**UNITED STATES**

**SECURITIES AND EXCHANGE COMMISSION**

**Washington, D.C. 20549**

**FORM 10-QSB**

**QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF**

**THE SECURITIES EXCHANGE ACT OF 1934**

|**For the quarter ended October 31, 2005** | **Commission File Number: 0-5105**
|------------------------------------------ | ----------------------------------

**MILASTAR CORPORATION**

**(Exact name of registrant as specified in its charter)**

|**DELAWARE**

**(State or other jurisdiction of** **incorporation or organization)**              | **13-2636669**

**(I.R.S. Employer** **Identification No.)**
|------------------------------------------------------------------------------------------------- | ------------------------------------------------------------
|                                                                                                  |                                                             
|**7317 West Lake Street, Minneapolis, MN****55426**

**(Address of principal executive offices)** | **(952) 929-4774**

**(Telephone number)**                  

**Not Applicable**

**Former name, former address and former fiscal year, if changed since last report.**

**Indicate by check mark whether the Registrant (1) has 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. YesX No**

**Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes NoX**

**At December 10, 2005,** **2,723,264 shares of common stock of the Registrant were issued and outstanding.**

MILASTAR CORPORATION AND SUBSIDIARIES

PART I

**Item 1. Financial Statements**

The condensed consolidated financial statements included herein have been prepared by Milastar Corporation (the "Company") without audit,
pursuant to the rules and regulations of the Securities and Exchange Commission. Certain information and footnote disclosures normally included
in financial statements prepared in accordance with accounting principlesgenerally accepted in the United States of Americahave been condensed
or omitted pursuant to such rules and regulations. However, the Company believes that the disclosures are adequate to make the information
presented not misleading. Operating results for the three and six months ended October 31, 2005 are not necessarily indicative of the results that
may be expected for the year ending April 30, 2006. It is suggested that these condensed consolidated financial statements be read in conjunction
with the consolidated financial statements and the notes thereto included in the Company's annual report on Form 10-KSB for the fiscal year
ended April 30, 2005.

The condensed consolidated financial statements included herein, which are unaudited, include, in the opinion of management, all adjustments
(consisting only of normal recurring accruals) necessary to present fairly the consolidated financial position and results of operations of the
Company for the periods presented.

|MILASTAR CORPORATION AND SUBSIDIARIES
|-------------------------------------
|**CONSOLIDATED BALANCE SHEETS**      
|                                     
|**ASSETS**                           

|                                                                      | **October 31,** |  | ******April 30,**
|--------------------------------------------------------------------- | --------------- |  | -----------------
|                                                                      | **2005**        |  | ******2005**     
|                                                                      | **(Unaudited)** |  | ******(Audited)**
|Current assets:                                                       |                 |  |                  
|Cash                                                                  | $ 1,469,000     |  | $ 205,000        
|Accounts and other receivables, net                                   | 1,685,000       |  | 1,627,000        
|Inventory                                                             | 147,000         |  | 191,000          
|Deferred income taxes                                                 | 130,000         |  | 134,000          
|Prepaid supplies and other                                            | 222,000         |  | 266,000          
|Total current assets                                                  | 3,653,000       |  | 2,423,000        
|                                                                      |                 |  |                  
|Property, plant and equipment:                                        |                 |  |                  
|Land                                                                  | 420,000         |  | 420,000          
|Buildings and improvements                                            | 3,127,000       |  | 3,138,000        
|Deposits on Equipment                                                 | --              |  | 469,000          
|Equipment                                                             | 8,857,000       |  | 8,916,000        
|                                                                      | 12,404,000      |  | 12,943,000       
|Less accumulated depreciation                                         | (5,426,000)     |  | (5,382,000)      
|                                                                      | 6,978,000       |  | 7,561,000        
|                                                                      |                 |  |                  
|Total assets                                                          | $ 10,631,000    |  | $ 9,984,000      
|**LIABILITIES AND
STOCKHOLDERS' EQUITY**                              |                 |  |                  
|Current liabilities:                                                  |                 |  |                  
|Current maturities of long-term
debt                                  | $ 630,000       |  | $ 630,000        
|Accounts payable                                                      | 706,000         |  | 416,000          
|Accrued payroll and benefits                                          | 727,000         |  | 444,000          
|Accrued income taxes                                                  | 246,000         |  | 158,000          
|Accrued real estate taxes                                             | 53,000          |  | 101,000          
|Other accrued liabilities                                             | 93,000          |  | 163,000          
|Total current liabilities                                             | 2,455,000       |  | 1,912,000        
|                                                                      |                 |  |                  
|Long-term debt, less current
maturities                               | 1,296,000       |  | 1,595,000        
|Deferred income taxes                                                 | 450,000         |  | 494,000          
|                                                                      |                 |  |                  
|Total liabilities                                                     | 4,201,000       |  | 4,001,000        
|                                                                      |                 |  |                  
|Stockholders' equity:                                                 |                 |  |                  
|Common stock, $.05 par value;
authorized 7,500,000 shares, issued
and |                 |  |                  
|outstanding 2,723,264 shares at
October 31, 2005 and April 30,
2005   | 136,000         |  | 136,000          
|Additional paid-in capital                                            | 1,647,000       |  | 1,647,000        
|Retained earnings                                                     | 4,647,000       |  | 4,200,000        
|Total stockholders' equity                                            | 6,430,000       |  | 5,983,000        
|                                                                      |                 |  |                  
|Total liabilities and stockholders'
equity                            | $ 10,631,000    |  | $ 9,984,000      

