SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D. C.  20549
                                   FORM 10-Q

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

        For the quarterly period ended January 31, 2005

                                       OR

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

        For the transition period from_________________to__________________


                         COMMISSION FILE NUMBER  0-1287

                             STERLING SUGARS, INC.
        ____________________________________________________________________
              Exact name of registrant as specified in its charter


                 Louisiana                              72-0327950
        _______________________________       ______________________________
        State or other jurisdiction of         IRS employer identification
        incorporation or organization                     number

          P. O. Box 572, Franklin, La.                   70538
        ____________________________________________________________________
        Address of principal executive offices            Zip Code


        Registrant's telephone number including area code       337 828 0620

                                  Not Applicable
        ____________________________________________________________________
        Former name, former address and former fiscal year, if changed since
        last report.

        Indicate by check mark whether registrant (1) has filed all reports
        required to be filed by Section 13 or 15(d) of the Securities
        Exchange Act of 1934 during the preceding 12 months (or 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

        Indicate by check mark whether the registrant is an accelerated filer
        (as defined in Rule 126-2 of the Exchange Act).  Yes    No X

        There were 2,500,000 common shares outstanding at March 4, 2005.


                                                  Total number of pages  -18-

                                                                          -1-


                           STERLING SUGARS, INC.

                                 I N D E X

                                                                  PAGE
                                                                 NUMBER
        PART I:  FINANCIAL INFORMATION:

         ITEM 1. FINANCIAL STATEMENTS

                 Condensed balance sheets January 31, 2005
                 (unaudited) and July 31, 2004                     I-1

                 Statements of earnings and retained earnings
                 Six months ended January 31, 2005 (unaudited)
                 and 2004 (unaudited)                              I-2

                 Statements of earnings and retained earnings
                 Three months ended January 31, 2005 (unaudited)
                 and 2004 (unaudited)                              I-3

                 Statements of cash flows
                 Six months ended January 31, 2005 (unaudited)
                 and 2004 (unaudited)                              I-4

                 Notes to condensed financial statements
                 Three and six months ended January 31, 2005
                 and 2004                                          I-5

         ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF
                 FINANCIAL CONDITION AND RESULTS OF OPERATIONS     I-6

         ITEM 4. CONTROLS AND PROCEDURES                           I-9

        PART II. OTHER INFORMATION:

         ITEM 4. SUBMISSSION OF MATTERS TO A VOTE OF SECURITY
                 HOLDERS                                          II-1

         ITEM 6. EXHIBITS AND REPORTS ON FORM 8K                  II-1

















                                                                       -2-



                            STERLING SUGARS, INC.
                          CONDENSED BALANCE SHEETS

                                                  January 31,    July 31,
                                                     2005          2004
                                                   UNAUDITED       NOTE
     ASSETS:                                    ---------------------------
      CURRENT ASSETS:
       Cash and short-term investments          $  1.641,520  $  1,550,726
       Accounts receivable                         2,813,364     1,405,538
       Inventories at lower of cost or market     19,139,860     8,406,006
       Other current assets                          225,106       504,470
                                                ------------- -------------
            TOTAL CURRENT ASSETS                $ 23,819,850  $ 11,866,740
                                                ------------- -------------
       Property, plant and equipment - net      $ 24,583,641  $ 25,471,499
                                                ------------- -------------
       Expenditures for future crops            $    106,870  $    106,870
                                                ------------- -------------
       Notes receivable - No allowance for
        doubtful accounts considered necessary  $    219,698  $    228,174
                                                ------------- -------------
       Other assets                             $    223,641  $     83,566
                                                ------------- -------------
                                                $ 48,953,700  $ 37,756,849
                                                ============= =============
     LIABILITIES AND STOCKHOLDERS' EQUITY:
      CURRENT LIABILITIES:
       Notes Payable                            $ 15,793,600  $  8,404,000
       Accounts payable and accrued expenses       3,206,026       420,446
       Due cane growers                            3,752,060     3,872,774
       Current portion long-term debt              1,124,065     1,129,327
                                                ------------- -------------
            TOTAL CURRENT LIABILITIES           $ 23,875,751  $ 13,826,547
                                                ------------- -------------
       Long-term debt                           $  2,959,018  $  4,306,491
                                                ------------- -------------
       Deferred income taxes                    $  1,663,618  $  1,663,618
                                                ------------- -------------

     STOCKHOLDERS' EQUITY:
        Common stock                            $  2,500,000  $  2,500,000
        Additional paid in capital                    40,455        40,455
        Retained earnings                         17,914,858    15,419,738
                                                ------------- -------------
                                                $ 20,455,313  $ 17,960,193
                                                ------------- -------------
                                                $ 48,953,700  $ 37,756,849
                                                ============= =============

       NOTE: The balance sheet at July 31, 2004 has been taken from the
             audited financial statements at that date and condensed.

