U.S. SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549  FORM 10-QSB  x
        QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  For the quarterly period ended September 30, 2005  o
        TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934  Commission File # 333-118155  WESTERN EXPLORATION, INC. (Exact name of registrant as specified in its charter)  Delaware (State or other jurisdiction of incorporation or organization)  33-1095411 (IRS Employer Identification Number)  8400 East Crescent Pkwy #600, Greenwood Village, Colorado
        90111(Address of principal executive offices )
        (Zip Code)  (720) 528-4326 (Registrants telephone no., including area code)  (Former name, address and fiscal year, if changed since last report)  Check whether the issuer (1) has filed all reports required to be filed by Section 13 or 15(d) of the Exchange Act during the preceding 12 months (or for such shorter period that the issuer was required to file such reports), and (2)has been subject to such filing requirements for the past 90 days. YesxNoo  State the number of shares  outstanding of each of the issuers  classes of
common   equity,   as  of  October  10,   2005:   24,621,000   shares  of  common
stock.               WESTERN EXPLORATION, INC.



FINANCIAL STATEMENTS



INDEX



PART I-- FINANCIAL INFORMATION




Item 1. Financial Statements


Item 2. Managements Discussion and Analysis of Financial Condition


Item 3. Control and Procedures

PART II-- OTHER INFORMATION




Item 1. Legal Proceedings


Item 2. Changes in Securities


Item 3. Defaults Upon Senior Securities


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


Item 5. Other Information


Item 6. Exhibits and Reports on Form 8-K

SIGNATURE




Item 1.
        Financial Information

BASIS OF PRESENTATION



The accompanying reviewed financial statements are presented in accordance with generally accepted accounting principles for interim financial information and the instructions to Form 10-QSB and item 310 under subpart A of Regulation S-B. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. In the opinion of management, all adjustments (consisting only of normal occurring accruals) considered necessary in order to make the financial statements not misleading, have been included. Operating results for the nine months ended September 30, 2005 are not necessarily indicative of results that may be expected for the year ending December 31, 2005. The financial statements are presented on the accrual basis.


























WESTERN EXPLORATION, INC.

(an exploration stage company)


FINANCIAL STATEMENTS

(unaudited)



As Of September 30, 2005










BALANCE SHEET
        F-1


STATEMENT OF OPERATIONS
        F-2/3


STATEMENT OF STOCKHOLDERS EQUITY
        F-4


STATEMENT OF CASH FLOWS
        F-5


FINANCIAL STATEMENT FOOTNOTES
        F-6
















WESTERN EXPLORATION, INC.(an exploration stage company)BALANCE SHEETAs of September 30, 2005 and September 30, 2004ASSETSCURRENT ASSETS
        
        
        
        
        9/30/2005
        
        9/30/2004Cash
        
        
        
        $
        265
        $
        355Total Current Assets
        
        
        265
        
        355TOTAL ASSETS
        
        $
        265
        $
        355LIABILITIES AND STOCKHOLDERS EQUITYCURRENT LIABILITIESAccounts payable
        
        
        $
        -
        $
        -Accrued expenses
        
        
        
        11,050
        
        7,250Purchase agreement payable
        
        
        5,030
        
        5,030Total Current Liabilities
        
        16,080
        
        12,280LONG-TERM LIABILITIESNone
        
        
        
        
        -
        
        -TOTAL LIABILITIES
        
        
        16,080
        
        12,280STOCKHOLDERS EQUITYCommon Stock, $.001 par valueAuthorized: 100,000,000Issued: 24,621,000 and 20,400,000, respectively
        24,621
        
        24,621Additional paid in capital
        
        
        55,129
        
        55,129Preferred stock, $.001 par valueAuthorized: 10,000,000    Issued: none
        
        -
        
        -Accumulated deficit during exploration stage
        
        (95,566)
        
        (91,675)Total Stockholders Equity
        
        (15,816)
        
        (11,925)TOTAL LIABILITIES AND EQUITY
        $
        265
        $
        355The accompanying notes are an integral part of these financial statements.



