**UNITES
        STATES**
 **SECURITIES
        AND EXCHANGE COMMISSION**
 **WASHINGTON,
        D.C. 20549**
 
 **Form
        10-QSB**
 (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, 2005**
 
 o TRANSITION
        REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
        1934
 For
        the
        transition period from _______ to
        _______
 
 Commission
        file number **0-13092**
 
 **SPECTRASCIENCE,
        Inc.**
 (a
        Development Stage Enterprise)
 (Exact
        name of small business issuer
 as
        specified in its charter)
  **Minnesota**
                
                **41-1448837****(State
                    or other jurisdiction**
                  ****of
                    incorporation or organization)****
                
                **(I.R.S.
                    Employer Identification
                    Number)**


**11568
      Sorrento Valley Rd., Suite 11**


**San
      Diego, California 92121**


(Address
      of principal executive offices)




**(858)
      847-0200**








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 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**o NO **x**





**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 o  **NO
      x**




The
      number of shares of the Registrant’s common stock, par value $.01 per share,
      outstanding on July
      8,
      2005 was 37,550,762.





Transitional
      Small Business Disclosure Format (Check one): Yes o  No
**x**


**SpectraScience,
          Inc.**
 (a
          Development Stage Enterprise)
 
 **Index**
 **Page**
                  **No.**PART
                    I   FINANCIAL INFORMATION:
                
                
                3Item
                    1.     Financial Statements
                    (Unaudited)
                
                
                3Item
                    2.     Management’s Discussion and Analysis or Plan of
                    Operation
                
                
                8Item
                    3.     Controls and Procedures
                
                
                11PART
                    II  OTHER INFORMATION
                
                
                11Item
                    1.     Legal Proceedings
                
                
                11Item
                    2.     Unregistered Sales of Securities
                    and Use of
                    Proceeds
                
                
                11Item
                    3.     Defaults Upon Senior Securities
                
                
                11Item
                    4.     Submission of Matters to a
                    Vote of Security
                    Holders
                
                
                11Item
                    5.     Other Information
                
                
                11Item
                    6.     Exhibits
                
                
                11SIGNATURES
                
                
                12
 Page
            2




**PART
        I** **FINANCIAL
        INFORMATION** **:**
 **Item
        1.** **Financial
        Statements (Unaudited)**
  **SpectraScience,
        Inc.**
 (a
        Development Stage Enterprise)
 
 **CONDENSED
        BALANCE SHEETS**


**March
                31,**
              **2005**
            
            **December
                31,**
              **2004**(Unaudited)
            
            (Audited)ASSETSCurrent
                assets:Cash
                and cash equivalents
            
            $
            996,311
            
            $
            1,132,505Inventories
            
            
            145,221
            
            
            149,169Prepaid
                expenses and other current assets
            
            
            36,853
            
            
            54,400Total
                current assets
            
            
            1,178,385
            
            
            1,336,074Fixed
                assets, net
            
            
            13,593
            
            
            15,992Patents,
                net
            
            
            277,118
            
            
            281,949TOTAL
                ASSETS
            
            $
            1,469,096
            
            $
            1,634,015LIABILITIES
                AND STOCKHOLDERS’ EQUITYCurrent
                liabilities:Accounts
                payable
            
            $
            21,384
            
            $
            12,215Accrued
                compensation and taxes
            
            
            9,114
            
            
            7,684Total
                liabilities
            
            
            30,498
            
            
            19,899STOCKHOLDERS’
                EQUITYUndesignated
                capital stock, undesignated par value, 25,000,000 shares
                authorizedCommon
                stock, $.01 par value:Authorized--100,000,000
                sharesIssued
                and outstanding--37,550,762 shares
            
            
            375,508
            
            
            375,508Additional
                paid-in capital
            
            
            1,780,122
            
            
            1,780,122Deferred
                compensation
            
            
            (138,821
            )
            
            (163,823
            )Deficit
                accumulated during the development stage
            
            
            (578,211
            )
            
            (377,691
            )TOTAL
                STOCKHOLDERS’ EQUITY
            
            
            1,438,598
            
            
            1,614,116TOTAL
                LIABILITIES AND
              STOCKHOLDERS’
                EQUITY
            
            $
            1,469,096
            
            $
            1,634,015




Note:
      The
      balance sheet at December 31, 2004 has been derived from the audited financial
      statements at that date but does not include all of the information required
      by
      accounting principles generally accepted in the United States of America for
      complete financial statements.





