8-K

                      SECURITIES AND EXCHANGE COMMISSION
                            Washington, D.C. 20549


                                  FORM 8-K
                               CURRENT REPORT


                    Pursuant to Section 13 or 15(d) of the
                       Securities Exchange Act of 1934



       Date of Report (Date of earliest event reported) March 12, 2002



                         BUTLER NATIONAL CORPORATION
           (Exact name of Registrant as specified in its charter)

            Kansas               0-1678              41-0834293
  (State of incorporation) (Commission File Number) (I.R.S. Employer
                                                    Identification No.)



              19920 West 161st Street, Olathe, Kansas  66062
             (Address of Principal Executive Office)(Zip Code)

     Registrant's telephone number, including area code:  (913) 780-9595

Former Name, former address and former fiscal year if changed since last
report:



Item 5.   Other Events
          Butler National Corporation reported that on March 12, 2002
          the Company issued a press release regarding the activities
	  at the 2002 Annual Meeting of the Shareholders and cancels
	  the pending 1999 plans to distribute the Indian Gaming
	  segment to its shareholders.  See Exhibit 99



                                  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 authorized.

Butler National Corporation
(Registrant)


March 12, 2002                       /S/Clark D. Stewart
(Date)                               Clark D. Stewart
                                     President and Chief Executive Officer


March 12, 2002                       /S/Angela Seba
(Date)                               Angela Seba
                                     Chief Financial Officer

EX-99

Classic Aviation Products

  PRESS RELEASE	March 12, 2002
FOR IMMEDIATE RELEASE


Butler National Corporation (OTCBB - BUKS) - REPORTS
ON THE ACTIVITIES AT THE 2002 ANNUAL MEETING OF THE
SHAREHOLDERS AND CANCELS THE PENDING 1999 PLANS TO
DISTRIBUTE THE INDIAN GAMING BUSINESS SEGMENT TO ITS
SHAREHOLDERS.

[OLATHE, KANSAS], March 12, 2002 - On January 29, 2002,
Butler National Corporation held its annual meeting of
the shareholders.  Attachment A to this Press Release
is a summary report of the activities at the annual
meeting of shareholders held in Olathe, Kansas on
January 29, 2002.

Subsequent to the annual meeting of the shareholders
and consistent with desires of the majority of the
shareholders present at the meeting, on March 11, 2002,
the Board of Directors made a determination to cancel
and take no further action on its 1999 plans to
distribute the Indian Gaming business segment.
Therefore, no additional BUKS shares will be
distributed to any group of shareholders and
the distribution as originally described in
the Form 10 filed March 7, 2001 and subsequently
withdrawn at the request of the SEC is cancelled.
This action does not prevent a future Form 10 or
S-1 filing to distribute a business segment if
the distribution is in the best interest of the
shareholders.


Management Comments:

"This action may act to stabilize the investment
of our current shareholders and encourage new
investors to become shareholders of Butler National.
The determination to retain 100% of the Indian Gaming
segment as a part of Butler National is further
evidence of our determination to focus Butler
National Corporation in the best interest of the
shareholders and in compliance with the guidance
of the SEC.  This determination may allow the
BUKS stock to trade without as much uncertainty
about possible dilution from a future distribution
of additional common stock related to the plans
made in 1999.  We encourage the continued interest
in Butler National and welcome new shareholders to
the fold," commented Clark D. Stewart, President of
the Company.

Our Business:

Butler National Corporation operates in the
Aerospace and Services business segments.  The
Aerospace segment focuses on the manufacture
and support of systems for "Classic" aircraft
including the Butler TSD for the Boeing 747
Honeywell FQIS, switching equipment for Boeing/
Douglas Aircraft, weapon control systems for
Boeing Helicopter and performance enhancement
structural modifications for Learjet, Cessna,
Dassault and Raytheon business aircraft.
Services include electronic monitoring of
water pumping stations, temporary employee
services, Indian gaming services and
administrative management services.

Forward-Looking Information:

The information set forth above may include
"forward-looking" information as outlined in
the Private Securities Litigation Reform Act
of 1995.  The Cautionary Statements, filed
by the Company as Exhibit 99 to the Company's
Annual Report on Form 10-K, are incorporated
herein by reference and investors are specifically
referred to such Cautionary Statements for a
discussion of factors which could affect the
Company's operations and forward-looking
statements contained herein.

Electronic Reference:

The information contained in this Press
Release is being filed on a SEC Form 8-K,
Item 5, Current Report of Other Events.
The Form 8-K is filed electronically on
the Securities and Exchange Commission
electronic filing system and is available
on the internet at www.freeedgar.com

FOR MORE INFORMATION, CONTACT:
William A. Griffith, Investor Relations
Ph   (913) 780-9595 Fax (913) 780-5088
Butler National Corporation
19920 W. 161st Street
Olathe, KS 66062


Attachment A

Butler National Corporation

Summary of Stockholders Meeting

Forward-Looking Information:

The information set forth above may include
"forward-looking" information as outlined
in the Private Securities Litigation Reform
Act of 1995.  The Cautionary Statements,
filed by the Company as Exhibit 99 to the
Company's Annual Report on Form 10-K, are
incorporated herein by reference and investors
are specifically referred to such Cautionary
Statements for a discussion of factors which
could affect the Company's operations and
forward-looking statements contained herein.

