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

                                    FORM 10-QSB
                          Amendment #2 to Part I, Item 1
(Mark One)
 ___X__	  QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
          SECURITIES EXCHANGE ACT OF 1934

                 For the quarterly period ended March 31, 2003

 ______  TRANSITION REPORT PURSUANT TO 13 OR 15(d) OF THE EXCHANGE ACT OF 1934
              For the transition period from ________ to ________

                        Commission File Number: 0-6088

                               EARTH SCIENCES, INC.
         (Exact name of small business issuer as specified in its charter)

               Colorado                               84-050374
(State of other jurisdiction of         (I.R.S. Employer Identification No.)
  incorporation or organization)

         8100 SouthPark Way, B, Littleton, Colorado          80120
          (Address of principal executive offices)          (Zip Code)

                               (303)734-1727
                        (Issuer's telephone number)

                               Not Applicable
(Former name, former address and former fiscal year, if changed since last
  report)


APPLICABLE ONLY TO CORPORATE ISSUERS:

Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date: 32,744,932 Shares of Common
Stock, one cent par value outstanding as of May 10, 2002.

Transitional Small Business Disclosure Format: Yes______ ; No __X_

<PAGE>

PART I
Item 1.	FINANCIAL STATEMENTS

                     Earth Sciences, Inc. and Subsidiaries
                        Consolidated Balance Sheet
                             March 31, 2003


                                                                UNAUDITED
			ASSETS
                                                     (amounts in thousands)
CURRENT ASSETS:
  Cash, and cash equivalents                                    $    530
  Trade receivables, net of allowance for doubtful
   accounts of $5 	                                             727
Inventories                                                          146
Prepaid expenses and other          	                           115
                                                                    ----
      Total current assets	                                     1,518

PROPERTY, PLANT AND EQUIPMENT, at cost	                         1,534
    Less accumulated depreciation and amortization                  (774)
                                                                  ------
          Net property and equipment        	                     760

GOODWILL, net of $1,556 in amortization                            2,024
INTANGIBLE ASSETS, net of $12 in amortization                         89
OTHER ASSETS, including assets held for sale                         412
                                                                  ------
TOTAL ASSETS       	                                        $  4,803
		                      	                              ======

           LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES:
  Account payable	                                              $    408
  Notes payable:
     Related party                                                   100
     Other	                                                         191
  Accrued expenses                                                   170
  Deferred revenues                                                  365
  Other current liabilities                                           84
                                                                   -----
	Total current liabilities                                    1,318

LONG-TERM LIABILITIES:
  Notes to related parties                                         1,050
  Other liabilities	                                             969
                                                                   -----
	                                                             2,019
STOCKHOLDERS' EQUITY:
  Common stock $.01 par value                                        334
  Additional paid-in capital                                      28,746
  Foreign currency translation adjustment 	                  (1,837)
  Accumulated deficit	                                         (25,777)
                                                                  ------
	Total stockholders' equity                                   1,466
                                                                  ------
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY	                $  4,803
                                                                  ======

See accompanying notes.

                                          1
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                           Earth Sciences, Inc. and Subsidiaries
                           Consolidated Statements of Operations
                        Three Months Ended March 31, 2003 and 2002

                                                          UNAUDITED
						               2003              2002
                (amounts in thousands, except shares and per share amounts)
REVENUES;
     Flue gas conditioning and other            $  611             $  738
     Mercury emission control                      512                471
     Combustion aids                               155                  4
                                                 -----              -----
                                                 1,278              1,213

COST AND EXPENSES:
     Operating                                     612                586
     General and administrative                    550                457
     Research and development                       41                 16
     Depreciation and amortization                  24                 29
                                                 -----              -----
          Total expenses                         1,227              1,088
                                                 -----              -----
OPERATING INCOME                                    51                125

OTHER INCOME (EXPENSE):
     Interest expense                              (31)               (50)
     Other, net	                                  19                  4
                                                  ----               ----
          Total other income (expense)             (12)               (46)
                                                  ----               ----
NET INCOME                                      $   39             $   79
                                                 =====              =====

NET INCOME (LOSS) PER COMMON SHARE -
   (Basic and Diluted)                           $  -               $  -
                                                  ====               ====

WEIGHTED AVERAGE COMMON SHARES OUTSTANDING: 33,364,000         32,745,000
                                            ==========         ==========

__________________________________________________________________________

                      Earth Sciences, Inc. and Subsidiaries
                   Consolidated Statements of Accumulated Deficit
                  Three Months Ended March 31, 2003 and 2002


                                                           UNAUDITED
                                                    (amounts in thousands)

                                                    2003              2002

Accumulated deficit as of January 1           $(25,816)         $(26,059)
Net income loss for the period                      39                79
                                                ------            ------
Accumulated deficit as of March 31            $(25,777)         $(25,980)
                                                ======            ======


See accompanying notes.


