SECURITIES AND EXCHANGE COMMISSION
             WASHINGTON, D.C. 20549
                     FORM 10-QSB

[x]     Quarterly Report Pursuant to Section 13 or
15(d) Securities Exchange Act of 1934 for Quarterly
Period Ended September 30, 2002

-OR-

[ ]     Transition Report Pursuant to Section 13 or
15(d) of the Securities And Exchange Act of 1934
for the transaction period from
_________ to________

Commission File Number      000-22965


              Pinnacle Resources, Inc.
---------------------------------------------------
        (Exact name of registrant as specified
                   in its charter)
<TABLE>
<CAPTION>

                                               <c>
Wyoming                                       84-1414869
--------------------------------------------------------------
(State or other jurisdiction                (I.R.S. Employer
of incorporation or organization         Identification Number)


9600 E. Arapahoe Road, Suite 260,
  Englewood, Colorado                              80112
--------------------------------------------------------------
 (Address of principal executive offices,         Zip Code)
</TABLE>
                   303-705-8600
---------------------------------------------------
            (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 outstanding shares of the
registrant's common stock, September 30, 2002:
  Common Stock  -  17,135,050







<PAGE>2

       PART I -- FINANCIAL INFORMATION

ITEM 1 -- FINANCIAL STATEMENTS

               PINNACLE RESOURCES, INC.
             (A Development Stage Company)

            Index to Condensed Consolidated
                    Financial Statements

PART I - FINANCIAL INFORMATION

Item 1. Financial Statements
<TABLE>
<CAPTION>

                                                                 <c>
Condensed consolidated balance sheet,
   September 30, 2002 (unaudited)                                    3
Condensed consolidated statements of operations
   for the three months ended September 30,
   2002 and 2001                                                     4
Condensed consolidated statements of cash flows for the
   three months ended September 30, 2002 and 2001(unaudited)         6
Notes to condensed consolidated financial statements (unaudited)     7
</TABLE>



<PAGE>3
          PINNACLE RESOURCES, INC.
   Condensed Consolidated Statements of Cash Flows
             (unaudited)

                          Assets
<TABLE>
<CAPTION>
Current assets:

                                                               <c>
 Cash                                                        $ 128,679
 Investment in trading securities,
    at fair value (Note 5)                                     200,000
                                                           -----------
      Total current assets                                     328,679
Property and equipment, net of accumulated
 Depreciation                                                    5,552
Other assets:
 Investment in Joint Ventures                                  508,840
 Due from related party (Note 2)                                10,487
 Investment in available-for-sale securities,
   at fair value (Note 5)                                    1,311,520
                                                           -----------
                                                           $ 2,165,078
                                                           ===========
Liabilities and Shareholders' Deficit

Current liabilities:
 Accounts payable and accrued liabilities                      $ 9,598
 Capital lease obligation                                        1,274
 Deferred revenue (Note 5)                                     250,000
                                                            ----------
      Total current liabilities                                260,872
Noncurrent liabilities:
 Deferred revenue (Note 5)                                    2,100,697
                                                            -----------
      Total liabilities                                       2,361,569
                                                            -----------
Shareholders' deficit:

 Preferred stock                                                     -
 Common stock                                                      173
 Additional paid-in capital                                  3,004,310
 Outstanding stock options                                      47,165
 Accumulated comprehensive income                            1,250,072
 Deficit accumulated during the development stage           (4,498,211)
                                                            ----------
      Total shareholders' deficit                             (196,491)
                                                            ----------
                                                           $ 2,165,078
                                                           ===========
</TABLE>



<PAGE>
                  PINACLE RESOURCES, INC.
       Condensed Consolidated Statements of Operations
<TABLE>
<CAPTION>
                                                           Three Months Ended
                                                             September 30,
                                                           -------------------
                                                          2002              2001
                                                         ------            ------