Shareholder Meeting:

A meeting of the Stockholders of Butler National
Corporation, a Delaware corporation ("Company"),
was held at 11:00 a.m. on Tuesday, January 29,
2002 at the Holiday Inn of Olathe, 1010 West
151st Street, Olathe, Kansas.  Mr. Warren
Wagoner presided as Chairman of the meeting,
and Mr. William Griffith acted as Secretary
of the meeting and recorded the minutes thereof.

Mr. Wagoner appointed Kathy Gorrell as inspector
of elections for the meeting and asked her to
report on calling of and notice of the meeting
and whether a quorum was present. Mrs. Gorrell
reported that the meeting had been duly called
by resolution of the Board of Directors of the
Company and that notice of the meeting, together
with the related proxy material had been properly
mailed to the shareholders of record entitled to
vote at the meeting and presented to the meeting
an affidavit with respect to the same.

Mrs. Gorrell also reported that there was present
at the meeting, and available for inspection by
any stockholder of record a list of the stockholders
of the Company.  Finally, Mrs. Gorrell reported
that in excess of 89% of the outstanding shares
entitled to vote were represented in person or
by proxy, and that a quorum for the transaction
of business was thus present.

Mr. Wagoner then listed the items of business to
be conducted at the meeting, the same
being:
1. the election of nominees to the Board of Directors
of the Company;

2. ratification of the selection of Weaver & Martin
as the Company's independent auditors for the fiscal
year 2002;

3. approval and adoption of the proposal to approve
increasing our authorized number of shares of $0.01
par value Common Stock of the Company from
40,000,000 to 100,000,000 shares and to increase
our authorized number of shares of Preferred Stock
from 200,000 to 50,000,000 shares;

4. approval and adoption of the proposal to approve
changing our state incorporation  from Delaware to
Kansas by merging into a wholly owned subsidiary of
Butler National Corporation which is a Kansas
corporation; and

5. to transact such other business as may properly
come before the meeting.

Mr. Wagoner then stated that Motions were in order
with respect to the proposals.

Whereupon, Motions were made and seconded to elect
those nominees listed in the proxy statement to the
Board of Directors of the Company to serve until the
next meeting of shareholders or until the election and
qualification of their successors; to ratify the
selection of Weaver & Martin as the Company's independent
auditors for the fiscal year 2002; to approve and adopt
the proposal to increase our authorized number of shares
of $0.01 par value Common Stock of the Company from
40,000,000 to 100,000,000 shares and to increase our
authorized number of shares of Preferred Stock from
200,000 to 50,000,000 shares; to approve and adopt
the proposal to change our state of incorporation from
Delaware to Kansas by merging into a wholly owned
subsidiary of Butler National Corporation which is a
Kansas corporation; and to transact such other business
as may properly come before the meeting.

Mr. Wagoner then asked Mrs. Gorrell to tabulate and
report the votes on the motions. Mrs. Gorrell then
reported that in excess of 50% of the shares issued
and outstanding and entitled to vote at the meeting
had voted in favor of the nominees to the Board of
Directors; and in favor of the ratification of
Weaver & Martin, LLC as auditors.  Mrs. Gorrell
then reported that in excess of fifty-percent of
the issued and outstanding shares had voted in
favor of increasing the number of authorized shares
pursuant to the proposal, and voted in favor of the
re-incorporation proposal.

Mr. Wagoner then declared that the nominees for
election to the Board of Directors of the Company
had then been duly elected and an organizational
meeting of such elected would be held immediately
after the shareholder's meeting.

During the tabulation of the voting, Mr. Clark D.
Stewart, President of the Company, made a report
to the shareholders.  The key topics of his report
are discussed in the President's letter included
in the Annual Report on Form 10-K for the year
ended April 30, 2001, and mailed to each shareholder.
Subsequent updates to the President's letter were
presented and discussed in open discussion with the
shareholders.  These are outlined below:


1. Classic Aviation Products were further defined
to include a line of Transient Suppression Devices
("TSD"), a line of protective airliner cockpit doors
known as 	the Aircraft Cockpit Shield ("ACS"),
the established line of switching units for the
DAC/MD/Boeing DC family of airliners, and a new
line of gun control units for the  Apache Helicopter
GCB 25 mm Cannon.

