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, 2001

                  [ ] 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.)


                     601 W. Shaw Ave., #D Clovis, CA 93612
                    ----------------------------------------
                    (Address of principal executive offices)

                                 (559) 325-7023
                           (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, 2000, the Company had  17,313,697  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

             Condensed Balance Sheet at March 31, 2000 (unaudited)

             Condensed Statements of Operations for the Quarter Ended
                      March 31, 2000 and 1999 (unaudited)

             Condensed Statements of Cash Flows for the Quarter Ended
                      March 31, 2000 and 1999 (unaudited)

             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.
Condensed Balance Sheet
(Unaudited)
                                                              March 31, 2001
                                                             ---------------
ASSETS

Current assets:
             Cash                                              $    12,812
             Inventory                                             126,444
             Other                                                  25,165
                                                               -----------

                         Total current assets                      164,421
                                                               -----------
Property and equipment, net                                          5,741
                                                               -----------
                                                               $   170,162
                                                               ===========

LIABILITIES AND SHAREHOLDERS' EQUITY

Current liabilities:
             Accounts payable                                  $    62,143
             Accrued expenses                                       39,477
             Shareholder payable                                     7,000
             Deferred revenue                                       27,505
                                                               -----------
                         Total current liabilities                 136,125
                                                               -----------
Commitments and contingencies

Shareholder's equity:
             Common stock                                           20,305
             Additional paid-in capital                          2,039,244
             Accumulated deficit                                (1,787,998)
             Treasury stock, at cost                              (237,514)
                                                               -----------
                         Total equity                               34,037
                                                               -----------
                                                               $   170,162
                                                               ===========


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



<PAGE>
<TABLE>
<CAPTION>

Pacific Sands, Inc.
Condensed Statements of Operation
(Unaudited)

                                                 Three Months Ended March 31,    Nine Months Ended March 31,
                                                         (Restated)                     (Restated)
                                                    2001            2000           2001             2000
                                               ----------------------------    ----------------------------
<S>                                            <C>             <C>             <C>             <C>
Net sales                                      $      7,237    $      7,633    $     20,697    $     20,160

Cost of goods sold                                    2,175           1,769           6,705           3,024
                                               ----------------------------    ----------------------------
          Gross profit                                5,062           5,864          13,992          17,136

Selling, general and administrative expenses         43,114          76,105         165,197         368,345
                                               ----------------------------    ----------------------------
          Loss from operations                      (38,052)        (70,241)       (151,205)       (351,209)

Income taxes                                                                                           800

Interest expense                                                                     50,667
                                               ----------------------------    ----------------------------
Net loss                                       $    (38,052)   $    (70,241)   $   (201,872)   $   (352,009)
                                               ============================    ============================

Basis and diluted net loss per share           $      (0.00)   $      (0.01)   $      (0.01)   $      (0.04)
                                               ============================    ============================

Basis and diluted weighted average shares        18,451,711       8,076,619      18,451,711       8,076,619
                                               ============================    ============================



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

</TABLE>

<PAGE>
<TABLE>
<CAPTION>

Pacific Sands, Inc.
Condensed Statements of Cash Flows
(Unaudited)

                                                                          Three Months              Nine Months
                                                                          Ended March 31           Ended March 31
                                                                       2001         2000         2001         2000
                                                                                (Restated)                 (Restated)
                                                                    ----------------------    ----------------------
<S>                                                                <C>           <C>         <C>           <C>
Cash flows from operative activities:
          Net loss                                                  $ (38,052)   $ (70,241)   $(201,872)   $(352,009)
          Adjustments to reconcile net loss to net cash
                 used by operative activities:
                 Depreciation and amortization                            297        1,562        1,041          493
                 Common shares issued for services                                                           124,100
                 Capital assets traded for services                     1,154                     1,154
                 Embedded interest expense                                                       50,667
                 Changes in assets and liabilities:
                        Accounts receivable                                           (537)                   (3,151)
                        Inventory                                      (2,933)         (93)     (99,125)        (561)
                        Other assets                                                                155
                        Accounts payable                                1,496                    37,358          996
                        Accrued expenses                                8,961      (19,401)      20,960      (23,334)
                        Shareholder payable                             7,000                     7,000
                                                                    ----------------------    ----------------------
          Net cash used by operating activities                       (22,077)     (88,710)    (182,662)    (253,466)