*See
      accompanying notes to unaudited condensed financial
      statements.*


Page
          3




**SpectraScience,
      Inc.**


(a
      Development Stage Enterprise)




**CONDENSED
      STATEMENTS OF OPERATIONS**


**(Unaudited)**


**Three
                Months Ended**
              **March
                31,**
            
            **August
                2, 2004 (Inception of Successor Company) to****2005**
            
            **2004**
            
            **March
                31, 2005**Gross
                revenue
            
            $
            --
            
            $
            --
            
            $
            --Operating
                expenses:Research
                and development
            
            
            9,751
            
            
            --
            
            
            9,751General
                and
              administrative
            
            
            191,796
            
            
            37,614
            
            
            580,682Total
                operating expenses
            
            
            201,547
            
            
            37,614
            
            
            590,433Operating
                loss
            
            
            (201,547
            )
            
            (37,614
            )
            
            (590,433
            )Other
                income (expense), net
            
            
            1,027
            
            
            (10,684
            )
            
            12,222Net
                loss
            
            $
            (200,520
            )
            $
            (48,298
            )
            $
            (578,211
            )Basic
                and diluted net loss
              per
                share
            
            $
            (0.01
            )
            $
            (0.01
            )Weighted
                average number of common shares outstanding
            
            
            37,550,762
            
            
            7,153,813








*See
      accompanying notes to unaudited condensed financial
      statements.*


*.*


Page
          4


**SpectraScience,
      Inc.**


(a
      Development Stage Enterprise)





**STATEMENTS
      OF CASH FLOWS**


**(Unaudited)**





**Three
                Months Ended**
              **March
                31,**
            
            August
                2, 2004
              (Inception
                of
              Successor
              Company)
                to**2005**
            
            **2004**
            
            **March
                31, 2005**OPERATING
                ACTIVITIES:Net
                loss
            
            $
            (200,520
            )
            $
            (48,298
            )
            $
            (578,211
            )Adjustments
                to reconcile net loss to cash
              used
                in operating activities:Depreciation
                and amortization
            
            
            7,230
            
            
            
            
            
            18,480Amortization
                of deferred compensation
            
            
            25,002
            
            
            
            
            
            160,453Gain
                on disposal of fixed assets
            
            
            
            
            
            
            
            
            (4,189
            )Writeoff
                of obsolete inventories
            
            
            3,948
            
            
            
            
            
            3,948Changes
                in operating assets
              and
                liabilities:Prepaid
                expenses and other current assets
            
            
            17,547
            
            
            
            
            
            (13,103
            )Accounts
                payable
            
            
            9,169
            
            
            8,908
            
            
            (38,318
            )Accrued
                compensation and taxes
            
            
            1,430
            
            
            20,350
            
            
            (22,979
            )Net
                cash used in operating activities
            
            
            (136,194
            )
            
            (19,040
            )
            
            (473,919
            )INVESTING
                ACTIVITIES- proceeds from
              the
                sale of fixed assets
            
            
            
            
            
            
            
            
            8,240FINANCING
                ACTIVITIES- proceeds from
              issuance
                of common stock
            
            
            
            
            
            
            
            
            20,000Net
                decrease in cash and cash equivalents
            
            
            (136,194
            )
            
            (19,040
            )
            
            (445,679
            )CASH
                AND CASH EQUIVALENTS
              AT
                BEGINNING OF PERIOD
            
            
            1,132,505
            
            
            73,487
            
            
            1,441,990CASH
                AND CASH EQUIVALENTS
              AT
                END OF PERIOD
            
            $
            996,311
            
            $
            54,447
            
            $
            996,311




*See
      accompanying notes to unaudited condensed financial
      statements.*


Page
          5


**SpectraScience,
      Inc.**


(a
      Development Stage Enterprise)





**Notes
      to Unaudited Condensed Financial Statements**


**March
      31, 2005**





**1.** **Nature
      of Business and Basis of Presentation**





**Description
      of Business**





SpectraScience,
      Inc. (the “Company”) filed for bankruptcy protection on September 13, 2002 (U.S.
      Bankruptcy Court, District of Minnesota, Case No. 02-42904). The case was
      converted from liquidation under Chapter 7 to Chapter 11 reorganization in
      early
      2003. The Company’s Plan of Reorganization was confirmed on July 7, 2004 and
      became effective on August 23, 2004. The Company received funding and commenced
      operations effective August 2, 2004. As of August 2, 2004 (for purposes of
      this
      Report, the “Effective Date”), the Company became the “Successor Company” and
      the Company as it existed prior to August 2, 2004 is referred to as the
“Predecessor Company.” During the bankruptcy, the Company was under the control
      of a court appointed trustee and had no management (all officers and directors
      had resigned), no legal counsel, no outside auditors, no transfer agent, and
      no
      operations.





