SECURITIES
AND EXCHANGE COMMISSION


WASHINGTON,
D.C. 20549





FORM
10-QSB/Amendment No. 1





QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE
ACT


OF
1934





For the
quarterly period ended: JUNE 30, 2006


Commission
File No. 000-19566





EARTH
SEARCH SCIENCES, INC.


(Exact
Name of Registrant as Specified in its Charter)




UTAH
            87-0437723(State
      or other Jurisdiction of Incorporation
      or Organization)
            (IRS
      Employer ID)





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 and Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the Registrant was
required to file such reports), and (2) has been subject to such filing
requirement for the past 90 days. Yes S  No
£





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





The
number of shares outstanding of each of the registrant's classes of common
stock, as of June 30, 2006, covered by this report: 79,651,203 shares. The
registrant has only one class of common stock.





Transitional
Small Business Disclosure Format (check one):  Yes £  No
S













EXPLANATORY
NOTE





This
Amendment No.1 to Form 10QSB (“Amendment”) is filed to clarify certain
disclosures regarding the capital lease obligation with Accuprobe pursuant to
which the Registrant continues to accrue liabilities. These revised disclosures
may be found on page 6 under the heading “Note 3 – Litigation” and on
page 9 under the heading “Litigation”.









EARTH
SEARCH SCIENCES, INC.





TABLE OF
CONTENTS





FORM
10-QSB





QUARTER
ENDED JUNE 30, 2006





PART I





FINANCIAL
INFORMATION








ITEM
      1.  CONSOLIDATED
      FINANCIAL STATEMENTS
            PAGEConsolidated
      Balance Sheet as of June 30, 2006 (unaudited)
            3Consolidated
      Statements of Operations for the Three Months Ended June 30, 2006 and 2005
      (unaudited)
            4Consolidated
      Statements of Cash Flows for the Three Months Ended June 30, 2006 and 2005
      (unaudited)
            5Selected
      Notes to Consolidated Financial Statements
            6ITEM
      2.  MANAGEMENT'S
      DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
      OPERATIONS
            7-9ITEM
      3.  CONTROLS AND
      PROCEDURES
            10





PART II





OTHER INFORMATION
REQUIRED





Item
      1.  Legal
      Proceedings
            11Item
      2.  Changes in
      Securities
            11Item
      3.  Defaults Upon
      Senior Securities
            11Item
      4.  Submission of
      Matters of a Vote of Security Holders
            11Item
      5.  Other
      information
            11Item
      6.  Exhibits and
      Reports on Form 8-K
            11


2


Earth
Search Sciences, Inc.


Consolidated
Balance Sheets (Unuadited)








Assets
            
            June
      30, 2006
            
            
            March
      31, 2006Current
      assets:Cash
            
            $
            41,438
            
            
            $
            40,900Accounts
      receivable, net of $0 allowance for doubtful accounts
            
            
            717
            
            
            
            16,971Loan
      costs, net of $295,161 and $227,075 accumulated
    amortization
            
            
            98,483
            
            
            
            166,569Total
      current assets
            
            
            140,638
            
            
            
            224,440Property
      and equipment, net of $761,597 and $735,635 accumulated depreciation and
      amortization
            
            
            387,831
            
            
            
            413,793TOTAL
      ASSETS
            
            $
            528,469
            
            
            $
            638,233LiabilitiesCurrent
      liabilities:Current
      portion of notes payable
            
            $
            843,947
            
            
            $
            880,934Settlement
      obligation
            
            
            3,338,097
            
            
            
            2,820,099Accrued
      officers' compensation
            
            
            967,986
            
            
            
            907,983Accounts
      payable
            
            
            11,206,619
            
            
            
            11,641,757Accrued
      payroll & payroll taxes
            
            
            203,829
            
            
            
            179,890Due
      to related parties
            
            
            2,462,409
            
            
            
            2,368,509Investor
      deposit
            
            
            377,715
            
            
            
            -Total
      current liabilities
            
            
            19,400,602
            
            
            
            18,799,172Long
      Term LiabilitiesNotes
      payable less current portion
            
            
            337,283
            
            
            
            349,303Total
      liabilities
            
            
            19,737,885
            
            
            
            19,148,475Commitments
      and contingencies
            
            
            -
            
            
            
            -Stockholders'
      deficitSeries A preferred stock; 200,000 shares authorized, none
      issued and outstanding; liquidation preference
      $1,000,000
            
            
            -
            
            
            
            -Common
      stock, $.001 par value; 200,000,000 shares authorized; 79,651,203 and
      77,697,642 shares, issued and outstanding
            
            
            79,651
            
            
            
            77,698Additional
      paid-in capital
            
            
            44,099,214
            
            
            
            43,495,841Treasury
      stock
            
            
            (200,000
            )
            
            
            (200,000
            )Accumulated
      deficit
            
            
            (63,188,281
            )
            
            
            (61,883,781
            )Total
      stockholders' deficit
            
            
            (19,209,416
            )
            
            
            (18,510,242
            )TOTAL
      LIABILITIES AND STOCKHOLDERS' DEFICIT
            
            $
            528,469
            
            
            $
            638,233




See
accompanying notes to consolidated financial statements


3


Earth
Search Sciences, Inc.