                   See notes to condensed financial statements


                                      I-1                                -3-




                            STERLING SUGARS, INC.
                 STATEMENT OF EARNINGS AND RETAINED EARNINGS
                                 (UNAUDITED)

                                                SIX MONTHS ENDED JANUARY 31
                                                ---------------------------
                                                     2005         2004
       REVENUES:                                 -----------   -----------

         Sugar and molasses sales                $13,695,766   $26,925,532
         Interest earned                               7,326         4,790
         Mineral leases and royalties                713,607       264,248
         Gain (loss) on disposal of Assets             4,170          -
         Other                                     1,121,981     2,845,138
                                                 -----------   -----------
                                                 $15,542,850   $30,039,708
        COSTS AND EXPENSES:                      -----------   -----------

         Cost of products sold                   $10,250,300   $22,225,215
         General and administrative                  670,136       541,856
         Interest expense                            598,028       325,245
                                                 -----------   -----------
                                                 $11,518,464   $23,092,316
                                                 -----------   -----------
        NET EARNINGS BEFORE INCOME TAXES         $ 4,024,386   $ 6,947,392
        INCOME TAXES                               1,529,267     2,640,009
                                                 -----------   -----------
        NET EARNINGS                             $ 2,495,119   $ 4,307,383

        RETAINED EARNINGS AT BEGINNING OF PERIOD  15,419,739    13,781,536
                                                 -----------   -----------
        RETAINED EARNINGS AT END OF PERIOD       $17,914,858   $18,088,919
                                                 ===========   ===========

        NET EARNINGS PER SHARE                   $      1.00   $      1.72
                                                 ===========   ===========















                    See notes to condensed financial statements




                                       I-2                                 -4-



                             STERLING SUGARS, INC.
                 STATEMENT OF EARNINGS AND RETAINED EARNINGS
                                 (UNAUDITED)

                                               THREE MONTHS ENDED JANUARY 31
                                               -----------------------------
                                                      2005         2004
                                                 -----------   -------------
        REVENUES:

         Sugar and molasses sales                $ 8,979,042   $20,503,174
         Interest earned                               4,289         3,870
         Mineral leases and royalties                308,686       133,892
         Gain on disposal of assets                    4,170          -
         Other                                       275,620       684,884
                                                 -----------   -----------
                                                 $ 9,571,807   $21,325,820
                                                 -----------   -----------
        COSTS AND EXPENSES:

         Cost of products sold                   $ 7,265,775   $16,142,672
         General and administrative                  299,061       328,872
         Interest expense                            296,942       188,831
                                                 -----------   -----------
                                                 $ 7,861,778   $16,660,375
                                                 -----------   -----------
        NET EARNINGS BEFORE INCOME TAXES         $ 1,710,029   $ 4,665,445
        INCOME TAXES                                 649,811     1,772,869
                                                 -----------   -----------
        NET EARNINGS                             $ 1,060,218   $ 2,892,576

        RETAINED EARNINGS AT BEGINNING OF PERIOD  16,854,640    15,196,343
                                                 -----------   -----------
        RETAINED EARNINGS AT END OF PERIOD       $17,914,858   $18,088,919
                                                 ===========   ===========

        NET EARNINGS (LOSS) PER SHARE            $       .42   $      1.16
                                                 ===========   ===========