F-1

WESTERN EXPLORATION, INC.(an exploration stage company)STATEMENT OF OPERATIONSFor the nine months ending September 30, 2005 and 2004,from inception (July 22, 2003) through September 30, 20059 MONTHS
        
        9 MONTHSENDING
        
        ENDING
        
        FROM9/30/2005
        
        9/30/2004
        
        INCEPTIONREVENUE
        
        
        
        $
        -
        $
        -
        $
        -COST OF SERVICES
        
        
        
        -
        
        -
        
        -GROSS PROFIT OR (LOSS)
        
        
        
        -
        
        -
        
        -GENERAL AND ADMINISTRATIVE EXPENSES
        
        2,369
        
        28,483
        
        63,566GENERAL EXPLORATION
        
        
        
        -
        
        32,000
        
        32,000OPERATING INCOME
        
        
        $
        (2,369)
        $
        (60,483)
        $
        (95,566)Earnings (loss) per share
        
        
        $
        (0.00)
        $
        (0.00)Weighted average number of common shares
        
        24,621,000
        
        26,240,667The accompanying notes are an integral part of these financial statements.


F-2


WESTERN EXPLORATION, INC.(an exploration stage company)STATEMENT OF OPERATIONSFor the three months ending September 30, 2005 and 2004,3 MONTHS
        
        3 MONTHSENDING
        
        ENDING9/30/2005
        
        9/30/2004REVENUE
        
        
        
        $
        -
        $
        -COST OF SERVICES
        
        
        
        -
        
        -GROSS PROFIT OR (LOSS)
        
        
        
        -
        
        -GENERAL AND ADMINISTRATIVE EXPENSES
        
        623
        
        3,923GENERAL EXPLORATION
        
        
        
        -OPERATING INCOME
        
        
        $
        (623)
        $
        (3,923)The accompanying notes are an integral part of these financial statements.



F-3







WESTERN EXPLORATION, INC.(an exploration stage company)STATEMENT OF STOCKHOLDERS EQUITYAs of September 30, 2005ADDITIONALCOMMON
        PAR
        PAID IN
        
        ACCUM.
        
        TOTALSTOCK
        VALUE
        CAPITAL
        
        DEFICIT
        
        EQUITYCommon stock issued as officercompensation on company formation
        18,000,000
        $  18,000
        $             -
        $
        -
        $
        18,000July 22, 2003 at $0.001 per shareCommon stock issued for cash
        
        2,400,000
        2,400
        9,600
        
        
        
        12,000October 30, 2003 at $0.005per share on private placementNet income (loss)
        
        
        
        
        
        
        (31,192)
        
        (31,192)Balance, December 31, 2003
        
        20,400,000
        $  20,400
        $      9,600
        $
        (31,192)
        $
        (1,192)Common stock issued as
        
        4,000,000
        4,000
        16,000
        
        
        
        20,000officer compensationJanuary 15,  2004 at $0.005Common stock issued for cash
        
        150,000
        150
        11,850
        
        
        
        12,000January 21, 2004 at $0.08per share on private placementCommon stock issued for cash
        
        12,000
        12
        2,988
        
        
        
        3,000May 14, 2004 at $0.25per share on private placementCommon stock issued for cash
        
        59,000
        59
        14,691
        
        
        
        14,750June 18, 2004 at $0.25per share on private placementNet income (loss)
        
        
        
        
        
        
        (62,005)
        
        (62,005)Balance, December 31, 2004
        
        24,621,000
        $  24,621
        $    55,129
        $
        (93,197)
        $
        (13,447)Net income (loss)
        
        
        
        
        
        
        (2,369)
        
        (2,369)Balance, September 30, 2005
        
        24,621,000
        $  24,621
        $    55,129
        $
        (95,566)
        $
        (15,816)The accompanying notes are an integral part of these financial statements.


F-4




WESTERN EXPLORATION, INC.(an exploration stage company)STATEMENTS OF CASH FLOWSFor the nine months ending September 30, 2005 and 2004,from inception (July 22, 2003) through September 30, 20059 MONTHS
        
        9 MONTHSENDING
        
        ENDING
        
        FROMCASH FLOWS FROM OPERATING ACTIVITIES
        
        9/30/2005
        
        9/30/2004
        
        INCEPTIONNet income (loss)
        
        
        $
        (2,369)
        $
        (60,483)
        $
        (95,566)Adjustments to reconcile net income to net cashprovided by  (used in) operating activities:Stock issued as compensation
        
        
        -
        
        20,000
        
        38,000(Increase) Decrease in accounts receivable
        
        -
        
        -
        
        -Increase (Decrease) in accounts payable
        
        -
        
        -
        
        -Increase (Decrease) in accrued expenses
        
        2,300
        
        4,250
        
        11,050Increase (Decrease) in purchase agreement payable
        -
        
        5,030
        
        5,030Total adjustments to net income
        
        2,300
        
        29,280
        
        54,080Net cash provided by (used in) operating activities
        (69)
        
