---

X	Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934

**For the quarterly period ended September 30, 2002**

Transition Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from ______________ to _____________



---





Minnesota								41-1961936

(State of incorporation)								 (IRS Employer ID Number)











---

State the number of shares outstanding of each of the issuer's classes of common equity as of the latest practicable
date:	November 6, 2002: 3,623,655

Transitional Small Business Disclosure Format (check one):	YES   NOX









|**Part I - Financial Information**                               | Page
|---------------------------------------------------------------- | ----
|Item 1	Financial Statements                                      | 3   
|Item 2	Management's Discussion and Analysis or Plan of Operation | 12  
|                                                                 |     
|**Part II - Other Information**                                  |     
|Item 1	Legal Proceedings                                         | 13  
|Item 2	Changes in Securities                                     | 13  
|Item 3	Controls and Procedures                                   | 13  
|Item 4	Submission of Matters to a Vote of Security Holders       | 13  
|Item 5	Other Information                                         | 14  
|Item 6	Exhibits and Reports on Form 8-K                          | 14  
|                                                                 |     
|**Signatures**                                                   | 15  





**Part 1 - Item 1 - Financial Statements**









|****                                           |                                   |                                          |            | September 30,

2002 | September 30,

2001
|---------------------------------------------- | --------------------------------- | ---------------------------------------- | ---------- | ------------------- | -------------------
|                                               |                                   | **ASSETS**                               |           
|**Current Assets**                             |                                   |                                          |           
|                                               | Cash in bank                      |                                          | $-         | $11                
|**Total Assets**                               |                                   | $          -                             | $       11
|                                               |                                   |                                          |            |                     |                    
|                                               |                                   |                                          |            |                     |                    
|                                               |                                   | **LIABILITIES AND SHAREHOLDERS' EQUITY**
|                                               |                                   |                                          |            |                     |                    
|**Liabilities**                                |                                   |                                          |           
|                                               | Advances from Shareholder         |                                          | $14,906    | $5,600             
|**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.            |            |                     |                    
|                                               |                                   | 3,623,655 shares issued and outstanding  |            | 36,237              | 36,237             
|                                               | Additional paid-in capital        |                                          | 3,953      | (6,508)            
|                                               | Accumulated deficit               |                                          | (55,096)   | (35,318)           
|                                               |                                   | **Total Shareholders' Equity**           |            | (14,906)            | (5,589)            
|**Total Liabilities and Shareholders' Equity** |                                   | $          -                             | $       11
|                                               |                                   |                                          |            |                     |                    













|                                                                                                               |                            |                    | Nine months
ended
September 30,
2002 | Nine months
ended
September 30,
2001 | Three months
ended
September 30,
2002 | Three months
ended
September 30,
2001
|-------------------------------------------------------------------------------------------------------------- | -------------------------- | ------------------ | ------------------------------------ | ------------------------------------ | ------------------------------------- | -------------------------------------
|****Revenues                                                                                                   | $-                         | $-                 | $-                                   | $-                                  
|**Expenses**                                                                                                   |                            |                    |                                      |                                     
|                                                                                                               | General and administrative | 18,847             | 6,445                                | 14,906                               | 4,004                                
|                                                                                                               |                            | **Total Expenses** | 18,847                               | 6,445                                | 14,906                                | 4,004                                
|**Loss before Income Taxes**                                                                                   | (18,847)                   | (6,445)            | (14,906)                             | (4,004)                             
|**Provision for Income Taxes**                                                                                 | -                          | -                  | -                                    | -                                   
|**Net Loss**                                                                                                   | (18,847)                   | (6,445)            | (14,906)                             | (4,004)                             
|**Other comprehensive income**                                                                                 | -                          | -                  | -                                    | -                                   
|**Comprehensive Loss**                                                                                         | $(18,847)                  | $(6,445)           | $(14,906)                            | $(4,004)                            
|Loss per weighted-average share of

common stock outstanding,

computed on Net Loss - basic

and fully diluted |                            |                    |                                      |                                     
|$(0.01)                                                                                                        | $(0.01)                    | nil                | nil                                 
|Weighted-average number of shares

of common stock outstanding                                                 | 3,623,655                  | 3,623,655          | 3,623,655                            | 3,623,655                           
|                                                                                                               |                            |                    |                                      |                                      |                                       |                                      











|                          |                                                                                | Common Stock