                                                     <c>                 <c>
Operating expenses:
 Prospecting costs                                    $    325           $ 21,158
 General and administrative costs                       61,080             82,551
 Consulting expenses paid to related parties (Note 2)    9,416                  -
 Losses of subsidiary                                        -            172,281
                                                      --------           --------
                                                        70,821            275,990
                                                      --------           --------
Income/loss before income taxes, nonoperating
  income and interest expense                          (70,821)          (275,990)

 Gain on sale of subsidiary (Note 5)                   621,648                  -
 Gain on sale of stock (Note 5)                        294,285                  -
 Other nonoperating income (expense), net                    -              2,463
 Interest (expense):
  Related party (Note 2)                                (1,853)                 -
  Other                                                   (243)            (2,618)
                                                      --------           --------
      Income/loss before
       income taxes                                    843,016           (276,145)

 Income tax provision (Note 6)                               -                  -
                                                      --------           --------
      Net income/loss                                $ 843,016         $ (276,145)
                                                     =========         ==========
Basic and diluted loss per share                      . $ 0.06            $ (0.03)
                                                     =========         ==========
Weighted average common shares outstanding          15,254,717          9,540,933
                                                    ==========         ==========
</TABLE>



<PAGE>5
                        PINNACLE RESOURCES, INC.
            Condensed Consolidated Statements of Cash Flows
                               (unaudited)
<TABLE>
<CAPTION>
                                                                 Three Months Ended
                                                                   September 30,
                                                                --------------------
                                                                2002            2001
                                                                ----            ----

                                                              <c>             <c>
Cash flows from operating activities:
     Net income/loss                                        $ 843,016      $ (276,145)
                                                            ---------      ----------
  Adjustments to reconcile net loss to cash flows
  from operating activities:
   Common stock issued for services (Note 8)                   48,000       1,954,695
   Depreciation and amortization                                4,336          68,564
   Write-down of notes receivable                                   -           5,105
   Loss on asset impairement (Note 8)                               -         337,535
   Cash received from the sale of trading securities          297,155               -
   Changes in current assets and current liabilities:
     Gain deferred on sale of subsidiary                     (522,543)              -
     Increase in receivables                                  (82,905)         80,041
     Increase in accounts payable and accrued liabilities     459,573         469,417
                                                             --------        --------
        Net cash provided by (used in) operating activities   (96,590)       (130,996)
                                                             --------        --------
Cash flows from investing activities:
 Cash received for sale of marketable securities              616,025               -
 Purchase of equipment                                              -          (1,201)
 Net, advances made to joint venture partners                (348,810)              -
                                                             --------        --------
        Net cash provided by (used in) investing activities   267,215          (1,201)
                                                             --------        --------
Cash flows from financing activities:
 Proceeds from loans                                                -          62,000
 Principal payments on capital lease                                -            (447)
 Principal payments on line of credit                         (46,780)              -
                                                             --------         -------
        Net cash provided by (used in) financing activities   (46,780)         61,553
                                                             --------         -------
        Net change in cash                                    123,845         (70,644)

Cash:
 Beginning of period                                            4,834          78,269
                                                            ---------         -------
 End of period                                              $ 128,679         $ 7,625
                                                            =========         =======
Supplemental disclosure of cash flow information:
 Cash paid during the year for:
  Interest                                                  $       -         $ 5,071
                                                            =========         =======
  Income taxes                                              $       -         $     -
                                                            =========         =======
Non-cash financing and investing activities:
 Common stock issued as repayment for debt                  $       -       $ 150,000
                                                            =========       =========
 Unrealized holding gain                                    $(850,230)     $3,483,620
                                                            =========      ==========
</TABLE>

<PAGE>6

Note 1:  Basis of presentation
The financial statements presented herein have
been prepared by the Company in accordance with
the accounting policies in its Form 10-KSB dated
June 30, 2002, and should be read in conjunction
with the notes thereto.

