U.S. Securities and Exchange Commission
                             Washington, D.C. 20549

                                   FORM 10-QSB
(Mark One)

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

                  For the quarterly period ending June 30, 2003


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

                        For the transition period from to

                         Commission file number 33-58972
                                  ------------

                          NATHANIEL ENERGY CORPORATION

                 (Name of Small Business Issuer in its Charter)

                  DELAWARE                                 84-1572525
          (State of Incorporation)             (IRS Employer Identification No.)

  8001 S. InterPort Blvd, Englewood, Colorado                80112
 (Address of principal executive offices)                  (Zip Code)

 Issuer's telephone number,(303) 690-8300

     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 the past 90 days.
Yes [X]    No [ ]

     Applicable only to issuers involved in bankruptcy proceedings during the
preceding five years

     Check whether the registrant filed all documents and reports required to be
filed by Section 12, 13 or 15(d) of the Exchange Act after the distribution of
securities under a plan confirmed by a court. Yes [  ]   No [  ]

     Applicable only to corporate issuers

     State the number of shares outstanding of each of the issuer's class of
common equity, as of the latest practicable date: June 30, 2003, 38,262,664
shares of common stock, $.0001 par value.

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

<PAGE>




PART I.  FINANCIAL INFORMATION                                      Page Numbers

Item 1.   Financial Statements (unaudited)

          Balance Sheet as of June 30,2003 and June 30, 2002               2

          Statements of Operations three months and six months
           ended June 30, 2003 and 2002                                    3

          Statements of Cash Flows six months ended
           June 30, 2003 and 2003                                          4

          Notes to Financial Statements                                    5


Item 2.  Management's Discussion & Analysis                               12

Item 3.  Controls and Procedures                                          15

PART II. OTHER INFORMATION                                                16


SIGNATURES

CERTIFICATIONS

                                       1

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<TABLE>
<CAPTION>


Item I: Financial Statements

                                           Nathaniel Energy Corporation

                                                   BALANCE SHEETS
                                                    (Unaudited)

                                                                                    June 30,           December 31,
                                                                                      2003                 2002
                                                                                  ------------         ------------
       ASSETS
<S>                                                                               <C>                  <C>
CURRENT ASSETS
       Cash                                                                       $  1,021,094         $    202,057
       Accounts receivable                                                           1,081,295                4,784
       Inventory                                                                       249,400              248,040
       Other current assets                                                            166,528              125,797
             Total current assets                                                    2,518,317              580,678

PROPERTY AND EQUIPMENT
       (net of accumulated depreciation)                                            11,997,658            1,809,556

OTHER ASSETS
       Investment in Keyes                                                           1,450,000
       Web site                                                                        150,000
       Investment at cost                                                               25,050
       Accounts receivable related party                                               157,925              152,482
       Intangible assets                                                                16,820               16,367
                                                                                       341,342            1,618,849
             TOTAL ASSETS                                                         $ 14,865,770         $  4,009,083
                                                                                  ============         ============

       LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
       Accounts payable                                                           $  1,402,106         $    524,498
       Payroll taxes payable                                                            16,796                1,464
       Accrued wages                                                                 2,116,047            1,928,546
       Accrued interest payable                                                      1,027,270              496,563
       Accrued property taxes                                                           50,000
       Notes payable                                                                   203,122            4,095,470
       Current portion of long-term debt                                               813,582              320,541
             Total current liabilities                                               5,628,923            7,367,082

       Long-term debt, net of current portion                                       13,802,122              292,331
                                                                                  ------------         ------------
             Total long-term liabilities                                            13,802,122              292,331

Minority interest                                                                      146,578               26,358

STOCKHOLDERS' DEFICIT
       Preferred stock, 2,000,000 shares of $.001 par value                               --                   --
             authorized, none issued or outstanding
       Common stock, 75,000,000 shares of $.001 par value
             authorized, 38,262,664 shares, 36,912,664 shares and
             issued and outstanding at June 30, 2003 and December 31, 2002              38,263               36,913
       Additional paid-in capital                                                    7,481,404            6,682,704
       Less: Unpaid stock subscriptions receivable                                    (175,500)            (175,500)
       Accumulated deficit                                                         (12,056,020)         (10,220,805)
             Total stockholders' deficit                                            (4,711,853)          (3,676,688)
             TOTAL LIABILITIES AND STOCKHOLDERS' DEFICIT                          $ 14,865,770         $  4,009,083
                                                                                  ============         ============