                   See notes to condensed financial statements



                                      I-3                                 -5-


                            STERLING SUGARS, INC.
                           STATEMENT OF CASH FLOWS
                                (UNAUDITED)
                                                   SIX MONTHS ENDED JANUARY 31
                                                   ---------------------------
                                                        2005         2004
   OPERATING ACTIVITIES:                           ------------  ------------
    Net earnings                                    $ 2,495,119   $ 4,307,383
    Adjustments to reconcile net earnings to net
     cash provided by operating activities:
     Depreciation                                     1,425,000     1,115,725
     (Gain) loss on disposl of assets                    (4,170)         -
    Changes in operating assets and liabilities:
     Increase in accounts receivable                 (1,407,826)   (2,426,689)
     Increase in inventories                        (10,733,854)  (10,140,756)
     Increase in accounts payable accrued
      expenses and due cane growers                   2,664,866     6,700,438
     Other items - net                                 (323,820)      137,652
                                                    -----------  ------------
    Net cash provided (Used In) Operating
     Activities                                     $(5,884,685)  $(  306,247)
                                                   ------------- -------------
    INVESTING ACTIVITIES:
     (Increase) decrease in Notes receivable              8,476        29,901
     Purchase of property, plant and equipment       (  501,211)   (2,429,104)
     Proceeds from sale of assets                         6,350          -
                                                   ------------- -------------
     Net cash used in investing activities         $  ( 486,385) $ (2,399,203)
                                                   ------------- -------------
    FINANCING ACTIVITIES:
     Proceeds from short-term notes payable
      and long-term debt                           $ 21,088,000  $ 21,904,977
     Payments on short-term notes payable
      and long-term debt                            (14,626,136)  (18,693,646)
                                                   ------------  -------------
     Net cash provided by (used in)
      financing activities                         $  6,461,864  $  3,211,331
                                                   ------------- -------------

    Increase (decrease) in cash and temporary
    investments                                    $     90,794  $    505,881
    Cash and temporary investments at the
     beginning of the period                          1,550,726         1,110
                                                   ------------- -------------
    Cash and temporary investments at the
     end of the period                             $  1,641,520  $    506,991
                                                   ============= =============

    Supplemental information:

     Interest paid                                 $    605,419 $    278,385
                                                   ============  ============
     Income taxes paid                             $       -    $     19,110
                                                   ============  ============

                  See notes to condensed financial statements

                                      I-4                                 -6-


                            STERLING SUGARS, INC.
                   NOTES TO CONDENSED FINANCIAL STATEMENTS
              THREE AND SIX MONTHS ENDED JANUARY 31, 2005 AND 2004
                                 (UNAUDITED)


        A. CONDENSED FINANCIAL STATEMENTS:

             The condensed balance sheet as of January 31, 2005,
           the statements of earnings and retained earnings for the three
           and six months ending January 31, 2005 and 2004, and the condensed
           statements of cash flows for the six month periods then
           ended have been prepared by the Company, without audit.  In
           the opinion of management, all adjustments (which include
           only normal recurring adjustments) necessary to present
           fairly the financial position, results of operations and
           cash flows at January 31, 2005 and for all periods presented
           have been made.

             Certain information and footnote disclosures normally
           included in financial statements prepared in accordance with
           generally accepted accounting principles have been condensed
           or omitted.  It is suggested that these condensed financial
           statements be read in conjunction with the July 31, 2004
           report on Form 10-K filed with the Securities and Exchange
           Commission on October 27, 2004.  The results of operations for
           the period ending January 31, 2005 are not necessarily indicative
           of the operating results expected for the full year.



























                                       I-5                                -7-




                            STERLING SUGARS, INC.
                  MANAGEMENT'S DISCUSSION AND ANALYSIS OF
               FINANCIAL CONDITION AND RESULTS OF OPERATIONS

     Forward -Looking Information:

         This Form 10-Q contains certain statements that may be deemed
     "forward-looking statements."  All statements, other than historical
     statements, in this Form 10-Q that address activities, events or
     developments that the Company intends, expects, projects, believes or
     anticipates will or may occur in the future, are forward-looking
     statements.  Such statements are based on assumptions and analysis made
     by management of the Company in light of its experience and its
     perception of historical trends, current conditions, expected future
     developments and other factors it believes are appropriate.  The
     forward-looking statements in the Form 10-Q are also subject to a number
     of material risks and uncertainties, including weather conditions in
     south Louisiana during the sugarcane growing season, the success of
     sugarcane pest and disease abatement procedures, the quality and quantity
     of the sugarcane crops, mechanical failures at the Company's sugar mill,
     and prices for sugar and molasses produced by the Company.  Such
     forward-looking statements are not guarantees of future performance and
     actual results.  Development and business decisions may differ from
     those envisioned by such forward-looking statements.