In the opinion of management, all adjustments
(consisting only of normal recurring adjustments)
which are necessary to provide a fair presentation
of operating results for the interim period
presented have been made. The results of
operations for the periods presented are not
necessarily indicative of the results to be
expected for the year.

Interim financial data presented herein are
unaudited.

Note 2: Related Party transactions
The Company paid consulting fees to related
parties totalling $9,416 and $-0- during the three
months ended September 30, 2002 and 2001.

The Company paid legal fees on behalf of its
president of $7,623 and $-0- during the three
months ended September 30, 2002 and 2001.  The
payment was recorded as due from related party in
the accompanying financial statements.

Note 3:  Line of credit
The Company has four lines of credit for a total
of $100,000, of which, $100,000 was unused at
September 30, 2002.  Advances made on the lines of
credit carry an interest rate of prime plus one
percent and may be extended annually with the
consent of the financial institution.  The credit
lines are personally guaranteed by the president
of the Company.

Note 4:  Sale of marketable equity securities
The Company sold 1,226,500 shares of Anooraq
Resources, Ltd. common stock for gross proceeds of
$616,025.  The Company recorded a gain on the sale
of Plateau Resources (Pty) Ltd. totalling $621,648
and a gain on the sale of marketable securities
totalling $294,285 during the quarter ended
September 30, 2002.  As a result, the Company has
a deferred gain on the sale of Plateau of
$2,350,697 and an unrealized holding gain on
Anooraq stock of $1,244,125 at September 30, 2002.

Note 5:  Investment in joint venture partners
During the quarter ended September 30, 2002, the
Company invested $200,000 in Diamonaire
Exploration (PTY) Ltd. and $149,000 in Titan
Processors (PTY) Ltd., both Republic of South
Africa companies.  In addition, the Company
advanced its consolidated subsidiary, Vanadium
Magnetite Exploration & Development Co. (S.A)
(Pty) Ltd. $5,000 for operating capital.

<PAGE>7

Note 6:  Income taxes
The Company records its income taxes in accordance
with Statement of Financial Accounting Standard
No. 109, "Accounting for Income Taxes".  The
Company offset operating profits during the three
months ended September 30, 2002 against a deferred
tax asset, which was fully allowed for; therefore,
the net benefit and expense resulted in $-0-
income taxes.




<PAGE>8

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

In January 2002, Pinnacle created a Nevada Corporation
by the name of Titan Intellectual Ltd which was set up
as a wholly owned subsidiary.  Titan Intellectual then
contracted with Dr. Jan Becker of Pretoria, South
Africa to acquire and hold all of Dr. Becker's know-
how, capability, process expertise and the
patentability of certain designs and methodologies for
the treatment and purification of vanadium, titanium,
and tantalum ores and concentrates.

In February 2002 Titan Intellectual then licensed
the Becker technology and technique to Titan
Processors (Pty) Ltd, a South African corporation
with the expectation that Titan Processors would
erect a processing facility for concentrates of
tantalite in order to refine the tantalite ore into
highly purified tantalum oxide.  The Licensing
Agreement was let to Titan based upon a royalty of
Five (5%) of the gross plus a Fifteen (15%) Percent
participation in the net profits of Titan after
payback of its loan for start-up capital of the
refinery.

Also in February, Pinnacle Resources agreed to
issue 100,000 shares of stock from its treasury to
Dr. Becker for consulting to erect and oversee
construction of the tantalite refinery; and then
another 100,000 shares upon the completion of the
refinery; and additional 100,000 share blocks of
common stock based upon million dollar increments
of profitability of Titan Processors (Pty) Ltd
until Dr. Becker has realized a total of One
Million shares.  Pinnacle also agreed to
exclusively retain Dr. Becker at a salary of
US$4,000 per month the obligation of which will be
paid by Titan Processors. Additionally, Pinnacle
holds the sole option to acquire up to 85% of Titan
Processors but has elected to hold off on this
acquisition until an issue of environmental
liability has been clarified.  Titan Processors
refinery installation is being placed upon the
milling and processing campus of Rappa Holdings,
LLC utilizing Rappa's hazardous materials license
and for this concession Rappa earned an option to
acquire the remaining 15% of Titan Processors one
year after the refinery starts cash flow.

