Summary of UNITED STATES ANTIMONY CORP

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION

General

This report contains both historical and prospective statements concerning the Company and its operations. Prospective statements (known as "forward-looking statements") may or may not prove true with the passage of time because of future risks and uncertainties. The Company cannot predict what factors might cause actual results to differ materially from those indicated by prospective statements.

United States Antimony Corporation and Subsidiaries
Notes to Consolidated Financial Statements (Unaudited), Continued:

For the three and nine month periods ended September 30, 2012 compared to the
three and nine month periods ended September 30, 2011[Missing Graphic Reference]

Results of Operations by Division

                                               3rd Qtr          3rd Qtr        Nine Months      Nine Months
Antimony - Combined USA and Mexico               2012             2011             2012             2011
Lbs of Antimony Metal USA                         314,053          385,279        1,020,085        1,037,237
Lbs of Antimony Metal Mexico:                      57,545           45,918          233,163          166,789
  Total Lbs of Antimony Metal Sold                371,598          431,197        1,253,248        1,204,026
Sales Price/Lb Metal                         $       5.31     $       6.15     $       5.33     $       6.09
EBITDA/Lb Metal                              $      (0.22 )   $       1.55     $      (0.23 )   $       0.77
Net income (loss)/Lb Metal                   $      (0.42 )   $       1.43     $      (0.39 )   $       0.64

Gross antimony revenue - net of discount     $  1,974,535     $  2,649,889     $  6,678,725     $  7,337,484
Precious metals revenue                           144,082          142,421          525,707          480,003
Production costs - USA                         (1,173,827 )     (1,639,741 )     (4,200,298 )     (5,128,984 )
Product cost - Mexico                            (268,735 )       (214,437 )     (1,088,871 )       (778,905 )
Direct sales and freight                          (63,225 )        (87,500 )       (277,204 )       (200,612 )
General and administrative - operating           (246,148 )        (56,487 )       (702,626 )       (171,702 )
Mexico non-production costs                      (135,049 )         (9,651 )       (316,346 )       (128,444 )
General and administrative - non-operating       (313,378 )       (115,932 )       (913,350 )       (484,790 )
 Net interest                                         627           (2,321 )          4,175              122
  EBITDA                                          (81,118 )        666,241         (290,088 )        924,172
Depreciation & amortization                       (75,574 )        (51,746 )       (198,050 )       (148,612 )
Net income (Loss) - antimony                 $   (156,692 )   $    614,495     $   (488,138 )   $    775,560

Zeolite
Tons sold                                           2,260            2,819            8,960            8,662
Sales Price/Ton                              $     237.39     $     191.45     $     223.50     $     166.77
EBITDA/Ton                                   $      16.21     $      52.22     $      31.65     $      27.47
Net income (Loss)/Ton                        $      (8.16 )   $      33.20     $      14.09     $      10.24

Gross zeolite revenue                        $    536,506     $    539,698     $  2,002,546     $  1,444,552
Production costs                                 (402,165 )       (262,645 )     (1,380,675 )       (835,758 )
Direct sales and freight                          (39,659 )        (42,610 )       (129,378 )       (129,691 )
Royalties                                         (47,945 )        (24,266 )       (176,992 )       (121,317 )
General and administrative                        (10,093 )        (62,982 )        (31,908 )       (119,800 )
  EBITDA                                           36,644          147,195          283,593          237,986
Depreciation                                      (55,077 )        (53,617 )       (157,355 )       (149,254 )
Net income (Loss) - zeolite                  $    (18,433 )   $     93,578     $    126,238     $     88,732