                                                       2

<PAGE>


                                                   NATHANIEL ENERGY CORPORATION

                                                     STATEMENT OF OPERATIONS
                                                            (Unaudited)


                                                             For the Three Months Ended             For the Six Months Ended
                                                             June 30,           June 30,          June 30,             June 30,
                                                              2003                2002             2003                 2002
                                                            ---------          ---------       ------------          ---------

Revenue
        Sales                                               1,556,803             11,669       $  2,908,548            147,810


Cost of Sales                                                 676,851             13,439          1,827,323            163,026


        Gross Margin (Loss)                                   879,952             (1,770)         1,081,225            (15,216)


Selling, general and administrative expense
        Non-cash compensation                                 200,000          2,346,000
        Other selling general and adminitstratve            1,009,858            438,806          2,136,647            527,721

                                                            1,009,858            438,806          2,336,647          2,873,721

Loss from operations                                         (129,906)          (440,576)        (1,255,422)        (2,888,937)

Other income and (expense)
        Keyes Helium Project                                   20,733
        Loss on disposal of equipment                         (13,207)
        Interest expense                                     (181,116)           (26,156)          (561,424)          (133,928)
        Investment income                                       1,367              1,044
        Other income                                             --                 --               25,089               --

        Income (Loss) before income taxes                    (309,655)          (466,732)        (1,783,187)        (3,022,865)


        Income tax benefit                                       --                 --                 --                 --

Loss before minoirty interest                                (309,655)          (466,732)        (1,783,187)        (3,022,865)
Minority interest                                            (107,386)              --             (120,220)              --


Net Income (loss)                                        $   (417,041)      $   (466,732)      $ (1,903,407)      $ (3,022,865)
                                                         ============       ============       ============       ============

Weighted average number of common shares                   38,262,664         22,612,623         38,262,664         22,612,623
                                                         ============       ============       ============       ============


Basic net loss per share                                 $      (0.01)      $      (0.02)      $      (0.05)      $      (0.13)
                                                         ============       ============       ============       ============

                                                            3


<PAGE>


                                            NATHANIEL ENERGY CORPORATION

                                              STATEMENTS OF CASH FLOWS
                                                    (Unaudited)

                                                                                  For the Period ended
                                                                             June 30,                June 30,
                                                                               2003                   2002
                                                                               ----                   ----
CASH FLOWS FROM OPERATING ACTIVITIES
      Net loss                                                              (1,903,407)            (3,022,865)
      Adjustments to reconcile net loss to net cash flows
          from operating activities:

              Depreciation                                                     317,102                 15,987
              Minority interest                                                120,220                   --
              Non cash compensation                                            187,501              2,303,459
              Changes in assets and liabilities:
                 (Increase)decrease in accounts receivable                  (1,112,638)                (7,583)
                 Increase in inventory                                          (1,360)               (60,350)
                 Increase(decrease) in accrued expenses                        427,381                (91,940)
                 Increase (decrease) in accounts payable                     1,867,977                 12,489
                                                                           -----------            -----------
                      Net cash flows from operating activities                 (97,224)              (850,803)

CASH FLOWS FROM INVESTING ACTIVITIES
      Investment in Keyes Helium Project                                          --                     --
      Purchase of MSN Corporation                                              (25,050)
      Purchase of equipment                                                 (9,083,304)              (265,839)
      Loans to Ripetouch Greenhouse                                               --                  (15,175)
                                                                           -----------            -----------
                      Net cash flows from investing activities              (9,108,354)              (281,014)


CASH FLOWS FROM FINANCING ACTIVITIES
      Issuance of debt                                                      11,409,507              1,650,000
      Stock issued for cash                                                    800,050                970,998
      Debt repaid                                                           (2,184,942)              (773,731)
                                                                           -----------            -----------
                      Net cash flows from financing activities              10,024,615              1,847,267

NET INCREASE IN CASH                                                           819,037                715,450

CASH AND CASH EQUIVALENTS, BEGINNING OF YEAR                                   202,057                 (9,233)

CASH AND CASH EQUIVALENTS, END OF YEAR                                       1,021,094                706,217
                                                                           ===========            ===========


CASH PAID FOR INTEREST                                                          12,579                 39,779

CASH PAID FOR INCOME TAXES                                                        --                     --

NON CASH FINANCING ACTIVITIES                                                     --                     --

                                                           4
</TABLE>

<PAGE>


                          Nathaniel Energy Corporation
                          NOTES TO FINANCIAL STATEMENTS
                                   (Unaudited)

Significant Accounting Policies and Nature of Operations:

Condensed footnotes:

As contemplated by the Securities and Exchange Commission instructions to Form
10QSB, the following footnotes have been condensed and therefore do not contain
all disclosures required in connection with annual financial statements.
Reference should be made to the notes to Nathaniel Energy Corporation's annual
financial statements set forth in Form 10-KSB for the year ended December 31,
2002.