Pinnacle sought to achieve financing for Titan
Processors and therefore retained the services of a
legal financial specialist, Greg Bartko, who
operates under the name of Capstone Capital.
Capstone proceeded to arrange for Titan
Intellectual to issue Convertible Debentures in
tranches of $200,000 under a Rule 504 Private
Placement Subscription.  Upon completion of the
initial tranche of $200,000, of which Barkto, etals
deducted $44,000 in fees, Capstone then
orchestrated the merger of Titan Intellectual into

<PAGE>9

Pinnacle Resources such that Pinnacle was then
responsible to issue its shares for the convertible
debentures when a conversion notice was presented.
The net result was that the investors tried to
convert when the stock price of Pinnacle was
depressed.  Company management objected and
settlement was achieved in lieu of litigation.  The
net result was that an additional three million
shares of Pinnacle common stock was issued.  Net
monies derived from this transaction have been used
in part ($56,000) for operational expense
reimbursement to Pinnacle and the balance
($100,000) has been committed toward a loan to
Titan Processors in order to fund the tantalum
refinery in South Africa.  Loan terms to Titan
Processors call for interest to be set at South
Africa's prime rate plus two percent (16%) with an
amortization schedule of three years commencing six
months after the refinery is operational; however,
management may accelerate the payback if feasible.

In July 2002 management reviewed its ongoing
commitment to Society Alpha Plus to complete the
funding of the Kanteya River Diamond Recovery
Project in Guinea West Africa.  The company has
been able to achieve only partial project
financing and management was unwilling to
contribute 100% of the cash investment required to
bring the project to first level production. As a
result the Kanteya River project has been put on
hold pending the availability of higher risk
capital and the company has instead elected to
pursue, through the introduction by Society Alpha
Plus, an South African west coat ocean diamond
recovery project that has proven diamond
recoveries.  The project is housed in a new South
African proprietorship, Diamonaire Pty Limited,
and is jointly owned by the company and Ocean
Options.

The principal of Ocean Options is Mr. Chris Wilson
and he has several years direct experience in
operations of diamond recoveries in the hazardous
shores of west coast South Africa.  Mr. Wilson has
developed new technology, called Ocean Walker,
that addresses the main obstacles encountered and
endured by diamond gravel dredging from equipped
boats that work the shallows for diamoniferous
gravels.  Management was sufficiently impressed
with the equipment design and the shore
concessions subleased to Diamonaire by Transhex
Corporation which together with a processing
agreement utilizing the existing Tranhex diamond
separation plant.  The company made a US$300,000
financial commitment to Diamonaire in the form of
a two year loan repayable at LIBOR plus 2% and a
50% equity position in Diamonaire.  As of the end
of this first quarter $200,000 of the promised
funds had been advanced to Diamonaire and the
balance of the financing, $100,000, had been

<PAGE>10

arranged to be paid in.   Operations are estimated
to commence after construction of the first Ocean
Walker sometime in early 2003.

Capital Resources and Source of Liquidity.

For the three months ended September 30, 2002,
Pinnacle received cash from the sale of marketable
securities of $616,025 and made net advances to
joint venture partners of $348,810.   As a result,
Pinnacle had net cash provided by investing
activities of $267,215 for the three months ended
September 30, 2002.

For the three months ended September 30, 2001,
Pinnacle purchased equipment of $1,201 resulting in
net cash used in investing activities of $1,201.

For the three months ended September 30, 2002,
Pinnacle made principle payments on line of credit
of $46,780 resulting in net cash used in financing
activities of $46,780.