                                          2
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                      Earth Sciences, Inc. and Subsidiaries
                      Consolidated Statements of Cash Flows
                 For the Three Months Ended March 31, 2003 and 2002

                                                      UNAUDITED
                                              (amounts in thousands)
                                               2003            2002

CASH FLOWS FROM OPERATING ACTIVITIES:
  Net income                                  $    39        $    79
  Adjustments to reconcile net income(loss) to
   Net cash provided by(used in) operations:
    Depreciation and amortization                  24             29
    Change in operating assets and liabilities    283           (169)
                                                 ----           ----
  Net cash provided(used) by operating
   activities                                     346            (61)

CASH FLOWS FROM INVESTING ACTIVITIES:
  Capital expenditures                           (174)           (11)
                                                 ----            ----
  Net cash used by investing activities           (11)           (11)

CASH FLOWS FROM FINANCING ACTIVITIES:
  Payments on note payable                         -              (6)
  Increase in other liabilities                    35              -
                                                 ----           ----
  Net cash provided(used)by financing
   activities                                      35             (6)
                                                 ----           ----
Net increase(decrease)in cash and
  cash equivalents                                207            (78)

Cash and cash equivalents at beginning of
  period                                          323            536
                                                 ----           ----
Cash and equivalents at end of period         $   530        $   458
                                                 ====           ====

SUPPLEMENTAL SCHEDULE OF CASH FLOW INFORMATION:

  Cash payments for interest                  $   29         $    45
                                                ====            ====


See accompanying notes.

                          Earth Sciences, Inc. and Subsidiaries
               Notes to Consolidated Financial Statements (Unaudited)
                                   March 31, 2003

(1)  General
The accompanying consolidated financial statements were prepared in
accordance with generally accepted accounting principles and
reflect all adjustments which are, in the opinion of management,
necessary for fair representation of the financial results for the
interim periods shown.  Such statements should be considered in
conjunction with Registrant's 2002 Form 10-KSB.

                                         3

<PAGE>


(2) Business Segment Information
Corporate headquarter activities are part of the ESI operating
segment. The segment assets of the ESI and ADA segments are located
in the US while the assets of ESEC are located in Canada.  All
significant customers are US companies.


(amounts in thousands)
Quarter ended March 31, 2003
                                             Eliminating
                         ESI    ESEC   ADA   Entries         Consolidated
Revenue from
external customers     $  -  $   11 $1,267      $    -        $  1,278
Intersegment revenues     -      -      -            -              -
                         ---    ---  -----         ----          -----
     Total revenue     $  -  $   11 $1,267      $    -        $  1,278
                        ====    ===  =====         ====          =====
Goodwill, net of amort.   -      -  $2,024           -        $  2,024
Segment assets	     $ 352   $487 $3,964           -        $  4,803
Segment profit (loss)  $ (26) $   6 $   59           -        $     39


Quarter ended March 31, 2002
                                             Eliminating
                         ESI    ESEC   ADA   Entries         Consolidated
Revenue from
external customers     $  -  $   15 $1,198      $    -        $  1,213
Intersegment revenues     -      -      -            -              -
                         ---    ---  -----         ----          -----
     Total revenue     $  -  $   15 $1,198      $    -        $  1,213
                        ====    ===  =====         ====          =====
Goodwill, net of amort.   -      -  $2,024           -        $  2,02
Segment assets	       $ 351 $442 $3,965           -        $  4,758
Segment profit (loss)  $ (36) $ (12)$  127           -        $     79


 (3) Commitments and Contingencies
The Calgary Facility
--------------------
In prior years we have reduced the net asset carrying value at the Calgary
facility to a level that management believes will be recoverable from the sale
of surplus equipment and future subleasing of the building and site. The Calgary
facility is subject to a 10% net profits royalty assignment amounting to
$4,850,000 and the facility may not be assigned, sold, transferred or conveyed
unless expressly subject to that royalty interest.  The royalty interest
requires payment of 10% of net income, if any, as defined, generated by the
facility and expires in September 2007 without further obligation.

The Calgary facility is located on a site leased from the adjacent landowner who
originally supplied feedstock to the facility in the 1980's. The lease has an
indefinite term, but upon ESEC's permanent termination of operations, ESEC has a
period of 24 months to remove all equipment, improvement and structures erected
on the site after which time such assets become the sole property of the
landlord.  ESEC also has the obligation to return the site and any surrendered
assets to the landlord in a safe condition that complies with the requirements
of all statutes, regulations and ordinances.  Although ESEC has no current
intent to terminate the lease and believes the site is currently in compliance
with all regulations, ESEC has accrued and recorded a liability of approx.
$600,000, as an estimate of the ultimate costs it would expect to incur to
return the facility to the landlord under the terms of the lease.  The amount
recorded is an estimate that includes significant assumptions, and it is
reasonably possible that these assumptions could change in the future, and that
such a change could be material.  The landlord commissioned a Phase 1
environmental study of the leased site.  Although this Phase 1 study did not
include any costs estimates, the landlord has estimated the cost substantially
higher than ESEC's estimated costs.  The difference in estimates primarily
relates to ESEC basing its estimate on revised quantities of the waste on site,
assumptions regarding future use of the building (including the future cost to
demolish the building), and supervision costs. Any significant change to ESEC's
estimates could result in further expenses being recorded at that time.

