

                          Form 10-QSB

(Mark one)
      XX        QUARTERLY REPORT UNDER SECTION 13 OR 15(d) OF THE
                SECURITIES EXCHANGE ACT OF 1934

               For the quarterly period ended September 30, 2000

                TRANSITION REPORT UNDER SECTION 13 OR  15(d)
                OF THE EXCHANGE ACT OF 1934

               For  the transition period from    to

                Commission File Number: 0-31297

                  Shallbetter Industries, Inc.
(Exact name of small business issuer as specified in its charter)

     Minnesota                                    41-1961936
(State of incorporation)                   (IRS Employer ID Number)

        11900 Wayzata Blvd., Suite 100, Hopkins MN 55305
            (Address of principal executive offices)

                         (612) 541-1155
                  (Issuer's telephone number)


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        NO X

State  the  number of shares outstanding of each of the  issuer's
classes  of  common  equity  as of the latest  practicable  date:
October 5, 2000: 1,220,000

Transitional Small Business Disclosure Format (check  one):   YES  NO X

<PAGE>
                  Shallbetter Industries, Inc.

      Form 10-QSB for the Quarter ended September 30, 2000

                       Table of Contents


                                                                       Page
Part I -  Financial Information

 Item 1   Financial  Statements                                          3

 Item 2   Management's Discussion and Analysis or Plan of Operation      9


Part II - Other Information

 Item  1  Legal  Proceedings                                            10

 Item  2  Changes in Securities                                         10

 Item  3  Defaults Upon Senior Securities                               10

 Item  4  Submission of Matters to a Vote of Security  Holders          10

 Item  5  Other  Information                                            10

 Item  6  Exhibits and Reports  on  Form  8-K                           10


  Signatures                                                            10
                                2
<PAGE>

Part 1 - Item 1 - Financial Statements

                   Accountant's Review Report


Board of Directors and Shareholders
Shallbetter Industries, Inc.

We  have  reviewed the accompanying balance sheets of Shallbetter
Industries,  Inc. (a Minnesota corporation) as of  September  30,
2000  and 1999 and the accompanying statements of operations  and
comprehensive  income  for  the  nine  and  three  months   ended
September 30, 2000 and 1999 and statements of cash flows for  the
nine  months ended September 30,  2000 and 1999.  These financial
statements  are prepared in accordance with the instructions  for
Form  10-QSB,  as  issued  by the U. S. Securities  and  Exchange
Commission,  and  are the sole responsibility  of  the  Company's
management.

We  conducted our review in accordance with standards established
by  the  American Institute of Certified Public  Accountants.   A
review  of interim financial information consists principally  of
applying  analytical  procedures to  financial  data  and  making
inquiries  of  persons responsible for financial  and  accounting
matters.   It  is  substantially  less in  scope  than  an  audit
conducted   in   accordance  with  generally  accepted   auditing
standards, the objective of which is the expression on an opinion
regarding   the   financial  statements   taken   as   a   whole.
Accordingly, we do not express such an opinion.

Based   on   our  review,  we  are  not  aware  of  any  material
modifications  that should be made to the accompanying  financial
statements  for them to be in conformity with generally  accepted
accounting principles.

The accompanying financial statements have been prepared assuming
that  the Company will continue as a going concern.  As discussed
in  Note A to the financial statements, the Company has no viable
operations   or   significant  assets  and  is   dependent   upon
significant shareholders to provide sufficient working capital to
maintain   the   integrity  of  the  corporate   entity.    These
circumstances  create  substantial  doubt  about  the   Company's
ability to continue as a going concern and are discussed in  Note
A.   The financial statements do not contain any adjustments that
might result from the outcome of these uncertainties.


/s/ S. W. HATFIELD, CPA
Dallas, Texas
October 5, 2000

                                3
<PAGE>


                  Shallbetter Industries, Inc.
                         Balance Sheets
                  September 30, 2000 and 1999

                          (Unaudited)

                                          September  30,   September 30,
                                              2000              1999
                             ASSETS
Current Assets
 Cash on hand and in bank                  $        947    $          -

Total  Assets                              $        947    $          -

              LIABILITIES AND SHAREHOLDERS' EQUITY

Liabilities                                $          -    $          -

Commitments and Contingencies

Shareholders' Equity
 Preferred stock - $0.01 par value.
   5,000,000 shares authorized;
   none issued and outstanding                        -              -
 Common stock - $0.01 par value.
   45,000,000 shares authorized.
   1,220,000 and 220,000
   shares issued and outstanding                 12,200          2,200
   Additional paid-in capital                    17,529         17,529
 Accumulated  deficit                           (27,954)       (19,729)
                                                  1,775              -
 Stock subscription receivable                     (828)             -

