UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


Washington,
D.C. 20549





FORM
10-Q





x
            QUARTERLY
      REPORT UNDER SECTION 13 OR 15(d)
              OF
      THE SECURITIES EXCHANGE ACT OF 1934
              
              For
      the quarter ended June
      30, 2008 ̈
            TRANSITION
      REPORT UNDER SECTION 13 OR 15 (d)
              OF
      THE SECURITIES EXCHANGE ACT OF 1934
              
              For
      the transition period from
_______to_______





Commission
File No. 000-19566





EARTH SEARCH SCIENCES,
INC.


(Exact
Name of Registrant as Specified in its Charter)








Nevada
            87-0437723(State
      or other Jurisdiction of
            (IRS
      EmployerIncorporation
      or Organization)
            Identification
      Number)








306 Stoner Loop Road,
Lakeside, MT 59922


(Address
of Principal Executive Offices, Including Zip Code)





Registrant's
telephone number, including area code:    (406) 751-5200








Indicate
by check mark whether the 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, and (2) has been subject to such filing requirements for
the past 90 days. Yes xNo  ̈





Indicate
by a check mark whether the Registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer, or a smaller reporting
company.


Large
      accelerated filer  ̈
            Accelerated
      filer  ̈Non-accelerated
      filer  ̈
            Smaller
      reporting companyx





Indicate
by check mark whether the Registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act).  Yes  ̈ No x





Number of
shares of common stock outstanding at August 7, 2008:
143,344,901





EARTH
SEARCH SCIENCES, INC.





TABLE
OF CONTENTS





FORM
10-Q





QUARTER
ENDED JUNE 30, 2008





PART I





FINANCIAL
INFORMATION








Item
      1. Consolidated Financial Statements (Unaudited)
            PageConsolidated
      Balance Sheets as of June 30, 2008 and March 31, 2008
            3Consolidated
      Statements of Operations for the three months ended
              June
      30, 2008 and 2007
            4Consolidated
      Statements of Cash Flows for the three months ended
              June
      30, 2008 and 2007
            5Consolidated
      Statement of Changes in Stockholders’ Deficit for the three months ended
      June 30, 2008
            6Selected
      notes to consolidated financial statements
            7Item
      2. Management's Discussion and Analysis of
              Financial Condition
      and Results of Operations
            9-11Item
      3. Quantitative and Qualitative Disclosures About Market
    Risk
            11Item
      4T. Controls and Procedures
            12








PART II





OTHER INFORMATION
REQUIRED





Item
      1. Legal Proceedings
            13Item
      1A. Risk Factors
            13Item
      2. Unregistered Sales of Equity Securities and Use of
    Proceeds
            13Item
      3. Defaults Upon Senior Securities
            13Item
      4. Submission of Matters of a Vote of Security Holders
            13Item
      5. Other information
            13Item
      6. Exhibits
            13





2


EARTH
SEARCH SCIENCES, INC.


CONSOLIDATED
BALANCE SHEETS


(UNAUDITED)





June 30,
              2008
            
            
            March 31,
              2008ASSETSCurrent
    assets:Cash
            
            $
            20,434
            
            
            $
            8,821Loan costs, net of accumulated
      amortization of $236,991
              and $229,987,
      respectively
            
            
            38,579
            
            
            
            45,583Total current
      assets
            
            
            59,013
            
            
            
            54,404Property and equipment, net
      accumulated depreciation
              of $969,294 and $936,332,
      respectively
            
            
            180,134
            
            
            
            206,096TOTAL
ASSETS
            
            $
            239,147
            
            
            $
            260,500LIABILITIESCurrent
      liabilities:Accounts
      payable
            
            $
            1,182,298
            
            
            $
            1,345,174Accrued
      expenses
            
            
            2,069,250
            
            
            
            2,189,269Notes payable - current
      portion
            
            
            1,023,827
            
            
            
            1,092,126Settlement
      obligation
            
            
            8,686,824
            
            
            
            8,686,824Short-term debt – related
      parties
            
            
            2,866,525
            
            
            
            2,887,013Total current
      liabilities
            
            
            15,828,724
            
            
            
            16,200,406Total
      liabilities
            
            
            15,828,724
            
            
            