Shares        Amount | Additional
paid-in
capital | Accumulated
deficit | Stock
Subscription
receivable | Total       
|------------------------- | ------------------------------------------------------------------------------ | ---------------------------------- | -------------------------- | ------------------- | ----------------------------- | ------------
|**Balances at**           |                                                                                |                                    |                            |                     |                               |             
|                          | **January 1, 2001, as
reported**                                               | 1,197,285                          | $11,973                    | $17,756             | $(28,873)                     | $          -
|Correction of cumulative  |                                                                                |                                    |                            |                     |                               |             
|                          | clerical errors found in

Fiscal 2001 reconciliation

of shareholders' listing | 10,600                             | 106                        | (106)               | -                             | -           
|Effect of 3 for 1 forward |                                                                                |                                    |                            |                     |                               |             
|                          | stock split on

August 28, 2002                                                | 2,415,770                          | 24,158                     | (24,158)            | -                             | -           
|****Balances at           |                                                                                |                                    |                            |                     |                               |             
|                          | **January 1, 2001,**

**as restated**                                          | 3,623,655                          | 36,237                     | (6,508)             | (28,873)                      | -           
|Net loss for the period   | -                                                                              | -                                  | -                          | (6,445)             | -                             | (6,445)     
|****Balances at           |                                                                                |                                    |                            |                     |                               |             
|                          | **September 30, 2001**                                                         | 3,623,655                          | $36,237                    | $(6,508)            | $(35,318)                     | $          -
|                         
|**Balances at**           |                                                                                |                                    |                            |                     |                               |             
|                          | **January 1, 2002,**
as reported                                               | 1,207,885                          | $12,079                    | $17,650             | $(36,249)                     | $          -
|Effect of 3 for 1 forward |                                                                                |                                    |                            |                     |                               |             
|                          | stock split on

August 28, 2002                                                | 2,415,770                          | 24,158                     | (24,158)            | -                             | -           
|****Balances at           |                                                                                |                                    |                            |                     |                               |             
|                          | **January 1, 2002,**

**as restated**                                          | 3,623,655                          | 36,237                     | (6,508)             | (36,249)                      | -           
|Advances due to           |                                                                                |                                    |                            |                     |                               |             
|                          | former shareholder

converted to additional

paid-in capital on

July 16, 2002 | -                                  | -                          | 10,461              | -                             | -           
|Net loss for the period   | -                                                                              | -                                  | -                          | (18,847)            | -                             | (18,847)    
|****Balances at           |                                                                                |                                    |                            |                     |                               |             
|                          | **September 30, 2002**                                                         | 3,623,655                          | $36,237                    | $  3,953            | $(55,096)                     | $          -











|                                                        |                                                 |                                              |                                         | Nine months

ended

September 30,

2002 | Nine months

ended

September 30,

2001
|------------------------------------------------------- | ----------------------------------------------- | -------------------------------------------- | --------------------------------------- | --------------------------------------- | ---------------------------------------
|****Cash Flows from Operating Activities                | $(18,847)                                       | $(6,445)                                    
|                                                        | Net Loss                                        |                                              |                                        
|                                                        | Adjustments to reconcile net income to net cash |                                              |                                        
|                                                        |                                                 | provided by operating activities             |                                         |                                        
|                                                        |                                                 |                                              | Decrease in accounts payable            | -                                       | -                                      
|**Net cash provided by (used in) operating activities** | (18,847)                                        | (6,445)                                     
|**Cash Flows from Investing Activities**                | -                                               | -                                           
|**Cash Flows from Financing Activities**                |                                                 |                                             
|                                                        | Advances from shareholder                       | 17,991                                       | 5,600                                  
|**Net cash provided by financing activities**           | 17,991                                          | 5,600                                       
|**Increase (Decrease) in Cash and Cash Equivalents**    | (856)                                           | (845)                                       
|Cash and cash equivalents at beginning of period        | 856                                             | 856                                         
|Cash and cash equivalents at end of period              | $     11                                        | $     11                                    
|****Supplemental Disclosures of                         |                                                 |                                             
|                                                        | **Interest and Income Taxes Paid**              |                                              |                                        
|                                                        |                                                 | Interest paid during the period              | $        -                              | $        -                             
|                                                        |                                                 | Income taxes paid (refunded)                 | $        -                              | $        -                             
|****Supplemental Disclosures of                         |                                                 |                                             
|                                                        | **Non-cash Investing and Financing Activities** |                                              |                                        
|                                                        |                                                 | Advances from former controlling shareholder |                                         |                                        
|                                                        |                                                 |                                              | converted to additional paid-in capital | $10,461                                 | $        -                             