2. Some shareholders had expressed concerns about
and wanted further explanation of the purchase and
conversion to BUKS common shares by the Directors
of the outstanding balance of the Butler National
Convertible Preferred Stock owned by the offshore
investors.  As the market history has unfolded,
the investment community (brokers and outside
shareholders) wanted someone to buy out the
offshore investors.  The Company did not have
the cash to invest, and there were no investors
willing to put up cash dollars to make the purchase
(further confirmed by outside shareholders at the
meeting).  The Directors paid more than the going
BUKS prices in the six months prior to the
determination to buy (the Directors paid
approximately $.09 per share and the market
price was approximately $.07 per share).
After the Directors made the decision to buy
the transaction required almost a year to
complete causing further Director cost.
During the interim period the offshore investors
converting and selling of the stock into
any new market demand for BUKS was slowed
and was eventually stopped by the purchase by
the Directors.

3. The Board may plan to increase the distribution
of information to go beyond the regulatory
information filed with the SEC and available
on free Edgar through a household personal
computer.  An example is the color pictures
in the 2001 annual report mailed to the
shareholders.  Additional information about
the products and activities of the Company
is available on the Internet under the name
"butlernational.com".  The expanded program
will begin with the distribution of the Annual
Report for fiscal year 2002.

As a part of his report, an open discussion with
the shareholders was requested by Mr. Stewart
and moderated by the Chairman regarding the
May 1999 proposal to spin-out the Indian Gaming
business segment.

The discussion centered on the fairness to all
shareholders subdivided into five groups.

First Group:  These are the established long-
term Butler National shareholders who owned BUKS
before May 24, 1999 and did not sell BUKS after
May 24, 1999.  These shareholders continue to
own what they owned before the May 24, 1999
including 100% of the Indian Gaming business
segment retained by Butler National Corporation.
When the Form was filed for the spin-out, the
SEC instructed us that a Form S-1 would be
required and that the Indian Gaming business
should continue to be consolidated on the BNC
Form 10-K and therefore reported as it was prior
to May 24, 1999.  The requirement for the SEC
Form S-1 filing is considerably more expensive
than the SEC Form 10.

Second Group:  The former Butler National
shareholders who sold BUKS during the period
from May 4, 1999 and May 24, 1999.  These
sellers received an increased price as the
record date approached and were paid for some
implied value of the Indian Gaming segment.
The estimated value based on the history was
approximately 20% of the BUKS value before and
after the May 4th to 24th time period.  These
sellers should not have expected to have any
further interest in Butler National or the
Indian Gaming segment.

Third Group:  These are the most recent Butler
National shareholders who purchased BUKS after
May 24, 1999, and may have believed they were
buying only the Modifications and Services
business segments of Butler National.  However,
as a result of the directions by the SEC, these
shareholders have actually owned BUKS in the
same relative position (including the Indian
Gaming segment) as the First Group of shareholders
described above.

Fourth Group:  This group includes all potential
Butler National investors considering the purchase
of BUKS stock and becoming shareholders in the
future.  These potential shareholders face an
uncertain definition of their ownership position
because of the possible market overhang of new
Indian Gaming shares that could be issued by the
Company to the First Group shareholders.  This is
sometimes perceived as 20% of the outstanding
shares on May 24, 1999 or approximately 3.6
million shares, about 10% of the current
outstanding shares.

Fifth group:  This group of former shareholders
sold after May 24, 1999.  They may have felt that
in addition to the higher price received on their
sale they might receive stock for the Indian
Gaming segment.  However, these selling shareholders
received an increased price relative to the current
market price of BUKS.

Discussion:  Approximately one hour was devoted
to the discussion of the four groups and various
possible solutions.  A few shareholders felt that
the First Group should be entitled to something
for being long-term shareholders standing by the
Company for many years.  The Third Group of
shareholders did not understand why any action
was required.  The majority of all the shareholders
discussing the question at the meeting were not sure
that any action was required other than a clear
definition that no action would be taken by the
Company.  They felt the fair action was no action.
The discussion shifted to the Fourth Group of new
investors and the uncertainty surrounding the BUKS
market created by the potential dilution by
distributing BUKS stock or new stock of a business
segment as of the May 24, 1999, record date.

Conclusion:  The consensus of the group was that
the Company should take no action and therefore
no BUKS stock be distributed.  The feeling was
that the distribution was considered and planned
but a number of subsequent events occurred outside
the control of the Company that made the potential
distribution not in the best interest of the
shareholders and not favored by the SEC.

Subsequent Event Note:  Subsequent to the
shareholders meeting, the CEO and members
of the Board of Directors discussed the no
action suggestion with the SEC matters legal
counsel and the independent public accountants.
These outside advisors agreed with the no
action plan as suggested by the shareholders.
On March 11, 2002, the Board of Directors
determined that no action would be taken.
Therefore no additional BUKS shares will be
distributed to any group of shareholders and
the spin-out distribution as originally
described in the 1999 Form 10 withdrawn
from the SEC at the SEC's request is cancelled
relative to the Indian Gaming segment as
originally planned in 1999.  This action
does not prevent a future Form 10 or S-1
filing to distribute a business segment if
the distribution is in the best interest of
the shareholders.

Mr. Wagoner then asked if there were any
questions or any other matters properly
before the meeting.  Hearing none, he
declared the meeting adjourned.