            16,200,406Commitments and
      contingencies
            
            
            -
            
            
            
            -STOCKHOLDERS’
      DEFICITPreferred stock, 300,000,000
      shares authorized,
              none issued and
      outstanding
            
            
            -
            
            
            
            -Common stock, $.001 par value;
      300,000,000 shares authorized;
              121,495,796 and 106,969,733
      shares issued and outstanding, respectively
            
            
            121,496
            
            
            
            106,970Additional paid-in
      capital
            
            
            48,251,950
            
            
            
            47,494,900Treasury
    stock
            
            
            (200,000
            )
            
            
            (200,000
            )Accumulated
      deficit
            
            
            (63,763,023
            )
            
            
            (63,341,776
            )Total stockholders’
      deficit
            
            
            (15,589,577
            )
            
            
            (15,939,906
            )TOTAL LIABILITIES AND
      STOCKHOLDERS’ DEFICIT
            
            $
            239,147
            
            
            $
            260,500





See
accompanying notes to unaudited consolidated financial
statements.


3


EARTH
SEARCH SCIENCES, INC.


CONSOLIDATED
STATEMENTS OF OPERATIONS


(UNAUDITED)











Three
      months ended
              June
      30,2008
            
            
            2007Revenues
            
            $
            -
            
            
            $
            -Operating
      expensesLate
      fees related to settlement agreement
            
            
            -
            
            
            
            860,040Depreciation
      and amortization
            
            
            25,962
            
            
            
            34,939General
      and administrative
            
            
            275,706
            
            
            
            322,039Total
      expenses
            
            
            301,668
            
            
            
            1,217,018Loss
      from operations
            
            
            (301,668
            )
            
            
            (1,217,018
            )Other
      income (expense)Gain
      on settlement of debt
            
            
            -
            
            
            
            15,049Interest
      expense
            
            
            (119,579
            )
            
            
            (112,302
            )Net
      loss
            
            $
            (421,247
            )
            
            $
            (1,314,271
            )Basic
      and diluted:Loss
      per share
            
            $
            (0.00
            )
            
            $
            (0.01
            )Weighted
      average common shares outstanding
            
            
            111,376,933
            
            
            
            96,570,518







See
accompanying notes to unaudited consolidated financial statements.





4





EARTH
SEARCH SCIENCES, INC.


CONSOLIDATED
STATEMENTS OF CASH FLOWS


(UNAUDITED)





Three Months
      EndedJune 30,2008
            
            
            2007CASH FLOWS FROM OPERATING
      ACTIVITIESNet loss
            
            $
            (421,247
            )
            
            $
            (1,314,271
            )Adjustments to reconcile net loss
      to cash used in operating activities:Depreciation and
      amortization
            
            
            25,962
            
            
            
            25,962Amortization of deferred finance
      costs
            
            
            7,004
            
            
            
            8,977Common stock issued for
      services
            
            
            285,202
            
            
            
            113,496Common stock issued for vendor
      payable
            
            
            129,969
            
            
            
            -Imputed
      interest
            
            
            11,405
            
            
            
            11,104Gain on settlement of
      debt
            
            
            -
            
            
            
            (15,049)Changes in assets and
      liabilities:Accounts
      payable
            
            
            (162,876
            )
            
            
            32,285Accounts payable – related
      party
            
            
            -
            
            
            
            (74,620)Accrued interest – related
      parties
            
            
            44,544
            
            
            
            -Accrued settlement
      liability
            
            
            -
            
            
            
            929,541Accrued
      expenses
            
            
            (120,019
            )
            
            
            60,000NET CASH (USED IN) PROVIDED BY
      OPERATING ACTIVITIES
            
            
            (200,056
            )
            
            
            (222,575
            )CASH FLOWS FROM FINANCING
      ACTIVITIESProceeds from stockholder loans,
      net
            
            
            -
            
            
            
            330,000Repayment on related party
      debt
            
            
            (65,032
            )
            
            
            -Proceeds from subscription
      receivable
            
            
            -
            
            
            
            250,000Financing
    costs
            
            
            -
            
            
            
            (47,347
            )Proceeds from issuance of common
      stock
            
            
            345,000
            
            
            