     Results of Operations:

      General Information:

          The Company commenced grinding on September 21, 2004 and completed
     processing the crop on December 9, 2004. The Company averaged 204 pounds
     of sugar per ton of cane compared to 207 and 172 pounds of sugar per ton
     for the last two years, respectively. Sugar yields were down slightly
     compared to last year and tonnage of cane ground is down significantly.
     Dry weather and excessive rainfall at inappropriate times reduced the
     tonnage of sugarcane per acre this year.  The Company ground 769,852
     tons of cane this crop compared to 901,639 and 1,027,182 tons for the
     previous two years, respectively.  In all probability, the Company will
     produce about 18,500 tons less sugar than the previous year because of
     the unusually short crop.  Exact figures for production will not be
     known until all sugar has been shipped.

          Lost time percent was excellent at 3.02 percent for the current crop
     compared to 4.96 percent and 7.94 percent for the previous two years.
     Average tons ground per crop day was 9,709 for the crop compared to
     10,027 and 9,985 for the previous two years.

         The price the Company receives for its raw sugar is currently
     averaging 20.09 cents per pound compared to the 20.86 cents per pound
     for the six months ended January 31, 2004. For the six month period
     ending January 31, 2002, the Company received 20.33 cents per pound.
     The Company systematically sells on the futures market throughout the
     year, which tends to average out the highs and lows over a period of
     time.

                                      I-6                                -8-




          Blackstrap molasses production was 4.76 gallons per
     ton of cane this year compared to 4.70 and 4.51 gallons per ton the
     previous two years, respectively.  Total production of molasses was
     3,667,644 gallons this year compared to 4,214,128 gallons last year and
     4,722,116 gallons for the previous year.  The price for blackstrap
     molasses received this year was $51.43 per ton compared to $43.60 and
     $49.33 per ton for the previous two years.

     Sugar and Molasses Sales:

         Sugar and molasses sales for the six months ended January 31, 2005
     and 2004 were as follows:
                                                2005            2004
                                             -----------     -----------

         Raw sugar sales                     $12,592,488     $25,779,679
         Blackstrap molasses                   1,103,278       1,145,853
                                             -----------     -----------
                                             $13,695,766     $26,925,532
                                             ===========     ===========

         Sugar sales were down substantially for the six months ended January
     31, 2005 compared to the same period in 2004 because of lesser demand
     from sugar refiners.  As a consequence, the Company has approximately
     45,750 tons of sugar in inventory compared to 30,000 tons the previous
     year.  This sugar is expected to be shipped ratably over the period
     March-September, 2005.  The refiners are requiring raw sugar
     manufacturers such as Sterling to hold raw sugar for longer periods.
     To be able to accomodate the refiners demands to hold sugar, the Company
     built a new sugar warehouse this past year at a cost of $876,087.  This
     new addition will enable to Company to store an additional 30,000 tons of
     raw sugar.

     Interest Earned:

         Interest earned for the six month period ending January 31,
     2005 was $7,326 compared to $4,790 for the same period last year.
     Interest earned was $4,289 for the three month period ending January
     31, 2005 and $3,870 for the same period last year.  The Company invested
     the proceeds received from the government disaster payment hence the
     increased interest income for the the six months ended January 31, 2005.

     Mineral Leases and Royalties:

          Income from Mineral leases and royalties was up for the six
     months ended January 31, 2004 totaling $713,607 compared to $264,248 for
     the same period last year.  Royalties for the two periods were $670,735
     and $228,448, respectively.  Income from Mineral leases for the same
     periods were $42,872 and $35,800, respectively.  The increase in royalty
     payments is the result of a new well brought in in May, 2003.
     The Company continues to receive royalty payments from the Zenor A16
     well located near Patterson, La.  Payments received from the two wells
     have been used to reduce the Company's long-term debt.

          The Company's activities with respect to oil and gas are limited to
     the granting of leases and the collection of bonuses, delay rentals and

                                      I-7                                 -9-


     landowner royalties thereunder.  Accordingly, only limited information,
     furnished primarily by the Company's lessees, has been included with
     respect to oil and gas operations affecting Company lands.  Complete
     information respecting these and related matters, such as proved
     reserves, are unavailable to the Company and cannot be obtained without
     unreasonable effort and expense.