        (31,203)
        
        (41,486)CASH FLOWS FROM INVESTING ACTIVITIESNone
        
        
        
        
        -
        
        -
        
        -Net cash flows provided by (used in) investing activities
        -
        
        -
        
        -CASH FLOWS FROM FINANCING ACTIVITIESProceeds from stock issuance
        
        
        -
        
        29,750
        
        41,750Net cash provided by (used in) financing activities
        -
        
        29,750
        
        41,750CASH RECONCILIATIONNet increase (decrease) in cash
        
        
        (23)
        
        (1,453)
        
        265Cash - beginning balance
        
        
        287
        
        1,808
        
        -CASH BALANCE - END OF PERIOD
        
        $
        265
        $
        355
        $
        265The accompanying notes are an integral part of these financial statements.


F-5




NOTE 1 - OPERATIONS AND BASIS OF PRESENTATION



Western Exploration, Inc. (the Company), an exploration stage company, was incorporated on July 22, 2003 in the State of Delaware and is headquartered in Greenwood Village, Colorado. The Company is an exploration stage mining and mineral company. On October 30, 2003 the Company became actively engaged in acquiring mineral properties, raising capital, and preparing properties for production. The Company did not have any significant mining operations or activities from inception; accordingly, the Company is deemed to be in the exploration stage.



On January 30, 2004, the Company acquired mineral claims located in Southwestern British Columbia, Canada. The property consists thirty six mineral claims representing. The Company has not commenced economic production and is therefore still considered to be in the exploration stage.



The Companys financial statements have been presented on the basis that it is agoing concern, which contemplates the realization of the mineral properties andother assets and the satisfaction of liabilities in the normal course of business. The Company has incurred losses of from inception. The Company has not realized economic production from its mineral properties. These factors raise substantial doubt about the Companys ability to continue as a going concern. Management continues to actively seek additional sources of capital to fund current and future operations. There is no assurance that the Company will be successful in continuing to raise additional capital, establishing probable or proven reserves, or determining if the mineral properties can be mined economically. These financial statements do not include
any adjustments that might result from the outcome of these uncertainties.



NOTE 2-SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES



Revenue and Cost Recognition



The Company uses the accrual basis of accounting for financial statement reporting. Revenues and expenses are recognized in accordance with Generally Accepted Accounting Principles for the industry. Certain period expenses are recorded when obligations are incurred.



Use of Estimates



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



Income Taxes



The Company accounts for income taxes using the liability method which requires recognition of deferred tax liabilities and assets for the expected future tax consequences of events that have been included in the financial statements or tax returns. Deferred tax assets and liabilities are determined based on the difference between the financial statements and tax basis of assets and liabilities using enacted tax rates in effect for the year in which the differences are expected to reverse.



The Companys management determines if a valuation allowance is necessary to reduce any tax benefits when the available benefits are more likely than not to expire before they can be used.





F-6










Stock Based Compensation



In October 1995, the Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 123, Accounting for Stock-Based Compensation, (SFAS 123), which is effective for periods beginning after December 15, 1995. SFAS 123 requires that companies either recognize compensation expense for grants of stock, stock options, and other equity instruments based on fair value or provide pro-forma disclosure of the effect on net income and earnings per share in the Notes to the Financial Statements. The Company has adopted SFAS 123 in accounting for stock-based compensation.



Foreign Currency Translation and Transactions



The Companys functional currency is the US dollar. No material translations or transactions have occurred. Upon the occurrence of such material transactions or the need for translation adjustments, the Company will adopt Financial Accounting Standard No. 52 and other methods in conformity with Generally Accepted Accounting Principles.



Earnings Per Share



In February 1997, the Financial Accounting Standards Board (FASB) issued Statement of Financial Accounting Standards No. 128 (SFAS 128), Earnings Per Share. SFAS 128 replaces the presentation of primary earnings per share with a presentation of basic earnings per share based upon the weighted average number of common shares for the period.



Leases



The Company accounts for leases in accordance with Generally Accepted Accounting Principles which require operating leases to be expensed and capital leases to be capitalized and amortized over the lease term. Leased mining properties under capital leases are expensed until such time that an engineering study has been completed showing proven mining reserves.