   Total Shareholders' Equity                       947              -

Total Liabilities and Shareholders' Equity  $       947   $          -

The  financial information presented herein has been prepared  by management
without audit  by independent certified public  accountants. See Accountant's
Review Report.
The accompanying notes are an integral part of these financial statements.
                                4
<PAGE>
                  Shallbetter Industries, Inc.
       Statements of Operations and Comprehensive Income
    Nine and Three months ended September 30, 2000 and 1999

                          (Unaudited)

                         Nine months   Nine months   Three months   Three months
                            ended          ended         ended          ended
                      September 30,  September 30,  September 30,  September 30,
                          2000             1999          2000          1999

Revenues                    $      -    $     -      $        -    $        -

Expenses
 General and administrative    8,225          -           5,902             -

  Total expenses               8,225          -           5,902             -

Loss before Income Taxes      (8,225)         -          (5,902)            -

Provision for Income Taxes         -          -               -             -

Net Loss                      (8,225)         -          (5,902)            -

Other comprehensive income         -          -               -             -

Comprehensive Income        $ (8,225)  $      -       $  (5,902)   $        -

Loss per weighted-average share of
 common stock outstanding,
 computed on Net Loss - basic
 and fully diluted          $  (0.01)       nil       $  (0.01)           nil

Weighted-average number of shares
 of common stock outstanding    1,220,000  220,000    1,220,000      220,000


The financial information presented herein has been prepared by management
without audit by independent certified public accountants. See Accountant's
Review Report.
The accompanying notes are an integral part of these financial statements
                                5
 <PAGE>

                  Shallbetter Industries, Inc.
                    Statements of Cash Flows
         Nine months ended September 30, 2000 and 1999

                          (Unaudited)

                                                     Six months    Six months
                                                       ended         ended
                                                    September 30,  September 30,
                                                       2000          1999
Cash Flows from Operating Activities
 Net Loss                                           $    (8,225)   $      -
 Adjustments to reconcile net income to net cash
   provided by operating activities
     Decrease   in  accounts   payable                        -           -

Net cash provided by (used in) operating activities      (8,225)          -

Cash Flows from Investing Activities                          -           -

Cash Flows from Financing Activities
 Cash received common stock subscription                  9,172           -
 Advance    from   shareholder                                -           -

Net   cash   provided   by  financing   activities        9,172           -

Increase (Decrease) in Cash and Cash Equivalents            947           -

Cash  and  cash  equivalents at  beginning  of  period        -           -

Cash  and  cash equivalents at end of period         $      947     $     -


Supplemental Disclosures of Interest and Income Taxes Paid
 Interest  paid  during  the  period                 $       -      $     -
 Income  taxes  paid  (refunded)                     $       -      $     -

The financial information presented herein has been prepared by management
without audit by independent certified public accountants. See Accountant's
Review Report.
The accompanying notes are an integral part of these financial statements
                                6
<PAGE>

                  Shallbetter Industries, Inc.

                 Notes to Financial Statements

NOTE A - Organization and Description of Business

Shallbetter Industries, Inc. (Company) was initially incorporated
on  September  8, 1968 under the laws of the State of  Minnesota.
From  inception  through 1982, the Company was  involved  in  the
design, production and sale of custom electric power distribution
equipment; including switchgears, panelboards, busducts, high and
low  voltage main entrance cabinets and substations.  The Company
also  designed  and marketed electrical apparatus to  the  mobile
home industry.

On  December  30, 1999, at a Special Meeting of the Shareholders,
the  following  items  were approved:  1)  Restated  Articles  of
Incorporation were filed with the State of Minnesota to  increase
the  authorized number of common shares which may be issued  from
250,000  at  $0.10 par value to 45,000,000 shares  at  $0.01  par
value and to authorize the issuance of up to 5,000,000 shares  of
$0.01  par  value preferred stock and 2) to change the  Company's
year-end  from  August 31 to December 31.  The effects  of  these
changes are reflected in the accompanying financial statements as
of the first day of the first period presented.