**Shallbetter Industries, Inc.**



**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.  The Company has not conducted any business operations or maintained any assets since 1982.  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.

**NOTE B - Preparation of Financial Statements**

The Company follows the accrual basis of accounting in accordance with accounting principles generally accepted
in the United States of America and has adopted a year-end of December 31.

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 its Annual Report on Form 10-KSB for
the year ended December 31, 2001.  The information presented within these interim financial statements may not
include all disclosures required by accounting principles generally accepted in the United States of America 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, 2002.

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 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.

Management further acknowledges that it is solely responsible for adopting sound accounting practices,
establishing and maintaining a system of internal accounting control and preventing and detecting fraud.  The
Company's system of internal accounting control is designed to assure, among other items, that 1) recorded
transactions are valid; 2) valid transactions are recorded; and 3) transactions are recorded in the proper period in
a timely manner to produce financial statements which present fairly the financial condition, results of operations
and cash flows of the Company for the respective periods being presented

**NOTE C - Going Concern Uncertainty**

The Company has not conducted any business operations or maintained any assets since 1982.  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.

**Shallbetter Industries, Inc.**



**NOTE C - Going Concern Uncertainty - Continued**

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 or, if
successful, that any acquisition or merger will result in the appreciation of our stockholders' investment in our
common stock.

The Company's continued existence is dependent upon its ability to generate sufficient cash flows from operations
to support its daily operations as well as provide sufficient resources to retire existing liabilities and obligations
on a timely basis.

The Company remains dependent upon additional external sources of financing; including being dependent upon
its management and/or significant stockholders to provide sufficient working capital.  The Company anticipates
offering future sales of equity securities.  However, there is no assurance that the Company will be able to obtain
additional funding through the sales of additional equity securities or, that such funding, if available, will be
obtained on terms favorable to or affordable by the Company.

It is the intent of management and significant stockholders to provide sufficient working capital necessary to
support and preserve the integrity of the corporate entity.  However,no formal commitments or arrangements to
advance or loan funds to the Company or repay any such advances or loans exist.  There is no legal obligation for
either management or significant stockholders to provide additional future funding.

In such a restricted cash flow scenario, the Company would be unable to complete our business plan steps, and
would, instead, delay all cash intensive activities.  Without necessary cash flow, the Company may become
dormant during the next twelve months, or until such time as necessary funds could be raised in the equity
securities market.

The Company has not conducted any business operations or maintained any assets since 1982, has minimal cash
on hand, no profit, is not currently engaged in any merger or acquisition negotiations and continues to seek an
appropriate merger or acquisition candidate.  Because of these factors, our auditors have issued an audit opinion
for the Company which includes a statement describing our going concern status.  This means, in our auditor's
opinion, substantial doubt about our ability to continue as a going concern exists at the date of their latest audit
opinion.

While the Company is of the opinion that good faith estimates of the Company's ability to secure additional capital
in the future to reach our goals have been made, there is no guarantee that the Company will receive sufficient
funding to sustain operations or implement any future business plan steps.

******Shallbetter Industries, Inc.**



**NOTE D - Summary of Significant Accounting Policies**

- 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

The Company utilizes the asset and liability method of accounting for income taxes.  At September 30, 2002
and 2001, 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.
As of September 30, 2002 and 2001, the deferred tax asset related to the Company's net operating loss
carryforward was fully reserved due to the unpredictability of ultimate realization.

- 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,
2002 and 2001, the Company has no warrants and/or options issued and outstanding.

**NOTE E - Fair Value of Financial Instruments**

The carrying amount of cash, accounts receivable, accounts payable and notes payable, as applicable, approximates
fair value due to the short term nature of these items and/or the current interest rates payable in relation to current
market conditions.