Certain forward-looking statements are made in the Management's Discussion and
Analysis. The Company's results may differ materially from those in the
forward-looking statements. Forward-looking statements are based on management's
current views and assumptions, and involve risks and uncertainties that
significantly affect expected results. For example, operating results may be
affected by external factors. Such factors include, but are not limited to,
changes in the regulatory environment, general conditions in the economy.

Unaudited Financial Statements:

The financial information included in this report, which includes its 51% owned
subsidiary has not been audited and should not be relied upon to the same extent
as audited financial statements. The financial information included in this
report reflects all adjustments, which are in the opinion of management, is
necessary for a fair presentation of the results for the interim period.
Nevertheless, the results shown are for interim periods and are not necessarily
indicative of results to be expected for the year.

Description of Business:

Nathaniel Energy Corporation ("the Company") has been in the business of
developing energy reclamation processes and recycling, including the operation
of used tire recycling and collection services, since 1997. Additionally, the
Company, in April 2003, completed the acquisition of a natural gas processing
facility. The Company operates a 26-acre tire recycling and reclamation facility
in Hutchins, Texas. In addition to operating the Hutchins facility, the Company
is engaged in the development of alternative energy conversion processes and
related technologies and has an exclusive license to a patented technology known
as the Thermal Combustor.

                                       5

<PAGE>


                          NOTES TO FINANCIAL STATEMENTS
                                   (Unaudited)

On April 3, 2003 the Company completed the acquisition of Keyes Helium Company,
LLC ("Keyes Helium") from Colorado Interstate Gas/El Paso ("CIG") (the Company
purchased its initial interest in Keyes Helium on August 27, 2002). It also
acquired the Keyes Gathering System and Sturgis Gas Processing Plant and
Compressor Station. These facilities are located on a 15-acre site in Keyes, OK.
These facilities receive and process natural gas, removing liquid gases and
helium and then sending the natural gas into a natural gas pipeline. The
Company's interest in Keyes Helium is through a 51% owned subsidiary, Nathaniel
Energy Oklahoma Holding Corporation ("NEC OK") that owns 100% of Keyes Helium.

Business Segments:

Nathaniel's operations are presently conducted in three separate facilities, the
tire reclamation and processing in Hutchins, Texas, the natural gas processing
and helium production in Keyes, Oklahoma and the alternate energy engineering
and corporate offices in Englewood, Colorado.

Critical Accounting Policies:

The financial statements include the accounts of Nathaniel Energy Corp. and it's
subsidiaries. All material inter-Company accounts and transactions have been
eliminated in consolidation.

Revenue Recognition:

The Company's tire reclamation and processing facility recognizes revenue
several ways, first when tires are accepted at the facility ("tipping fees") and
secondly from the sale of processed tire shreds. The revenues from tipping fees
are fully earned when the tires are accepted at the facility and the processed
tire shred revenues are recognized when the shreds are delivered to the end
user. Internal quality controls are in place to ensure that shreds meet the
standards required in contracts for the delivery of shreds. This quality control
reduces the risk of significant returns and allowances of tire shreds sold.
Sales returns are reprocessed and added back to the existing tire shreds.

The Company's helium, liquid gas and natural gas revenues are recognized in the
period of delivery. The fees are fully earned when recognized. The processing
plant has various types of quality control equipment in place to ensure that the
processed gases meet the requirements of the Bureau of Land Management ("BLM")
and the natural gas pipeline operators. The Company has a month-to-month
contract in place with a natural gas marketing firm for the natural gas
delivered to the pipeline and a contract for the helium processed. The natural
gas liquids processed are currently sold as produced.

The Company's alternate energy operation recognizes revenues from the sale of
thermal combustors based upon the terms of the individual contract.