During  1982,  the Company ceased all operations, liquidated  all
assets  and settled all outstanding liabilities through a Chapter
7  action  in  the  U. S. Bankruptcy Court..  Subsequent  to  the
settlement  and dismissal of the bankruptcy action , the  Company
has  not  conducted  any business operations  or  maintained  any
assets.   The current business purpose of the Company is to  seek
out and obtain a merger, acquisition or outright sale transaction
whereby the Company's shareholders will benefit.  The Company  is
not  currently engaged in any negotiations and continues to  seek
an appropriate merger or acquisition candidate.

The  Company  is  fully  dependent upon  funding  under  a  Stock
Subscription  Agreement with a member of its  current  management
and/or  significant  shareholders to provide  sufficient  working
capital to preserve the integrity of the corporate entity.  It is
the intent of management and significant shareholders fulfill the
obligations under the Stock Subscription Agreement to provide the
necessary  working capital necessary to support and preserve  the
integrity of the corporate entity.

During  interim  periods,  the  Company  follows  the  accounting
policies  set  forth  in its annual audited financial  statements
filed  with the U. S. Securities and Exchange Commission on  Form
10-SB  on August 9, 2000.  The information presented within these
interim  financial  statements may not  include  all  disclosures
required  by  generally accepted accounting  principles  and  the
users  of  financial  information provided  for  interim  periods
should  refer  to the annual financial information and  footnotes
when reviewing the interim financial results presented herein.

In  the opinion of management, the accompanying interim financial
statements, prepared in accordance with the U. S. Securities  and
Exchange Commission's instructions for Form 10-QSB, are unaudited
and  contain all material adjustments, consisting only of  normal
recurring  adjustments necessary to present fairly the  financial
condition,  results of operations and cash flows of  the  Company
for the respective interim periods presented.  The current period
results  of operations are not necessarily indicative of  results
which ultimately will be reported for the full fiscal year ending
December 31, 2000.

The  preparation  of  financial  statements  in  conformity  with
generally  accepted accounting principles requires management  to
make  estimates and assumptions that affect the reported  amounts
of assets and liabilities and disclosure of contingent assets and
liabilities  at  the  date of the financial  statements  and  the
reported  amounts of revenues and expenses during  the  reporting
period.  Actual results could differ from those estimates.

                                7
<PAGE>

                  Shallbetter Industries, Inc.

           Notes to Financial Statements - Continued


NOTE B - Summary of Significant Accounting Policies

1.   Cash and cash equivalents

   The   Company  considers  all  cash  on  hand  and  in  banks,
   including  accounts in book overdraft positions,  certificates
   of   deposit   and   other  highly-liquid   investments   with
   maturities  of  three months or less, when  purchased,  to  be
   cash and cash equivalents.

2.  Income taxes

   With  a  1999 effective change of control of the Company,  all
   net  operating loss carryforwards incurred prior to that  time
   were  negated  in accordance with Section 382 of the  Internal
   Revenue Code.

   At  September  30, 2000 and 1999, the deferred tax  asset  and
   deferred  tax  liability accounts, as recorded when  material,
   are  entirely the result of temporary differences.   Temporary
   differences  represent  differences  in  the  recognition   of
   assets   and  liabilities  for  tax  and  financial  reporting
   purposes,     primarily    accumulated    depreciation     and
   amortization.  Any deferred tax asset existing at these  dates
   was  fully  reserved  due  to  the unpredictability  of  their
   ultimate realization.

3.   Earnings (Loss) per share

   Basic  earnings (loss) per share is computed by  dividing  the
   net income (loss) by the weighted-average number of shares  of
   common   stock   and   common  stock  equivalents   (primarily
   outstanding  options and warrants).  Common stock  equivalents
   represent the dilutive effect of the assumed exercise  of  the
   outstanding  stock  options and warrants, using  the  treasury
   stock  method.   The  calculation of  fully  diluted  earnings
   (loss)  per share assumes the dilutive effect of the  exercise
   of  outstanding options and warrants at either  the  beginning
   of  the  respective period presented or the date of  issuance,
   whichever  is later.  As of September 30, 2000 and  1999,  the
   Company   has   no   warrants  and/or   options   issued   and
   outstanding.


NOTE C - Common Stock Transactions

On  December  30,  1999, the Company filed Amended  and  Restated
Articles  of  Incorporation with the  State  of  Minnesota.   The
effect of these Articles was to increase the authorized number of
common shares which may be issued from 250,000 at $0.10 par value
to  45,000,000  shares  at  $0.01 par value.   Additionally,  the
Restated  Articles  authorized the issuance of  up  to  5,000,000
shares  of $0.01 par value preferred stock.  The effect of  these
changes is reflected in the accompanying financial statements  as
of the first day of the first period presented.

