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

         [ ]      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  30,298,973  shares of its $.001 par value
common stock issued and outstanding.


<PAGE>


Transitional Small Business Disclosure Format (check one):

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

PART I   FINANCIAL INFORMATION

  Item 1. Financial Statements

   Condensed Balance Sheet at March 31, 2005 (unaudited).....................4

   Condensed Statements of Operations for the Six Months Ended
    March 31, 2005 and 2004 (unaudited)......................................5

   Condensed Statements of Stockholders' Equity
    March 31, 2005 and 2004 (unaudited)......................................6

   Condensed Statements of Cash Flows for the Three Months Ended
    March 31, 2005 and 2004 (unaudited)......................................7

   Notes to Condensed Financial Statements (unaudited).......................9


PART II  OTHER INFORMATION

  Item 1.  Legal Proceedings.................................................16

  Item 2.  Changes in Securities.............................................16

  Item 3.  Defaults Upon Senior Securities...................................16

  Item 4.  Submission of Matters to a Vote of Security Holders...............16

  Item 5.  Other Information.................................................16

  Item 6.  Exhibits and Reports on Form 8-K..................................16

  Signatures.................................................................16






                                      -2-
<PAGE>


                             Frank L. Sassetti & Co.

                          Certified Public Accountants

             REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


The Board of Directors
Pacific Sands, Inc. dba Natural Water Technologies

         We have reviewed the accompanying  balance sheet of PACIFIC SANDS, INC.
DBA NATURAL WATER  TECHNOLOGIES as of March 31, 2005 and the related  statements
of operations  for the three and nine months ended March 31, 2005 and 2004,  and
the statements of stockholders'  equity and cash flows for the nine months ended
March  31,  2005  and  2004.   These  interim   financial   statements  are  the
responsibility of the company's management.

         We conducted  our reviews in  accordance  with  standards of the Public
Company  Accounting  Oversight  Board  (United  States).  A  review  of  interim
financial information consists principally of applying analytical procedures and
making inquires of persons  responsible for financial and accounting matters. It
is  substantially  less in scope  than an audit  conducted  in  accordance  with
standards of the Public Company Accounting  Oversight Board (United States), the
objective  of which is the  expression  of an opinion  regarding  the  financial
statements taken as a whole. Accordingly, we do not express such an opinion.

         Based on our  reviews  we are not aware of any  material  modifications
that should be made to the accompanying interim financial statements for them to
be in conformity with  accounting  principles  generally  accepted in the United
States.

         The accompanying  financial statements have been prepared assuming that
the Company  will  continue as a going  concern.  As discussed in Note 12 to the
financial  statements,  the Company has a significant  accumulated deficit which
raises  substantial  doubt  about the  Company's  ability to continue as a going
concern.  Management's  plans in regard to these  matters are also  described in
Note 12. The  financial  statements  do not include any  adjustments  that might
result from the outcome of this uncertainly.


         We have previously  audited,  in accordance with auditing  standards of
the Public Company Accounting Oversight Board (United States), the balance sheet
of PACIFIC SANDS,  INC. DBA NATURAL WATER  TECHNOLOGIES  as of June 30, 2004 and
the related  statements of operations,  stockholders'  equity and cash flows for
the year then ended (not presented herein);  and in our report dated October 14,
2004, we expressed an unqualified opinion on these financial statements.  In our
opinion,  the information set forth in the accompanying balance sheet as of June
30, 2004 is fairly stated, in all material respects,  in relation to the balance
sheet from which it has been derived.

/s/ Frank L. Sassetti & Co.

May 11, 2005
Oak Park, Illinois


                 6611 W. North Avenue * Oak Park, Illinois 60302
                   Phone (708) 386-1433 * Fax (708) 386-0139


                                      -3-
<PAGE>


                               PACIFIC SANDS, INC.
                         DBA NATURAL WATER TECHNOLOGIES

                                 BALANCE SHEETS

                        MARCH 31, 2005 AND JUNE 30, 2004

                                     ASSETS
                                     ------
                                                      March 31,
                                                        2005          June 30,
                                                     (A Review)         2004
                                                     -----------    -----------
CURRENT ASSETS