     DISPOSAL OF ASSETS:

          The Company had a gain of $4,170 for the three and six month periods
     ended January 31, 2005 and no gain or loss for the three and six months
     ended January 31, 2004. The gain this year was principally from the sale
     of used equipment.

     Other Revenues:

          Other revenues, which consist mainly of miscellaneous income items
     and cane land rentals, were $1,121,981 for the six months ended January
     31, 2005 and $2,845,138 for the six months ended January 31, 2004.  Cane
     land rentals for the current period were $966,421 compared to
     $1,221,353 for the same period last year. Other Revenues for 2004
     included a disaster payment of $1,641,875.

     Cost of Products Sold:

          Cost of products sold totaled $10,250,300 for the six months ended
     January 31, 2005 and $22,225,215 for the six months ended January 31,
     2004.  The large decrease in sales of $13,229,766 coupled with the large
     raw sugar inventory results in the much lower cost of goods sold this
     year.  The installation of a new boiler saved approximately $300,000
     over previous year costs which also reduced the cost of products sold.

     General and Administrative Expenses:

          General and administrative expenses were $670,136 for the six
     months ended January 31, 2005 and $541,856 for the same period last
     year.  The increase is principally due to legal expenses incurred in
     connection with the Company's proposal to go private and bonuses paid
     to company management.  Legal expenses at January 31, 2005 were
     $181,041 compared to $49,608 for the same period last year.  Bonuses
     were $65,294 for the current period and none for the six month period
     ended January 31, 2004.

     Interest Expense:

          Interest expense was $598,028 compared to $325,245 for the six
     months ended January 31, 2005 and 2004, respectively.  The higher
     interest cost resulted from the Company having to hold sugar for longer
     periods which resulted in much higher short-term debt.   Short-term debt
     outstanding at January 31, 2005 was $15,793,600 compared to $5,096,000
     at January 31, 2004.  Long-Term debt also decreased to $2,959,018 for
     the period ended January 31, 2005 from $4,306,491 for the year ended
     July 31, 2004.  The Company continues to use the proceeds received from
     oil and gas royalties to pay down long-term debt.



                                    I-8                               -10-


           Interest rates on short-term debt ranged from a low of 3.75% on
     August 2, 2004 to a high of 4.75% on January 31, 2005 which coupled with
     the higher short-term debt resulted in an increase in interest costs of
     $272,783.

     Net Earnings:

          The Statement of Earnings and Retained Earnings for the six months
     ended January 31, 2005 is showing a profit of $4,024,386 before income
     taxes compared to $6,947,392 for the same period last year.  Budgets for
     the next six months ended July 31, 2005 indicate the Company will
     probably show a loss for the year ended July 31, 2005.  Because of the
     highly seasonal nature of the sugar industry, it is not unusual to have
     a substantial profit for the six months ending January 31 of each year.
     For the year ended July 31, 2004, the Company had net earnings before
     income taxes of $2,218,896 and and had shown a profit of $6,947,392 for
     the six months ended January 31, 2004.

          The above is based on management's best estimates taking
     into consideration budgeted expenditures for the next six months and
     other factors that may affect the earnings or losses of the Company.
     Circumstances and events that may happen in the future cannot be
     predicted and earnings could be significantly different from that
     shown January 31, 2005.

     Income Taxes:

          The income tax expense for the three and six month periods
     ending January 31, 2005 and 2004 were recorded at the statutory rate
     of 38 percent, which reflects the 34 percent federal corporate rate plus
     4 percent state income taxes.

     Liquidity and Capital Resources:

          At January 31, 2005, the Company had a negative working capital of
     $55,901 compared to a negative working capital of $1,959,807 at July
     31, 2004.  Due to the seasonal nature of the industry, it is not
     uncommon to have a negative working capital balance at July 31 of
     each year or just before the start of the new season.

         In November, 2003, the Company borrowed $3,000,000 payable in 12
     semi-annual installments of $250,000 each.  Interest is also payable
     semi-annually at a 5.75% rate. Proceeds from the loan were used to
     partially fund the new boiler installed for the 2003 crop.

         For the period February 1, 2005 to September 30, 2005, the Company
     has budgeted $3,274,300 for repairs and $1,250,000 for capital
     improvements to the factory.  The Company expects to finance some of
     these expenditures internally with any excess financed short-term
     through a bank with which the Company has a $17,000,000 line of
     short-term credit.