On  December  30, 1999, the Company entered into a $10,000  Stock
Subscription  Agreement  with  an  individual,  who  became   the
Company's  President and Sole Director on December 9,  1999,  for
the  acquisition of 1,000,000 shares of restricted,  unregistered
$0.01  par  value common stock.  The Stock Subscription Agreement
is  scheduled to be paid in the following installments:  February
1,  2000 - $3,000; April 1, 2000 - $3,500; June 1, 2000 - $3,500.
As  of  September 30, 2000, approximately $9,172 of the scheduled
amounts have been received.

                                8
<PAGE>

Part I - Item 2

Management's  Discussion and Analysis of Financial Condition  and
Results of Operations

Caution Regarding Forward-Looking Information

This quarterly report contains certain forward-looking statements
and  information relating to the Company that are  based  on  the
beliefs of the Company or management as well as assumptions  made
by   and  information  currently  available  to  the  Company  or
management.   When used in this document, the words "anticipate,"
"believe,"   "estimate,"  "expect"  and  "intend"   and   similar
expressions, as they relate to the Company or its management, are
intended to identify forward-looking statements.  Such statements
reflect  the current view of the Company regarding future  events
and  are subject to certain risks, uncertainties and assumptions,
including the risks and uncertainties noted.  Should one or  more
of these risks or uncertainties materialize, or should underlying
assumptions  prove incorrect, actual results may vary  materially
from  those described herein as anticipated, believed, estimated,
expected   or   intended.   In  each  instance,   forward-looking
information  should  be considered in light of  the  accompanying
meaningful cautionary statements herein.

Results of Operations, Liquidity and Capital Resources

The  Company  had  no  revenue for the nine month  periods  ended
September 30, 2000 and 1999, respectively.

General and administrative expenses for the nine and three months
ended  September 30, 2000 were approximately $8,225  and  $5,902,
respectively.    The   Company  had  no   expenses   during   the
corresponding   periods  in  1999.   These   expenses   consisted
primarily  of  legal  and  accounting  expenses  associated  with
reviving the Company.

The  Company  realized a net loss of $8,225 for  the  first  nine
months  of  2000, and no net income or loss for the corresponding
period in 1999.

The Company does not expect to generate any meaningful revenue or
incur operating expenses unless and until it acquires an interest
in an operating company.

At September 30, 2000, the Company had available cash and working
capital of $947 and a retained deficit of $27,954.  The available
cash  is  the  result of the sale to Craig Laughlin of  1,000,000
shares  of  the Company's common stock at $0.01 per share,  or  a
total of $10,000.  The shares were purchased through a promissory
note  of  which  $9,172  was  paid through  September  30,  2000.
Management believes the Company has sufficient funds to meet  its
anticipated needs through 2001.

The  Company's  need  for capital may change dramatically  if  it
acquires an interest in a business opportunity during the next 12
months.   The Company's current operating plan is to  (i)  handle
the   administrative  and  reporting  requirements  of  a  public
company;  and  (ii)  search for potential  businesses,  products,
technologies  and  companies for acquisition.   At  present,  the
Company  has  no  understandings, commitments or agreements  with
respect  to  the acquisition of any business, product, technology
or  company  and there can be no assurance that the Company  will
identify  any  such  business,  product,  technology  or  company
suitable for acquisition in the future.  Further, there can be no
assurance  that  the Company would be successful in  consummating
any  acquisition on favorable terms or that it will  be  able  to
profitably manage the business, product, technology or company it
acquires.

Part II - Other Information

Item 1 - Legal Proceedings

   None

Item 2 - Changes in Securities

   None

Item 3 - Defaults on Senior Securities
                                9
<PAGE>

   None

Item 4 - Submission of Matters to a Vote of Security Holders

   The  Company  has  held  no  regularly  scheduled,  called  or
   special meetings of shareholders during the reporting period.

Item 5 - Other Information

   None

Item 6 - Exhibits and Reports on Form 8-K

   Exhibit 27 - Financial Data Schedule
   Reports on Form 8-K - None



                           SIGNATURES

In  accordance  with the requirements of the  Exchange  Act,  the
registrant caused this report to be signed on its behalf  by  the
undersigned, thereunto duly authorized.

                                     Shallbetter Industries, Inc.


October 5, 2000                      /s/ Craig Laughlin
                                         President and Director
                               10
<PAGE>