                                        6


<PAGE>

                                    NOTES TO
                        FINANCIAL STATEMENTS (Unaudited)


Property and Equipment and Related Depreciation:

Property and equipment are recorded at cost. Depreciation is provided using the
straight-line method. Estimated useful lives of the assets used in the
computation of depreciation are as follows:

                  Machinery and equipment             5 - 7 years
                  Buildings                           25 years
                  Vehicles                            5 years
                  Gathering pipeline                  20 years

Inventory:

The tire processing facility inventory consists of processed and partially
processed tire shreds, which are held for sale to end-users. At June 30, 2003
and June 30, 2002, the Company had contracts to sell processed tire shred at an
agreed upon per ton price. Tire shred inventory is valued at its cost to
produce, but in an amount not to exceed realizable value, determined with
respect to existing contractual sales prices, less costs to complete the tire
processing. The gas processing facility has helium inventory stored in the BLM
facility in Texas; this inventory is based on the last-in-first-out method.
There is a contract with the BLM, which encompasses activity fees, storage fees
and an annual fee to the BLM.

Recent Accounting Pronouncements:

In April 2002, the Financial Accounting Standards Board ("FASB") issued
Statement of Financial Accounting Standards ("SFAS") No. 145, "Rescission of
SFAS Statements No. 4, 44, and 64, amendment of FASB Statement No. 13, and the
Technical Corrections". SFAS No. 145 rescinds Statement No. 4, which required
gains and losses from extinguishments of debt to be classified as an
extraordinary item, net of tax. SFAS 145, when adopted, will require applying
the criteria of Accounting Principles Board Opinion No. 30, "Reporting the
Results of Operations - Reporting the Effects of Disposal of a Segment of a
Business and Extraordinary, Unusual and Infrequently Occurring Events and
Transactions" in determining how to classify gains and/or losses resulting from
extinguishments of debt. The effective date of adoption of SFAS No. 145 is for
fiscal years beginning after May 15, 2002. The Company does not expect the
adoption of SFAS No. 145 to have a material effect on its financial position or
results of operations.

In July 2002, FASB issued SFAS No. 146, "Accounting for Costs Associated With
Exit of Disposal Activities". This Statement requires the recognition of costs
related to exit or disposal activities at the time they are incurred, rather
then the previously accepted method of recognizing such costs at the commitment
date of such activities. SFAS 146 is effective for such activities entered into
or modified after December 31, 2002. The provision of this statement for assets
held for sale or other disposal generally are required to be applied

                                       7

<PAGE>


                               NOTES TO FINANCIAL
                             STATEMENTS (Unaudited)

prospectively after the adoption date to newly initiated by management. As a
result, the Company cannot determine the potential effects that adoption of SFAS
146 will have on the financial statements with respect to future disposal
decision, if any.

In December 2002, FASB issued SFAS No. 148, "Accounting for Stock Based
Compensation - Transition and Disclosure", which amended Statement No. 123,
"Accounting for Stock Based Compensation". SFAS No. 148 provides for the use of
alternative methods of transition for a voluntary change to the fair value based
method of accounting for stock based compensation. It also amends the disclosure
requirements of Statement No. 123 to require prominent disclosure of the
Company's method of accounting for such compensation and the effect of the
method used on reported results in annual and interim financial statements. SFAS
No. 148 is effective for annual periods ending after December 15, 2002 and
interim periods beginning after December 15, 2002. The Company does not expect
the adoption of SFAS No. 148 to have a material effect on its financial position
or results of operations.

Going Concern:

The Company has experienced recurring operating losses, resulting in minimal
capital resources presently available to meet obligations which normally can be
expected to be incurred by similar companies, and to carry out its planned
operations. It has a deficiency in working capital at December 31, 2002 of
approximately $6.8 million, and a deficiency in stockholders' equity of
approximately $4 million.

In April 2003 the Company purchased Keyes Helium, Keyes Gathering Systems and
Sturgis Gas Processing Plant from CIG. It is anticipated that this acquisition
will continue to generate historically positive cash flow. The funds generated
will be used to finance the Company's operations and to pay down debt.

Management's Plan Going Forward

Management plans to increase revenues in its Texas tire recycling plant and in
its Oklahoma helium plant and gathering station by expanding current operations.
The Hutchins, Texas tire reclamation facility has been outfitted to 90% of its
maximum manufacturing capacity by means of new equipment purchased in 2002,
innovative design and strategic placement of existing equipment. These
developments will allow the facility to operate at maximum production that will
increase its revenue.

On April 3, 2003 the Company completed the acquisition of 51% of Keyes Helium.
In addition the Company purchased 51% of the Keyes Gathering System and 51% of
the Sturgis Gas Processing Plant and compressor station. These facilities are
located in Keyes, OK on a 14.924-acre site. The Keyes Helium plant operates a
three-stage helium extraction, purification and liquification process that is
strategically connected on the BLM helium reserve and pipeline system making it
beneficial for companies to utilize our services.  On April 3, 2003 the Company

                                       8

<PAGE>



                          NOTES TO FINANCIAL STATEMENTS
                                   (Unaudited)

executed a "Take and Pay" Operating Agreement with CIG for a minimum three-year
term for the processing and sale of low Btu gas for their pipeline needs. The
Company is negotiating new leases to add revenues to the already profitable
helium operation that will increase cash flow and the Company has entered into
negotiations with third party companies (Producers) for the gathering and
processing of natural gas from additional wells and gathering fields.