NOTE 3 -AFFILIATES AND RELATED PARTIES



Significant relationships with (1) companies affiliated through common ownership and/or management, and (2) other related parties are as follows:



The Company, from time to time, uses funds provided as a loan by shareholders.



NOTE 4 -INCOME TAXES



The Company has available net operating loss carryforwards for financial statement and federal income tax purposes. These loss carryforwards expire if not used within 20 year from the year generated. The Companys management has decided a valuation allowance is necessary to reduce any tax benefits because the available benefits are more likely than not to expire before they can be used.



NOTE 5 -LONG-TERM DEBT



The Company has no long-term debt.



F-7














NOTE 6 -SHAREHOLDERS EQUITY



Preferred Stock



The Company has authorized ten million (10,000,000) shares of preferred stock with a par value of $.001, none of which have been issued.



Common Stock



The Company has authorized one hundred million (100,000,000) shares of common Stock with a par value of $.001.



Sale Restrictions on Common Stock



A total of 24,621,000  shares of common stock are  outstanding at June 30, 2005.  Sales of these shares of stock are  restricted  under
Rule 144 of the  Securities  Act of 1933. Our common stock will be available for resale to the public after one year and can be sold in
accordance with the volume and trading limitations of Rule 144 of the Act.



Common Stock Subscribed and Issued for Cash



On June 18, 2004, the Company  completed an offering  exempt from  registration  pursuant to Section 4(2) of the Securities Act of 1933
to raise  $14,750 in the  issuance  of 59,000  shares of common  stock for the purpose of the  acquisition  and  exploration  of mining
properties. The Company's management considers this offering to be exempt under the Securities Act of 1933.



On May 14, 2004 the Company  completed an offering exempt from  registration  pursuant to Section 4(2) of the Securities Act of 1933 to
raise  $3,000 in the  issuance  of 12,000  shares  of  common  stock for the  purpose  of the  acquisition  and  exploration  of mining
properties. The Company's management considers this offering to be exempt under the Securities Act of 1933.



On January 21, 2004 the Company completed an offering exempt from  registration  pursuant to Section 4(2) of the Securities Act of 1933
to raise  $12,000 in the  issuance of 150,000  shares of common  stock for the purpose of the  acquisition  and  exploration  of mining
properties. The Company's management considers this offering to be exempt under the Securities Act of 1933.



On January 15, 2004, the Company issued 4,000,000 common shares of stock in the form of compensation to a director of the company for services. The shares were issued at a value of $0.005 per share for a total value of $20,000.



On October 30, 2003,  the Company  completed an offering  exempt from  registration  pursuant to Section 4(2) of the  Securities Act of
1933 to raise  $12,000 in the  issuance of 2,400,000  shares of common  stock for the purpose of the  acquisition  and  exploration  of
mining properties. The Company's management considers this offering to be exempt under the Securities Act of 1933.



On July 22, 2003, the Company issued 18,000,000 common shares of stock in the form of officer compensation on the Company formation. The shares were issued at par value for a total value of $18,000.



Common Stock Recorded as Employee Compensation



The Company does not have an employee stock compensation package set up at this time. The stock compensation that has been granted falls under Rule 144. Compliance with Rule 144 is discussed in the following paragraph.



F-8










In general, under Rule 144 as currently in effect, a person who has beneficially owned shares of a companys common stock for at least one year is entitled to sell within any three month period a number of shares that does not exceed the greater of:




1.
        1% of the number of shares of the companys common stock then outstanding.


2.
        The average weekly trading volume of the companys common stock during thefour calendar weeks preceding the filing of a notice on form 144 withrespect to the sale.

Sales under Rule 144 are also subject to manner of sale provisions and notice requirements and to the availability of current public information about the company.



NOTE 7 -ACQUISITIONS



On January 30, 2004, the Company entered into an agreement with Mr. Brock McMichael for the purchase of a mining property (the Claim) near Chilliwack Located in Southwestern British Columbia, Canada. The Claim has thirty six (36) mineral claim units. The total purchase price of the claim is $32,000 due per terms of the contract with advance royalties of $25,000 to be paid annually commencing 36 months from the date of signature of the agreement. The property is subject to a 2 1/2% Net Smelter Royalty (NSR) and a 7 1/2% Gross Rock Royalty (GRR). 1 1/2% of the NSR can be acquired for $1.0 million within 12 months from the commencement of commercial production. Mr. McMichael is required to keep the claims in good standing for up to 24 months from the date of claims recordings and provide geological consulting services for the claims. If the Company fails to make the advance royalty payments on the 36
month anniversary of the signature of the agreement, then the Company agrees to transfer ownership of the Claims to Mr. McMichael within no less than a 10 day period.



