WASHINGTON, D.C. 20549

                                  FORM 10-QSB/A
                                (Amendment No. 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, 2005

         [ ]      TRANSITION REPORT PURSUANT TO SECTION 13
                 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

        For the transition period from _______________ to _______________



                               Pacific Sands, Inc.
      ---------------------------------------------------------------------
        (Exact name of small business issuer as specified in its charter)


              Nevada                                      88-0322882
  --------------------------------                    ------------------
    State or other jurisdiction                         (IRS Employer
  of incorporation or organization)                   Identification No.)

                       1509 Rapids Drive, Racine, WI 53404
                       -----------------------------------
                    (Address of principal executive offices)

                                  (262)619-3261
                           --------------------------
                           (Issuer's telephone number)


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

       Check  whether the issuer (1) filed all  reports  required to be filed by
Section 13 or 15(d) of the  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    X             No
                                      -------             -------

As of March 31, 2005, the Company had  28,549,322  shares of its $.001 par value
common stock issued and outstanding.

Transitional Small Business Disclosure Format (check one):

                                  Yes                  No    X
                                      -------             -------

<PAGE>


Explanatory Note
----------------

This report on Form 10-QSB is being amended for the sole purpose of correcting a
typographical error on the cover page that occurred in the process of preparing
the file for electronic submission on the EDGAR system. The number of shares of
common stock that the registrant had as of March 31, 2005 was incorrectly
reported in the initial filing. The correct number of shares is 28,549,322, as
reported in this amendment.






                                   SIGNATURE

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

                                               PACIFIC SANDS, INC.

                                               By:  /s/ Michael Michie
                                                    ------------------
                                                    Michael Michie
                                                    Chief Financial Officer
Dated: June 7, 2005