Acquisitions:

On August 27, 2002, the Company and an outside investor acquired 100% of the
outstanding common shares of MICNIC Rodeo Gathering, Inc. ("MICNIC"), an 18.55%
limited partner in Keyes Helium, from Michigan Pipeline & Processing Corp. The
purchase price of the acquisition was $1,450,000, all paid by the Company. The
investor was allocated 49% of the MICNIC common stock, and the Company retained
51%. The investor provided total cash of $1,800,000 to the Company to finance
the acquisition. Including other loans related to this project, including the
subsequent acquisition of the remaining Keyes Helium interest described below,
this individual holds $12,447,215, after the debt conversion of April 9, 2003 of
the Company's convertible debt at June 30, 2003. Also, on April 9, 2002 this
individual converted $1,350,000 of debt to equity.

On April 3, 2003 the Company acquired the remaining 81.45% of Keyes Helium from
Colorado Interstate Gas/El Paso for an amount of $8,658,855. Concomitant, the
Company purchased the Keyes Gathering System and the Sturgis Gas Processing
Plant and Compressor Station, each a subsidiary of El Paso Gas, for an aggregate
amount of $1,288,360.

Subsequently, also on April 3, 2003, the Company transferred its entire interest
in Keyes Helium, Sturgis Gas Plant and Gathering System to NEC OK. The outside
investor described above also contributed his ownership interest in Keyes to NEC
OK. NEC OK therefore owns 100% of Keyes Helium. The Company owns 51% of NEC OK
and the outside investor owns the remaining 49% of NEC OK.

Proforma Income Statement

The following table represents a proforma income statement for the three months
and six months ended June 30, 2003 and June 30, 2002, including the operations
of the 2003 acquisitions, as if the acquisitions were owned for the entire
period(s).


                   For the three months ended       For the six months ended
                    June 30,         June 30,       June 30,         June 30,
                     2003             2002            2003             2002
                  ----------------------------      ---------------------------

Revenue           $2,802,374        $1,980,235     $ 4,321,726       $3,797,415
Net income (loss) $ (135,203)       $  158,356     $(1,275,952)      $   70,600
Income (loss)
 per share        $   (0 .01)       $    0 .01     $    (0 .04)      $    0 .03


                                       9

<PAGE>


                          NOTES TO FINANCIAL STATEMENTS
                                   (Unaudited)

For the periods ending 2002 the financial information was obtained from the
previous owner and may not be comparable to the Company's financial statements
as the previous owner operated the acquisition as a wholly owned subsidiary and
did not allocate all costs applicable to the operation.

Property and Equipment:

Following is a summary of property and equipment at June 30, 2003 and June 30,
2002:


     Machinery and equipment          $  8,475,472    $    764,859
     Pipelines                           2,830,750            --
     Buildings                             400,000         100,000
     Vehicles                              368,441         188,474
     Land                                  290,000         290,000
     Furniture and Fixtures                 86,471          29,459
     Land Improvements                      97,365          16,234
                                      ------------    ------------

                                        12,548,499       1,389,026
     Less: accumulated depreciation       (550,841)       (162,847)
                                      ------------    ------------

                                      $ 11,997,658    $  1,226,179
                                      ============    ============
Segment Information

The Company operates in two separate industry segments; tire reclamation and
processing and natural gas and helium processing and production. Information
regarding these segments are stated below.


                                                   Six months ended June 30,
                                                    2003               2002

Revenues:
Tire Reclamation                                 $   251,334        $   147,575
Natural Gas Production                           $ 2,657,236        $      --

Income (Loss) before taxes:
Tire Reclamation                                 $  (357,147)       $  (449,783)
Natural Gas Production                           $   221,944        $      --

                                       10

<PAGE>


                          NOTES TO FINANCIAL STATEMENTS
                                   (Unaudited)

Note Payable:

On April 3, 2003 a single investor and creditor loaned the Company an additional
$10,047,215 to facilitate the acquisition of Keyes Helium, the Keyes Gathering
System and the Sturgis Gas Processing Plant and Compressor Station located in
the Keyes, Oklahoma area. This note is to be repaid in quarterly installments
beginning in September 2003 in an amount being negotiated between the Company
and the investor but not to exceed $500,000 per quarter which will include
interest at 8% until it matures in 2010. The assets of the Keyes Helium plant
collateralize the loan. In addition to the collateral the investor received 49%
of the stock in NEC OK, a subsidiary of the Company to which the entire Keyes
Helium interest was transferred, while the Company owns the remaining 51%.