During 2001 the landlord asserted that the cessation of operations at the
Calgary facility has resulted in the termination of the easement under which a
rail line services the site and threatened to take steps to prohibit the use of
and ultimately remove the improvements on the easement right-of-way.  In January
2002, ESIR filed a motion for injunctive relief to restrain the landlord from
interfering with use of the rail line.  The landlord has agreed to an
adjournment of the matter to a future date and has agreed not to interfere with
the use of the rail line until the date of the hearing of the Company's
application.  In September 2002, the landlord filed their Statement of Defense
and a Counterclaim asserting termination of the easement, the site lease and
another underlying agreement, requesting an order from the Court to that affect
and seeking damages in the amount of $6 million Canadian to remediate, restore

                                        4
<PAGE>

and reclaim the leased site and easement.  In December 2002 the Company filed a
Statement of Defence to the Counterclaim vigorously denying breach of any
obligation under the lease or easement, the landlord's characterization of the
cessation of operations, the termination of the easement and site lease and that
any amounts are due for reclamation of the site. To the best of management's
knowledge and belief, the Company is in compliance with all permits and licenses
issued for the construction and operation of the facility.   The Company will
continue to defend its rights for this rail line access to the site and the
validity of the site lease.  If the landlord is successful in asserting the
termination of the rail line easement and site lease, it would severely affect
the future economic feasibility of any operations at the Calgary plant. While
there is secure truck access to the Calgary plant, the loss of the rail line
easement could decrease the possibility of some alternative future uses of the
Calgary plant. Over the last six months the landlord and the Company had been
negotiating a proposal for settlement, but recently the landlord has informed us
that they no longer wish to participate in settlement negotiations and instead
wish to proceed with litigation. The financial implications of an adverse court
ruling are unknown, and therefore, the financial statements do not include any
adjustment related to this matter.

If the Company should abandon, dispose or otherwise cease operations in Canada,
the cumulative foreign currency adjustment recorded as a contra equity amount of
$1,837,000 will be recorded as an operating expense.  Such adjustment, however,
will have no effect on net equity.

Related Party Note
------------------
In 2000, ESI re-negotiated a convertible debenture in the amount of $1,000,000
(the "Debenture") with Tectonic Construction Co. ("TCC") and a note in the
amount of $250,000 (the "Note") from TCC to extend the due dates and clarify
certain collateral. Mr. Lowdermilk, a director of the Company, is the president
and majority shareholder of TCC. Assets of Earth Sciences and ADA collateralize
these amounts. The Debenture was convertible by the holder into no more than
1,000,000 shares of Earth Sciences common stock at the conversion price of $.21
per share or the then current market price, whichever is lower. As
of June 30, 2002 the remaining amount payable on the Note and Debenture totaled
$1,150,000. The Debenture and the Note will be assigned to and assumed by ADA as
part of the spin-off from ESI as noted below in the first paragraph under the
heading "Liquidity and Capital Resources.". Under the terms negotiated in 2000,
the Note and Debenture are due in September 2003. Earth Sciences, ADA and TCC
are in the process of renegotiating the payment terms on the Debenture and Note
so that the entire debt is expected to be payable in equal monthly installments
of principal and interest of approximately $13,000 and bear interest at the
greater of prime plus two points or 10% with a balloon due at the end of 3
years. The equitable conversion rights held by TCC prior to the assumption of
the debt by ADA are expected to be duplicated in the Company at the same ratio
of 1 share of the Company's stock for each 10 shares of Earth Sciences stock as
provided for in the spin-off. The Debenture, to be assumed by ADA, is expected
to be convertible by the holder into no more than 100,000 shares of ADA's common
stock at the conversion price of $2.10 per share or the then current market
price, whichever is lower.



SIGNATURES

	In accordance with the requirements of the Securities Exchange Act of
1934, the Registrant caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.

					       	          Earth Sciences, Inc.
						                 Registrant

Date:  August 19, 2003                        /s/ Mark H. McKinnies
                                           ----------------------------
                                              Mark H. McKinnies
                                     President and Chief Financial Officer

                                       5
<PAGE>

CERTIFICATION
I, Mark H. McKinnies, certify that:
1. I have reviewed this quarterly report on Form 10-QSB of Earth Sciences,
Inc.;
2. Based on my knowledge, this 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 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 registrant's board of directors (or persons performing the
equivalent functions):
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
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: August 19, 2003
                                               /s/ Mark H McKinnies
                                          Name:  Mark H. McKinnies
                                          Title:  President and Treasurer

                                    6
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