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UNITED
      STATES


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 November 30,
      2007





OR





[    ]  TRANSITION
      REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934




For
      the
      transition period from ______________ to ______________





Commission
      file number: 001-05970





Silver
      Butte Co.,
      Inc.


(Exact
      name of registrant as specified in its charter)







Nevada
            
            82-0263301(State
                of other
                jurisdiction of incorporationor
                organization)
            
            (I.R.S.
                Employer
                Identification No.)520
                Cedar Street, Sandpoint, ID
            
            83864(Address
                of
                principal executive offices)
            
            (Zip
                Code)





(208)
      263-5154


(Issuer'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 Exchange Act during the past 12 months (or for such shorter period
      that the registrant was required to file such reports), and (2) has been subject
      to such filing requirements for at least the past 90 days.




Yes    [
      X ]No  
[    ]





Indicate
      by check mark whether the registrant is a shell company (as defined by Rule
      12b-2 of the Exchange Act.)




Yes    [
        X ]No  
[    ]
  State
      the
      number of shares outstanding of each of the issuer's classes of common equity,
      as of the latest practicable date: At January 3, 2008, 17,827,079
      shares
      of the Company’s common stock were outstanding.





Transitional
      Small Business Disclosure Format (check one);


Yes   [ 
        ] No   [
      X
      ]




















SILVER
      BUTTE CO., INC.


TABLE
      OF
      CONTENTS







PART
              I.
            
            3ITEM
              1.  FINANCIAL INFORMATION
            3Balance
              Sheets,
              November 30, 2007 (unaudited) and August 31, 2007
            3Statements
              of
              Operations for the three months ended November 30, 2007 and 2006 -
              unaudited
            4Statements
              of Cash
              Flows for the three months ended November 30, 2007 and 2006 –unaudited
            5Notes
              to Financial
              Statements - Unaudited
            6ITEM
              2. MANAGEMENT’S
              DISCUSSION AND ANALYSIS OR PLAN OF OPERATION
            7ITEM
              2. MANAGEMENT’S
              DISCUSSION AND ANALYSIS OR PLAN OF OPERATION, continued:
            8ITEM
              3.  CONTROLS AND PROCEDURES
            8PART
              II
            
            8ITEM
              1.LEGAL
              PROCEEDINGS
            8ITEM
              2. UNREGISTERED
              SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
            8ITEM
              3.DEFAULTS
              UPON SENIOR SECURITIES
            8ITEM
              4. SUBMISSION
              OF MATTERS TO A VOTE OF SECURITY HOLDERS
            8ITEM
              5.OTHER
              INFORMATION
            8ITEM
              6.EXHIBITS
            9















2


PART
      I.





ITEM
      1. FINANCIAL INFORMATION





Silver
      Butte Co., Inc.


Balance
      Sheets, November 30, 2007 (unaudited) and August 31, 2007




November
                  30,
                2007
                (unaudited)
              
              
              August
                  31,
                2007ASSETSCurrent
                  assets:Cash
                  and cash equivalents
              
              $
              3,758
              
              
              $
              14,562Total
                  assets
              
              $
              3,758
              
              
              $
              14,562LIABILITES
                  AND STOCKHOLDERS’ EQUITYCurrent
                  liabilities:Accounts
                  payable
              
              $
              3,033
              
              
              $
              3,175Total
                  current liabilities
              
              
              3,033
              
              
              
              3,175Stockholders’
                  equity:Preferred
                  stock, $0.001 par value; 10,000,000 sharesauthorized,
                  none issued and outstandingCommon
                  stock, $0.001 par value; 300,000,000shares
                  authorized; 17,827,079 and 17,743,746 sharesissued
                  and outstanding at November 30, 2007, andAugust
                  31, 2007, respectively
              
              
              17,749
              
              
              
              17,744Additional
                  paid-in capital
              
              
              915,520
              
              
              
              910,525Accumulated
                  deficit
              
              
              (932,544
              )
              
              
              (916,882
              )Total
                  stockholders’ equity
              
              
              725
              
              
              
              11,387Total
                  liabilities and stockholders’ equity
              
              $
              3,758
              
              
              $
              14,562










The
            accompanying notes are an integral part of these financial
            statements.
 3


.


Silver
      Butte Co., Inc.


Statements
      of Operations for the three months ended November 30, 2007 and 2006 -
      unaudited





2007
              
              
              2006Operating
                  expenses:Professional
                  service
                  fees
              
              $
              15,028
              
              
              $
              13,784Other
                  general and
                  administrative
              
              
              646
              
              
              
              62Total
                  operating
                  expenses
              
              
              15,674
              
              
              
              13,846Other
                  income:Interest
              
              
              12
              
              
              
              117Net
                  loss
              
              $
              15,662
              
              
              $
              13,729Loss
                  per common share – basic
              
              Nil
              
              
              NilWeighted
                  average common shares outstanding – basic:
              
              
              17,744,672
              
              
              
              17,655,285





:





























.