          Cash flows from investing activities:
                 Purchases of property and equipment                                (3,318)      (3,114)      (4,932)
                                                                    ----------------------    ----------------------
          Cash flows from financing activities:
                 Issuance of common stock for cash                     30,000                   182,000      300,000
                                                                    ----------------------    ----------------------
                        Net cash provided by financing activities      30,000                   182,000      300,000
                                                                    ----------------------    ----------------------
          Net increase (decrease) in cash                               7,923      (92,028)      (3,776)      41,602

          Cash, beginning of period                                     4,889      152,430       16,588       18,800
                                                                    ----------------------    ----------------------
          Cash, end of period                                       $  12,812    $  60,402    $  12,812    $  60,402
                                                                    ======================    ======================
          Supplemental disclosure of cash flow information:
                 Cash paid for:
                        Interest                                    $    --      $    --      $  50,667
                        Taxes                                       $    --      $    --                   $   1,600


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


</TABLE>

<PAGE>


Pacific Sands, Inc.
Notes to condensed Financial Statements
(Unaudited)
     March 31, 2001

Note A - Basis of presentation

     The accompanying unaudited financial statements of Pacific Sands, Inc. (the
     "Company")  have  been  prepared  in  accordance  with  generally  accepted
     accounting principles for interim financial information.  Accordingly, they
     do not  include  all of the  information  required  by  generally  accepted
     accounting principles for complete financial statements.  In the opinion of
     management,  all adjustments  (consisting of normal recurring  adjustments)
     considered necessary for a fair presentation have been included.  Operating
     results for the three  months and the nine months  ended March 31, 2001 are
     not  necessarily  indicative  of the results for any future  period.  These
     financial  statements  should  be read in  conjunction  with the  Company's
     audited financial  statements and notes thereto for the year ended June 30,
     2000.

Note B - Going concern

     The accompanying financial statements have been prepared in conformity with
     generally accepted accounting principles, which contemplate continuation of
     the company as a going concern. Additional capital infusion is necessary in
     order for the  company to  continue  its  operations  over the next  twelve
     months. This factor raises substantial doubt about the Company's ability to
     continue as a going concern.

ITEM 2. MANAGEMENT'S  DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
        OF OPERATIONS

     RESULTS OF  OPERATIONS  (THREE  MONTHS AND NINE MONTHS ENDED MARCH 31, 2001
     COMPARED TO THREE MONTHS AND NINE MONTHS ENDED MARCH 31, 2000).

     The Company reported a loss of approximately  $38,000 or $.00 per share for
     the third  quarter  of  fiscal  year  2000.  This  compares  with a loss of
     approximately,  $70,000 or $.01 per share for the third quarter  1999.  The
     decrease in loss was due primarily to the decrease of selling,  general and
     administrative  expenses,  specifically  a reduction  of  compensation  and
     consulting fees.

     LIQUIDITY AND CAPITAL RESOURCES

     On March  31,  2001 the  company  had cash of  approximately  $13,000.  The
     principle source of liquidity was sales of common stock for net proceeds of
     $182,000.

     Management  anticipates that additional capital will be required to finance
     the Company's  operations.  The Company believes that anticipated  proceeds
     from the sales of  securities  will be  sufficient to finance the Company's
     operations at currently  anticipated levels for a period of at least twelve
     months.  However,  there  can be no  assurance  that the  Company  will not
     encounter  unforeseen  difficulties  that may deplete its capital resources
     more rapidly  than  anticipated  or it may not be able to raise  additional
     funds from the sale of securities as planned.