  Cash and cash equivalents                          $    18,477    $    44,098
  Trade receivables (net of allowance for doubtful
     accounts of $176,223 for both periods)               81,701         63,301
  Inventories                                             26,214          5,598
  Other Current Assets                                     5,284            925
                                                     -----------    -----------
     Total Current Assets                                131,676        113,922
                                                     -----------    -----------
PROPERTY AND EQUIPMENT
  Furniture and fixtures                                   6,766            -
  Manufacturing equipment                                  8,653            -
  Office equipment                                         1,852            -
                                                     -----------    -----------
                                                          17,271            -
  Less accumulated depreciation                            2,949            -
                                                     -----------    -----------
     Property and Equipment, net                          14,322            -
                                                     -----------    -----------
                                                     $   145,998    $   113,922
                                                     ===========    ===========

                      LIABILITIES AND STOCKHOLDERS' EQUITY
                      ------------------------------------

CURRENT LIABILITIES
  Accounts payable                                   $    26,779    $    17,198
  Accrued expenses                                        67,415         40,237
  Notes payable                                           48,292         50,792
                                                     -----------    -----------
     Total Current Liabilities                           142,486        108,227
                                                     -----------    -----------

LONG TERM LIABILITIES
  Deferred compensation to former officer                107,485        100,000
  Notes Payable                                            5,000            -
                                                     -----------    -----------
     Total Long Term Liabilities                         105,000        100,000
                                                     -----------    -----------

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY
  Common stock                                            36,159         30,299
  Additional paid in capital                           2,837,359      2,560,602
  Treasury stock, at cost                               (151,030)        (5,514)
  Accumulated deficit                                 (2,807,964)    (2,558,212)
  Less: due from shareholder                                 -         (121,480)
                                                     -----------    -----------
     Total Stockholders' Equity                          (85,476)       (94,305)
                                                     -----------    -----------
                                                     $   145,998    $   113,922
                                                     ===========    ===========

                  The accompanying notes are an integral part
                          of the financial statements.

                                      -4-




<PAGE>

<TABLE>
<CAPTION>
                                   PACIFIC SANDS, INC.
                              DBA NATURAL WATER TECHNOLOGIES

                                 STATEMENTS OF OPERATIONS

                   THREE AND NINE MONTHS ENDED MARCH 31, 2005 AND 2004
                                        (A Review)

                                   Three Months Ended            Nine Months Ended
                                        March 31,                    March 31,
                             ----------------------------   ----------------------------
                                 2005            2004           2005            2004
                                              (Restated)                     (Restated)
                             ------------    ------------   ------------    ------------
<S>                          <C>             <C>            <C>             <C>
NET SALES                    $     56,528    $     14,595   $     93,345    $     39,624

COST OF SALES                      30,796           2,919         46,067           7,457
                             ------------    ------------   ------------    ------------
  GROSS PROFIT                     25,732          11,676         47,278          32,167

SELLING AND
  ADMINISTRATIVE EXPENSES         109,660         127,768        312,787         198,794
                             ------------    ------------   ------------    ------------
  LOSS FROM OPERATIONS            (83,928)       (116,092)      (265,509)       (166,627)
                             ------------    ------------   ------------    ------------
OTHER INCOME (EXPENSES)
  Interest expense                   (400)           --           (3,400)           --
  Miscellaneous income                476            --            3,366            --
  Gain from restructuring
   of related party debt           15,791            --           15,791            --
                             ------------    ------------   ------------    ------------
  Total Other Income - net         15,867            --           15,757            --
                             ------------    ------------   ------------    ------------

  LOSS BEFORE INCOME              (68,061)       (116,092)      (249,752)       (166,627)
   TAXES

INCOME TAXES                         --              --             --              --
                             ------------    ------------   ------------    ------------
  NET LOSS                   $    (68,061)   $   (116,092)  $   (249,752)   $   (166,627)
                             ============    ============   ============    ============
BASIC AND DILUTED NET LOSS
 PER SHARE                   $     (0.002)   $     (0.004)  $     (0.008)   $     (0.006)
                             ============    ============   ============    ============
BASIC AND DILUTED WEIGHTED
 AVERAGE SHARES
 OUTSTANDING                   30,163,975      27,798,873     31,227,328      27,924,909
                             ============    ============   ============    ============



                       The accompanying notes are an integral part
                               of the financial statements.