Related Party Transactions:

The Company paid certain expenses related to site clean up on behalf of Ripe
Touch Greenhouse, LLC, ("RTG") an entity controlled by the Company's president.
The balance receivable at June 30, 2003 and June 30, 2002 was $157,925 and
$165,353 respectively. The advances are collateralized by an assignment of the
assets of RTG and are non-interest bearing. The majority of the receivable
relates to payments made on behalf of RTG for the processing and removal of
tires from RTG's property in Calhan, Colorado.

Intellectual Property:

The Company owns three U.S. patents, the latest issued in February 2003. Also
pending are a U.S. application for a patent, and a European patent application
each covering the thermal combustor technology. The combustor is used to produce
energy using alternate fuel sources and is then sold by the Company. The
Company's ownership of technology is by assignment of the patents and pending
applications from Stanley Abrams, the Company's chief executive officer. These
patents and patent applications are for utility patents directed to devices and
methods of uses. Two U.S. patents expire September 6, 2011 and December 4, 2012,
respectively, while the third patent issued in February 2003 will expire in
February 2020. Concurrent with and in consideration for the assignment of the
technology in July 1998, the Company entered into a companion agreement with
Messrs. Stanley and Brett Abrams which requires a reassignment of the thermal
combustor technology to them in the event either one or neither of them is not
fully employed by the Company as an officer, Stanley as president and chief
executive officer, Brett as a vice president and both as directors. Furthermore,
this companion agreement provides for a reassignment of the technology to
Messrs. Abrams in the event the Company ceases business operations or becomes
bankrupt. The Company and Messrs. Abrams intend to examine the desirability of
replacing and may replace the assignment of ownership in the technology to the
Company with the grant by Messrs. Abrams of a perpetual, non-expiring,



                                       11

<PAGE>

                          NOTES TO FINANCIAL STATEMENTS
                                   (Unaudited)

royalty free license to the Company subject to automatic termination upon the
occurrence of any one of the events that would now require the to reassign the
technology to Messrs. Abrams. Counsel has suggested to Messrs. Abrams and the
Company that a license may be a more desirable and effective means of achieving
the results intended by all parties than is achieved by the existing assignment
and companion agreement, particularly in the event of business cessation or
bankruptcy.

In April 2002 the Company, Alternate Capital, LLC ("ACL") and Stan Abrams, in
connection with a consulting agreement between the Company and ACL, entered into
an agreement regarding the reassignment of the above-mentioned patents to Stan
Abrams.

This agreement provides for the reassignment of the patents if either of the
following events occurs: (i) ACL votes in favor of removing either Stan or Brett
Abrams as an officer or director of the Company for any reason other than for
cause, or (ii) either voluntary or involuntary bankruptcy proceedings are filed
by or against the Company and (a) prior to such filing, ACL shall have voted
against (or provided the Company with written disapproval of) the Company's
obtaining third-party financing, and (b) such vote or disapproval was a
contributing factor to the filing of the bankruptcy proceedings by or against
the Company.

Economic Dependency - Major Customer:

During 2002 and 2001, the Company's primary sales were made through several
local customers and two major users of its tire derived fuel (TDF). The two
major users each represent approximately 20% of its tire reclamation sales
activities for both years. With the acquisition of the Keyes Helium, Sturgis
Plant and Gathering system the majority of the sales will be from helium sales
and processed natural gas sales, while there will be some additional sales of
liquid gases and monthly fees from a take and pay blending contract with
Colorado Interstate Gas. The various products have enabled the Company to reduce
its dependency on any one customer, however one major Company purchases all of
the helium produced under contract through 2007. Should this contract expire
there are other major companies which would have an interest in purchasing the
helium.


Item 2: Management's Discussion and Analysis of Results of Operations, Liquidity
and Financial Condition.

Forward-looking Statements:

Certain forward-looking statements are made in this Management's Discussion and
Analysis. The Company's results may differ materially from those in the
forward-looking statements. Forward-looking statements are based on management's
current views and assumptions, and involve risks and uncertainties that
significantly affect expected results. For example, operating results may be

                                       12

<PAGE>


affected by external factors. Such factors include, but are not limited to,
changes in the regulatory environment, general conditions in the environmental
industry, the Company's competitive position, and economic conditions in the
market.