<PAGE>


     DESCRIPTION OF RECENT SALE OF UNREGISTERED & REGISTERED SECURITIES

     In August 2000, the Company raised additional money through the convertible
     debenture  program.  Such program allowed the option of full repayment plus
     8% per annum at August 2001, or right to convert such debt at a rate of 75%
     of the bid price the day prior to the date of election of  conversion.  The
     Company  raised  a total  of  $182,000  to date  through  this  convertible
     debenture  vehicle.  To  date,  all  those  who  have  participated  in the
     convertible  debenture  program  have  elected to convert  their  debenture
     amount into shares of the Company.  Thus, the Company has issued  2,354,551
     shares as a result of this debenture program.

     Detail of the above shares issued is as follows:

          In August  7, 2000 the  Company  issued  to Steven G.  Larsen  148,148
          shares, to Edward C. Miner 74,074 shares, to Michael L. Wynoff 148,148
          shares,  to Paul Fresonole 148,148 shares, to Robert G. Warren 370,370
          shares,  to Roxanne  Richardson-Malotte  148,148  shares,  to Khaching
          Hovanesslen  200,000  shares,  to George Von Bozzay 74,074 shares,  to
          Loretta  Ferraro  74,074 shares and to Universal  Church of the Master
          74,074 shares.

          In September  20, 2000 the Company  issued to Louis  Buonocor  199,999
          shares.

          In September  27, 2000 the Company  issued to Stan  Merdinger  342,857
          shares.

          In February  22, 2001 the Company  issued to Sandra Blake Living Trust
          242,424 shares.

          In February 28, 2001 the Company issued to Alan Green 49,407 shares.

          In March 8, 2001 the Company issued to Alan Green 60,606 shares.

     PRIOR PERIOD ADJUSTMENT - CORRECTION OF ERROR
     The company's  financial  statements as of June 30, 2000 have been restated
     to correct an error in the financial statements previously filed. The error
     occurred  as  a  result  of   transactions   in  which  services  were  the
     consideration  received  for the  issuance of common stock but the services
     were not  performed.  As a result the shares were returned to the treasury.
     The effect on the financial statements is an increase in treasury stock and
     a decrease in the accumulated deficit of $232,000.





<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

     January  17,  2001,  950,000  shares were  returned to the  treasury of the
corporation as part of settlement agreements with previous employees and parties
who were in contract with the  corporation.  The shares were returned at no cost
to the  corporation  due to  non-performance  of the party.  Noel Moya  returned
100,000  shares,  Hurriclean  returned  800,000  shares and Ailen Pitts returned
50,000 shares.

     January 25,  2001,  1,100,000  shares were  returned to the treasury of the
corporation as part of settlement agreements with previous employees who were in
contract  with the  corporation.  The  shares  were  returned  at no cost to the
corporation due to non-performance. Lori Chittenden returned 100,000 shares, and
Wade Hanson returned 1,000,000 shares.

     Also,  on  January  25,  2001,  due to  restructuring  of their  employment
agreement,  Stan Paulus  returned  700,000  shares to the  corporation  and Rita
Paulus  returned  250,000.  These  shares  were  returned  at  no  cost  to  the
corporation in order to facilitate employment negotiations.

     In August 2000,  the Company  began  raising  additional  money through the
vehicle of the company's  active  convertible  debenture  program.  Such program
allows the option of full repayment  plus 8% per annum,  or the right to convert
such  debt at a rate of 75% of the  bid  price  the  day  prior  to the  date of
election of  conversion.  The  Company  raised a total of $30,000  this  quarter
through  this  convertible  debenture  vehicle.  Those who  participated  in the
convertible  debenture  program  this  quarter  have  elected to  convert  their
debenture  amount into shares of the Company.  Thus,  the Company issued 360,697
shares this quarter as a result of this debenture program.


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.


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/ Stan Paulus
                                                        ------------------------
                                                        Stan Paulus
                                                        Chief Executive Officer
      Dated: May 22, 2001