                                           -5-
</TABLE>
<PAGE>

<TABLE>
                                                       PACIFIC SANDS, INC.
                                                 DBA NATURAL WATER TECHNOLOGIES

                                               STATEMENTS OF STOCKHOLDERS' EQUITY

                                            NINE MONTHS ENDED MARCH 31, 2005 AND 2004
                                                           (A Review)

                                Common Stock                        Treasury Stock
                           ---------------------  Additional    -----------------------
                            Number of                Paid       Number of                Accumulated Shareholder
                             Shares      Amount   In Capital      Shares        Amount      Deficit   Receivable       Total
                           -----------  --------  -----------   -----------   ---------- ------------ -----------  ------------
<S>                        <C>           <C>      <C>           <C>           <C>        <C>          <C>          <C>

Balance at June 30,
 2003,                     28,798,873    $28,799  $ 2,365,803       (9,000)   $  (5,514) $(2,419,441) $    --      $   (30,353)

Cancellation of
 distribution rights       (1,000,000)    (1,000)     (39,000)        --           --           --         --          (40,000)

Net loss (restated)              --         --           --           --           --       (166,627)      --         (166,627)

Balance at March 31,
 2004 (Restated)           27,798,873    $27,799  $ 2,326,803       (9,000)   $  (5,514) $(2,586,068) $    --      $  (236,980)

Balance at June 30,
 2004                      30,298,873    $30,299  $ 2,560,602       (9,000)   $  (5,514) $(2,558,212) $(121,480)   $   (94,305)

Issuance of
common stock:
 For cash                   2,478,822      2,479      164,485        9,000        5,514         --         --          172,478
 For options exercised      2,633,333      2,633        9,667         --           --           --         --           12,300
 For cancellation of debt     347,481        348       20,805         --           --           --         --           21,153
 For professional services    400,000        400       15,100         --           --           --         --           15,500

Retirement of
common stock:
 For cash                        --         --           --     (2,700,000)     (29,550)        --         --          (29,550)
 In lieu of receivable           --         --           --     (4,859,187)    (121,480)        --      121,480           --

Below market rate stock
 options granted                 --         --         66,700         --           --           --         --           66,700

Net loss                         --         --           --           --           --       (249,752)      --         (249,752)

Balance at March 31, 2005  36,158,509    $36,159  $ 2,837,359   (7,559,187)   $(151,030) $(2,807,964) $    --      $   (85,476)

                                           The accompanying notes are an integral part
                                                  of the financial statements.


                                                               -6-
</TABLE>

<PAGE>


                               PACIFIC SANDS, INC.
                         DBA NATURAL WATER TECHNOLOGIES

                            STATEMENTS OF CASH FLOWS

                    NINE MONTHS ENDED MARCH 31, 2005 AND 2004
                                   (A Review)
                                                                         2004
                                                            2005      (Restated)
                                                         ----------   ----------

CASH FLOWS FROM OPERATING ACTIVITIES
 Net loss                                                $(249,752)   $(166,627)
 Adjustments to reconcile net loss to net cash
  used in operating activities -
   Depreciation                                              2,949        1,380
   Compensation of below market stock
    options granted                                         66,700         --
   Common shares and rights issued for
    services and compensation                               15,500         --
   Gain from restructuring of related
    party debt                                             (15,791)        --
   Changes in assets and liabilities -
    Trade accounts receivable                              (18,400)      62,514
    Inventories                                            (20,616)        (104)
    Other current assets                                    (4,359)        (118)
    Accounts payable                                         2,799      (70,630)
    Accrued expenses                                        32,458      171,057
    Deferred compensation                                   14,435         --
                                                         ----------   ----------
        Net Cash Used in Operating Activities             (174,077)      (2,528)
                                                         ----------   ----------

CASH FLOWS FROM INVESTING ACTIVITIES
 Purchases of equipment                                    (17,271)        --
                                                         ----------   ----------
        Net Cash Used in Investing Activities              (17,271)        --
                                                         ----------   ----------

CASH FLOWS FROM FINANCING ACTIVITIES
 Proceeds from notes payable                                15,000        2,000
 Payment of notes payable                                   (2,501)        --
 Issuance of common stock                                  172,478         --
 Issuance of common stock - exercise of options             10,300         --
 Purchase of common stock                                  (29,550)        --
                                                         ----------   ----------
        Net Cash Provided by Financing Activities          165,727        2,000
                                                         ----------   ----------


NET DECREASE IN CASH AND CASH
 EQUIVALENTS                                               (25,621)        (528)

CASH AND CASH EQUIVALENTS
 Beginning of period                                        44,098        4,691
                                                         ----------   ----------
 End of period                                           $  18,477    $   4,163
                                                         ==========   ==========

                   The accompanying notes are an integral part
                          of the financial statements.