See accompanying notes to condensed consolidated financial statements

|MILASTAR CORPORATION AND SUBSIDIARIES    
|-----------------------------------------
|**CONSOLIDATED STATEMENTS OF OPERATIONS**
|(Unaudited)                              

|******__________________________________** | **Three Months Ended** |  | ******Six Months Ended**
|------------------------------------------ | ---------------------- |  | ------------------------
|                                           | ******October 31,**    |  | ******October 31,**     

|                                              | **2005**    |  | ******2004** |  | ******2005** |  | ******2004**
|--------------------------------------------- | ----------- |  | ------------ |  | ------------ |  | ------------
|                                              |             |  |              |  |              |  |             
|************************Net sales             | $ 3,538,000 |  | $ 3,318,000  |  | $ 7,017,000  |  | $ 6,476,000 
|Cost of sales                                 | 2,328,000   |  | 2,341,000    |  | 4,679,000    |  | 4,494,000   
|                                              |             |  |              |  |              |  |             
|Gross profit                                  | 1,210,000   |  | 977,000      |  | 2,338,000    |  | 1,982,000   
|Selling, general
and
administrative
expenses  | 671,000     |  | 562,000      |  | 1,298,000    |  | 1,141,000   
|Disposal loss on
property and
equipment       | 57,000      |  | 110,000      |  | 161,000      |  | 205,000     
|Loss on
impairment of
property and
equipment  | 70,000      |  | --           |  | 70,000       |  | --          
|                                              |             |  |              |  |              |  |             
|Operating income                              | 412,000     |  | 305,000      |  | 809,000      |  | 636,000     
|                                              |             |  |              |  |              |  |             
|Other expense:                                |             |  |              |  |              |  |             
|Interest expense                              | (29,000)    |  | (26,000)     |  | (58,000)     |  | (52,000)    
|Total other
expense                           | (29,000)    |  | (26,000)     |  | (58,000)     |  | (52,000)    
|                                              |             |  |              |  |              |  |             
|Income before
income taxes                    | 383,000     |  | 279,000      |  | 751,000      |  | 584,000     
|Income tax
expense                            | 155,000     |  | 103,000      |  | 304,000      |  | 218,000     
|                                              |             |  |              |  |              |  |             
|Net income                                    | $ 228,000   |  | $ 176,000    |  | $ 447,000    |  | $ 366,000   
|                                              |             |  |              |  |              |  |             
|Net income per
common share -
basic           | $ 0.08      |  | $ 0.06       |  | $ 0.16       |  | $ 0.13      
|Weighted
average shares
outstanding -
basic   | 2,723,264   |  | 2,723,264    |  | 2,723,264    |  | 2,723,264   
|                                              |             |  |              |  |              |  |             
|Net income per
common share -
diluted         | $ 0.07      |  | $ 0.06       |  | $ 0.13       |  | $ 0.12      
|Weighted
average shares
outstanding -
diluted | 3,370,873   |  | 3,133,630    |  | 3,325,680    |  | 3,126,258   