            -Principal payments on short-term
      debt
            
            
            (68,299
            )
            
            
            -Principal payments on long-term
      debt
            
            
            -
            
            
            
            (198,042
            )NET CASH PROVIDED BY (USED IN)
      FINANCING ACTIVITIES
            
            
            211,669
            
            
            
            334,611NET INCREASE IN
      CASH
            
            
            11,613
            
            
            
            112,036CASH AT BEGINNING OF
      PERIOD
            
            
            8,821
            
            
            
            23,182CASH AT END OF
      PERIOD
            
            $
            20,434
            
            
            $
            135,218SUPPLEMENTAL CASH FLOW
      INFORMATION:Interest
    paid
            
            $
            110,738
            
            
            $
            -Taxes paid
            
            
            -
            
            
            
            -Non-cash financing and investing
      activities:Common stock issued for debt
      repayment
            
            $
            -
            
            
            $
            26,000





See
accompanying notes to unaudited consolidated financial
statements.


5


EARTH
SEARCH SCIENCES, INC.


CONSOLIDATED
STATEMENT OF CHANGES IN STOCKHOLDERS’ DEFICIT


Three
months ended June 30, 2008


(Unaudited)

















Common
              Shares
            
            
            Stock
              Amount
            
            
            Additional
              Paid-in
              Capital
            
            
            Treasury
              Stock
            
            
            Accumulated
              Deficit
            
            
            TotalBalances at
      March 31, 2008
            
            
            106,969,733
            
            
            $
            106,970
            
            
            $
            47,494,900
            
            
            $
            (200,000
            )
            
            $
            (63,341,776
            )
            
            $
            (15,939,906
            )Issuance of common stock for
      vendor payable
            
            
            1,708,890
            
            
            
            1,708
            
            
            
            128,261
            
            
            
            
            
            
            
            
            
            
            
            129,969Issuance of common stock for
      services rendered
            
            
            4,817,173
            
            
            
            4,818
            
            
            
            280,384
            
            
            
            
            
            
            
            
            
            
            
            285,202Issuance of common stock for
      cash
            
            
            8,000,000
            
            
            
            8,000
            
            
            
            337,000
            
            
            
            
            
            
            
            
            
            
            
            345,000Imputed
      interest
            
            
            
            
            
            
            
            
            
            
            11,405
            
            
            
            
            
            
            
            
            
            
            
            11,405Net loss
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            (421,247
            )
            
            
            (421,247
            )Balances at
      June 30, 2008
            
            
            121,495,796
            
            
            $
            121,496
            
            
            $
            48,251,950
            
            
            $
            (200,000
            )
            
            $
            (63,763,023
            )
            
            $
            (15,589,577
            )























See
accompanying notes to unaudited consolidated financial
statements.


6


EARTH
SEARCH SCIENCES, INC


NOTES TO
CONSOLIDATED FINANCIAL STATEMENTS





NOTE 1 - BASIS OF
PRESENTATION





The accompanying unaudited interim
consolidated financial statements of Earth Search Sciences, Inc. ("ESSI") have
been prepared in accordance with accounting principles generally accepted in the
United States of America and the rules of the Securities and Exchange Commission
("SEC"), and should be read in conjunction with the audited financial statements
and notes thereto contained in ESSI's Annual Report filed with the SEC on Form
10-KSB for the fiscal year ended March 31, 2008.  In the opinion of
management, all adjustments, consisting of normal recurring adjustments,
necessary for a fair presentation of financial position and the results of
operations for the interim periods presented have been reflected
herein.  The results of operations for the interim periods are not
necessarily indicative of the results to be expected for the full
year.  Notes to the financial statements which would substantially
duplicate the disclosure contained in the audited consolidated financial
statements for 2008 as reported in the 10-KSB have been
omitted.





Certain prior period amounts have been
reclassified to conform with the current period
presentation.





NOTE 2 - GOING
CONCERN





As shown in the accompanying financial
statements, we incurred a net loss of $421,247 for the three months ended June
30, 2008 and had an accumulated deficit of $63,763,023 and a working capital
deficit of $15,769,711 as of the same period.  These conditions raise
substantial doubt as to ESSI's ability to continue as a going
concern.  Management is trying to raise additional capital through
sales of stock and or loans to the Company.  The financial statements
do not include any adjustments that might be necessary if ESSI is unable to
continue as a going concern.





