WASHINGTON, D.C. 20549

                            FIRST AMENDED 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 September 30, 2003, Amended

                  [ ] 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 October 15, 2003, the Company had 27,798,873 shares of its $.001 par value
common stock issued and outstanding.



Transitional Small Business Disclosure Format (check one):

                                                                   Yes No X
                                                                       ----

<PAGE>


          PART I FINANCIAL INFORMATION

Item 1. Financial Statements as Amended

          Amended Condensed Balance Sheet at September 30, 2003 (unaudited)

          Amended Condensed Statements of Operations for the Quarter Ended
          September 30, 2003 and 2002 (unaudited)

          Amended Condensed Statements of Cash Flows for the Quarter Ended
          September 30, 2003 and 2002 (unaudited)

          Amended Notes to Condensed Financial Statements (unaudited)

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

          PART II OTHER INFORMATION

Item 1. Legal Proceedings

Item 2. Changes in Securities

Item 3. Defaults Upon Senior Securities

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

Item 5. Other Information

Item 6. Exhibits and Reports on Form 8-K

Signatures


<PAGE>


                               PACIFIC SANDS, INC.
                         DBA NATURAL WATER TECHNOLOGIES
                          INDEX TO FINANCIAL STATEMENTS
                 THREE MONTHS ENDED SEPTEMBER 30, 2003 AND 2002


                                                                            Page
                                                                            ----


REPORT OF INDEPENDENT REGISTERED PUBLIC
    ACCOUNTING FIRM                                                          F-2

FINANCIAL STATEMENTS

Balance Sheet                                                                F-3

Statements of Operations                                                     F-4

Statements of Stockholders' Equity                                           F-5

Statements of Cash Flows                                                     F-6

Notes to Financial Statements                                         F-7 - F-11



                                      -F1-
<PAGE>


                             Frank L. Sassetti & Co.

                          Certified Public Accountants


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

     We have reviewed the balance sheet of PACIFIC SANDS, INC. DBA NATURAL WATER
TECHNOLOGIES as of September 30, 2003 and the related  statements of operations,
stockholders'  equity and cash flows for the three  months ended  September  30,
2003  and  2002.  These  financial  statements  are  the  responsibility  of the
Company's management.

     We conducted our review in accordance  with  standards  established  by the
American  Institute  of  Certified  Public  Accountants.  A  review  of  interim
financial  information consists principally of applying analytical procedures to
financial  data and making  inquires of persons  responsible  for  financial and
accounting matters. It is substantially less in scope than an audit conducted in
accordance with auditing standards  generally accepted in the 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  review we are not aware of any  material  modifications  that
should be made to the financial  statements  referred to above 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 11 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 11. 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 generally
accepted in the United  States,  the balance  sheet of PACIFIC  SANDS,  INC. DBA
NATURAL  WATER  TECHNOLOGIES  as of June 30, 2003 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, 2003 is
fairly stated, in all material  respects,  in relation to the balance sheet from
which it has been derived.


/s/ Frank L. Sassetti & Co.

October 14, 2004
Oak Park, Illinois


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


                                      -F2-
<PAGE>


                               PACIFIC SANDS, INC.
                         DBA NATURAL WATER TECHNOLOGIES

                                 BALANCE SHEETS
                      SEPTEMBER 30, 2003 AND JUNE 30, 2003


                                     ASSETS
                                     ------

                                                   September 30, 2003  June 30,
                                                        Restated         2003
                                                       (A Review)      Restated
                                                     ------------   ------------
CURRENT ASSETS
Cash and cash equivalents                            $     6,337    $     4,691
Trade receivables (net of allowance for doubtful
     accounts of $117,859 for September 30, and
     June 30, 2003, respectively)                        120,544        126,076
Inventories                                              152,386        152,944
Prepaid expenses                                             563          1,422
                                                     ------------   ------------
     Total Current Assets                                279,830        285,133
                                                     ------------   ------------
PROPERTY AND EQUIPMENT
Office and computer equipment                             15,024         15,024
Less: accumulated depreciation                            13,072         12,612
                                                     ------------   ------------
     Property and Equipment, Net                           1,952          2,412
                                                     ------------   ------------
OTHER ASSETS
Distribution rights                                                      40,000
                                                     ------------   ------------
                                                     $   281,782    $   327,545
                                                     ============   ============

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

CURRENT LIABILITIES
     Accounts payable                                $    56,369    $    54,578
     Accrued expenses                                      2,240          5,209
     Notes payable                                        72,291         75,792
                                                     ------------   ------------
               Total Current Liabilities                 130,900        135,579
                                                     ------------   ------------
LONG TERM LIABILITIES
Accrued officers' salaries                               244,820        222,319
                                                     ------------   ------------