                                      I-9                                -11-



     Item 4. Disclosure Controls

          Our principal executive officer and principal accounting officer
     have evaluated our disclosure controls and procedures within 90 days
     prior to the date of filing of this Quarterly Report on Form 10-Q for
     the period ending January 31, 2005.  They believe that our current
     internal controls and procedures are effective and designed to ensure
     that information required to be disclosed by us in our periodic reports
     is recorded, processed, summarized and reported, within the appropriate
     time periods specified by the SEC, and that such information is
     accumulated and communicated to our principal executive officer and
     principal accounting officer as appropriate to allow timely decisions to
     be made regarding required disclosure.  Subsequent to the date of the
     evaluation, there were no significant corrective actions taken by us or
     other changes made to these internal controls.  Management does not
     believe there were changes in other factors that could significantly
     affect these controls subsequent to the date of the evaluation.

     INTERNAL CONTROL OVER FINANCIAL REPORTING

        There have not been any changes in our internal control over financial
     reporting (as such term is defined in Rules 13-15(f) and 15d-15(f) under
     the Exchange Act) during the second fiscal quarter that have materially
     affected, or are reasonably likely to materially affect, our internal
     control over financial reporting.































                                       I-10                              -12-



        PART II - OTHER INFORMATION

         ITEM 1  - LEGAL PROCEEDINGS

            There have been no material developments in the legal proceedings
         reported in the Company's Annual Report on Form 10-K for the year
         ended July 31, 2004.

         ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS

                 NONE

         ITEM 6  - EXHIBITS AND REPORTS ON FORM 8K
                   (a) Exhibits
                       Exhibit   Description                          Page
                       ----------------------------------------------------
                       11        Computation of Earnings per Share     15
                       31.1      Section 906 Certification of Chief    15
                                  Executive Officer
                       31.2      Section 906 Certification of Chief    16
                                  Financial Officer
                       32.1      Certification Pursuant to 18 U.S.C.   17
                                  Section 1350, as Adopted Pursuant
                                  to Section 906 of the Sarbanes-Oxley
                                  Act of 2002

                   (b) Reports on Form 8K
                       No reports on Form 8-K have been filed for the period.




























                                   II-1                                -13-



                                  SIGNATURES



        Pursuant to the requirements of the Securities and Exchange Act
     of 1934, the registrant has duly caused this report to be signed
     on its behalf by the undersigned thereunto duly authorized.




                                             STERLING SUGARS, INC.
                                                 (REGISTRANT)


     DATE     March 15, 2005               By /s/ Craig P. Caillier
              --------------                  ---------------------
                                              CRAIG P. CAILLIER
                                              PRESIDENT AND
                                              CHIEF EXECUTIVE OFFICER



    DATE      March 15, 2005               By /s/ Stanley H. Pipes
              --------------                  ---------------------
                                              STANLEY H. PIPES
                                              VICE PRESIDENT AND TREASURER




























                                     II-2                                -14-




 EXHIBIT 11

				STERLING SUGARS, INC.
                         COMPUTATION OF EARNINGS PER SHARE

                                                   Years Ended January 31
                                                  -----------------------
                                                      2005        2004
                                                  ------------ ------------
 Primary
  Income (Loss)                                   $ 2,495,119  $ 4,307,383
                                                  ============ ============

 Shares
  Weighted average number of common
  shares outstanding                                2,500,000    2,500,000
                                                    ----------   ----------
  Primary earnings (loss) per share                     $1.00        $1.72
                                                    ==========   ==========


EXHIBIT 31.1


                                CERTIFICATIONS

 I, Craig P. Caillier, certify that:
  1.    I have reviewed this quarterly report on Form 10-Q of Sterling Sugars,
         Inc.;

  2.    Based on my knowledge, this 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 report;

  3.    Based on my knowledge, the financial statements, and other financial
  information included in this report, fairly present 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 report.