Consolidated
Statement of Operations (unaudited)





Three
      Months
              Ended
      June 30,2006
            
            
            2005Revenue
            
            $
            48,179
            
            
            $
            73,881ExpensesGeneral
      and administrative
            
            
            1,239,141
            
            
            
            603,799Loss
      from operations
            
            
            (1,190,962
            )
            
            
            (529,918
            )Other
      income (expense)Interest
      expense
            
            
            (113,538
            )
            
            
            (206,992
            )Net
      loss
            
            $
            (1,304,500
            )
            
            $
            (736,910
            )Basic
      and diluted loss per share
            
            $
            (0.02
            )
            
            $
            (0.01
            )Weighted
      average common shares outstanding
            
            
            78,884,577
            
            
            
            73,803,388




See
accompanying notes to consolidated financial statements


4


Earth
Search Sciences, Inc.


Consolidated
Statements of Cash Flows (unaudited)





Three
      Months
              Ended
      June 30,2006
            
            
            2005Cash
      flows from operating activities:Net
      loss
            
            $
            (1,304,500
            )
            
            $
            (736,910
            )Adjustments
      to reconcile net loss to net cash used in operating
      activities:Depreciation,
      amortization and depletion
            
            
            94,048
            
            
            
            50,471Common
      stock for services and interest expense
            
            
            533,326
            
            
            
            362,198Warrants
      for services
            
            
            -
            
            
            
            17,182Changes
      in assets and liabilitiesAccounts
      receivable
            
            
            16,254
            
            
            
            (9,447
            )Other
      current assets
            
            
            -
            
            
            
            500Accounts
      payable and accrued expenses
            
            
            549,082
            
            
            
            47,831Accounts
      payable to related parties
            
            
            93,900
            
            
            
            45,512Accrued
      interest
            
            
            7,428
            
            
            
            49,726Deferred
      officers' compensation
            
            
            60,000
            
            
            
            73,382Net
      cash provided by (used in) operating activities
            
            
            49,538
            
            
            
            (99,555
            )Cash
      flows from financing activities:Proceeds
      from shareholder loans, net
            
            
            -
            
            
            
            75,000Proceeds
      from sale of stock
            
            
            -
            
            
            
            62,500Repayments
      on notes payable
            
            
            (49,000
            )
            
            
            (22,013
            )Net
      cash provided by financing activities
            
            
            (49,000
            )
            
            
            115,487Net
      increase in cash
            
            
            538
            
            
            
            15,932Cash
      at beginning of period
            
            
            40,900
            
            
            
            9,175Cash
      at end of period
            
            $
            41,438
            
            
            $
            25,107Supplemental
      disclosures:Income
      taxes paid
            
            $
            -
            
            
            $
            -Interest
      paid
            
            
            -
            
            
            
            -Non-cash
      activities:Shares
      payable issued
            
            $
            72,000
            
            
            $
            -Equity
      issued for loan extension
            
            
            -
            
            
            
            215,826




See
accompanying notes to consolidated financial statements


5


EARTH
SEARCH SCIENCES, INC


NOTES TO
CONSOLIDATED FINANCIAL STATEMENTS





NOTE 1 -
BASIS OF PRESENTATION





The
accompanying unaudited interim 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 10-KSB. 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 financial statements for 2006
as reported in the 10-KSB have been omitted.





NOTE 2 -
EQUITY





During
the quarter ended June 30, 2006:





-
            ESSI
      issued 1,553,561 common shares valued at market of $533,326 to various
      individuals for consulting
services.





-
            ESSI
      issued 400,000 common shares to a debtor for a loan extension to September
      15, 2006. The shares were valued at market of $72,000 and classified as
      shares payable as of March 31,
2006.