The
      Company was incorporated in the State of Minnesota on May 4, 1983 as GV Medical,
      Inc. In October 1992, GV Medical discontinued its prior business, refocused
      its
      development efforts and changed its name to SpectraScience, Inc. From 1996
      until
      filing for bankruptcy reorganization in 2002, the Company primarily focused
      on
      developing the WavSTATTM Optical Biopsy System (“WavSTATTM System”). The WavSTATTM
      System is a proprietary, minimally invasive technology that optically scans
      tissue in real-time to distinguish between normal and pre-cancerous or cancerous
      tissue, without the need to remove tissue from the body.





**Basis
      of Presentation**





The
      accompanying unaudited condensed financial statements of SpectraScience, Inc.
      have been prepared in accordance with accounting principles generally accepted
      in the United States of America for interim financial information and with
      the
      instructions to Form 10-QSB and Item 310 of Regulation S-B. Accordingly, they
      do
      not include all of the information and footnotes required by accounting
      principles generally accepted in the United States of America for complete
      financial statements. In the opinion of management, all adjustments (consisting
      of normal recurring accruals) considered necessary to make the financial
      statements not misleading have been included. Operating results for the three
      month period ended March 31, 2005 are not necessarily indicative of the results
      that may be expected for the year ended December 31, 2005. These statements
      should be read in conjunction with the financial statements and related notes
      which are included in the Company’s Annual Report on Form 10-KSB for the year
      ended December 31, 2004.





**Liquidity
      and Development Stage Enterprise**





The
      Company is a development stage enterprise since August 2, 2004. It has not
      yet
      generated any revenue from the sale of its products and, through March 31,
      2005,
      its efforts have been principally devoted to restarting the Company as it
      emerged from bankruptcy. As of March 31, 2005, the Company had working capital
      of $1,147,887 and cash and cash equivalents of $996,311. The Company believes
      funds are sufficient to sustain operations through 2005. However, additional
      capital will be required after that time since insignificant revenues are
      anticipated from operations for the near future. Additional capital will come
      from venture capitalists or other private investors, but there can be no
      assurance that such investments will be available on terms acceptable to the
      Company. Through March 31, 2005, the Company's financing has been through the
      sale of common stock. Until the Company's operations generate adequate revenue,
      the Company will attempt to continue to fund operations from cash on hand and
      through other sources of capital.





Page
          6


**2.** **Summary
      of Significant Accounting Policies**





The
      Company adopted fresh-start reporting, as of August 2, 2004 in accordance with
      the American Institute of Certified Public Accountants Statement of Position
      90-7, Financial Reporting by Entities in Reorganization Under the Bankruptcy
      Code (“SOP 90-7”). Under fresh-starting reporting, a new entity has been deemed
      created for financial reporting purposes. The results of operations are
      presented on a traditional comparative basis and compare the Successor Company
      for the period from January 1, 2005 to March 31, 2005 to the Predecessor Company
      for the period from January 1, 2004 to March 31, 2004. Management believes
      that
      the Predecessor and Successor Company periods are not comparable for accounting
      purposes.





Use
      of
      Estimates





The
      Company prepares its financial statements in conformity with accounting
      principles generally accepted in the United States of America, which require
      management to make estimates and assumptions that affect the amounts reported
      in
      the financial statements and disclosures made in the accompanying notes to
      the
      financial statements. Significant estimates made by management include, among
      others, realization of long-lived assets. Actual results could differ from
      those
      estimates.