  4.    The registrant's other certifying officer and I are responsible for
  establishing and maintaining disclosure controls and procedures (as defined
  in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have:

     a) Designed such disclosure controls and procedures, or caused such
        disclosure controls and procedures to be designed under our
        supervision, 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 report if being prepared;

     b) Evaluated the effectiveness of the restrant's disclosure controls and
        procedures and presented in this report our conclusions about the
        effectiveness of the disclosure controls and procedures, as of the
        end of the period covered by this report based on such evaluation;
        and
                                                                         -15-


     c) Disclosed in this report any change in the registrant's internal
        control over financial reporting that occurred during the registrant's
        most recent fiscal quarter (the registrant's fourth fiscal quarter in
        the case of an annual report) that has materially affected, or is
        reasonably likely to materially affect, the registrant's internal
        control over financial reporting; and

  5. The registrant's other certifying officer and I have disclosed, based on
     our most recent evaluation of internal control over financial reporting,
     to the registrant's auditors and the audit committee of the registrant's
     board of directors (or persons performing the equivalent functions):

     a) All significant deficiencies and material weaknesses in the design or
        operation of internal control over financial reporting which are
        reasonably likely to adversely affect the registrant's ability to
        record, process, summarize and report financial information; and

     b) Any fraud, whether or not material, that involves management or other
        employees who have a significant role in the registrant's internal
        control over financial reporting.

  Date: March 15, 2005
       ----------------
  /s/ Craig P. Caillier
  ----------------------
  Craig P. Caillier
  President and Chief Executive Officer


EXHIBIT 31.2

 I, Stanley H. Pipes, certify that:
   1.  I have reviewed this quarterly report on Form 10-Q of Sterling Sugars,
       Inc.;

   2.  Based on my knowledge, this 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 report;

   3.  Based on my knowledge, the financial statements, and other financial
   information included in this report, fairly present 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 report.

   4.   The registrant's other certifying officer and I are responsible for
  establishing and maintaining disclosure controls and procedures (as defined
  in Exchange Act Rules 13a-15(e) and 15d-15(e)) for the registrant and have:

     a) Designed such disclosure controls and procedures, or caused such
        disclosure controls and procedures to be designed under our
        supervision, 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 report if being prepared;

                                                                         -16-


     b) Evaluated the effectiveness of the restrant's disclosure controls and
        procedures and presented in this report our conclusions about the
        effectiveness of the disclosure controls and procedures, as of the
        end of the period covered by this report based on such evaluation; and

     c) Disclosed in this report any change in the registrant's internal
        control over financial reporting that occurred during the registrant's
        most recent fiscal quarter (the registrant's fourth fiscal quarter in
        the case of an annual report) that has materially affected, or is
        reasonably likely to materially affect, the registrant's internal
        control over financial reporting; and

   5.  The registrant's other certifying officer and I have disclosed, based
       on our most recent evaluation of internal control over financial
       reporting, to the registrant's auditors and the audit committee of the
       registrant's board of directors (or persons performing the equivalent
       functions):

     a) All significant deficiencies and material weaknesses in the design or
        operation of internal control over financial reporting which are
        reasonably likely to adversely affect the registrant's ability to
        record, process, summarize and report financial information; and

     b) Any fraud, whether or not material, that involves management or other
        employees who have a significant role in the registrant's internal
        control over financial reporting.

  Date: March 15, 2005
        -----------------

        /s/ Stanley H. Pipes
        --------------------
        Stanley H. Pipes
        Vice President and Treasurer
       (Principal Financial and Accounting Officer)


EXHIBIT 32.1


                          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 Quarterly Report of Sterling Sugars, Inc.
  (the "Company") on Form 10-Q for the six months ending January 31, 2005 as
  filed with the Securities and Exchange Commission on the date hereof
  (the "Report"), I, Craig P. Caillier, President and Chief Executive Officer
  of the Company, and I, Stanley H. Pipes, Vice President and Treasurer of
  the Company, certify, pursuant to 18 U.S.C. Section 1350, as adopted
  pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that:

       (1)  The Report fully complies with the requirements of section 13(a)
  or 15(d) of the Securities Exchange Act of 1934; and

       (2)  The information contained in the Report fairly presents, in all
  material respects, the financial condition and results of operations of the
  Company.
                                                                         -17-


                                       /s/ Craig P. Caillier
  Date: March 15, 2005                 ---------------------
                                       Craig P. Caillier
                                       President and Chief Executive Officer

  Date: March 15, 2005                 /s/ Stanley H. Pipes
                                       ____________________
                                       Stanley H. Pipes
                                       Vice President & Treasurer














































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