Interest rate risk is the risk that the Company's earnings are subject to fluctuations in interest rates on either
investments or on debt and is fully dependent upon the volatility of these rates.  The Company does not use
derivative instruments to moderate its exposure to interest rate risk, if any.

Financial risk is the risk that the Company's earnings are subject to fluctuations in interest rates or foreign
exchange rates and are fully dependent upon the volatility of these rates.  The company does not use derivative
instruments to moderate its exposure to financial risk, if any.

**NOTE F - Seasonality of Operations**

The Company experiences fluctuations in quarterly operating expenses, principally professional services for
compliance with the Securities Exchange Act of 1934, which are charged to operations in the period in which the
services are incurred.

******Shallbetter Industries, Inc.**



**NOTE G - Advances from Officer**

To support operations, the Company's former chief executive officer made non-interest bearing working capital
advances to support operations.  As of June 30, 2002, the Company owes this individual approximately $7,900.
In July 2002, this individual made an additional advance of approximately $2,560 to bring the total advances to
approximately $10,460.  On July 24, 2002, this former officer forgave the $10,460 in working capital advances
to the Company and these amounts were reclassified to additional paid-in capital on that date.

**NOTE H - Common Stock Transactions**

During the first quarter of 2001, the Company performed an extensive reconciliation of its shareholder list in
conjunction with the appointment of a new stock transfer agent.  As a result of this reconciliation process, the
Company noted various clerical errors in its issued and outstanding shares.  The net effect of this reconciliation
process was to add 10,600 shares to the issued and outstanding shares of the Company as of the first day of the
first period presented.

On August 6, 2002, the Company's Board of Directors authorized a 3 for 1 forward stock split to shareholders of
record as of the close of business on August 19, 2002.  The result of this action, including fractional share
rounding, was to increase the issued and outstanding shares from 1,207,885 to 3,623,665.  The effects of these
actions are cumulatively reflected in the accompanying financial statements as of the first day of the first period
presented.

**NOTE I - Income Taxes**

The components of income tax (benefit) expense for the six months ended June 30, 2002 and 2001, respectively,
are as follows:

|         |          | September  30,

2001 | September  30,

2001
|-------- | -------- | -------------------- | --------------------
|Federal: |          |                     
|         | Current  | $     -              | $     -             
|         | Deferred | -                    | -                   
|         |          | -                    | -                   
|State:   |          |                     
|         | Current  | -                    | -                   
|         | Deferred | -                    | -                   
|         |          | -                    | -                   
|         | Total    | $     -              | $     -             



As of September 30, 2002, the Company has a net operating loss carryforward of approximately $35,000 to offset
future taxable income.  Subject to current regulations, this carryforward will begin to expire in 2020.  The amount
and availability of the net operating loss carryforwards may be subject to limitations set forth by the Internal
Revenue Code. Factors such as the number of shares ultimately issued within a three year look-back period;
whether there is a deemed more than 50 percent change in control; the applicable long-term tax exempt bond rate;
continuity of historical business; and subsequent income of the Company all enter into the annual computation of
allowable annual utilization of the carryforwards.



**NOTE I - Income Taxes - Continued**

The Company's income tax expense for the nine months ended September 30, 2002 and 2001, respectively, are
as follows:



|                              |                            |                              |                              | Nine months
ended
September 30,

2002 | Nine months
ended
September 30,

2001
|----------------------------- | -------------------------- | ---------------------------- | ---------------------------- | ------------------------------------- | -------------------------------------
|Statutory rate applied to     |                            |                             
|                              | income before income taxes | $(6,400)                     | $(2,200)                    
|Increase (decrease) in income |                            |                             
|                              | taxes resulting from:      |                              |                             
|                              |                            | State income taxes           | -                            | -                                    
|                              |                            | Other, including reserve for |                              |                                      
|                              |                            |                              | deferred tax asset and       |                                       |                                      
|                              |                            |                              | application of net operating |                                       |                                      
|                              |                            |                              | loss carryforward            | 6,400                                 | 2,200                                
|                              |                            |                              | Income tax expense           | $        -                            | $        -                           