Critical Accounting Policies:

The financial statements include the accounts of Nathaniel Energy Inc. and it's
subsidiaries. All material inter-Company accounts and transactions have been
eliminated in consolidation.

Revenue Recognition:

The Company's tire reclamation and processing facility recognizes revenue
several ways, first when tires are accepted at the facility ("tipping fees") and
secondly from the sale of processed tire shreds. The revenues from tipping fees
are fully earned when the tires are accepted at the facility and the processed
tire shred revenues are recognized when the shreds are delivered to the end
user. Internal quality controls are in place to ensure that shreds meet the
standards required in contracts for the delivery of shreds. This quality control
reduces the risk of significant returns and allowances of tire shreds sold.
Sales returns are reprocessed and added back to the existing tire shreds.

          Results of Operations for the three months ended June 30,2003
                compared to the three months ended June 30, 2002
                ------------------------------------------------

For the three months ended June 30, 2003 revenue increased from $11,669 in 2002
to $1,556,803 in 2003 an increase of $1,545,134 or 13,242 percent. This increase
in revenue is primarily due to Nathaniel Energy's acquisition of the Keyes
Helium and Sturgis Gas Plant and gathering system from CIG. The Company
purchased the facility on April 3, 2003.

Cost of sales increased from $13,439 in 2002 to $676,851 in 2003 an increase of
$663,412 or 4,936 percent. The increase is primarily due to the acquisition of
Keyes Helium, Sturgis Gas Plant and gathering system from CIG. The Company
purchased the facility on April 3, 2003.

Total selling general and administrative expenses increased $571,052 or 130
percent from $438,806 for the period ended June 30,2002 to $1,009,858 in 2003.
The major components making up the $1,009,858 are: salaries $306,386;
professional fees $115,962; BLM storage $83,377; insurance $76,154; contract
maintenance $27,147; outside services $25,504; office rent $20,429; and payroll
taxes $18,196; the increase is primarily due to the purchase of the Keyes Helium
and Sturgis Gas Plant and gathering system from CIG.

Interest expense increased from $26,156 for the period ended June 30, 2002 to
$181,116 in the comparable period of 2003; the increase is due to the additional
$11.4 million in debt financing added during the current period.

                                       13

<PAGE>


          Results of Operations for the six months ended June 30, 2003
                 compared to the six months ended June 30, 2002
                 ----------------------------------------------

For the six months ended June 30,2003 revenue increased from $147,810 in 2002,
to $2,908,548 in 2003, an increase of $2,760,738 or 1,871 percent. This increase
in revenue is primarily due to Nathaniel Energy's acquisition of the Keyes
Helium and Sturgis Gas Plant and gathering system from CIG. The Company
purchased the facility on April 3, 2003.

Cost of sales increased from $163,026 in 2002 to $1,827,323 in 2003, an increase
of $1,664,297, or 1,843 percent. The increase is primarily due to an increase in
the operations of the Company with the acquisition of the Keyes Helium and
Sturgis Gas Plant facility.

Total selling, general and administrative expenses decreased $845,074 or 30.8
percent from $2,873,721 for the period ended June 30,2002 to $2,028,647 in 2003.
This is primarily due to recording $2,346,000 in non-cash compensation in 2002
and $200,000 in 2003.

Other selling, general and administrative expenses increased from $527,721 to
$1,828,647. The major components making up the $1,828,647 are salaries and wages
$561,166; outside services $ 85,512; property taxes $20,000; BLM gas storage
expense $83,377;professional fees $192,209; insurance $94,205; utilities
$100,877, all primarily reflecting the operation of the Keyes Helium plant and
the gas gathering system and an increase in travel, professional fees, marketing
and communications; encompassing brand awareness, positioning, aggregation of
content, research analysis, design and functionality of website and collateral
material.

Interest expense increased from $133,928 in the period ended June 30,2002 to
$561,424 in the comparable period of 2003, which is due to the additional $11.4
million in debt financing added during 2003.