Stock-Based
      Compensation





At
      March
      31, 2005, the Company has one stock-based employee compensation plan (the
“Option Plan"). Prior to August 2004, the Company accounted for the Option Plan
      under the recognition and measurement provisions of APB Opinion No. 25,
“Accounting for Stock Issued to Employees” (“APB 25”), and related
      interpretations. No stock-based employee compensation cost is reflected in
      net
      loss for the three months ended March 31, 2004, as all options granted under
      the
      Option Plan had an exercise price equal to the market value of the underlying
      common stock on the date of grant. Effective August 2, 2004, the Company adopted
      the fair value recognition provisions of Statement of Financial Accounting
      Standards (“SFAS”), “Accounting for Stock-Based Compensation”, (“SFAS 123”)
      prospectively to all employee awards granted, modified, or settled by the
      Successor Company. Awards under the Company’s Option Plan vest over three years.
      Therefore, the cost related to stock-based employee compensation included in
      the
      determination of net loss for the three months ended March 31, 2004 is less
      than
      that which would have been recognized if the fair value based method had been
      applied to all awards since the original effective date of SFAS 123. The
      following table illustrates the effect on net loss and loss per share if the
      fair value based method had been applied to all outstanding and unvested awards
      in each period.





3
                months ended
              March
                31, 2005
            
            3
                months ended
              March
                31, 2004
            
            August
                2, 2004
              (Inception
                of
              Successor
              Company)
                to
              March
                31, 2005Net
                loss as reported
            
            $
            (200,520
            )
            $
            (48,298
            )
            $
            (578,211
            )Stock-based
                compensation expense
              included
                in reported net loss
            
            
            25,002
            
            
            
            
            
            160,453Stock-based
                compensation
            
            
            (25,002
            )
            
            (62,984
            )
            
            (160,453
            )Pro
                forma net loss
            
            $
            (200,520
            )
            $
            (111,282
            )
            $
            (578,211
            )As
                reported loss per share
            
            $
            (0.01
            )
            $
            (0.01
            )
            $
            (0.02
            )Pro
                forma loss per share
            
            $
            (0.01
            )
            $
            (0.02
            )
            $
            (0.02
            )





Page
          7




No
      options were granted during the three months ended March 31, 2005 or 2004.





Inventories





Inventories
      are valued at the lower of cost, determined on the first-in, first-out (FIFO)
      basis, or market value. Cost includes direct material, labor and overhead.
      On
      August 2, 2004, inventories were adjusted to market value in accordance with
      the
      requirements of Fresh Start Reporting. Inventories consist of the
      following:





March
                31, 2005
            
            December
                31, 2004Raw
                materials
            
            $
            62,491
            
            $
            98,346Work
                in process
            
            
            0
            
            
            4,832Finished
                goods
            
            
            82,730
            
            
            45,991Totals
            
            $
            145,221
            
            $
            149,169








Earnings
      (Loss) Per Share





Under
      SFAS 128, basic earnings (loss) per share is computed by dividing net income
      (loss) available to common stockholders by the weighted average number of common
      shares outstanding during the period of computation. Diluted earnings (loss)
      per
      share is computed similar to basic earnings per share except that the
      denominator is increased to include the number of additional common shares
      that
      would have been outstanding if the potential common shares had been issued
      and
      only if the additional common shares would be dilutive. Basic and diluted loss
      per share are the same for the three months ended March 31, 2005 and 2004,
      since
      any additional common stock equivalents would be antidilutive. Potentially
      dilutive shares of common stock that have been excluded from the calculation
      of
      the weighted average number of dilutive common shares for the three months
      ended
      March 31, 2005 are options to purchase 1,775,000 shares of common stock. For
      the
      three months ended March 31, 2004, potentially dilutive shares of common stock
      that have been excluded from the calculation of weighted average number of
      dilutive common shares totaled 1,436,742 comprised of warrants to purchase
      36,030 shares of common stock and options to purchase 1,400,712 shares of common
      stock.





**Item
      2.** **Management’s Discussion and Analysis or Plan of Operation**





**Safe
      Harbor Statement Under the Private Securities Litigation Reform Act of
      1995**





This
      Report on Form 10-QSB contains forward-looking statements within the meaning
      of
      Section 27A of the Securities Act of 1933, as amended, and Section 21E of the
      Securities Exchange Act of 1934, as amended. When used in this Report, or in
      our
      future filings with the SEC, in our press releases and in oral statements made
      with the approval of an authorized executive officer, the words or phrases
      “anticipates,”“estimates,”“expects,”“will likely
      result,”“projects,”“believes,”“intends,” or similar expressions are intended to
      identify such forward-looking statements, but are not the exclusive means of
      identifying such statements. These forward-looking statements involve risks
      and
      uncertainties that may cause our actual results to differ materially from the
      results discussed in the forward-looking statements.