Temporary differences, consisting primarily of statutory deferrals of expenses for organizational costs and
statutory differences in the depreciable lives for property and equipment, between the financial statement
carrying amounts and tax bases of assets and liabilities give rise to deferred tax assets and liabilities as of
September 30, 2002 and 2001, respectively:

|                       |                                  | September 30,

2001 | September 30,

2001
|---------------------- | -------------------------------- | ------------------- | -------------------
|Deferred tax assets    |                                  |                    
|                       | Net operating loss carryforwards | $12,025             | $5,300             
|                       | Less valuation allowance         | (12,025)            | (5,300)            
|Net Deferred Tax Asset | $        -                       | $        -         

During the nine months ended September 30, 2002 and 2001, respectively, the reserve for the deferred current
tax asset increased by approximately $6,400 and $2,191, respectively.



**Part I - Item 2**

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

- **Caution Regarding Forward-Looking Information**

Certain statements contained in this annual filing, including, without limitation, statements containing the
words "believes", "anticipates", "expects" and words of similar import, constitute forward-looking statements.
Such forward-looking statements involve known and unknown risks, uncertainties and other factors that may
cause the actual results, performance or achievements of the Company, or industry results, to be materially
different from any future results, performance or achievements expressed or implied by such forward-looking
statements.

Such factors include, among others, the following: international, national and local general economic and
market conditions: demographic changes; the ability of the Company to sustain, manage or forecast its growth;
the ability of the Company to successfully make and integrate acquisitions; raw material costs and availability;
new product development and introduction; existing government regulations and changes in, or the failure to
comply with, government regulations; adverse publicity; competition; the loss of significant customers or
suppliers; fluctuations and difficulty in forecasting operating results; changes in business strategy or
development plans; business  disruptions; the ability to attract and retain qualified personnel; the ability to
protect technology; and other factors referenced in this and previous filings.

Given these uncertainties, readers of this Form 10-QSB and investors are cautioned not to place undue reliance
on such forward-looking statements. The Company disclaims any obligation to update any such factors or to
publicly announce the result of any revisions to any of the forward-looking statements contained herein to
reflect future events or developments.

- **General**

Shallbetter Industries, Inc. (Company) was initially incorporated on September 8, 1968 under the laws of the
State of Minnesota.  The Company has not conducted any business operations or maintained any assets since
1982.  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.

- **Results of Operations, Liquidity and Capital Resources and Plan of Operation**

The Company had no revenue for the nine month periods ended September 30, 2002 and 2001, respectively.

General and administrative expenses for the nine months ended September 30, 2002 and 2001 were
approximately $18,800 and $6,400, respectively.  These expenses consisted primarily of legal and accounting
expenses associated with maintaining the corporate status of the Company and compliance with the periodic
reporting requirements of the Securities Exchange Act of 1934.

The Company realized a net loss of $18,800 and $6,400 for the first nine months of 2002 and 2001,
respectively.

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, 2002, the Company had no available cash, a deficit in working capital of $(14,906) and
negative shareholders' equity of $(14,906).

Through July 16, 2002, working capital was provided by the Company's former chief executive officer, Craig
Laughlin.  In July 2002, Mr. Laughlin advanced an additional $2,561 to the Company to bring his total
advances to approximately $10,461.  On July 24, 2002, Mr. Laughlin forgave the $10,461 in working capital
advances to the Company and these amounts were reclassified to additional paid-in capital on that date.

Subsequent to July 16, 2002, the Company's working capital needs have been provided by Don Saunders, the
current controlling shareholder.

The Company is currently fully dependent upon either future sales of securities and/or advances or loans from
significant stockholders or corporate officers to provide sufficient working capital to preserve the integrity of
the corporate entity.

There is no assurance that the Company will be able to obtain additional funding through the sales of
additional securities or, that such funding, if available, will be obtained on terms favorable to or affordable by
the Company.

It is the intent of management and significant stockholders to provide sufficient working capital necessary to
support and preserve the integrity of the corporate entity.  However, there is no legal obligation for either
management or significant stockholders to provide additional future funding.