COMMITMENTS AND CONTINGENCIES
                                                     ------------   ------------
STOCKHOLDERS' EQUITY
     Common stock                                         27,799         28,799
     Additional paid in capital                        2,326,803      2,365,803
     Treasury stock, at cost                              (5,514)        (5,514)
     Accumulated deficit                              (2,443,026)    (2,419,441)
                                                     ------------   ------------

               Total Stockholders' Equity                (93,938)       (30,353)
                                                     ------------   ------------
                                                     $   281,782    $   327,545
                                                     ============   ============


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


                                      -F3-

<PAGE>


                               PACIFIC SANDS, INC.
                         DBA NATURAL WATER TECHNOLOGIES

                            STATEMENTS OF OPERATIONS
                 THREE MONTHS ENDED SEPTEMBER 30, 2003 AND 2002
                                   (A Review)

                                                      2003             2002
                                                                    (Restated)
                                                 -------------     -------------
NET SALES                                        $     14,348      $     19,641

COST OF SALES                                           5,022             7,857
                                                 -------------     -------------
        GROSS PROFIT                                    9,326            11,784

SELLING AND
  ADMINISTRATIVE EXPENSES                              32,911           180,198
                                                 -------------     -------------
   LOSS BEFORE INCOME TAXES                           (23,585)         (168,414)
                                                 -------------     -------------

INCOME TAXES                                     -------------     -------------
   NET LOSS                                      $    (23,585)     $   (168,414)
                                                 =============     =============
BASIC AND DILUTED NET
   LOSS PER SHARE                                $     (0.001)     $     (0.009)
                                                 =============     =============
BASIC AND DILUTED WEIGHTED AVERAGE
  SHARES                                           28,192,047        19,648,873
                                                 =============     =============






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








                                      -F4-
<PAGE>

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

                                             STATEMENTS OF OF STOCKHOLDERS' EQUITY
                                                  SEPTEMBER 30, 2003 AND 2002
                                                           (A Review)

                                   Common Stock                                           Treasury Stock
                                   ------------                                           --------------
                               Number of                      Additional Paid        Number of                    Accumulated
                                Shares      Amount       In Capital      Shares        Amount        Deficit         Total
                              ----------  -----------    -----------    ---------   ------------   ------------   ------------
<S>                           <C>         <C>            <C>            <C>         <C>            <C>            <C>
Balance at June 30, 2002      19,648,873  $    19,649    $ 2,032,128    (320,523)   $   (40,189)   $(2,086,381)   $   (74,793)

Issuance of Common Stock
   For Professional Services   3,300,000        3,300         94,025     311,523         34,675                       132,000

   For Distribution Rights     1,000,000        1,000         39,000                                                   40,000

   For Technical and
    Environmental Books        3,750,000        3,750        146,250                                                  150,000

   For Office Expenses           100,000          100          3,900                                                    4,000

Net loss (Restated)                                                                                   (168,414)      (168,414)
                              ----------  -----------    -----------    ---------   ------------   ------------   ------------

Balance at September 30,
   2002 (Restated)            27,798,873  $    27,799    $ 2,315,303      (9,000)   $    (5,514)   $(2,254,795)   $    82,793
                              ==========  ===========    ===========    =========   ============   ============   ============

Balance at June 30,
   2003, Restated             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                                                                                               (23,585)       (23,585)
                              ----------  -----------    -----------    ---------   ------------   ------------   ------------
Balance at September 30, 2003
(Restated)                    27,798,873  $    27,799    $ 2,326,803      (9,000)   $    (5,514)   $(2,443,026)   $   (93,938)
                              ==========  ===========    ===========    =========   ============   ============   ============


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

                                                              -F5-
</TABLE>

<PAGE>


                               PACIFIC SANDS, INC.
                         DBA NATURAL WATER TECHNOLOGIES

                            STATEMENTS OF CASH FLOWS

                 THREE MONTHS ENDED SEPTEMBER 30, 2003 AND 2002
                                   (A Review)

                                                                         2003
                                                            2002      (Restated)
                                                         ----------   ----------
CASH FLOWS FROM OPERATING ACTIVITIES
  Net loss                                               $ (23,585)   $(168,414)
  Adjustments to reconcile net loss to net
    cash provided by (used in) operating
    activities -
   Depreciation                                                460          460
   Common shares, rights and notes issued for
    services and compensation                                           136,000
   Changes in assets and liabilities -
    Trade accounts receivable                                5,532          732
    Inventories                                                558        4,645
    Prepaid insurance                                          859
    Accounts payable and other current liabilities          (4,678)      (1,826)
    Wages payable                                           22,500       15,000
                                                         ----------   ----------