For the three months ended September 30, 2001,
Pinnacle received proceeds from loans of $62,000
and made principle payments on capital lease of
$447 resulting in net cash provided by financing
activities of $61,553.

Results of Operations.   Pinnacle expects to earn
consulting fees, commissions, brokerage points and
equity participation for having acted as an
arranger and go-between from having effectuated a
financing package on behalf of a client and a
funding source.  To date, Pinnacle has not yet
commenced operations or received any revenues.

Pinnacle had a net income for the three months
ended September 30, 2002 of $843,016.   For the
three months ended September 30, 2002, Pinnacle had
gain on the sale of subsidiary of $621,648 and gain
on the sale of stock of $294,285.   Pinnacle
incurred prospecting costs of $325, general and
administrative expenses of $61,080, and consulting
expenses paid to related parties of $9,416.

Pinnacle had a net loss for the three months ended
September 30, 2001 of $(276,145).   Pinnacle
incurred prospecting costs of $21,158, general and
administrative expenses of $82,551, and losses of
subsidiary of $172,281.

Plan of Operation.    Pinnacle is not delinquent on
any of its obligations even though Pinnacle has not
yet begun to generate revenue.  Pinnacle will
identify and subsequently qualify prospective
clients.   Current operations require minimal cash
infusions.   Pinnacle may borrow funds or obtain
equity financing from affiliated persons or
entities to continue operations, if necessary.

<PAGE>11

Pinnacle intends to market its services utilizing
cash made available from the recent private sale of
its common shares.   Pinnacle is of the opinion
that revenues from its services along with proceeds
of the private sale of its securities will be
sufficient to pay its expenses until receipt of
revenues at a level to sustain operations.


Item 3. Controls and Procedures

Evaluation of Disclosure Controls and
Procedures

Our management, under the supervision and with
the participation of our chief executive
officer and chief financial officer, conducted
an evaluation of our "disclosure controls and
procedures" (as defined in Securities Exchange
Act of 1934 (the "Exchange Act") Rules 13a-
14(c)) within 90 days of the filing date of
this quarterly report on Form 10QSB (the
"Evaluation Date").  Based on their
evaluation, our chief executive officer and
chief financial officer have concluded that as
of the Evaluation Date, our disclosure
controls and procedures are effective to
ensure that all material information required
to be filed in this quarterly report on Form
10QSB has been made known to them in a timely
fashion.

Changes in Internal Controls

There have been no significant changes
(including corrective actions with regard to
significant deficiencies or material
weaknesses) in our internal controls or in
other factors that could significantly affect
these controls subsequent to the Evaluation
Date set forth above.

PART II - OTHER INFORMATION

Item 1. Legal Proceedings. not applicable.
Item 2. Changes in Securities and Use of Proceeds.
          not applicable.
Item 3. Defaults Upon Senior Securities.
          not applicable.
Item 4. Submission of Matters to a Vote of Security
          Holders.
          not applicable.
Item 5. Other Information. not applicable.
Item 6. Exhibits and Reports on Form 8-K.

(a)   Reports on Form 8-K.
(b)   Exhibits.
       Exhibit 99 - Certifications pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002



<PAGE>12

                  SIGNATURES

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

Dated:  November 19, 2002

PINNACLE RESOURCES, INC

By: /s/ Glen R. Gamble
---------------------------
Glen R. Gamble, President and Director



<PAGE>13

               CERTIFICATIONS

I, Glen R. Gamble, certify that:

1.   I have reviewed this quarterly report on Form
10QSB of Pinnacle Resources, Inc.

2.   Based on my knowledge, the quarterly report does
not contain any untrue statement of a material fact or
omit to state a material fact necessary to make the
statements made, in light of the circumstances under
which such statements were made, not misleading with
respect to the period covered by this quarterly
report;

3.   Based on my knowledge, the financial statements,
and other financial information included in this
quarterly report, fairly present, in all material
respects, the financial condition, results of
operations and cash flows of the registrant as of, and
for, the periods presented in this quarterly report;