NOTE 3 - EQUITY





During the three months ended June 30,
2008 we issued:





·
            4,817,173 shares of stock valued
      at $285,202 to various individuals for consulting services. The value of
      the stock was based on the quoted market price on the date of
      grant.





·
            1,708,890 shares of stock valued
      at $129,969 for a vendor payable at March 31, 2008 pursuant to a
      consulting agreement.





·
            8,000,000 shares of stock valued
      at $345,000 to various individuals for
  cash.





NOTE 4 – SUBSEQUENT
EVENTS





On July 15, 2008, we announced the
appointment of Luis F. Lugo as our Chief Executive
Officer.Larry Vance, formerly chairman and CEO of Earth
Search Sciences, will continue in his role as chairman of the
board.





Subsequent
to June 30, 2008, we issued the following:





We issued
2,000,000 shares of common stock to our new Chief Executive Officer valued at
approximately $120,000.





We issued
1,119,106 shares of common stock for services valued at approximately
$72,670.





We issued
18,729,999 shares of common stock for cash proceeds totaling
$1,010,000.





7







FORWARD-LOOKING
STATEMENTS




This
Quarterly Report on Form 10-Q, including "Management's Discussion and Analysis
of Financial Condition and Results of Operations" in this Item 2 of Part I of
this Quarterly Report include forward-looking statements. These statements
involve known and unknown risks, uncertainties and other factors that may cause
our actual results, levels of activity, performance or achievements to be
materially different from any future results, levels of activity, performance,
or achievements expressed or implied by forward-looking statements.





In some
cases, you can identify forward-looking statements by terminology such as "may,"
"should," "expects," "plans," "anticipates," "believes," "estimates,"
"predicts," "potential," "proposed," "intended," or "continue" or the negative
of these terms or other comparable terminology. You should read statements that
contain these words carefully, because they discuss our expectations about our
future operating results or our future financial condition or state other
"forward-looking" information. There may be events in the future that we are not
able to accurately predict or control. You should be aware that the occurrence
of any of the events described in this Quarterly Report could substantially harm
our business, results of operations and financial condition, and that upon the
occurrence of any of these events, the trading price of our securities. Although
we believe that the expectations reflected in the forward-looking statements are
reasonable, we cannot guarantee future results, growth rates, levels of
activity, performance or achievements. We are under no duty to update any of the
forward-looking statements after the date of this Quarterly Report to conform
these statements to actual results.








8


MANAGEMENT'S DISCUSSION AND
ANALYSIS


OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS







The
following discussion should be read in conjunction with Earth Search Sciences,
Inc.’s (“Earth Search”, the “Company”, “we”, or “us”) unaudited consolidated
financial statements and notes included herein.  The results described
below are not necessarily indicative of the results to be expected in any future
period.  Certain statements in this discussion and analysis, including
statements regarding our strategy, financial performance and revenue sources,
are forward-looking statements based on current expectations and entail various
risks and uncertainties that could cause actual results to differ materially
from those expressed in the forward-looking statements.  Readers are
referred to our Annual Report on Form 10-KSB for the year ended March 31, 2008
as filed with the Securities and Exchange Commission (“SEC”).  We
undertake no duty to update any forward-looking statement to conform the
statement to actual results or changes in our expectations.







CORPORATE FOCUS





In December, 1985 we acquired all of the
outstanding shares of common stock of a privately held company known as Earth
Search Sciences, Inc. (ESSI), aUtahcorporation formed on August 29,
1985.  We issued 13,639,600 shares of its common stock in exchange for
ESSI's outstanding shares.  This merger was a reverse acquisition and
accounted for as a pooling of interests.  Accordingly, the assets and
liabilities of the two companies were combined at their recorded net book
values.  ESSI's principal assets were unpatented mining claims inAlaskathat were acquired from ESSI's
incorporators at a cost of $126,715.  ESSI's operations were the
continuing operations of the Company, and ESSI was the entity which had
substance and control both before and after the merger.