Page
          8


We
      caution you not to place undue reliance on these forward-looking statements,
      which speak only as of the date made. We undertake no obligation to revise
      any
      forward-looking statements in order to reflect events or circumstances after
      the
      date of such statements. Readers are urged to carefully review and consider
      the
      various disclosures made by us in this Report and other reports we file with
      the
      SEC that attempt to advise interested parties of the risks and factors that
      may
      affect our business. Such forward-looking statements are qualified in their
      entirety by the cautions and risk factors set forth in our Annual Report on
      Form
      10-KSB covering the years ended December 31, 2004, 2003 and 2002.





**Business**





SpectraScience,
      Inc., develops and manufactures innovative, Laser Induced Fluorescence
      spectrophotometry systems capable of determining whether tissue is normal,
      pre-cancerous or cancerous without removing tissue from the body. The
      Wav Stat ’ Optical Biopsy
      System (“Wav Stat ’ ”) is
      SpectraScience's first fully developed product to incorporate its proprietary
      Laser Induced Fluorescence technology for worldwide clinical use. It is approved
      by the FDA for use during endoscopy of the colon when screening for colon
      cancer. The
      Company’s second application of this technology for detecting esophageal cancer
      is ready to begin a clinical trial at three institutions. SpectraScience
      believes its core technology is a platform technology that can be developed
      for
      use in many areas of the human body.





Our
      principal executive offices are located at 11568 Sorrento Valley Rd., Suite
      11,
      San Diego, CA 92121. We can be reached by telephone at (858) 847-0200; by fax
      at
      (858) 847-0880; or by email at info@spectrascience.com. We have a web-site
      at
      http://www.spectrascience.com. The information contained on our web site shall
      not be deemed to be a part of this Report.





**Plan
      of Operation**





We
      are a
      development stage medical device company that has not yet engaged in significant
      commercial activities. During 2005 we intend to complete a Phase II clinical
      trial with our WavSTATTM system for the detection of Barrett’s syndrome, thought
      to be a pre-cancerous condition of the esophagus. The progression toward
      esophageal cancer begins with several pre-cancerous stages. It is critical
      for
      the physician to be able to identify these various stages of the disease in
      order to deliver the most appropriate treatment. As with colorectal cancer,
      early and accurate detection of esophageal cancer results in less invasive,
      more
      cost effective treatments with a greater chance for long term patient
      survival.





Barrett’s
      esophagus is a condition of the lining of the lower esophagus thought to be
      caused primarily by Gastro Esophageal Reflux Disease (“GERD”), more commonly
      known as chronic heartburn. Physicians typically recommend that persons with
      chronic heartburn should have an endoscopy to look for Barrett’s esophagus. Some
      Barrett’s patients will advance further to a stage where additional abnormal
      tissue called dysplasia is present. Dysplasia is known to be the next
      progressive step toward esophageal cancer and is categorized in stages of low
      grade and high grade. Barrett’s esophagus, dysplasia and esophageal cancer
      patients are currently diagnosed by an endoscopy of the esophagus with multiple
      biopsies of the inner lining.





High-grade
      dysplasia is a critical stage to correctly diagnose because physicians
      frequently recommend surgical resection or removal of the esophagus if Barrett's
      esophagus with high-grade dysplasia is present. Unfortunately for the patient,
      dysplasia is not easily visible to the physician during standard endoscopy.
      Because early diagnosis is critical, multiple biopsies (as many as 20 at once)
      may be performed either randomly or in a geometric pattern in the esophagus
      in
      the hope of finding the most appropriate tissue to biopsy.





Page
          9


If
      the
      results of our Phase II clinical trial are successful, we will apply for FDA
      approval (by supplement to our existing approval for colon cancer detection)
      for
      use of the WavSTATTM system in esophageal cancer detection.





In
      addition, we may (if funding permits) seek to heighten market acceptance of
      our
      colon cancer technology by demonstrating to managed care organizations that
      using our optical biopsy technique is faster, more accurate and less expensive
      than the current technique of removing all suspicious polyps.





We
      believe that we have sufficient funds to sustain operations for the remainder
      of
      2005. However, additional capital will be required after that time since we
      anticipate insignificant revenues from operations for the near future and the
      cost to market a newly approved product for the detection of Barrett’s esophagus
      will be considerably more than the cash we will have on hand. We believe that
      this funding will come from venture capitalists or other private investors,
      but
      there can be no assurance that such investments will be available on terms
      acceptable to us.