NOTE 8 -COMMITMENTS AND CONTINGENCIES



The  Company's  Claim will  revert  back to the seller  within no less than a 10 day period if the  Company  fails to pay the  property
payment by August 15, 2005 and/or if the Company  fails to make the $25,000  annual  advance  royalty  payments per the sales  contract
commencing 36 months from the date of the contract.  The Company has  defaulted on such payment and is currently  negotiating  with the
seller for the return of the Claim in consideration for the Company having no further liability pursuant to the agreement.



Management is not aware of any contingent matters that could have a material adverse effect on the Companys financial condition, results of operations, or liquidity.



NOTE 9 -LITIGATION, CLAIMS AND ASSESSMENTS



From time to time in the normal course of business the Company will be involved in litigation. The Companys management has determined any asserted or unasserted claims to be immaterial to the financial statements.



NOTE 10 GOING CONCERN



The  accompanying  financial  statements  have been  prepared  assuming that the
company  will  continue as a going  concern.  As  discussed  in the notes to the
financial  statements,  the Company has experienced  losses from inception.  The
Companys  financial position and operating results raise substantial doubt
about its ability to continue as a going  concern.  The financial  statements do
not  include  any  adjustments  that  might  result  from  the  outcome  of this
uncertainty.



NOTE 11 SUBSEQUENT EVENT



The  Company  purchased  the  property  containing  mineral  claims  from  Brock
McMichael for a total  purchase  price of $32,000,  of which $12,000 was paid in
February  2004 and the final  payment of $20,000  was due August 15,  2005.  The
Company  failed to make the payment of $20,000 on August 15, 2005 and on October
7, 2005 the claims have reverted back to Mr. McMichael.



F-9


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

Plan of Operation



The following discussion and analysis provides information which management believes is relevant to an assessment and understanding of our results of operations and financial condition. The discussion should be read in conjunction with our financial statements and notes thereto appearing in this prospectus.



The accompanying financial statements have been prepared assuming that the company will continue as a going concern. As discussed in the notes to the financial statements, the Company has experienced losses from inception. The Companys financial position and operating results raise substantial doubt about its ability to continue as a going concern. The financial statements do not include any adjustments that might result from the outcome of this uncertainty.



The following discussion and analysis contains forward-looking statements, which involve risks and uncertainties. Our actual results may differ significantly from the results, expectations and plans discussed in these forward-looking statements.



Organization



We were organized as a Delaware Corporation on July 22, 2003 for the purpose of developing a potentially large limestone occurrence in the British Columbia area of Canada.



Overview



In October 2003, we commenced a study of potential business opportunities in British Columbia. We engaged G.E. Nicholson P.Geo. of Nicholson & Associates solely to assist us in locating and reviewing potential mining projects in the British Columbia area. Mr. Nicholson did not provide any reports on any properties that we reviewed. After we had reviewed and rejected a number of potential property candidates, we acquired a large undeveloped occurrence of limestone located adjacent to the Lower Mainland region of South Western British Columbia (BC). The Mount McGuire limestone occurrence is located 17 km south east of the community of Chilliwack which lies in the eastern Fraser Valley. Our President, Peter Banysch has been working with Victor Bowman since January when Mr. Bowman joined our Board of Directors to develop a business concept to extract the limestone and market it to local communities.



Based on its due diligence, We purchased the property containing mineral claims from Brock McMichael on January 30, 2004. The
property consists of 2 unpatented two post mineral claims representing 36 units that have been staked and recorded and occur in the
New Westminster mining division. The claims are contiguous. In March 2004, the "Mount McGuire Claims" was transferred in Trust to
Peter Banysch, President of our company. The total purchase price of the claims will be $32,000, of which $12,000 was paid in
February 2004 and the the final payment of $20,000 was due on or before August 15, 2005.  In addition, pursuant to the terms of the
contract, advance royalties of $25,000 were to be paid annually commencing 36 months from the date of signature of the agreement.
Such advanced royalties are due in a timely manner regardless of whether we find or removed high grade limestone material from the
property. Failure to pay the advance royalties will cause a reversion of the property within ten days of such failure. Mr. McMichael
was required to keep the claims in good standing for at least 24 months from the date of the agreement.    We failed to make the
payment of $20,000 on August 15, 2005 and the claims have reverted back to Mr. McMichael who has agreed to release us from any
further liability under the agreement.  Based upon the loss of these claims, we have entered into negotiations with a third party for
the acquisition of another operating business.