Company-wide
Gross revenue                                $  2,655,123     $  3,332,008     $  9,206,978     $  9,262,039
Production costs                               (1,844,727 )     (2,116,823 )     (6,669,844 )     (6,743,647 )
Other operating costs                            (542,119 )       (283,496 )     (1,634,454 )       (871,566 )
General and administrative - non-operating       (313,378 )       (115,932 )       (913,350 )       (484,790 )
Net interest                                          627           (2,321 )          4,175              122
  EBITDA                                          (44,474 )        813,436           (6,495 )      1,162,158
Income tax benefit (expense)                                                         74,311          (24,426 )
Depreciation & amortization                      (130,651 )       (105,363 )       (355,405 )       (297,866 )
Net income (Loss)                            $   (175,125 )   $    708,073     $   (287,589 )   $    839,866

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS AND FINANCIAL CONDITION, CONTINUED:

The pounds of antimony produced and sold was down 19,322 lbs from the prior quarter of 2012 and down 59,599 lbs from the same quarter one year ago, and the sales price per pound was down $0.76 per lb from the nine month period for the prior year. The pounds of product (raw material) from Mexico increased 11,627 lbs over the same quarter and 66,374 lbs over the nine months from one year ago, but were down 12,714 lbs from the prior quarter of 2012. The flotation plant at Puerto Blanco is on line since early October of 2012, and we should see increased product from Mexico in the upcoming quarters. Costs incurred in getting the Mexico plants in operation were substantial in 2012, and will continue during the remainder of the year as production is being ramped up. Conversely, we will have more antimony products from Mexico to sell, and the cost of raw material per pound of antimony produced will decrease as we are able to work more raw materials from Mexico into our production. In addition, we expect to have increased revenue from precious metals as we process more of the raw materials supplied by our Mexico division. We contracted in July 2012 to install a natural gas pipeline for our Mexico smelter operation. Our fuel costs are our second largest expense after raw material in Mexico, and we are expecting the switch from propane to natural gas to decrease our Mexico fuel costs by 75%. We have spent $132,000 on the pipeline project as of September 30, 2012, and our projections are that the total cost will be approximately $1 million. We expect the pipeline to be completed in nine months.

We had sales of precious metals since 2008 as follows:

      Silver/Gold                2009           2010            2011          2012 YTD
      Ounces Gold Shipped         31.797         101.127         161.711          72.609
      Ounces Silver Shipped     6,870.10       31,545.22       17,472.99       16,370.15

The tons of zeolite sold in the third quarter of 2012 decreased by 559 tons sold from the tons sold the third quarter of 2011, but was up by 298 tons for the nine months ended September 30, 2012. The sales price per ton was better than the prior year's sales price. We expect this to continue through the remainder of the year.

Our general and administrative costs are significantly higher than the prior year, and management is aggressively seeking ways to bring this cost down. During the three months ended September 30, 2012, we incurred approximately $88,000 in one time charges related to our listing on the NYSE MKT stock exchange.

Financial Condition and Liquidity

                                      September 30, 2012       December 31, 2011
Current Assets                       $          5,094,397     $         2,963,570
Current liabilities                            (1,687,791 )            (1,972,026 )
  Net Working Capital                $          3,406,606     $           991,544

Cash provided (used) by operations   $            482,560     $           564,041
Cash (used) by investing                       (2,535,046 )            (2,239,441 )
Cash provided (used) by financing:
  Principal paid on long-term debt               (147,095 )              (124,722 )
  Sale of Stock                                 4,684,763               1,242,780
  Other                                          (113,908 )               113,908
   Net change in cash                $          2,371,274     $          (443,434 )

Net cash provided by financing activities during the first nine months of 2012 and 2011 was $4,423,760 and $1,132,294, respectively, and was primarily generated from the sale of common stock.

Our liquidity (cash) and working capital has improved by approximately $2.2 million from December 31, 2011. This was primarily due to an increase in cash, which is approximately the net cash received from issuing $4.7 million of common stock, and expending $2.3 million for capital improvements and operations. Decreases in our accounts receivable increased our cash position at September 30, 2012, and the primary decreases to cash were for payments of accounts payable, checks issued but not cleared at end of year, and payments on long term debt. We have lines of credit of $202,000 which have not been drawn on at September 30, 2012.