**Results
      of Operations**





The
      Company adopted fresh-start reporting, as of August 2, 2004 in accordance with
      the American Institute of Certified Public Accountants Statement Of Position
      90-7, Financial Reporting by Entities in Reorganization Under the Bankruptcy
      Code (“SOP 90-7”). Under fresh-starting reporting, a new entity has been deemed
      created for financial reporting purposes. The results of operations are
      presented on a traditional comparative basis and compare the Successor Company
      for the period from January 1, 2005 to March 31, 2005 to the Predecessor Company
      for the period from January 1, 2004 to March 31, 2004. Management believes
      that
      the Predecessor and Successor Company periods are not comparable for accounting
      purposes.





The
      Company had no revenue for the three months ended March 31, 2005 and 2004.





Overall
      research and development expenses for the three months ended March 31, 2005
      and
      2004 were $9,751 and $0, respectively. Research and development expenses related
      specifically to new product and application development in preparation for
      a
      clinical trial.





General
      and administrative expenses for the three months ended March 31, 2005 and 2004
      were $191,796 and $37,614, respectively. The increase for the three months
      ended
      March 31, 2005 compared to March 31, 2004 was primarily due to increased salary,
      professional fees and insurance required to re-start the Company. The Company
      was in bankruptcy during the 2004 period.





Other
      income (expense), net for the three months ended March 31, 2005 and 2004 was
      $1,027 and ($10,684), respectively. The increase was primarily from interest
      income due to higher balances in cash and cash equivalents from a stockholders’
      rights offering and a private placement of common stock in the third quarter
      of
      2004.





As
      a
      result of the above, the net loss for the three months ended March 31, 2005
      and
      2004 was $200,520 and $48,298, respectively. The increase in losses was
      primarily due to general and administrative expenses to re-start the Company.
      The net loss per share for the three months ended March 31, 2005 and 2004 was
      $0.01 in each period.




Page
          10


**Item
      3.**  **Controls
      and Procedures**





Evaluation
      of Disclosure Controls





As
      required by Rule 13a-15 under the Exchange Act as of the end of the period
      covered by this Report, the Company carried out an evaluation of the
      effectiveness of the design and operation of the Company's disclosure controls
      and procedures. This included a thorough investigation of accounting controls
      and presentation. This evaluation was carried out under the supervision and
      with
      the participation of the Company's management, including the Company's
      President, Chief Executive Officer and Chief Financial Officer. Based upon
      that
      evaluation, the Company's President, Chief Executive Officer and Chief Financial
      Officer concluded that the Company's disclosure controls and procedures are
      effective in timely alerting the Company’s management to material information
      relating to the Company and required to be included in its periodic SEC
      filings.


.


Changes
      in Internal Controls over Financial Reporting





As
      a
      result of material weaknesses discovered during the audit of our 2004 financial
      statements, we contracted with another consulting firm to assist us on
      accounting issues. Additionally, we have also changed our procedures for
      preparing financial statements to include a review of all aspects of our
      financial statements and footnotes. Other than those noted, there were no
      significant changes in the Company's internal controls over financial reporting
      or in other factors during the three months ended March 31, 2005 which could
      significantly affect internal controls over financial reporting.




**PART
      II** **OTHER
      INFORMATION**




**Item
      1.**   **Legal
      Proceedings**


None




**Item
      2.**   **Unregistered
      Sales of Securities and Use of Proceeds**


None




**Item
      3.**   **Defaults
      Upon Senior Securities**


None


**Item
      4.**   **Submission
      of Matters to a Vote of Security Holders**


None


**Item
      5.**   **Other
      Information**


None


**Item
      6.**   **Exhibits**




Exhibit
              31
            Certification
                of Chief Executive Officer and Chief Financial Officer pursuant to
                Section
                302 of the Sarbanes-Oxley Act of
                2002.


Exhibit
              32
            Certification
                of Chief Executive Officer and Chief Financial Officer pursuant to
                Section
                906 of the Sarbanes-Oxley Act of
                2002.


Page
          11


**SpectraScience,
      Inc.**


**FORM
      10-QSB**





**March
      31, 2005**





**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.





**SpectraScience,
                Inc.**(Registrant)**July
                  13, 2005**
              By:
              /s/ James
                HitchinDate
              **James
                Hitchin**President,
                  Chief Executive Officer and Chief Financial Officer
                (Principal
                  executive officer, principal financial officer, and principal accounting
                  officer)




Page
          12