4.   The registrant's other certifying officers and I
are responsible for establishing and maintaining
disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the
registrant and we have:

(a)  designed such disclosure controls and procedures
to ensure that material information relating to the
registrant, including its consolidated subsidiaries,
is made known to us by others within those entities,
particularly during the period in which this quarterly
report is being prepared;

(b)   evaluated the effectiveness of the registrant's
disclosure controls and procedures as of a date within
90 days prior to the filing date of this quarterly
report (the "Evaluation Date"); and

(c)   presented in this quarterly report our
conclusions about the effectiveness of the disclosure
controls and procedures based on our evaluation as of
the Evaluation Date;

5.   The registrant's other certifying officers and I
have disclosed, based on our most recent evaluation,
to the registrant's auditors and the audit committee
of the registrant's board of directors (or persons
performing the equivalent function):

(a)   all significant deficiencies in the design or
operation of internal controls which could adversely
affect the registrant's ability to record, process,
summarize and report financial data and have
identified for the registrant's auditors any material
weaknesses in internal controls; and



<PAGE>14

(b)   any fraud, whether or not material, that
involves management or other employees who have a
significant role in the registrant's internal
controls; and

(6)   The registrant's other certifying officers and I
have indicated in this quarterly report whether or not
there were significant changes in internal controls or
in other factors that could significantly affect
internal controls subsequent to the date of our most
recent evaluation, including any corrective actions
with regard to significant deficiencies and material
weaknesses.

Date:  November 18, 2002

/s/Glen R. Gamble
--------------------------
Glen R. Gamble
Chief Executive Officer




<PAGE>15

               CERTIFICATIONS

I, Robert A. Hildebrand, certify that:

1.   I have reviewed this quarterly report on Form
10QSB of Pinnacle Resources, Inc.

2.   Based on my knowledge, the quarterly report does
not contain any untrue statement of a material fact or
omit to state a material fact necessary to make the
statements made, in light of the circumstances under
which such statements were made, not misleading with
respect to the period covered by this quarterly
report;

3.   Based on my knowledge, the financial statements,
and other financial information included in this
quarterly report, fairly present, in all material
respects, the financial condition, results of
operations and cash flows of the registrant as of, and
for, the periods presented in this quarterly report;

4.   The registrant's other certifying officers and I
are responsible for establishing and maintaining
disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the
registrant and we have:

(a)  designed such disclosure controls and procedures
to ensure that material information relating to the
registrant, including its consolidated subsidiaries,
is made known to us by others within those entities,
particularly during the period in which this quarterly
report is being prepared;

(b)   evaluated the effectiveness of the registrant's
disclosure controls and procedures as of a date within
90 days prior to the filing date of this quarterly
report (the "Evaluation Date"); and

(c)   presented in this quarterly report our
conclusions about the effectiveness of the disclosure
controls and procedures based on our evaluation as of
the Evaluation Date;

5.   The registrant's other certifying officers and I
have disclosed, based on our most recent evaluation,
to the registrant's auditors and the audit committee
of the registrant's board of directors (or persons
performing the equivalent function):

(a)   all significant deficiencies in the design or
operation of internal controls which could adversely
affect the registrant's ability to record, process,
summarize and report financial data and have
identified for the registrant's auditors any material
weaknesses in internal controls; and



<PAGE>16

(b)   any fraud, whether or not material, that
involves management or other employees who have a
significant role in the registrant's internal
controls; and

(6)   The registrant's other certifying officers and I
have indicated in this quarterly report whether or not
there were significant changes in internal controls or
in other factors that could significantly affect
internal controls subsequent to the date of our most
recent evaluation, including any corrective actions
with regard to significant deficiencies and material
weaknesses.

Date:  November 18, 2002

/s/Robert A. Hildebrand
--------------------------
Robert A. Hildebrand
Chief Financial Officer