NOTE 3 -
LITIGATION





ESSI was
in dispute with another party over a leaseback purchase agreement for a
Hyperspectral Probe. During the fourth quarter of fiscal 2005, both parties
signed a mutual release in which ESSI was to return the Probe and ESSI would be
released of amounts owed to the other party as of the date the Probe is
returned. The mutual release also requires the other party to return a computer
and related software belonging to ESSI in exchange for the Probe. ESSI agreed to
return the Probe at the end of August 2005; however, as of June 30, 2006, ESSI
has not returned the Probe because the other party has not delivered the
computer and related software belonging to ESSI. As a result, ESSI is in
default, and based on the terms of the settlement agreement, ESSI is obligated
to pay significant late fees. Based on the terms of the settlement agreement, as
of June 30, 2006, management estimates the settlement obligation to be
$3,338,097. The estimated settlement obligation increased $517,998 to $3,338,097
at June 30, 2006, compared to $2,820,099 at March 31, 2006. The increase is
related to interest expense of $7,428, rent expense of $62,500 and late fees of
$448,070, which are reflected as interest expense and general and administrative
expense in our statement of operations for the three months ended June 30, 2006.
As of June 30, 2006, management has recognized an accrual for the estimated
obligation.


6


MANAGEMENT'S
DISCUSSION AND ANALYSIS


OF
FINANCIAL CONDITION AND RESULTS OF OPERATIONS





RESULTS OF
OPERATIONS





Historically
ESSI's core business has been focused on collecting and processing airborne
hyperspectral data for the production of detailed surface maps. These maps
indicate the exact chemical and physical characteristics of all the materials
exposed on the surface of the Earth. The Company was one of the early pioneers
in developing the technology globally and has now served a number of clients in
many countries.





The
company realizes that opportunity exists in using the technology to discover
properties for mineral and hydrocarbon exploitation. It was a natural growth
step to create a strategy of developing subsidiary companies in key natural
resource markets wherein exploration discoveries could be maximized by
"in-house" development. The company is currently pursuing these avenues in the
mineral and oil and gas industries





The
Company recognized revenue of $48,179 in the first quarter of fiscal 2007
compared with $73,881 in the first quarter of fiscal 2006. Included in the first
quarter of 2007 is $0 in revenue from Oil and Gas Properties compared to $38,581
in revenue in the first quarter of 2006.





Except
for fractional ownership and several wells on oil and gas producing properties,
ESSI has no other active operations at this time.





General
and administrative expenses for the first quarter of fiscal 2007 were $1,239,141
compared with $603,799 in the first quarter of fiscal 2006.





Interest
expense for the three months ended June 30, 2006 and 2005 was $113,538 and
$206,992, respectively.





LIQUIDITY AND CAPITAL
RESOURCES





Net cash
used by operating activities was $49,538 for the three months ended June 30,
2006. Net cash used in operating activities was $99,555 for the three months
ended June 30, 2005 resulting primarily from a net loss of $736,910 net of
certain non-cash expenses.





The
Company is experiencing working capital deficiencies because of operating losses
and capital expenditures. The Company and its subsidiaries have operated with
funds received from the sale of common stock, the issuance of notes and
operating revenue. The ability of the Company to continue as a going concern is
dependent upon continued debt or equity financings until or unless the Company
is able to generate cash flows to sustain ongoing operations. The Company plans
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 the Company can generate sufficient operating
cash flows or raise the necessary funds to continue as a going
concern.





FUTURE
OPERATIONS





In the
future, the Company intends to continue with its efforts to establish subsidiary
companies that are capable of driving demand for hyperspectral services in a
particular industry. This is in addition to attending to the core business
segment of hyperspectral services, including surveying and processing, to third
parties in the national security, mineral, hydrocarbon, forestry and
environmental areas.





Each
subsidiary will focus on a specific sector of commercial remote sensing and have
a management
team with relevant skills and expertise. The Company will provide a license to
use the Company's hyperspectral instruments and processing support. This
strategy creates a ready market for the Company, as well as positioning the
Company to receive a royalty from any resource development that occurs as a
result of the subsidiaries' use of the Company's instruments and technology.
Additional capital will be raised for each subsidiary by means of private
placements or public offerings.


7




In this
regard, the company has entered into a license agreement through its
majority-owned subsidiary company, Petro Probe, Inc. (PPI) with a private
company) the Company's hydrocarbon industry subsidiary has entered into a
license for the production of oil and gas from oil shale. The license was
obtained from a private company and patent holder, General Synfuels
International, Inc. (GSI), which provided an unrestricted license to a patented
application entitled "Recovery of Products from Oil Shale" GSI granted to PPI a
nonexclusive license for $500,000 and the issuance of 500,000 shares of the
Common Stock, $.001 par value per share, of PPI. The fee is to be paid in such
amounts and at such times as agreed to between the Parties and set forth in a
written Payment Addendum to the License Agreement. PPI assigned to GSI an
overriding net interest of 5.5% of the hydrocarbonaceous products produced by
PPI using the proprietary rights, payable quarterly.





U.S.
Patent Application Publication No. US 2004/0149433A1 describes a method of
hydrocarbon recovery from oil shale using a hot gas process.





