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                     SECURITIES AND EXCHANGE COMMISSION
                        Washington, D.C.  20549

                                FORM 10-QSB

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

                    For the period ended November 30, 1998

                  Commission File Number:    001-05970

                         SILVER BUTTE MINING COMPANY
            (Exact name of registrant as specified in its charter)

                  IDAHO                            82-0263301
 (State or other jurisdiction of            (I.R.S. Employer       
   Incorporation or organization)            Identification Number)


 520 Cedar Street, Sandpoint, ID                              83864
       (Address of Principal Executive Offices)             (Zip Code)

                               (208) 263-5154
          Registrant's telephone number, including area code


Check whether the issuer (1) filed all reports required to be filed by 
Section 13 or 15(d) of the Securities Exchange Act of 1934 during the 
preceding 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)

The number of shares of Common Stock, $.05 par value, outstanding as of 
November 30, 1998, was 7,828,748.

DOCUMENTS INCORPORATED BY REFERENCE:  Form 8-K dated January 15, 1999

Transitional Small Business Disclosure Format (Check One):  Yes ( ) No (X)

















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Document page 1 of 8
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                         SILVER BUTTE MINING COMPANY
                         FORM 10-QSB QUARTERLY REPORT
                              November 30, 1998


INDEX 



                                                                     Page
                                                                     Number
Part I                   FINANCIAL INFORMATION

Item 1.  Condensed Financial Statements                              

Item 1.  Condensed Financial Statements
         Balance Sheets, November 30 and August 31, 1998   . . . . .   3

         Income Statements for the three months ended 
         November 30, 1998, and 1997 . . . . . . . . . . . . . . . .   4

         Cash Flow Statements for the three months ended 
         November 30, 1998, and 1997 . . . . . . . . . . . . . . . .   5

Notes to Condensed Financial Statements  . . . . . . . . . . . . . .   6


Item 2.  Management's Discussion and Analysis of
         Financial Condition and Results of Operations . . . . . . .   7-8


Signature Page . . . . . . . . . . . . . . . . . . . . . . . . . . .   8




























Document page 2 of 8
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SILVER BUTTE MINING COMPANY
CONDENSED BALANCE SHEETS
November 30 and August 31, 1998

<TABLE>
                                             November 30,        August 31,
                                                 1998              1998
                                             ____________      ____________

<C>                                          <S>               <S>
ASSETS

CURRENT ASSETS
     Cash and cash equivalents               $       803       $       480
     Certificate of deposit for State lease        5,000             5,000
     Marketable securities                        69,235            70,336
     Accounts receivable                           1,333             1,091
     Prepaid expenses                                184               512
                                             ____________      ____________

         TOTAL CURRENT ASSETS                     76,555            77,419

PROPERTY, PLANT & EQUIPMENT
     Properties                                    3,000             3,000
     Equipment and machinery                      19,704            19,704
     Accumulated depreciation                    (19,704)          (19,704)
                                             ____________      ____________
                                                   3,000             3,000
                                             ____________      ____________

TOTAL ASSETS                                 $    79,555       $    80,419
                                             ============      ============

LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES

   Accounts payable                          $     5,146       $     2,660
                                             ____________      ____________

         TOTAL CURRENT LIABILITIES                 5,146             2,660
                                             ____________      ____________
SHAREHOLDERS' EQUITY

     Common stock, $.05 par value
       authorized 10,000,000 shares,
       issued and outstanding,
       7,828,748 shares                          391,437           391,437
     Additional paid-in capital                  392,953           392,953
     Accumulated deficit                        (709,981)         (706,631)

                                             ____________      ____________

         TOTAL SHAREHOLDERS' EQUITY               74,409            77,759
                                             ____________      ____________

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY   $    79,555       $    80,419
                                             ============      ============
</TABLE>

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

Document page 3 of 8
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SILVER BUTTE MINING COMPANY
CONDENSED INCOME STATEMENTS
For the Three Months Ended November 30, 1998 and 1997