The
            accompanying notes are an integral part of these financial
            statements.
 4





Silver
      Butte Co., Inc.


Statements
      of Cash Flows for the three months ended November 30, 2007 and 2006 -
      unaudited





2007
              
              
              2006Cash
                  flows from operating activities:Net
                  loss
              
              $
              (15,662
              )
              
              $
              (13,729
              )Adjustments
                  to reconcile net loss to net cashused
                  in operating activities:Increase
                  in:Accounts
                  payable
              
              
              (142
              )
              
              
              10,717Net
                  cash used by operating activities
              
              
              (15,804
              )
              
              
              (3,012
              )Cash
                  flows from financing activities:Proceeds
                  from sale of common stock
              
              
              5,000
              
              
              
              28,000Net
                  cash provided by financing activities
              
              
              5,000
              
              
              
              28,000Net
                  increase in cash and cash equivalents
              
              
              (10,804
              )
              
              
              24,988Cash,
                  beginning of period
              
              
              14,562
              
              
              
              15,078Cash,
                  end of period
              
              $
              3,758
              
              
              $
              40,066


































The
            accompanying notes are an integral part of these financial
            statements.
 5


Silver
      Butte Co., Inc.


Notes
      to Financial Statements - Unaudited





1.  Basis
      of Presentation




The
      financial statements of Silver Butte Co., Inc. (“the Company”) included herein
      have been prepared without audit, pursuant to the rules and regulations of
      the
      Securities and Exchange Commission.  Although certain information
      normally included in financial statements prepared in accordance with accounting
      principles generally accepted in the United States of America have been
      condensed or omitted, the Company believes that the disclosures are adequate
      to
      make the information presented not misleading. These financial statements should
      be read in conjunction with the financial statements and notes thereto for
      the
      fiscal year ended August 31, 2007, included in the Company’s Form
      10-KSB.





The
      financial statements included herein reflect all normal recurring adjustments
      that, in the opinion of management, are necessary for a fair
      presentation.   The results for interim periods are not
      necessarily indicative of trends or of results to be expected for the full
      year
      ended August 31, 2007.





2.  Description
      of Business




Silver
      Butte Co., Inc. was incorporated in the state of Nevada on March 4, 2004, and
      is
      the successor of Silver Butte Mining Company, which was incorporated in Idaho
      in
      1965.





The
      Company was originally organized to explore, acquire and develop mineral
      properties and rights. However, the Company’s exploration activities never
      developed any commercial ore deposits, and the Company decided to abandon,
      or
      sell, its mineral properties and rights, and favorably position itself to seek
      other profitable business opportunities.





3.
      Description of Property





The
      Company holds the mineral rights to one claim in Bonner County, Idaho. The
      claim
      is Cleveland Lode in Section 6, Township 55 North, Range 2 West.





4.
      Stockholders’ Equity





Private
      Placement


In
      October 2007, the Company offered 700,000 common shares for sale in a private
      placement, at a price of $0.06 per share, of which, 83,333 shares were sold
      for
      total proceeds of $5,000. No warrants were granted in connection with this
      offering, and proceeds will be used to finance ongoing operations.








6


ITEM
      2. MANAGEMENT’S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION





General




This
      Form
      10-QSB contains forward-looking statements.  Forward-looking statements
      include statements concerning plans, objectives, goals, strategies, future
      events or performance and underlying assumptions that are not statements of
      historical facts.  This document and any other written or oral statements
      made by us or on our behalf may include forward-looking statements, which
      reflect our current views with respect to future events and financial
      performance.  The words “believe,” “expect,” “anticipate,” “intends,”
“estimates,” “forecast,” “project” and similar expressions identify
      forward-looking statements.  The forward-looking statements in this
      document are based upon various assumptions, many of which are based on
      management’s discussion and analysis or plan of operations and elsewhere in this
      report. Although we believe that these assumptions were reasonable when made,
      these statements are not guarantees of future performance and are subject to
      certain risks and uncertainties, some of which are beyond our control, and
      are
      difficult to predict.  Actual results could differ materially from those
      expressed in forward-looking statements.   Readers are cautioned not
      to place undue reliance on any forward-looking statements, which reflect
      management’s view only as of the date of this report.