We have four wholly-owned subsidiaries:
Skywatch Exploration, Inc., Polyspectrum Imaging, Inc., Geoprobe, Inc., and
STDC, Inc. In addition, there are five majority-owned consolidated subsidiaries:
Earth Search Resources, Inc., Eco Probe, Inc., ESSI Probe 1 LC, Petro Probe,
Inc. and Terranet, Inc. All subsidiaries except Petro Probe were inactive during
fiscal 2006 and 2007.





We did
not generate any revenue during fiscal year 2008, have no current business
operations and are currently focused on two potential business
ventures.





First, we
are seeking joint venture opportunities with private industry, universities
and state and federal agencies to develop, package and deliver, through the
application of our hyperspectral remote sensing solutions, applications and
associated technologies, a superior airborne mapping products and services. Our
airborne hyperspectral remote sensing technology is designed to identify
specific surface substances and materials by measuring the reflectance of light
from their surface. Their first spectroscopic instrument, the PROBE 1, was
initially developed with the assistance of NASA and used a small aircraft as the
instrument platform to obtain data from high altitudes over many different
terrains. The information was precise enough to enable detailed analysis of a
dynamic environment or object in a manner previously unattainable, and can be
used for the discovery of certain natural resources.





Second,
we are working with certain investors to develop and employ technology in the
extraction of oil and gas from oil shale. We are currently in negotiations to
fund the research and fabrication of technology used for this purpose. This
funding is in conjunction with our negotiation to acquire the patented oil shale
technology developed by General Synfuels International, Inc.





On July 15, 2008, we announced the
appointment of Luis F. Lugo as our Chief Executive
Officer.Larry Vance, formerly chairman and CEO of Earth
Search Sciences, will continue in his role as chairman of the
board.  Mr. Lugo previously served as Director of Finance and Strategy
for 3AG Distribution (Elf Aquitaine Oil Lubricants Venezuela) and was involved
in securing capital investment and in developing the distribution
system.  Lugo also served as Engagement Manager of global chemicals
and strategy practices for Arthur D. Little Management Consulting, and as
Strategy Analyst for BP Amoco where he developed analytical and financial
modeling and valuation of acquisition targets for Latin America, Europe and East
Asia. Mr. Lugo holds an MBA in International Business Finance and an MA in
International Economics from The George Washington University in Washington
D.C.





9


We have
signed a letter of intent to acquire General Synfuels International, Inc. (GSI)
and its patented technology to recover hydrocarbons through an
environmentally-conscientious gasification process.  The acquisition
enables us to establish a joint venture and commercial licensing program to
develop domestic oil shale and other heavy oil resources. We are planning a
field test of this technology as early as fall 2008 and subsequent commercial
development as early as 2009.





Hyperspectral
Remote Sensing Solutions





In the
past, we have utilized an aircraft mounted hyperspectral remote sensing
instrument to gather precise geological data from the surface of the Earth.
Solar energy is reflected from surface materials and the instrument, called
"Probe-1", captures the data in digital form. The Probe-1 is a "whiskbroom
style" instrument that collects data in a cross-track direction by mechanical
scanning and in an along-track direction by movement of the airborne platform.
The instrument acts as an imaging spectrometer in the reflected solar region of
the electromagnetic spectrum (0.4 to 2.5 nm). In the VNIR and SWIR, the
at-sensor radiance is dispersed by four spectrographs onto four detector arrays.
Spectral coverage is nearly continuous in these regions with small gaps in the
middle of the 1.4 and 1.9 nm atmospheric water bands. In order to avoid
geometric distortions in the recorded imagery, the Probe-1 is mounted on a 3
axis, gyro-stabilized mount. Geolocation of nadir pixels is assisted by the
recording of aircraft GPS positional data and tagging each scan line with a time
that is referenced to the UTC time interrupts from the GPS
receiver.





The
spectral data is processed to identify unique spectra in the image. The captured
and processed spectra are compared to a library of known material spectra called
"digital fingerprints" and the output allows the identification of mineral,
compounds and organic matter and the determination of vegetative
conditions.