<TABLE>
                                                     Three Months Ended      
                                                __________________________   
                                                November 30,  November 30,   
                                                    1998         1997        
                                                ____________  ____________   
<S>                                             <C>           <C>            
REVENUE
  Dividend income                               $       899   $       -    
  Interest income                                        72           850  
  Rock sales                                            504           780    
  Misc. other income                                     33            31    
                                                ____________  ____________   

       Total Revenues                                 1,508         1,661    
                                                ____________  ____________   


EXPENSES
  Wages and other compensation                        2,598         2,835    
  Professional services                                 465         2,084    
  Taxes and insurance                                   839           -      
  Rent                                                  267           190    
  Office expense                                        -             122    
  Miscellaneous                                         689            98    
                                                ____________  ____________   

        Total Expenses                                4,858         5,329    
                                                ____________  ____________   

LOSS BEFORE INCOME TAXES                             (3,350)       (3,668)   


INCOME TAXES                                            -             -      
                                                ____________  ____________   

NET LOSS                                        $    (3,350)  $    (3,668)   
                                                ============  ============   

Loss per Share of Common Stock 
  Outstanding                                   $   (0.0004)  $   (0.0005)   
                                                ============  ============   

Weighted Average Number of Common Shares 
Outstanding                                       7,828,748     7,828,748    
                                                ============  ============   







</TABLE>

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

Document page 4 of 8
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SILVER BUTTE MINING COMPANY
CONDENSED STATEMENTS OF CASH FLOWS
For the three Months Ended November 30, 1998 and 1997

<TABLE>

                                                  Three Months Ended
                                             ______________________________
                                             November 30,      November 30
                                                 1998              1997
                                             ____________      ____________


<C>                                          <S>               <S>

CASH FLOWS FROM OPERATING ACTIVITIES

  Net Loss                                   $    (3,350)      $    (3,668)
  Adjustments to reconcile net loss
    to net cash used in operating
    activities:
      Increase in payables                         2,486             1,441
      Decrease in prepaid expenses                   328               -
      Increase in receivables                       (242)             (779) 
                                             ____________      ____________
           Net cash used in
             operating activities                   (778)           (3,006)
                                             ____________      ____________

CASH FLOWS FROM INVESTING ACTIVITIES

      Decrease (increase) in marketable 
        securities                                 1,101           (75,031)
                                             ____________      ____________
           Net cash provided by (used in)
              investing activities                 1,101           (75,031)
                                             ____________      ____________

NET INCREASE (DECREASE) IN
   CASH AND CASH EQUIVALENTS                         323           (78,037)

Cash and Cash Equivalents at Beginning 
  of Period                                          480            84,297
                                             ____________      ____________

Cash and Cash Equivalents at End of Period   $       803       $     6,260
                                             ============      ============

Interest expense paid                        $       -         $       -  
                                             ============      ============


Income taxes paid                            $       -         $       -  
                                             ============      ============




</TABLE>

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

Document page 5 of 8
<PAGE>

                         SILVER BUTTE MINING COMPANY
                         FORM 10-QSB QUARTERLY REPORT
                              November 30, 1998

*****************************************************************************
NOTES TO FINANCIAL STATEMENTS

Note 1.  Presentation of Interim Information

     The accompanying unaudited condensed financial statements have been 
prepared by Silver Butte Mining Company's management. In management's 
opinion, these condensed financial statements include all normal adjustments 
considered necessary to present fairly the financial position as of November 
30, 1998, and the results of operations for the three months ended November 
30, 1998 and 1997, and cash flows for the three months ended November 30, 
1998 and 1997.  Interim results are not necessarily indicative of results 
for a full year.

     The condensed financial statements and notes are presented as permitted 
by Form 10-QSB, and do not contain certain information that is included in 
the Company's annual financial statements.

Note 2.  Company Business

     The Company was incorporated under the laws of the State of Idaho on 
January 19, 1965, and was in the exploratory mining stage from its inception 
until it decided to abandon its status as a development stage enterprise by 
ceasing all exploration activities in 1994.  The company's exploration 
efforts developed no commercial ore deposits, and all capitalized 
mining costs were written off.  The Company continues to search for business 
opportunities in the mining industry, and will also investigate opportunities
in other industries.  The Company's meager financial resources severely limit
its ability to carry out the type of exploration activity that it performed 
in past years, and the Company's management considers it unlikely that the 
Company will obtain additional funding with which to undertake such 
exploration.