Liquidity and Capital Resources:

As of June 20, 2003 Nathaniel Energy has outstanding notes payable of
$14,615,704, including installment notes with financial institutions secured by
equipment totaling $597,625, with an average interest rate of 11.1%. The
remaining $14,018,079 in outstanding notes consists of secured and unsecured
term loans from individuals with an average interest rate of 12.1%. Of this
amount, $247,000 is due immediately since the notes are past their scheduled due
dates. The $12,447,215 note to the above mentioned investor is to be repaid in
quarterly installments starting in September 2003 in an amount to be negotiated
between the Company and the investor not to exceed $500,000, which includes
interest at 8%. If a persistent problem should occur at the helium plant, the
plant may not be able to generate sufficient sales to cover the Company's
existing debt service.

                                       14

<PAGE>


Nathaniel Energy has cash of $1,021,094 at June 30, 2003. These funds will be
used to fund the Company's operations and to pay down on the existing debt.
Nathaniel Energy has committed to use eighty percent of this cash flow to retire
its obligation to a non-management investor who provided funding for the
acquisition.

On July 15, 2003 the Company received a contract and letter of credit for the
sale of two 1250 Thermal Combustors. The contract is between L & R Energy Co.,
LLC, European Waste Solutions, Inc. and Electronic Solar of Italy for a RDF
project in Cologna Veneta, Italy. The letter of credit is with Banca Monte Dei
Pashi Di Siena, which has a representative in New York, and the letter may be
presented to any U.S. bank. The Company has 277 days from the date of formal
acceptance to construct, deliver and test the combustors in order to collect on
the letter of credit. The test will be to determine that the combustors will
generate a minimum of 42,495 pounds of steam per hour for each unit. The final
price has yet to be determined at this writing.

The following is a summary of Nathaniel Energy's cash flows from operating,
investing, and financing activities during the periods indicated:


Period ended June 30, 2003

                                                 2003                   2002
                                                 ----                   ----

Operating activities                         $     90,556          $   (850,803)
Investing activities                           (9,416,354)             (281,014)
Financing activities                           10,144,835             1,847,267
                                             ------------          ------------
Net effect on cash                           $    819,037          $    715,450
                                             ============          ============

Operating activities net change is due primarily to an increase in accounts
payable of $1,8 million, while the net change in investing activities is
primarily the purchase of equipment for $10.8 million and the net change in
financing activities is primarily the issuance of debt in the amount of $11.4
million and the repayment of debt in the amount of $2.1 million.


Item 3 Controls and Procedures
------------------------------

Based upon an evaluation completed within 90 days prior to the filing of this
quarterly report with the SEC, the Company's Chief Executive Officer and Chief
Financial Officer concluded that the Company's disclosure controls and
procedures are effective for gathering and disclosing information on a timely
basis as required for reports filed under the Securities and Exchange Act of
1934. There have been no significant changes in the Company's internal controls
or in other factors that could significantly affect these controls subsequent to
the date of this evaluation, including any corrective actions with regard to
significant deficiencies and material weaknesses.

                                       15

<PAGE>


The Company's disclosure controls and procedures and internal controls provide
reasonable, but not absolute, assurance that all deficiencies in design or
operation of these control systems, or all instances or errors or fraud, will be
prevented or detected. These control systems are designed to provide reasonable
assurances of achieving the goals of these systems in light of the Company's
resources and nature of the Company's business operations. Theses control
systems remain subject to risks of human error and the risk that one or more
individuals in management or non-management positions can circumvent controls
for wrongful purposes.

                            PART II OTHER INFORMATION

Item 1.    Legal Proceedings:
           None

Item 2.    Change in Securities and Use of Proceeds:
           1,340,000 shares were sold for $1,400,050; the funds were used to
           fund the Company's operations.

Item 3.    Default Upon Senior Securities:
           None

Item 4.    Submission of Matters to a Vote of Security Holders:
           None

Item 5.    Other Information:

Item 6.    Exhibits and Reports:
           Exhibits:
           31.1     Certificate of the Chief Executive Officer of Nathaniel
                    Energy Corporation pursuant to Section 302 of the
                    Sarbanes-Oxley Act of 2002

           31.2     Certificate of the Chief Financial Officer of Nathaniel
                    Energy Corporation pursuant to Section 302 of the
                    Sarbanes-Oxley Act of 2002.

           32.1     Certificate of the Chief Executive Officer of Nathaniel
                    Energy Corporation pursuant to Section 906 of the
                    Sarbanes-Oxley Act of 2002.

           32.2     Certificate of the Chief Financial Officer of Nathaniel
                    Energy Corporation pursuant to Section 906 of the
                    Sarbanes-Oxley Act of 2002

            Reports on Form 8-k
                    Form 8-k was issued July 2, 2003 reflecting the
                    acquisition of Keyes Helium, Sturgis Gas Processing Plant
                    and Gathering System.

                                       16