See accompanying notes to condensed consolidated financial statements

|MILASTAR CORPORATION AND SUBSIDIARIES    
|-----------------------------------------
|**CONSOLIDATED STATEMENTS OF CASH FLOWS**
|**Six Months Ended October 31,**         
|(Unaudited)                              

|                                                   | **2005**    |  | ******2004**
|-------------------------------------------------- | ----------- |  | ------------
|CASH FLOWS FROM
OPERATING ACTIVITIES:              |             |  |             
|Net income                                         | $ 447,000   |  | $ 366,000   
|Adjustments to reconcile net
income to net cash    |             |  |             
|flows from operating activities:                   |             |  |             
|Depreciation and amortization                      | 504,000     |  | 488,000     
|Loss on disposal of property and
equipment         | 161,000     |  | 205,000     
|Impairment of property and
equipment               | 70,000      |  | --          
|Deferred income taxes                              | (40,000)    |  | 218,000     
|                                                   |             |  |             
|Changes in operating assets and
liabilities:       |             |  |             
|Accounts and other receivables                     | (58,000)    |  | 38,000      
|Inventory                                          | 44,000      |  | (15,000)    
|Prepaid supplies and other                         | 44,000      |  | 49,000      
|Accounts payable and accrued
expenses              | 543,000     |  | (159,000)   
|Net cash flows from operating
activities           | 1,715,000   |  | 1,190,000   
|                                                   |             |  |             
|CASH FLOWS FROM
INVESTING ACTIVITIES:              |             |  |             
|Purchases of property, plant and
equipment         | (152,000)   |  | (682,000)   
|Net cash flows from investing
activities           | (152,000)   |  | (682,000)   
|                                                   |             |  |             
|CASH FLOWS FROM
FINANCING ACTIVITIES:              |             |  |             
|Principal payments of long-term
debt               | (299,000)   |  | (441,000)   
|Net cash flows from financing
activities           | (299,000)   |  | (441,000)   
|                                                   |             |  |             
|NET INCREASE IN CASH                               | 1,264,000   |  | 67,000      
|CASH, BEGINNING OF YEAR                            | 205,000     |  | 10,000      
|CASH, END OF SECOND
QUARTER                        | $ 1,469,000 |  | $ 77,000    
|                                                   |             |  |             
|                                                   |             |  |             
|Supplemental disclosures of cash
flow information: |             |  |             
|Cash paid during the first six
months for:         |             |  |             
|Interest                                           | $ 58,000    |  | $ 52,000    
|                                                   |             |  |             
|Income taxes                                       | $ 260,000   |  | $ --        

See accompanying notes to condensed consolidated financial statements

1 CONSOLIDATED FINANCIAL STATEMENTS

The consolidated financial statements of Milastar Corporation (the "Company") reflect the financial position and results of operations of the
Company and its wholly owned subsidiaries, after elimination of all material intercompany transactions and balances.

The consolidated financial statements as of October 31, 2005 and for the three and six month periods ended October 31, 2005 and October 31, 2004,
included herein are unaudited and have been prepared by the Company pursuant to the rules and regulations of the Securities and Exchange
Commission.Certain information and footnote disclosures normally included in financial statements prepared in accordance with accounting
principlesgenerally accepted in the United States of America have been condensed or omitted pursuant to such rules and regulations, although the
Company believes that the disclosures are adequate to make the information presented not misleading. The interim financial statements reflect all
adjustments (consisting of normal recurring accruals) that are, in the opinion of management, necessary for a fair statement of the results for the
interim periods. These consolidated financial statements should be read in conjunction with the consolidated financial statements and thenotes
thereto included in the Company's annual report on Form 10-KSB for the fiscal year ended April 30, 2005.The result of operations for the interim
period should not be considered indicative of the results to be expected for the entire year.

2 RECENT ACCOUNTING PRONOUNCEMENTS

*Stock-Based Compensation**-***In accordance with Accounting Principles Board (APB) Opinion No. 25 and related interpretations, the Company uses
the intrinsic value-based method for measuring stock-based compensation cost which measures compensation cost as the excess, if any, of quoted
market price of the Company's common stock at the grant date over the amount the employee must pay for the stock. The Company's general policy
is to grant stock options at fair value at the date of grant. Consistent with Statement of Financial Accounting Standards (SFAS) No. 123 "Accounting
for Stock-Based Compensation", the Company did not have any pro forma compensation costs associated with the options outstanding for the three
or six months ended October 31, 2005 or 2004. *SFAS No. 123R* - In December 2004, FASB issued SFAS No. 123 (revised 2004), "Share-Based
Payment", that focuses primarily on accounting for transactions in which an entity obtains employee services in share-based payment transactions.
This statement replaces SFAS No. 123, "Accounting for Stock-Based Compensation", and supersedes APB Opinion No. 25, "Accounting for Stock
Issued to Employees." Beginning May 1, 2006, we will be required to expense the fair value of employee stock options and similar awards. As a
public company, we are allowed to select from two alternative transition methods, each having different reporting implications. The impact of SFAS
No. 123R has not been determined at this time.