                                      -7-
<PAGE>


                               PACIFIC SANDS, INC.
                         DBA NATURAL WATER TECHNOLOGIES

                            STATEMENTS OF CASH FLOWS

                    NINE MONTHS ENDED MARCH 31, 2005 AND 2004
                                   (A Review)

                                                                         2004
                                                             2005     (Restated)
                                                           --------    --------
SUPPLEMENTAL DISCLOSURES OF
 CASH FLOW INFORMATION
  Cash paid during the nine months for

   Interest                                                $  3,400    $   --
                                                           ========    ========
   Income taxes                                            $   --      $   --
                                                           ========    ========


SUPPLEMENTAL INFORMATION FROM
 NONCASH FINANCING ACTIVITIES
  Cancellation of distribution rights                      $   --      $ 40,000
                                                           ========    ========
  Conversion of shareholder receivable
   to treasury stock                                       $121,480    $   --
                                                           ========    ========
  Conversion of debt to equity                             $ 21,153    $   --
                                                           ========    ========
  Conversion of debt to equity - options exercised         $  2,000    $   --
                                                           ========    ========
















                   The accompanying notes are an integral part
                          of the financial statements.


                                      -8-
<PAGE>


                               PACIFIC SANDS, INC.
                         DBA NATURAL WATER TECHNOLOGIES

                          NOTES TO FINANCIAL STATEMENTS

                    MARCH 31, 2005 AND 2004 AND JUNE 30, 2004

1.   NATURE OF OPERATIONS AND SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

     Nature of Business - Pacific  Sands,  Inc.  doing business as Natural Water
     Technologies  (the  "Company") was  incorporated  in Nevada on July 7, 1994
     with an original  authorized  capital  stock of 25,000 shares of $0.001 par
     value which was  increased to  20,000,000  shares in 1997 with the same par
     value.  On May 6, 2002,  the  authorized  capital  stock was  increased  to
     50,000,000 shares.

          The Company  manufactures and distributes  nontoxic cleaning and water
     treatment  products with  applications  ranging from home spas and swimming
     pools to cleaning and pet care.

     Interim  Financial  Statements - The balance sheet as of March 31, 2005 and
     the  statements of operations for the three and nine months ended March 31,
     2005 and 2004,  and the statements of  stockholders'  equity and cash flows
     for the nine months ended March 31, 2005 and 2004,  are  unaudited.  In the
     opinion of management,  such financial  statements reflect all adjustments,
     which  were  of a  normal  and  recurring  nature,  necessary  for  a  fair
     presentation of financial  position as of March 31, 2005 and the results of
     operations  and cash flows for the nine  months  ended  March 31,  2005 and
     2004.

     Restatement of Prior Year - Management discovered an error in the valuation
     of the March 31,  2004  inventory.  The error  resulted  in an  increase to
     inventories  and a  decrease  to cost of goods sold in the amount of $3,048
     for the three and nine months ended March 31, 2004.

     Inventories - Inventories  are stated at the lower of cost or market on the
     first-in, first-out (FIFO) basis.

     Depreciation - For financial reporting  purposes,  depreciation of property
     and equipment has been  computed  over  estimated  useful lives of three to
     seven years primarily using the straight-line method.  Depreciation charges
     totaled $2,949 and $1,380 in 2005 and 2004, respectively.

     Revenue  Recognition - Revenue from sales to distributors  and resellers is
     recognized when the related  products are shipped.  The Company  classifies
     freight  billed to  customers  as net sales;  costs  related to freight are
     classified as cost of goods sold.

     Advertising  and  Promotional  Costs - Advertising  and promotion costs are
     expensed as incurred. During the nine months ended March 31, 2005 and 2004,
     advertising and promotion costs totaled $15,953 and $ 200, respectively.