Note 3.  Commitments and Contingencies

     The Company sold a seven acre parcel of land in the fiscal year ended 
August 31, 1996 that contained mine waste rock and mill tailings.  The 
Company's management estimates there is a remote possibility that this 
property may require some cleanup, and an even more remote possibility that 
the Company may be required to participate in the cost of such a cleanup, 
which the Company estimates would be less than $10,000.















Document page 6 of 8
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                         SILVER BUTTE MINING COMPANY
                         FORM 10-QSB QUARTERLY REPORT
                              November 30, 1998

*****************************************************************************

Item 2  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
        CONDITION AND RESULTS OF OPERATION

     The Company was a mining company engaged in exploration activities 
from its inception in 1965 through 1994.  In 1994, the Company abandoned 
all exploration activities, and is now seeking other business opportunities 
in mining or other industries.  The Company continues to hold and maintain 
the properties on which it performed its exploration efforts.  The Company's 
fiscal year ends on August 31.

Overview

     The Company's management determined in 1994 that the Company did not 
have the financial resources to continue to explore for a commercial ore 
deposit after many years of unsuccessful efforts.  The Company has performed 
some reclamation work on its mining properties since 1994, and is soliciting 
buyers for its remaining real estate and mining equipment.  The Company is 
seeking out other business opportunities.  Management is unaware of any such 
opportunities at this time and will disclose such opportunities when and if 
they should arise.

Results of Operations

     Revenues.  The Company's interest income decreased by $778, and the 
Company's dividend income increased by $899 for the quarter ended November 
30, 1998, compared to the same period ended November 30, 1997.  This was the 
result of  management's decision to invest a significant portion of the 
Company's funds in money market equity securities.

     Expenses.  Professional services were lower in the three months ended 
November 1998, when compared to the same period for 1997, because management 
required fewer services from outside consultants.  Taxes and insurance were 
higher in the first fiscal quarter of 1998, than the first quarter of 1997, 
because of the additional costs of workers compensation insurance and payroll 
taxes.  Miscellaneous expenses, which include supplies used in connection 
with the reclamation of the State lease, were higher in the first quarter of 
1998, than the first quarter of 1997, because of  the Company's efforts to 
complete the reclamation work by the end of calendar year 1998.

Financial Position.  There was an increase in accounts payable of $2,486 
during the fiscal quarter ended November 30, 1998 when compared to the balance 
at the end of the previous quarter.  This was primarily the result of accrued 
expenses in connection with the reclamation work that were paid following the 
end of the quarter.  There were no other remarkable changes in financial 
position during the first quarter.

     The Company will continue to sell marketable securities during the 
balance of the fiscal year to provide cash for operating expenses.






Document page 7 of 8
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                         SILVER BUTTE MINING COMPANY
                         FORM 10-QSB QUARTERLY REPORT
                              November 30, 1998
****************************************************************************

Item 2  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
        CONDITION AND RESULTS OF OPERATION (Continued)

     Cash Flows.  Cash and cash equivalents increased very little ($323) 
during the three months ended November 30, 1998.  The net loss from 
operations was funded in part by an increase in payables and a decrease in 
prepaid expenses.  Other cash was provided by a decrease in marketable 
securities of $1,101.  The Company has no plans for capital expenditures 
that will require significant amounts of cash.

     Cash and cash equivalents decreased  by $75,031 during the three months
ended November 30, 1997, as a result of investing in money market equity 
securities during the period.

****************************************************************************
                                  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, thereunto
duly authorized.


SILVER BUTTE MINING COMPANY
(Registrant)


/s/  R. Richard Rice
_________________________             Date:  January 15, 1998
R. Richard Rice
Title:  President
(Principle Executive Officer and
Principle Accounting Officer)




















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