3PROPERTY AND EQUIPMENT

The Company recorded a disposal loss on property and equipment of $57,000, which was the result of equipment which was replaced prior to its
expected useful life. The Company recorded a loss on impairment of property and equipment of $70,000, which was the result of equipment which
was not capable of processing work for a specific customer and other unexpected changes.

4 NET INCOME PER COMMON SHARE

The following table presents a reconciliation of the denominators used in the computation of net income per common share - basic and net income
per common share - diluted for the three and six month periods ended October 31, 2005 and 2004:

|**________________________________________** | **Three Months Ended** |  | ******Six Months Ended**
|-------------------------------------------- | ---------------------- |  | ------------------------
|                                             | ******October 31,**    |  | ******October 31,**     

|                                                       | **2005**  |  | ******2004** |  | ******2005** |  | ******2004**
|------------------------------------------------------ | --------- |  | ------------ |  | ------------ |  | ------------
|Weighted shares
outstanding -
basic                    | 2,723,264 |  | 2,723,264    |  | 2,723,264    |  | 2,723,264   
|Weighted shares
assumed upon
exercise of stock
options | 647,609   |  | 410,366      |  | 602,416      |  | 402,994     
|Weighted shares
outstanding -
diluted                  | 3,370,873 |  | 3,133,630    |  | 3,325,680    |  | 3,126,258   
|                                                       |           |  |              |  |              |  |             
|Options excluded
from the net
income per share         |           |  |              |  |              |  |             
|calculations
because their
exercise prices
were        |           |  |              |  |              |  |             
|greater than the
average market
price.                 | 0         |  | 0            |  | 0            |  | 0           

5 BANK CREDIT LINE

The Company has a revolving line of credit with its bank, which permits borrowings of up to $1,000,000 and bears interest at 0.25% below the
bank's base rate which was 6.75% at October 31, 2005. The revolving line of credit expires August 31, 2006. At October 31, 2005 and April 30,
2005, borrowings under this agreement were $0.

6 INCOME TAXES

For the three and six month periods ended October 31, 2005, the Company recorded a provision for income taxes of $155,000 (40.5%) and $304,000
(40.5%), respectively. This compares to the three and six month periods ended October 31, 2004, where the Company recorded a provision for
income taxes of $103,000 (37%) and $218,000 (37%), respectively.

7 SIGNIFICANT CUSTOMER

The Company's largest customer accounted for 22% (18% for the prior year period) and 23% (17% for the prior year period) of total sales for the
three and six month periods ended October 31, 2005, respectively. The Company's largest customer accounted for 27% and 29% of total accounts
receivable at October 31, 2005 and April 30, 2005, respectively.

8 COMMITMENTS AND CONTINGENCIES

On June 23, 2005, two shareholders of the Company entered into an agreement with an officer of the Company to sell 1,706,347 shares of the
Company's common stock to the officer for $4,507,000. This represents approximately 63% of the total outstanding common stock of the Company
at October 31, 2005. It is anticipated that the transaction will close in the third quarter of fiscal 2006, however, the potential transaction is subject to
certain conditions to close and therefore no assurance can be provided that the transaction will be consummated. As disclosed in the Company's
10-KSB for the year ended April 30, 2005, there are employment agreements which require severance payments. If the transaction noted above
occurs, one of the agreements contains a change in control provision which could trigger the accrual and payment of severance of up to $300,000.

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

Results of Operations

Three Months Ended October 31, 2005 as Compared with the Three Months Ended October 31, 2004. The Company recorded sales of $3,538,000
during the second quarter of fiscal year 2006 as compared with $3,318,000 for the same period last year, a $220,000 (7%) increase. The increase was
primarily attributable to additional work performed for existing customers at our Rogers facility. The current level of sales growth in not necessarily
indicative of future sales in that the Company operates with a backlog that is generally less than 10 days.

Cost of sales of $2,328,000 (66% of net sales) during the second quarter of fiscal year 2006 decreased $13,000 (1%) from $2,341,000 (71% of net
sales) for the same period a year earlier. The decrease was primarily attributable to immaterial fluctuations. Gross profit increased to $1,210,000 as
compared with $977,000 for the prior year second quarter. The increase in gross profit was primarily attributable to higher sales without a
corresponding increase in fixed expenses during the period ended October 31, 2005.