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**- **Controls and Procedures**

The Company's Chief Executive Officer and Chief Financial Officer (or those persons performing
similar functions), after evaluating the effectiveness of the Company's disclosure controls and procedures
(as defined in Rules 13a-14(c) and 15d-14(c) under the Securities Exchange Act of 1934, as amended) as
of a date within 90 days of the filing of this quarterly report (the "Evaluation Date"), have concluded that,
as of the Evaluation Date, the Company's disclosure controls and procedures were effective to ensure the
timely collection, evaluation and disclosure of information relating to the Company that would
potentially be subject to disclosure under the Securities Exchange Act of 1934, as amended, and the rules
and regulations promulgated thereunder. There were no significant changes in the Company's internal
controls or in other factors that could significantly affect the internal controls subsequent to the
Evaluation Date.

**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**

Exhibits

99.1	Certification Pursuant to 18 USC, Section 1330, as adopted pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002

Reports on Form 8-K

None



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.

|Dated: November 13, 2002 | **Shallbetter Industries, Inc.**

/s/ Thomas K. Russell

Thomas K. Russell

President, Chief Executive Officer,

Chief Financial Officer and Director
|------------------------ | -----------------------------------------------------------------------------------------------------------------------------------------------------

****

**Exhibit 99.1**





In connection with the Quarterly Report of Shallbetter Industries, Inc. (Shallbetter or Company) on Form 10-QSB for the quarter ended September 30, 2002 (Report), as filed with the Securities and Exchange
Commission, on the date hereof, I, Thomas K. Russell, Chief Executive Officer and Chief Financial Officer of
the Company, certify to the best of my knowledge, pursuant to 18 USC 1350, as adopted pursuant to
Section302 and promulgated as 18 USC 1350 pursuant to Section 906 of the Sarbanes-Oxley Act of 2002,
that:

- The Report referenced above has been read and reviewed by the undersigned.
- The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act
of 1934.
- The Report referenced above does not contain any untrue statement of a material fact or omit to state a
material fact necessary in order to makes the statements made, in light of the circumstances under which
such statements were made, not misleading.

I acknowledge that the management of the Company is solely responsible for the fair presentation in the
financial statements of the financial position, results of operations and cash flows of the Company in
conformity with accounting principles generally accepted in the United States of America.

Based upon my knowledge, the financial statements, and other such financial information included in the
report, fairly present the financial condition and results of operations of Shallbetter Industries, Inc. as of
and for the period ended September 30, 2002.

In my opinion, the accompanying interim financial statements, prepared in accordance with the
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, 2002.

- I acknowledge that the Company's Board of Directors and Management are responsible for establishing
and maintaining disclosure controls and procedures for Shallbetter Industries, Inc.  These controls and
systems are designed to ensure that material information is made known to the Board of Directors and
Management of the Company, particularly during the period in which this periodic report is being
prepared.  The Company's Board of Directors and Management have evaluated the effectiveness of the
Company's disclosure controls and procedures within 90 days of the date of this periodic filing.
- I acknowledge that the Company's Board of Directors and Management are solely responsible for
adopting sound accounting practices, establishing and maintaining a system of internal accounting control
and preventing and detecting fraud. The Company's system of internal accounting control is designed to
assure, among other items, that 1) recorded transactions are valid; 2) valid transactions are recorded; and
3) transactions are recorded in the proper period in a timely manner to produce financial statements which
present fairly the financial condition, results of operations and cash flows of the Company for the
respective periods being presented.

**Exhibit 99.1**







All significant weaknesses in the design or operation of internal accounting controls which could
adversely affect Shallbetter's ability to record, process, summarize and report financial data have been
identified by the Company's Board of Directors and/or Management have been reported to the Company's
independent auditors.  Additionally, any fraud, whether material or not to the financial statements of
Shallbetter Industries, Inc. that involves management or other employees who have a significant role in the
issuer's internal accounting controls have also been reported to the Company's Board of Directors and/or
Management and to the Company's independent auditors.

- I have made the appropriate disclosures related to any significant changes to the Company's system of
internal accounting controls or in other factors that could significantly affect our internal accounting
control system or the financial reporting derived therefrom.

|/s/ Thomas K. Russell

Thomas K. Russell

Chief Executive Officer and

Chief Financial Officer | Dated:  November 6, 2002
|---------------------------------------------------------------------------------------------- | ------------------------