(a)
      Plan of Operation




The
      Company’s purpose is to seek, investigate and, if such investigation warrants,
      acquire an interest in business opportunities presented to it by persons or
      firms who desire to seek the perceived advantages of a publicly registered
      corporation.  The Company will not restrict its search to any specific
      business, industry, or geographical location and the Company may participate
      in
      a business venture of virtually any kind or nature.





The
      Company may seek a business opportunity with entities which have recently
      commenced operations, or wish to utilize the public marketplace in order to
      raise additional capital in order to expand into new products or markets, to
      develop a new product or service, or for other corporate purposes.  The
      Company may acquire assets and establish wholly-owned subsidiaries in various
      businesses, or acquire existing businesses as subsidiaries.  Business
      opportunities may be available in many different industries and at various
      stages of development, all of which will make the task of comparative
      investigation and analysis of such business opportunities extremely difficult
      and complex.





Management
      of the Company, while not especially experienced in matters relating to the
      new
      business of the Company, will rely primarily upon their own efforts to
      accomplish the business purposes of the Company.  It is not
      anticipated that any outside consultants or advisors, other than the Company's
      legal counsel, will be utilized by the Company to effectuate its business
      purposes described herein.





During
      the first quarter ended November 30, 2007, the Company had a private placement
      offering for the sale of 700,000 shares of the Company’s common stock at a price
      of $0.06 per share. No warrants were granted in connection with this offering.
      Through November 30, 2007, 83,333 shares had been sold for total proceeds of
      $5,000.  The Company expects additional proceeds from this offering
      will be used to finance ongoing operations, which should meet the Company’s cash
      requirements for the next twelve months.






7


ITEM
      2. MANAGEMENT’S DISCUSSION AND ANALYSIS OR PLAN OF OPERATION,
      continued:





(c)
      Off-Balance Sheet Arrangements





The
      Company has no off-balance sheet arrangements of any kind.





ITEM
      3. CONTROLS AND PROCEDURES





An
      evaluation was performed of the effectiveness of the design and operation of
      the
      Registrant's disclosure controls and procedures by the Registrant’s President
      and the Secretary/Treasurer. Based on that evaluation, they concluded that
      disclosure controls and procedures were effective as of November 30, 2007,
      in
      ensuring that all material information required to be filed in this quarterly
      report has been made known to them in a timely fashion.





There
      has
      been no change in our internal control over financial reporting during the
      three
      month period ended November 30, 2007, that has materially affected, or is
      reasonably likely to materially affect, our internal control over financial
      reporting.





PART
      II





ITEM
      1. LEGAL PROCEEDINGS




NONE





ITEM
      2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS





During
      the quarter ended November 30, 2007, the Company had a private placement
      offering for the sale of 700,000 shares of the Company’s common stock at a price
      of $0.06 per share. No warrants were granted in connection with this offering.
      Through November 30, 2007, 83,333 shares were sold for total proceeds of
      $5,000.  Proceeds from this offering will be used to finance ongoing
      operations.





ITEM
      3. DEFAULTS UPON SENIOR SECURITIES




NONE





ITEM
      4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS




NONE





ITEM
      5. OTHER INFORMATION




NONE





8


ITEM
      6. EXHIBITS





Exhibit
                31.1 –
            Certification
                required by Rule 13a-14(a) or Rule 15d-14(a).McConnaughey


Exhibit
                  31.2 –
              Certification
                  required by Rule 13a-14(a) or Rule 15d-14(a),
                  Evans
 Exhibit
                    32.1 –
                Certification
                    required by Rule 13a-14(b) or Rule 15d-14(b) and section 906
                    of the
                    Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350,
                    McConnaughey
 Exhibit
                      32.2 –
                  Certification
                      required by Rule 13a-14(b) or Rule 15d-14(b) and section 906
                      of the
                      Sarbanes-Oxley Act of 2002, 18 U.S.C. Section 1350,
                      Evans.















SIGNATURES





Pursuant
      to the requirements of Section 13 or 15(d) of the Securities Exchange Act of
      1934, the Company has duly caused this report to be signed on its behalf by
      the
      undersigned, thereunto duly authorized.





SILVER
      BUTTE CO., INC.


(Registrant)





By:
/s/
        Terry
        McConnaughey


Terry
        McConnaughey, President and Director


Date:  January
      14, 2008








Pursuant
      to the requirements of Section 13 or 15(d) of the Securities Exchange Act of
      1934, the Company has duly caused this report to be signed on its behalf by
      the
      undersigned, thereunto duly authorized.





By:
/s/
      Robert J.
      Evans


Robert
      J.
      Evans, Secretary/Treasurer and Director


Date:  January
      14, 2008

















9