We are
actively seeking funding to engineer and manufacture a third generation probe
instrument, which will be capable of analyzing substantially more data inputs,
including chemical, light, pressure, vibration, and acceleration. The new design
will operate at extremely high speed with excellent resolution. We expect that
the combination of substantially improved analysis and higher resolution will
open up new markets.





We are
currently evaluating hyperspectral imagery collected to date so that we can
determine whether this archive of information can be used to locate mineral
properties.





Our
aircraft was grounded in 2006 for FAA required maintenance and repairs. As a
result, our hyperspectral remote sensing operations have ceased until such time
that we raise sufficient funding to repair our aircraft or purchase a new
aircraft.





Exploitation
of Oil and Gas From Oil Shale





General
Synfuels International, Inc., (GSI) a Nevada private company, owns the
world-wide proprietary rights, patent, technology, construction plans and
materials and operational capability for a gasification process to recover the
oil and gas from oil shale. Petro Probe, Inc., a majority owned subsidiary of
ESSI, signed a non-exclusive license agreement with GSI to obtain the use of
these rights in Utah, Wyoming and Colorado. To utilize this technology, PPI
will pay a license fee in the amount of $500,000 and will issue to GSI 500,000
shares of PPI Common Stock, $.001 par value per share. Such fee will be paid in
such amounts and at such times as are agreed to in the future by PPI and GSI.
PPI also assigned to GSI an overriding net revenue interest of five and one-half
percent (5.5%) of the hydrocarbons produced.





ESSI is
in negotiation to complete an acquisition of the oil shale technology and if
successful will not require the above license agreement





10


PPI is
currently examining various oil shale sites in Colorado, Utah and Wyoming for a
test plant. Five acres of premium oil shale land is sought. The test plant is
budgeted for approximately $3 million as a first stage development cost. The
purpose of this plant is to prove the technology. The second and third stages
will cost approximately $8 million more at which time the plant could operate at
full capacity. All development costs will be paid for by PPI.





We are
also examining other available and complementing technologies, including one
based in micro-wave technology and another, which is an adaptation of fuel cell
energy.





RESULTS
OF OPERATIONS





Our data
collection aircraft was grounded for repairs for FAA required maintenance in
2006 and has not been operational since that time.  As a result, we
had no revenues during the fiscal year ended March 31, 2008 and did not record
any revenues during the three months ended June 30, 2008.





We
incurred no late fees related to a settlement agreement for the three month
period ended June 30, 2008, compared to $860,040 for the same period in
2007.  We anticipate no further late fees will be incurred during the
fiscal year ending March 31, 2009.





Depreciation
and amortization expense was $25,962 for the three month period ended June 30,
2008, compared to $34,939 for the same period of 2007.





General
and administrative expenses were $275,706 for the three month period ended June
30, 2008, compared to $322,039 for the corresponding period of
2007.





Interest
expense for the three month period ended June 30, 2008, was $119,579 compared to
interest expense of $112,302 for the corresponding period in 2007.





LIQUIDITY AND CAPITAL
RESOURCES





Net cash used in operating activities
was $200,056 for the three months ended June 30, 2008 compared to net cash used
in operating activities of $222,575 for the three months ended June 30,
2007.





Net cash provided by financing
activities was $211,669 for the three months ended June 30, 2008 compared to
cash provided of $334,611 for the same period of 2007.  During the
three months ended June 30, 2008, we received $345,000 of cash from a private
placement of our common stock which was offset by payments on related party debt
and short term debt totaling $133,331.  This compared to proceeds from
a subscription receivable of $250,000 and cash from a private placement of
$330,000 for the similar period in 2007 that was offset by payments on debt of
$245,389.





We are experiencing working capital
deficiencies because of operating losses. We have operated with funds received
from the sale of common stock, the issuance of notes and limited operating
revenue. Our ability to continue as a going concern is dependent upon continued
debt or equity financings until or unless we are able to generate cash flows to
sustain ongoing operations. We plan to increase the number of revenue producing
services through the use of additional hyperspectral instruments and thereby
continue as a going concern.  There can be no assurance that we can
generate sufficient operating cash flows or raise the necessary funds to
continue as a going concern.








ITEM 3.QUANTITATIVE
AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK





As a smaller reporting company we are
not required to provide disclosure under this Item 3.