Selling, general and administrative (SG&A) expenses of $671,000 (19% of net sales) increased $109,000 (19%) from $562,000 (17% of net sales)
for the same period a year earlier. The change in SG&A expenses is primarily due to an increase in incentive compensation. SG&A expenses, except
for incentive compensation, are relatively fixed and as such are not expected to change significantly in the near future.

The disposal loss on property and equipment of $57,000 decreased $53,000 from the $110,000 recorded for the prior year second quarter. The loss
was the result of equipment which was replaced prior to its expected useful life. The loss on impairment of property and equipment of $70,000
increased $70,000 from the $0 recorded for the prior year second quarter. The impairment loss was the result of equipment which was not capable of
processing work for a specific customer and other unexpected changes.

The Company recorded operating income of $412,000 in the second quarter of fiscal 2006 as compared with operating income of $305,000 recorded
in the prior year second quarter. The increase in operating income in the second quarter of fiscal year 2006 is primarily attributable to higher sales
and gross profit.

Total other expense amounted to $29,000 in the second quarter of fiscal 2006 as compared with other expense of $26,000 in the second quarter of
last year. Other expense in both first quarters relates primarily to interest expense, which increased $3,000 due to a rise in interest rates.

The Company recorded a tax provision of $155,000 in the second quarter of fiscal 2006 as compared with a provision of $103,000 in the second
quarter of fiscal 2005. The Company recorded net income of $228,000 in the second quarter of fiscal 2006 as compared with net income of $176,000
in the prior year second quarter.

Six Months Ended October 31, 2005 as Compared with the Six Months Ended October 31, 2004. The Company recorded sales of $7,017,000 during
the first six months of fiscal year 2006 as compared with $6,476,000 for the same period last year, a $541,000 (8%) increase.  The increase was
primarily attributable to additional work performed for existing customers at our Rogers facility. The current level of sales growth in not necessarily
indicative of future sales in that the Company operates with a backlog that is generally less than 10 days.

Cost of sales of $4,679,000 (67% of net sales) during the first six months of fiscal year 2006 increased $185,000 (4%) from $4,494,000 (69% of net
sales) for the same period a year earlier.  The increase was primarily attributable to increased energy costs. Gross profit increased to $2,388,000 as
compared with $1,982,000 for the prior year six months. The increase in gross profit was primarily attributable to higher sales without a
corresponding increase in fixed expenses during the period ended October 31, 2005.

Selling, general and administrative (SG&A) expenses of $1,298,000 (18% of net sales) increased $157,000 from $1,141,000 (18% of net sales) for
the same period a year earlier. The change in SG&A expenses is primarily due to an increase in incentive compensation. SG&A expenses, except for
incentive compensation, are relatively fixed and as such are not expected to change significantly in the near future.

The disposal loss on property and equipment of $161,000 decreased $44,000 from the $205,000 recorded for the same period a year earlier. The loss
was the result of equipment which was replaced prior to its expected useful life. The loss on impairment of property and equipment of $70,000
increased $70,000 from the $0 recorded for the prior year second quarter. The impairment loss was the result of equipment which was not capable of
processing work for a specific customer and other unexpected changes.

The Company recorded operating income of $809,000 in the first six months of fiscal 2006 as compared with operating income of $636,000
recorded in the prior year six months. The increase in operating income in the first six months of fiscal year 2006 is primarily attributable to higher
sales and gross profit.

Total other expense amounted to $58,000 in the first six months of fiscal 2006 as compared with other expense of $52,000 in the same period of last
year. Other expense in both first quarters relates primarily to interest expense, which increased $6,000 due to a rise in interest rates.

The Company recorded a tax provision of $304,000 in the first six months of fiscal 2006 as compared with a provision of $218,000 in the first six
months of fiscal 2005. The Company recorded net income of $447,000 in the first six months of fiscal 2006 as compared with net income of
$366,000 in the prior year six months.

*Liquidity and Capital Resources*

At October 31, 2005, the Company had working capital of $1,198,000 compared with $511,000 of working capital at April 30, 2005. Cash and
accounts receivables represented 86% (76% at April 30, 2005) and 30% (18% at April 30, 2005) of total current assets and total assets, respectively.
During the first six months of fiscal 2006, net cash flows from operating activities amounted to $1,715,000 compared to $1,190,000 in the first six
months of fiscal 2005. Working capital requirements for the first six months of fiscal 2006 were funded primarily from available cash and cash
generated from operations.

