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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 quarterly period ended May 31, 1999

                  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    (X)            No ( )



The number of shares of Common Stock, $.05 par value, outstanding as
of May 31, 1999, was 7,828,748.



DOCUMENTS INCORPORATED BY REFERENCE:  NONE

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













*****************************************************************************
Document page 1 of 8
<PAGE>
SILVER  BUTTE  MINING  COMPANY
FORM  10-QSB  QUARTERLY  REPORT
May  31,  1999



INDEX

                                                                   Page
                                                                  Number

Part  I - FINANCIAL  INFORMATION

Item  1.  Condensed  Financial  Statements

     Balance Sheets, May 31, 1999, and August 31, 1998               3

     Income statements for the three months and nine months
          ended  May  31,  1999,  and  1998                          4

     Cash Flow Statements for the nine months ended May  31, 1999,
          and 1998                                                   5

     Notes  to  Condensed  Financial  Statements                     6

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

Signature  Page                                                      8
































Document page 2 of 8
<PAGE>
SILVER BUTTE MINING COMPANY
CONDENSED BALANCE SHEETS
May 31, 1999 and August 31, 1998

<TABLE>
                                             February 28,        August 31,
                                                 1999              1998
                                             ____________      ____________

<C>                                          <S>               <S>
ASSETS

CURRENT ASSETS
     Cash and cash equivalents               $     1,833       $       480
     Certificate of deposit for State lease        5,000             5,000
     Marketable securities                        63,773            70,336
     Accounts receivable                             831             1,091
     Prepaid expenses                                668               512
                                             ____________      ____________

         TOTAL CURRENT ASSETS                     72,105            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                                 $    75,105       $    80,419
                                             ============      ============

LIABILITIES AND SHAREHOLDERS' EQUITY

CURRENT LIABILITIES

   Accounts payable                          $     1,780       $     2,660
                                             ____________      ____________

         TOTAL CURRENT LIABILITIES                 1,780             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                        (711,065)         (706,631)

                                             ____________      ____________

         TOTAL SHAREHOLDERS' EQUITY               73,325            77,759
                                             ____________      ____________

TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY   $    75,105       $    80,419
                                             ============      ============
</TABLE>

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

Document page 3 of 8
<PAGE>
SILVER BUTTE MINING COMPANY
CONDENSED INCOME STATEMENTS
For the Three and Nine Months Ended May 31, 1999 and 1998

<TABLE>
                             Three Months Ended         Nine Months Ended
                        __________________________   __________________________
                           May 31,      May 31,         May 31,       May 31,
                            1999         1998            1999          1998
                        ____________  ____________   ____________  ____________
<S>                     <C>           <C>            <C>           <C>
REVENUES
  Dividend income       $       831   $     1,331    $     2,437   $     1,882
  Interest income                74            84            233         1,030
  Rock sales                    -             -              504           780
  Misc. other income             70           -              117           -
                        ____________  ____________   ____________  ____________

       Total Revenues           975         1.415          3,291         3,692
                        ____________  ____________   ____________  ____________


EXPENSES
  Wages and other
    Compensation               (918)         (640)         3,810         5,350
  Professional
    Services                    173           288          1,143         2,692
  Rent & royalties              175           -              646           390
  Office expense                 79           211            234           560
  Taxes and
    Insurance                   -              29          1,044           709
  Miscellaneous                  94             1            848           330
                        ____________  ____________   ____________  ____________

        Total Expenses         (397)         1,169          7,725        10,031
                        ____________  ____________   ____________  ____________

INCOME (LOSS) BEFORE          1,372           246         (4,434)       (6,339)
  INCOME TAXES

INCOME TAXES                    -             -              -             -
                        ____________  ____________   ____________  ____________

NET INCOME (LOSS)       $     1,372   $       246    $    (4,434)  $    (6,339)
                        ============  ============   ============  ============

Income (Loss) per Share
  Of Common Stock
  Outstanding           $    0.0002   $    0.0000    $   (0.0006)  $   (0.0008)
                        ============  ============   ============  ============

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

</TABLE>

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

Document page 4 of 8
                                        4
<PAGE>
SILVER BUTTE MINING COMPANY
CONDENSED STATEMENTS OF CASH FLOWS
For the Nine Months Ended May 31, 1999 and 1998

<TABLE>

                                                    Nine Months Ended
                                             ______________________________
                                               May 31,            May 31,
                                                 1999              1998
                                             ____________      ____________


<C>                                          <S>               <S>

CASH FLOWS FROM OPERATING ACTIVITIES

  Net Loss                                   $    (4,434)      $    (6,339)
  Adjustments to reconcile net loss
    to net cash used in operating
    activities:
      Decrease in payables                          (880)           (3,640)
      Increase in prepaid expenses                  (156)           (1,685)
      Decrease in receivables                        260                 1
                                             ____________      ____________
           Net cash used in
             operating activities                 (5,210)          (11,663)
                                             ____________      ____________

CASH FLOWS FROM INVESTING ACTIVITIES

      Decrease (increase) in marketable
        securities                                 6,563           (71,383)
                                             ____________      ____________
           Net cash provided by (used in)
              investing activities                 6,563           (71,383)
                                             ____________      ____________