     Income Taxes - The Company  accounts  for income  taxes under  Statement of
     Financial  Accounting  Standards  (SFAS) 109. Under the asset and liability
     method of SFAS  109,  deferred  income  taxes  are  recognized  for the tax
     consequences of temporary  differences by applying enacted  statutory rates
     applicable  to  future  years  to  the  difference  between  the  financial
     statement  carrying  amounts  and the tax  basis  of  existing  assets  and
     liabilities.


                                      -9-
<PAGE>


                               PACIFIC SANDS, INC.
                         DBA NATURAL WATER TECHNOLOGIES

                          NOTES TO FINANCIAL STATEMENTS

                    MARCH 31, 2005 AND 2004 AND JUNE 30, 2004

1.   NATURE OF  OPERATIONS  AND  SUMMARY OF  SIGNIFICANT  ACCOUNTING  POLICIES -
     CONTINUED

     Basic and Diluted Net Loss Per Share - Net loss per share is  calculated in
     accordance with Statement of Financial  Accounting  Standards 128, Earnings
     Per Share ("SFAS 128"). Basic net loss per share is based upon the weighted
     average number of common shares outstanding.  Diluted net loss per share is
     based on the  assumption  that all  dilutive  convertible  shares and stock
     options were  converted or exercised.  Dilution is computed by applying the
     treasury stock method. Under this method,  options and warrants are assumed
     to be exercised at the beginning of the period (or at the time of issuance,
     if later),  and as if funds obtained  thereby were used to purchase  common
     stock at the average market price during the period.

     Use of Accounting  Estimates - The  preparation of financial  statements in
     conformity  with  generally   accepted   accounting   principles   requires
     management  to make  estimates  and  assumptions  that affect the  reported
     amounts of assets and liabilities  and disclosure of contingent  assets and
     liabilities at the date of the financial statements and reported amounts of
     revenues and expenses  during the reporting  period.  Actual  results could
     differ from these estimates.

     Statement of Cash Flows - For purposes of the statements of cash flows, the
     Company  considers all highly  liquid debt  instruments  purchased  with an
     initial maturity of three months or less to be cash equivalents.

2.   INVENTORIES

          Inventories  as of March 31, 2005 and June 30, 2004  consisted  of the
     following.


                                                  March 31, 2005   June 30, 2004
                                                  --------------   -------------

               Raw materials                          $12,165         $ 5,598


               Finished goods                          14,049            --
                                                      -------         -------

                                                      $26,214         $ 5,598
                                                      =======         =======


                                      -10-
<PAGE>


                               PACIFIC SANDS, INC.
                         DBA NATURAL WATER TECHNOLOGIES

                          NOTES TO FINANCIAL STATEMENTS

                    MARCH 31, 2005 AND 2004 AND JUNE 30, 2004

3.   NOTES PAYABLE

          Notes   payable   consist  of  various   small   unsecured   notes  to
     shareholders/officers  at rates  fluctuating up to 8%. The company incurred
     $3,400 in interest  during the nine months ended March 31,  2005.  To date,
     $3,000 in interest has been converted to equity.

4.   DISTRIBUTION RIGHTS

          During the quarter ended September 30, 2003, the Company cancelled the
     distribution  rights on  1,000,000  of common  stock.  The  rights had been
     valued at $.04 per share.  The effect of this  cancellation  resulted  in a
     decrease of $40,000 to the Company's stockholders' equity.

5.   STOCK-BASED COMPENSATION

          The Company accounts for its stock-based  compensation plans under the
     recognition  and  measurement  principles  of Accounting  Principles  Board
     ("APB")  Opinion No. 25,  "Accounting  for Stock Issued to Employees,"  and
     related interpretations. As such, stock-based employee compensation cost of
     $66,700 is  reflected in the net losses for the nine months ended March 31,
     2005 for options  granted  under those  plans where the  exercise  price is
     below  market  value and no cost is  reflected  in net losses  for  options
     granted  under those  plans  where they had an  exercise  price equal to or
     greater than the market value of the underlying common stock on the date of
     grant. See Note 7 for further information on stock-based compensation.  The
     following table summarizes the effect on net losses and losses per share if
     the Company had applied the fair value recognition  provisions of Statement
     of  Financial  Accounting  Standards  ("SFAS")  No.  123,  "Accounting  for
     Stock-Based  Compensation,"  to stock-based  employee  compensation for the
     respective years:

                                                    Nine Months Ended March 31,
                                                   ----------------------------
                                                       2005            2004
                                                   ------------    ------------

Net  losses, as reported                           $(249,752) $        (166,627)
 Add: stock-based employee compensation
  expense determined under fair value
  based method for all awards,
  net of related tax effects                             66,700            --
 Deduct: total stock-based employee compensation
  expense determined under fair value based method
  for all awards, net of related tax effects            (70,000)           --
                                                   ------------    ------------

Pro forma net losses                               $(253,052) $        (166,627)
                                                   ============    ============

Basic and diluted loss per share:
               As reported                         $     (0.008)   $     (0.006)

               Pro forma                                 (0.008)         (0.006)


                                      -11-
<PAGE>


                               PACIFIC SANDS, INC.
                         DBA NATURAL WATER TECHNOLOGIES

                          NOTES TO FINANCIAL STATEMENTS

                    MARCH 31, 2005 AND 2004 AND JUNE 30, 2004

5.   STOCK-BASED COMPENSATION - CONTINUED

          Employee stock options are as follows:

                                                          Price per share
                                                    ---------------------------
                                                                      Weighted
                                     Shares             Range          Average
                                   -----------      ------------     ----------

Balance, June 30, 2004
 Granted                            6,100,000       $ .001 - .10      $    0.031
 Exercised                         (2,633,333)        .001 - .03           0.005
 Cancelled
                                   -----------
Balance, March 31, 2005             3,466,667         .03  - .10      $    0.050
                                   ===========

          No options were issued during the nine months ended June 30, 2004.

6.   LEASE COMMITMENT

          The Company  entered into a one year lease expiring  December 31, 2005
     for 11,000 square feet of office and warehouse  space for $1,176 per month.
     The Company is  responsible  for  insuring the  premises.  Rent expense was
     $6,408  and  $6,770  for the nine  months  ended  March 31,  2005 and 2004,
     respectively.

7.   BASIC AND DILUTED LOSS PER SHARE

          The following table  illustrates the  reconciliation of the numerators
     and denominators of the basic loss per share computations.  The Company has
     3,466,667 shares of exercisable potentially dilutive options outstanding as
     of March 31, 2005. There were no options outstanding at March 31, 2004.

                                                   Nine Months Ended March 31,
                                                 ------------------------------
                                                     2005              2004
                                                 ------------      ------------

Basic and diluted loss per share:
 Numerator:
  Net loss                                       $   (249,752)     $   (166,627)
                                                 ------------      ------------

Denominator:
 Basic and diluted weighted average
  number of common shares outstanding
  during the period                                31,227,328        27,924,909
                                                 ------------      ------------

Basic and diluted loss per share                 $     (0.008)     $     (0.006)
                                                 ============      ============


                                      -12-
<PAGE>


                               PACIFIC SANDS, INC.
                         DBA NATURAL WATER TECHNOLOGIES

                          NOTES TO FINANCIAL STATEMENTS

                    MARCH 31, 2005 AND 2004 AND JUNE 30, 2004


7.   BASIC AND DILUTED LOSS PER SHARE - CONTINUED

                                                  Three Months Ended March 31,
                                                 ------------------------------
                                                     2005              2004
                                                 ------------      ------------
Basic and diluted loss per share:
 Numerator:
  Net loss                                       $    (68,061)     $   (116,092)
                                                 ------------      ------------

Denominator:
 Basic and diluted weighted average
  number of common shares outstanding
  during the period                                30,163,975        27,798,873
                                                 ------------      ------------

Basic and diluted loss per share                 $     (0.002)     $     (0.004)
                                                 ============      ============

          Since the Company has incurred losses from all periods presented,  the
     dilutive per share calculation is the same as the basic calculation.

8.   INCOME TAXES

          The  Company  recognizes  deferred  tax  assets  and  liabilities  for
     temporary  differences between the financial reporting and tax bases of its
     assets  and  liabilities.  Deferred  assets  are  reduced  by  a  valuation
     allowance when deemed appropriate.