        Net Cash Provided by (Used in)
          Operating Activities                               1,646      (13,403)
                                                         ----------   ----------
CASH FLOWS FROM FINANCING ACTIVITIES
  Proceeds from notes                                                    20,000
                                                         ----------   ----------
        Net Cash Provided by Financing Activities                        20,000
                                                         ----------   ----------
NET INCREASE IN CASH AND
  CASH EQUIVALENTS                                           1,646        6,597

CASH AND CASH EQUIVALENTS
  Beginning of period                                        4,691        8,889
                                                         ----------   ----------
  End of period                                          $   6,337    $  15,486
                                                         ==========   ==========
SUPPLEMENTAL DISCLOSURES OF CASH FLOW
 INFORMATION

Cash paid during the three months for
Interest                                                 $            $
                                                         ==========   ==========
Income taxes                                             $            $
                                                         ==========   ==========
SUPPLEMENTAL INFORMATION FROM NONCASH
 FINANCING ACTIVITIES

   Issuance of distribution rights                       $            $  40,000
   Issuance of common stock for inventory                $            $ 150,000
   Cancellation of distribution rights                   $  40,000    $


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


                                      -F6-
<PAGE>


                               PACIFIC SANDS, INC.
                         DBA NATURAL WATER TECHNOLOGIES

                          NOTES TO FINANCIAL STATEMENTS

                  SEPTEMBER 30, 2003 AND 2002 AND JUNE 30, 2003

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 September 30, 2003
     and the statements of operations,  stockholders'  equity and cash flows for
     the three months ended  September 30, 2003 and 2002, 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 September 30, 2003 and the results
     of operations and cash flows for the three months ended  September 30, 2003
     and 2002.

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

     Depreciation - For financial reporting  purposes,  depreciation of property
     and equipment has been  computed  over  estimated  useful lives of three to
     five years primarily using the straight-line  method.  Depreciation charges
     totaled $460 in 2003 and 2002.

     Revenue  Recognition - Revenue from sales to distributors  and resellers is
     recognized when the related products are shipped.

     Advertising  and  Promotional  Costs - Advertising  and promotion costs are
     expensed as incurred.  During the three months ended September 30, 2003 and
     2002, advertising and promotion costs totaled $150 and $0, 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.

     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.


                                      -F7-


<PAGE>


                               PACIFIC SANDS, INC.
                         DBA NATURAL WATER TECHNOLOGIES

                          NOTES TO FINANCIAL STATEMENTS

                  SEPTEMBER 30, 2003 AND 2002 AND JUNE 30, 2003

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

     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.   RESTATEMENT OF FINANCIAL STATEMENTS

          The financial  statements  have been restated due to the correction of
     an error in the duplication of certain expenses totaling $12,873 during the
     quarter ended September 30, 2002.

3.   INVENTORIES

          Inventories  consisted of the  following as of September  30, 2003 and
     June 30, 2003:

                                           September 30,   June 30,
                                               2003          2003
                                             --------      --------
                Raw materials and supplies   $  2,386      $  2,944

                Technical books for resale    150,000       150,000
                                             --------      --------
                                             $152,386      $152,944
                                             ========      ========

4.   NOTES PAYABLE

          Notes payable consist of various small unsecured notes to shareholders
     at rates  fluctuating  up to 8%.  Management  has not accrued any  interest
     since it intends to restructure its debt.









                                      -F8-


<PAGE>


                               PACIFIC SANDS, INC.
                         DBA NATURAL WATER TECHNOLOGIES

                          NOTES TO FINANCIAL STATEMENTS

                  SEPTEMBER 30, 2003 AND 2002 AND JUNE 30, 2003

5.   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. The issuance of
     these rights had occurred during the quarter ended September 30, 2002.

6.   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
     4,100,000 shares of exercisable potentially dilutive options outstanding as
     of September 30, 2004.  There were no options  outstanding at September 30,
     2003 and 2002.

                                                  Three Months Ended
                                                     September 30,
                                             -----------------------------
                                                  2003            2002
                                             -------------   -------------
     Basic and diluted loss per share:
      Numerator:
       Net loss                              $    (23,585)   $   (168,414)
                                             -------------   -------------
     Denominator:
      Basic and diluted weighted average
       number of common shares outstanding
       during the period                       28,192,047      19,648,873
                                             -------------   -------------
     Basic and diluted loss per share        $     (0.001)   $     (0.009)
                                             =============   =============

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

7.   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.