NET INCREASE (DECREASE) IN
   CASH AND CASH EQUIVALENTS                       1,353           (83,046)

Cash and Cash Equivalents at Beginning
  of Period                                          480            89,297
                                             ____________      ____________

Cash and Cash Equivalents at End of Period   $     1,833       $     6,251
                                             ============      ============

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
NOTES  TO  CONDENSED  FINANCIAL  STATEMENTS
May  31,  1999

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  May  31,  1999,  and  the
results  of  operations  for  the  three  and  nine  months  ended  May
31,  1999  and  1998,  and  cash  flows  for  the  nine  months  ended  May
31,  1999  and  1998.  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
that  are  presented  with  Form  10-KSB.

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  abandoned  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  believes  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's
management  estimates  would  be  less  than  $10,000.













Document page 6 of 8
<PAGE>
SILVER  BUTTE  MINING  COMPANY
FORM  10-QSB  QUARTERLY  REPORT
May  31,  1999


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  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  slightly,  and
the  Company's  dividend  income  decreased  by  $500  for  the  quarter
ended  May  31,  1999,  compared  to  the  quarter  ended  May  31,  1998.
The  decrease  in  dividends,  when  compared  to  the  quarter  ended
May  31,  1998,  was  partly  the  result  of  understated  dividend
income  in  the  quarter  ended  February  28,  1998,  being  reported  in
the  quarter  ended  May  31,  1998.  Interest  income  decreased
significantly  and  dividend  income  increased  significantly  for
the  nine  months  ended  May  31,  1999,  compared  to  the  same  period
ended  May  31,  1998.  This  was  the  result  of  management's
decision  to  invest  a  significant  portion  of  the  Company's  funds
in  money  market  equity  securities  during  the  second  quarter
ended  February  28,  1998.  There  were  no  rock  sales  during  the
third  quarters  ended  May  31,  1999  or  1998,  because  of  the
seasonal  nature  of  such  sales.

Expenses.  Wages  and  other  compensation  reported  as  a  negative
$918  during  the  quarter  ended  May  31,  1999,  compared  to  $640
during  the  quarter  ended  May  31,  1998.  This  was  caused  by  an
accounting  error  during  the  quarter  ended  February  28,  1999,
that  continued  to  show  a  payable  for  compensation  that  had  been
paid  in  the  quarter  ended  February  28,  1999.  The  effects  of
this  overstatement  were  reversed  in  the  quarter  ended  May  31,
1999.  Rent  and  royalties  were  higher  in  the  quarter  ended  May
31,  1999,  than  in  the  quarter  ended  May  31,  1998,  because  of
management's  decision  to  amortize  prepaid  rent  quarterly  rather
than  to  expense  the  full  amount  of  rent  paid  at  the  time  of  the
payments.  Other  expenses  were  generally  lower  in  the  quarter



Document page 7 of 8
<PAGE>
SILVER  BUTTE  MINING  COMPANY
FORM  10-QSB  QUARTERLY  REPORT
May  31,  1999


ended  May  31,  1999,  than  the  same  quarter  of  the  previous  year,
but  are  not  remarkable.  Miscellaneous  expenses  were
significantly  higher  for  the  nine  months  ended  May  31,  1999,
than  in  the  nine  months  ended  May  31,  1998,  because  of  higher
reclamation  work  in  the  1999  nine  month  period  than  in  the  1998
period.  Other  expenses  were  generally  lower  in  the  1999  nine
month  period  than  in  the  1998  nine  month  period.

Financial  Position.  There  was  a  decrease  in  marketable  securities
of  $6,563  at  May  31,  1999,  when  compared  to  the  balance  at
August  31,  1998,  the  previous  fiscal  year  end.  Securities  were
sold  to  provide  funds  for  administrative  and  reclamation
expenses,  and  to  increase  the  cash  balance  at  May  31,  1999.
There  were  no  other  remarkable  changes  in  financial  position
during  the  third  quarter,  other  than  the  reduction  in  accounts
payable  for  compensation  described  above.

     The  Company  may  continue  to  sell  marketable  securities,  if
necessary,  during  the  balance  of  the  fiscal  year  to  provide  cash
for  operating  expenses.

Cash  Flows.  Cash  and  cash  equivalents  increased  $1,353  during
the  nine  months  ended  May  31,  1999.  The  net  loss  from
operations  was  funded  by  the  sale  of  marketable  securities  as
discussed  above.  The  Company  has  no  plans  for  capital
expenditures  that  will  require  significant  amounts  of  cash.

     Cash  and  cash  equivalents  decreased  by  $83,046  during  the  nine
months  ended  May  31,  1998,  as  a  result  of  the  Company  investing
in  money  market  equity  securities  during  that  period.


SIGNATURE


     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.



SILVER  BUTTE  MINING  COMPANY



     Date     July  14,  1999         /s/  R.  Richard  Rice
                                      --------------------------------------
                                       R.  Richard  Rice,  President
                                      (Principal  Executive  Officer  and
                                       Principal  Accounting  Officer)