****Capital expenditures for fiscal 2006 are expected to be between $300,000 and $600,000, which will consist primarily of equipment for the Rogers
facility. The Company believes that available cash and anticipated cash flows from operations will be adequate to satisfy projected operating and
capital expenditures through at least the next twelve months.

*Critical Accounting Policies*

The Company's estimates related to certain assets and liabilities are an integral part of the consolidated financial statements. These estimates are
considered critical to the consolidated financial statements because they require subjective and complex judgements.

*(a) Revenue Recognition***-** The Company's revenues are recognized when products are shipped to unaffiliated customers. The Securities and
Exchange Commission's Staff Accounting Bulletin (SAB) No. 101 as amended by SAB 104, "Revenue Recognition" provides guidance on the
application of accounting principles generally accepted in the United States of America to selected revenue recognition issues. The Company has
concluded that its revenue recognition policy is appropriate and in accordance with accounting principles generally accepted in the United States of
America and SAB No. 104.

*(b) Allowance for Uncollectible Accounts Receivable***-**The Company records an allowance for accounts receivable which are potentially
uncollectible. The allowance is established by estimating the amounts that are potentially uncollectible based on a review of customer accounts, age
of the receivable, the customer's financial condition and industry, and general economic conditions. Results could be materially different if economic
conditions deteriorated for the Company's customers.

*(c) Long-Lived Assets***-**Property and equipment are depreciated over their useful lives. Useful lives are based on management's estimates of the
period that the assets will generate revenue. Property and equipment are reviewed for impairment whenever events or changes in circumstances
indicate that the carrying amount of an asset may not be recoverable. The Company recorded an impairment charge of $70,000 for the six month
period ended October 31, 2005.

*Forward-Looking Statements*

Certain statements contained in Management's Discussion and Analysis and elsewhere in the 10-QSB are forward-looking statements. These
statements may discuss, among other things, expected growth, future revenues and future performance. The forward-looking statements are subject to
risks and uncertainties, including, but not limited to, competitive pressures, inflation, consumer debt levels, currency exchange fluctuations, trade
restrictions, changes in tariff and freight rates, capital market conditions and other risks indicated in the Company's filings with the Securities and
Exchange Commission. Actual results may materially differ from anticipated results described in these statements.

**Item 3. Controls and Procedures.**

****The Company carried out an evaluation, under the supervision and with the participation of the Company's management, of the effectiveness as of
October 31, 2005, of the Company's disclosure controls and procedures pursuant to Rule 13a-15(e) and 15d-15(e) of the Securities Exchange Act of
1934. Based upon that evaluation, the Company's Chief Executive Officer and Chief Financial Officer concluded that the Company's disclosure
controls and procedures are effective in alerting them in a timely basis to material information relating to the Company required to be disclosed in the
Company's periodic SEC reports. There have been no significant changes in the Company's internal controls or in other factors which could
significantly affect internal controls subsequent to the date the Company carried out its evaluation.

The Company has also evaluated, with the participation of the Chief Executive Officer and Chief Financial Officer of the Company, any change as
of October 31, 2005, in the Company's internal control over financial reporting pursuant to Rules 13a-15(f) and 15d-15(f) of the Securities Exchange
Act of 1934. There was no change in the Company's internal control over financial reporting identified in that evaluation that occurred during the
fiscal quarter covered by this quarterly report on Form 10-QSB that has materially affected, or is reasonably likely to materially affect, the
Company's internal control over financial reporting. Management is aware that there is a lack of segregation of duties due to the small number of
employees dealing with general administrative and financial matters. However, management has decided that considering the employees involved
and the control procedures in place, risks associated with such lack of segregation are insignificant and the potential benefits of adding employees to
clearly segregate duties do not justify the expenses associated with such increases.

**PART II**

Items 1 thru 5

None.

Item 6. Exhibits

(a) Exhibits:

31.1 Certification of the Chief Executive Officer pursuant to 13a-14 and 15d-14

31.2 Certification of the Chief Financial Officer pursuant to 13a-14 and 15d-14

32 Certification pursuant to 18 U.S.C. section 1350

**S I G N A T U R E**

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this interim report to be signed on its behalf by
the undersigned, there unto duly authorized.

MILASTAR CORPORATION

|/s/ M. G. DUNCAN                           | /s/ DENNIS J. STEVERMER                          
|------------------------------------------ | -------------------------------------------------
|**M.G. Duncan**                            | **Dennis J. Stevermer**                          
|**Chairman of the Board, Chief Executive** | **Vice President Treasurer, Principal Financial**
|**Officer and Director**                   | **and Accounting Officer**                       

Dated: December 13, 2005