Exploration  stage  expenses  from  inception  through  September  30, 2005 were $32,000 for general  exploration  costs related to the
mineral  rights of the  exploration  property  and  $63,566  of  general  and  administrative  costs for a total  expense of $95,566 as
captioned in the financial  statement's  statement of operations.  Included in the exploration  expense was $12,000 of cash paid on the
initial  payment for the property and no money was spent on further  evaluation  of the  property.  These fees were in  furtherance  of
Phase I to purchase and  evaluate a property.  Fees were  incurred in the start-up  costs of our company as well as the fees to prepare
our audited financial statements and this registration  statement.  These fees were included in the general and administrative  expense
as discussed earlier in this paragraph.



Critical Accounting Policies



Western Explorations financial statements and related public financial information are based on the application of accounting principles generally accepted in the United States (GAAP). GAAP requires the use of estimates; assumptions, judgments and subjective interpretations of accounting principles that have an impact on the assets, liabilities, revenue and expense amounts reported. These estimates can also affect supplemental information contained in our external disclosures including information regarding contingencies, risk and financial condition. We believe our use if estimates and underlying accounting assumptions adhere to GAAP and are consistently and conservatively applied. We base our estimates on historical experience and on various other assumptions that we believe to be reasonable under the circumstances. Actual results may differ materially from these estimates under
different assumptions or conditions. We continue to monitor significant estimates made during the preparation of our financial statements.



Our significant accounting policies are summarized in Note 1 of our financial statements. While all these significant accounting policies impact its financial condition and results of operations, Western Explorations views certain of these policies as critical. Policies determined to be critical are those policies that have the most significant impact on Western Explorations consolidated financial statements and require management to use a greater degree of judgment and estimates. Actual results may differ from those estimates. Our management believes that given current facts and circumstances, it is unlikely that applying any other reasonable judgments or estimate methodologies would cause effect on our consolidated results of operations, financial position or liquidity for the periods presented in this report.




Item 3.
        Controls and Procedures


(a)
        Evaluation of disclosure controls and procedures.

Our Chief Executive Officer and Chief Financial Officer (collectively the Certifying Officers) maintain a system of disclosure controls and procedures that is designed to provide reasonable assurance that information, which is required to be disclosed, is accumulated and communicated to management timely. Under the supervision and with the participation of management, the Certifying Officers evaluated the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rule [13a-14(c)/15d-14(c)] under the Exchange Act) within 90 days prior to the filing date of this report. Based upon that evaluation, the Certifying Officers concluded that our disclosure controls and procedures are effective in timely alerting them to material information relative to our company required to be disclosed in our periodic filings with the SEC.












(b)
        Changes in internal controls.

Our Certifying Officer has indicated that there were no significant changes in our internal controls or other factors that could significantly affect such controls subsequent to the date of his evaluation, and there were no such control actions with regard to significant deficiencies and material weaknesses.



PART II - OTHER INFORMATION




Item 1.
        Legal Proceedings.

The Company is currently not a party to any pending legal proceedings and no such action by, or to the best of its knowledge, against the Company has been threatened.




Item 2.
        Changes in Securities.

None






Item 3.
        Defaults Upon Senior Securities.

None




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

No matter was submitted during the quarter ending September 30, 2005, covered by this report to a vote of the Companys shareholders, through the solicitation of proxies or otherwise.




Item 5.
        Other Information.

None




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


(a)
        Exhibits


31.1 Certification pursuant to Section 302 of Sarbanes Oxley Act of 2002


32.1 Certification pursuant to Section 906 of Sarbanes Oxley Act of 2002




(b)
        Reports of Form 8-K


None












SIGNATURES



In accordance with Section 13 or 15(d) of the Exchange Act, the registrant caused this report to be signed on its behalf by the undersigned, there unto duly authorized.




WESTERN EXPLORATION, INC.


By: /s/ Peter BanyschPeter Banysch,President, Chief Executive Officer,Chief Financial Officer, Secretary & Director

Date: October 10, 2005