          The tax effects of existing  temporary  differences  that give rise to
     significant  portions  of  deferred  tax  assets at March  31,  2005 are as
     follows:

     Deferred tax asset

          Net operating loss carryforwards              $ 693,700

          Valuation allowance                            (693,700)
                                                        ---------

          Net deferred tax asset                        $    --
                                                        =========


                                      -13-
<PAGE>


                               PACIFIC SANDS, INC.
                         DBA NATURAL WATER TECHNOLOGIES

                          NOTES TO FINANCIAL STATEMENTS

                    MARCH 31, 2005 AND 2004 AND JUNE 30, 2004


8.   INCOME TAXES - CONTINUED

          At March 31, 2005,  the Company has net operating  loss  carryforwards
     for Federal tax purposes of  approximately  $1,982,000  which, if unused to
     offset future taxable income, will expire in years beginning in 2018.

9.   RELATED PARTY TRANSACTIONS AND FORGIVENESS OF DEBT

          On June 15, 2004,  Stan and Rita Paulus resigned as officers and board
     members of the Company and were replaced by a new management  team. As part
     of the transition in management,  several  transactions  occurred which are
     all recorded below.

          Stan and Rita agreed to waive all unpaid compensation from the Company
     except for  $100,000,  which  shall be paid in full within two years of the
     transition date.

          The  Paulus'  purchased  from  the  Company  the  inventory  known  as
     "technical  books" for the sum of $150,000 in exchange for 4,859,187 shares
     of Pacific Sands,  Inc. common stock.  Based on the average market value of
     the Company's  stock,  which valued these shares at $121,480,  there was an
     additional write down of the inventory of $28,500. This amount was recorded
     as a reduction to  additional  paid in capital  based on the related  party
     nature of the transaction. Since the shares were still being held in escrow
     by legal council at June 30, 2004, the transaction had been recorded as due
     from  shareholder.  As of March 31,  2005,  the shares had been  retired to
     treasury.

          In addition,  management has negotiated the  restructuring of debt due
     to the Paulus'. This restructuring reduced the debt balance due the Paulus'
     by $15,791 and extended the due date to June, 2006. This reduction has been
     recorded  as a  gain  from  restructuring  of  debt  in  the  statement  of
     operations.

10.  CONTINGENCIES

          The Company was involved in a lawsuit with a supplier for  withholding
     payment.  This matter concerned what the Company believed were deficiencies
     in the work of the supplier.  The parties  entered a settlement  agreement,
     wherein  the  supplier  would  perform  repairs  to their work and then the
     Company would pay.  Since no action has been  performed by the supplier and
     since the repairs can no longer be made,  management has decided to abandon
     the debt (see Note 9).


                                      -14-
<PAGE>


                               PACIFIC SANDS, INC.
                         DBA NATURAL WATER TECHNOLOGIES

                          NOTES TO FINANCIAL STATEMENTS

                    MARCH 31, 2005 AND 2004 AND JUNE 30, 2004


10.  CONTINGENCIES- CONTINUED

          Accounts  receivable  from a former  major  customer,  Mariani  Raisin
     Company in the amount of $235,718  invoiced on October 25, 2001 and January
     17, 2002 are being  contested  for  compliance  requirements.  The customer
     maintained  that the equipment did not work properly,  but management  felt
     that this  equipment  was built to  customer  specifications.  Accordingly,
     management intends to vigorously pursue the outstanding  receivable.  Since
     counsel  suggests  that this amount cannot be collected  without  incurring
     some legal costs and that there is the  potential  that a settlement  could
     ultimately be reached,  an allowance for bad debts of $176,223 exists.  Bad
     debt  expense  of  $119  and  $58,934  was  recorded  in the  statement  of
     operations for the nine months ended March 31, 2005 and 2004, respectively.

          Currently, there is $39,915 of professional services in dispute, which
     is recorded as accrued  expenses as of March 31,  2005,  and June 30, 2004.
     Management  does not  intend to pay this  outstanding  debt and  intends to
     pursue legal remedies.

11.  CONCENTRATIONS

          The Company distributes water treatment and nontoxic cleaning products
     to the  entire  U.S.  market.  One  customer  represented  over  90% of the
     accounts  receivable  at March 31, 2005 and June 30,  2004.  (See Note 10),
     however the Company no longer sells to this  customer.  For the nine months
     ended March 31, 2005,  three customers  accounted for  approximately  forty
     percent (40%) of the Company's sales.