11


ITEM 4T. CONTROLS AND PROCEDURES





Our management, principally our Chief
Executive Officer, evaluated the effectiveness of our disclosure controls and
procedures as of the end of the period covered by this report. Based on that
evaluation, our management concluded that our disclosure controls and procedures
as of the end of the period covered by this report were not effective such that
the information required to be disclosed by us in reports filed under the
Securities Exchange Act of 1934 is (i.) recorded, processed, summarized and
reported within the time periods specified in the SEC’s rules and forms and (ii)
accumulated and communicated to our management, including our chief executive
officer and chief financial officer, as appropriate to allow timely decisions
regarding disclosure. As part of our management’s assessment of internal
controls over financial reporting as of March 31, 2008 we identified material
weaknesses in our internal controls which we viewed as an integral part of our
disclosure controls and procedures. The material weaknesses are identified below
and as of June 30, 2008 have not been remediated.




·
            There is an over-reliance upon
      independent financial reporting consultants for review of critical
      accounting areas and disclosures and material non-standard
      transactions.





·
            There is a lack of sufficient
      accounting staff which results in a lack of segregation of duties
      necessary for a good system of internal
  control.





There have been no changes in our
internal control over financial reporting, as defined in Rule 13a-15(f) of the
Act, in the period covered by this report that have materially affected, or are
reasonably likely to materially affect, our internal control over financial
reporting.











12


PART
II


OTHER
INFORMATION REQUIRED





Item
1.  Legal proceedings




None





Item
1A.  Risk Factors




As a smaller
reporting company we are not required to provide disclosure under this Item
1A.





Item
2.   Unregistered sales of equity securities





The shares described below were issued
in reliance on upon the exemption from registration as set forth in Section 4(2)
of the Securities Act of 1933, as amended, and/or Rule 506 of Regulation
D. Each of the recipients was accredited within the meaning of Rule
501(a); the transfer of the securities were restricted by the Company in
accordance with Rule 502(d); and none of the offers and sales were effected
through any general solicitation or general advertising within the meaning of
Rule 502(c).





During the three month period ended June
30, 2008, we issued the following unregistered equity
securities:





·
            4,817,173 shares of stock valued
      at $285,202 to various individuals for consulting services. The value of
      the stock was based on the quoted market price on the date of
      grant.





·
            1,708,890 shares of stock valued
      at $129,969 for common stock payable at March 31, 2008 pursuant to a
      consulting agreement.





·
            8,000,000 shares of stock valued
      at $345,000 to various individuals for
  cash.





Item
3.  Defaults upon senior securities





None





Item
4. Submission of matters to a vote of security holders





None





Item
5.  Other information





Not applicable.





Item
6.  Exhibits





Exhibit
      Number
            Description2.1
            Agreement and Plan of Merger by
      and among Earth Search Sciences, Inc., ESS Acquisition Corp., Space
      Technology Development Corporation and the shareholders of Space
      Technology Development Corporation, dated December 21, 1999 (Incorporated by reference to Exhibit 2.1 to the
      Registrant's Form 10-K for fiscal year ended March 31,
      2000).3.1
            Articles of Incorporation, as
      amended (Incorporated by reference to
      Exhibit 3.1 to the Registrant's Forms 10-K for the fiscal years ended
      March 31, 1995 and March 31, 1996).






13




3.2
            Bylaws (Incorporated by reference to Exhibit 3.2 to the
      Registrants’ Form 10-K for the fiscal year ended March 31,
      1995).31.1
            Certification
      pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. (Filed
      herewith)31.2
            Certification
      pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. (Filed
      herewith)32.1
            Certification
      pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. (Filed
      herewith)32.2
            Certification
      pursuant to Section 302 of the Sarbanes-Oxley Act of 2002. (Filed
      herewith)








14





SIGNATURE





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








EARTH
      SEARCH SCIENCES, INC.Date:  August
      14, 2008
            /s/  Luis F.
      LugoLuis
      F. LugoPrincipal
      Executive Officer











Date:  August
      14, 2008
            /s/  Tami J.
      StoryTami
      J. StoryPrincipal
      Accounting Officer









15