          At  September  30,  2003,   the  Company  has  a  net  operating  loss
     carryforwards  for Federal tax purposes of approximately  $1,714,000 which,
     if unused to offset future taxable  income,  will expire in years beginning
     in 2018.







                                      -F9-


<PAGE>


                               PACIFIC SANDS, INC.
                         DBA NATURAL WATER TECHNOLOGIES

                          NOTES TO FINANCIAL STATEMENTS

                  SEPTEMBER 30, 2003 AND 2002 AND JUNE 30, 2003

8.   RELATED PARTY TRANSACTIONS AND SUBSEQUENT EVENTS

          Stanley R.  Paulus,  the  former  President,  served  under a two-year
     employment  contract  renewed  effective August 28, 2000 at compensation of
     $6,000 per month.  The  agreement  provided for automatic two year renewals
     with any changes in terms or  compensation  to be negogiated 90 days before
     the  contract  ends.  In addition,  the  agreement  provided for  incentive
     compensation based on debts and equity financing arranged by Mr. Paulus and
     such  compensation may be paid in the form of common stock options at $0.01
     per share.

          Rita  M.  Paulus,  the  former  Treasurer,  served  under  a  two-year
     employment  contract  renewed  effective August 28, 2000 at compensation of
     $1,500 per month.  The agreement  provided for automatic  renewals with any
     changes  in terms or  compensation  to be  negogiated  90 days  before  the
     contract ends.

          The Company had been renting office and warehouse space from a company
     owned by the  Paulus'.  The lease was month to month and rent  expense  was
     approximately  $2,000 for the three  months  ended  September  30, 2003 and
     2002.

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

          The  Paulus'  agreed to waive  certain  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 $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 is an
     additional  write down of the  inventory  of $28,520  recorded  on June 14,
     2004. In addition,  restricted  common stock was sold to new  shareholders,
     the proceeds were deposited  into this escrow fund and certain  obligations
     of the Company were satisfied from these funds. As of June 30, 2004,  there
     was $19,550 in cash held in escrow.

9.   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  concluded  to
     extinguish the debt as of June 30, 2004.


                                      -F10-


<PAGE>


                               PACIFIC SANDS, INC.
                         DBA NATURAL WATER TECHNOLOGIES

                          NOTES TO FINANCIAL STATEMENTS

                  SEPTEMBER 30, 2003 AND 2002 AND JUNE 30, 2003

9.   CONTINGENCIES - CONTINUED

          Accounts  receivable  from a major  customer in the amount of $235,718
     invoiced on October 25,  2001 and January 17, 2002 is 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 the potential
     that a settlement could  ultimately be reached,  an allowance for bad debts
     has been recorded.

10.  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 September  30, 2003 and June 30, 2003,  however the
     Company no longer sells to this  customer.  No single  customer or supplier
     accounts  for greater  than ten  percent  (10%) of the  Company's  sales or
     purchases.

11.  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  September 30,
     2003,  the  Company  had  incurred  cumulative  losses of  $2,443,026.  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.














                                      -F11-


<PAGE>


                            PART II OTHER INFORMATION

      Item 1.     Legal Proceedings

                  As previously submitted

      Item 2.     Changes in Securities

                  As previously submitted

      Item 3.     Defaults Upon Senior Securities

                  As previously submitted

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

                  As previously submitted

      Item 5.     Other Information

                  As previously submitted

      Item 6.     Exhibits and Reports on Form 8-K

                  Reports on Form 8-K
                  -------------------
                  As previously filed



                                   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: February 17, 2005


<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 this Amended September 30, 2003 Quarterly Report of Pacific
Sands, Inc. (the "Registrant") on Form 10-QSB for the quarter ended March 31,
2003, as filed with the Securities and Exchange Commission on the date hereof
(the "Report"), I, Michael Wynhoff, Chief Executive 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: February 17, 2005                    /s/ Michael Wynhoff
                                            -------------------
                                            Michael Wynhoff
                                            Chief Executive Officer




















<PAGE>


                                  CERTIFICATION

I, Michael Wynhoff, certify that:

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

2.   Based on my knowledge, this Amended 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 amended financial statements, and other
     financial information included in this Amended 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: February 17, 2005



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


<PAGE>


                                  CERTIFICATION

I, Michael Michie, certify that:

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

8.   Based on my knowledge, this Amended 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 amended financial statements, and other
     financial information included in this Amended 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: February 17, 2005



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