12.  GOING CONCERN

          The  accompanying  financial  statements have been presented  assuming
     that the Company will continue as a going concern. This basis of accounting
     contemplates  the recovery of the Company's  assets and the satisfaction of
     its  liabilities in the normal course of business.  Through March 31, 2005,
     the Company had incurred  cumulative  losses of  $2,807,964.  The Company's
     successful  transition to attaining profitable operations is dependent upon
     obtaining  financing  adequate to fulfill its development,  marketing,  and
     sales activities, and achieving a level of revenues adequate to support the
     Company's cost structure.  Management's plan of operations anticipates that
     the cash requirements of the Company for the next twelve months will be met
     by  obtaining  capital  contributions  through the sale of common stock and
     from current  operations.  However,  there is no assurance that the Company
     will be able to fully implement its plan.


                                      -15-
<PAGE>


                            PART II OTHER INFORMATION

Item 1. Legal Proceedings

          There are no legal proceedings  against the Company and the Company is
          unaware of proceedings contemplated against it.

Item 2. Changes in Securities

          None

Item 3. Defaults Upon Senior Securities

          None.

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

          No matters were  submitted  to the security  holders for a vote during
          this quarter.

Item 5. Other Information

          There  is no other  information  deemed  material  by  management  for
          disclosure herein.

Item 6. Exhibits and Reports on Form 8-K



          Reports on Form 8-K
          -------------------

          Inapplicable


                                   SIGNATURES

      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: May 13, 2005




                                      -16-
<PAGE>


                                                                    EXHIBIT 99.1

                            CERTIFICATION PURSUANT TO
                             18 U.S.C. SECTION 1350
                             AS ADOPTED PURSUANT TO
                  SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection  with the March 31, 2005 Quarterly  Report of Pacific Sands,  Inc.
(the "Registrant") on Form 10-QSB for the quarter ended March 31, 2005, as filed
with the Securities and Exchange  Commission on the date hereof (the  "Report"),
I, Michael  Michie,  Chief  Financial  Officer of the  Registrant,  certify,  in
accordance  with 18 U.S.C.  1350,  as adopted  pursuant  to  Section  906 of the
Sarbanes-Oxley Act of 2002 that based on my knowledge:

(i)  the Report,  to which this  certification is attached as an exhibit,  fully
     complies with the requirements of Section 13(a) of the Securities  Exchange
     Act of 1934 (15 U.S.C. 78m); and,

(ii) the information  contained in the Report fairly  presents,  in all material
     respects,  the  financial  condition  and  results  of  operations  of  the
     Registrant.


Dated: May 13, 2005                         /s/ Michael Michie
                                            ------------------
                                            Michael Michie
                                            Chief Financial Officer










                                      -17-
<PAGE>


                                  CERTIFICATION

I, Michael Wynhoff, certify that:

1.   I have reviewed this quarterly report on Form 10-QSB of Pacific Sands, 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  presents 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 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 to 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 or most recent evaluation, including any
     corrective  actions with regard to  significant  deficiencies  and material
     weaknesses.


Date: May 13, 2005



/s/ Michael Wynhoff
------------------------------------
Michael Wynhoff, Chief Executive Officer




                                      -18-
<PAGE>


                                  CERTIFICATION

I, Michael Michie, certify that:

7.   I have reviewed this quarterly report on Form 10-QSB of Pacific Sands, Inc.

8.   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;

9.   Based on my  knowledge,  the  financial  statements,  and  other  financial
     information  included  in this  quarterly  report,  fairly  presents 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;

10.  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:

     d)   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;

     e)   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;

     f)   presented  in  this  quarterly   report  our  conclusions   about  the
          effectiveness  of the disclosure  controls and controls and procedures
          based on our evaluation as of the Evaluation Date:

11.  The Registrant's other certifying  officers and I have disclosed,  based on
     our most recent evaluation,  to the Registrant's  auditors and to the audit
     committee of  Registrant's  board of directors (or persons  performing  the
     equivalent functions):

     c)   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,

     d)   any fraud, whether or not material,  that involves management or other
          employees who have a  significant  role in the  Registrant's  internal
          controls; and,

12.  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 or most recent evaluation, including any
     corrective  actions with regard to  significant  deficiencies  and material
     weaknesses.


Date: May 13, 2005



/s/ Michael Michie
---------------------------------------
Michael Michie, Chief Financial Officer








                                      -19-