Funding
arrangements are being negotiated and it is expected that a test plant will be
built late in 2006.Test plant specifications, location, permitting and
construction processes are subject to successfully funding the oil and shale
project. This is expected to be carried over to 2007.





Petro
Probe, Inc. has also entered into an alliance with two other companies to
provide further development opportunities with oil shale. Independent Energy
Partners, Inc. (IEP) and Phoenix Wyoming Inc., (PWI) both Colorado private
companies, have their own non-competitive interests in oil shale. IEP owns the
exclusive rights to a broad, patented Geothermic Fuel CellTM (GFC) method, (US
Patent No. 6,684,948 B1-Apparatus and Method For Heating Subterranean Formations
Using Fuel Cells), to economically produce oil and natural gas from
unconventional resources such as oil shale, while producing electricity as a
byproduct.





IEP also
has acquired the mineral rights on property in Rio Blanco County, Colorado on
some of the richest "Mahogany Zone" oil shale property in the world, holding an
estimated 1.4-2.4 billion barrels of oil.





PWI owns
certain proprietary intellectual property and methods designed to bring the
advantages of microwave technology to an oil shale borehole.





PPI, PWI
and IEP have agreed to cooperate in exploring development opportunities with oil
shale. The nature and extent of activities to be covered, responsibility for
funding and managing operations and the types of opportunity to be sought have
not yet been determined. The companies believe the alliance may be beneficial
because:





(1)
            The
      risk of successful commercial development will be
  shared.


(2)
            Investment
      funds should be easier to attract.


(3)
            Permitting,
      licensing, insurance and lease costs can be
  shared.


(4)
            Infrastructure
      and equipment for processing the oil shale products can be
      shared.


(5)
            The
      marketing and sale of the oil shale products can be
  shared.


(6)
            Innovative
      ideas, market intelligence and competitor intelligence can be
      shared.


(7)
            Oil
      shale test sites can be shared, and additional oil shale land can more
      readily be obtained by the alliance, because an alliance of three
      technology companies is more likely to successfully develop the oil shale
      land than a single company working
alone.





It is
expected this alliance will attract even more opportunity as a synergistic
team.





Similar
arrangements are being pursued for the Company's mineral industry subsidiary
company, Geo Probe, Inc.





The
Company's near-term plans are to continue pursuing:





(1)
            contracts
      that produce revenues from the application of remote
    sensing;


(2)
            the
      development of additional miniaturized remote sensing instruments and
      newer generation airborne instruments to replace the current PROBE-1
      model;


(3)
            the
      integration of other advanced technology exploration instruments with
      hyperspectral technology to offer clients a "one-stop"
      convenience;


(4)
            the
      development of promising mineral, oil and gas
  properties;


(5)
            the
      acquisition of licenses or options to new technologies for minerals or oil
      and gas production that can assist the company to become a resource
      developer and producer as well as an exploration oriented
      business.





The
company will continue to develop a market for its securities under the new
trading symbol ESSE.





8




LITIGATION


The
company entered into a civil law suit in the United States District Court for
the Eastern District of Virginia as a plaintiff along with its subsidiary
company, Space Technology Development Corporation. The company charged that The
Boeing Company caused the plaintiffs substantial damages as a direct result of
their breach of the covenant of good faith and fair dealing.





ESSI was
in dispute with another party over a leaseback purchase agreement for a
Hyperspectral Probe. During the fourth quarter of fiscal 2005, both parties
signed a mutual release in which ESSI was to return the Probe and ESSI would be
released of amounts owed to the other party as of the date the Probe is
returned. The mutual release also requires the other party to return a computer
and related software belonging to ESSI in exchange for the Probe. ESSI agreed to
return the Probe at the end of August 2005; however, as of June 30, 2006, ESSI
has not returned the Probe because the other party has not delivered the
computer and related software belonging to ESSI. As a result, ESSI is in
default, and based on the terms of the settlement agreement, ESSI is obligated
to pay significant late fees. Based on the terms of the settlement agreement, as
of June 30, 2006, management estimates the settlement obligation to be
$3,338,097. The estimated settlement obligation increased $517,998 to $3,338,097
at June 30, 2006, compared to $2,820,099 at March 31, 2006. The increase is
related to interest expense of $7,428, rent expense of $62,500 and late fees of
$448,070, which are reflected as interest expense and general and administrative
expense in our statement of operations for the three months ended June 30,
2006.  As of June 30, 2006, management has recognized an accrual for
the estimated obligation.





ITEM 3.
CONTROLS AND PROCEDURES





The
Company carried out an evaluation, under the supervision and with the
participation of the Company's management, including the Chairman and Chief
Executive Officer of the Company and Chief Financial Officer of the Company, of
the effectiveness of the design and operation of the Company's disclosure
controls and procedures pursuant to Exchange Act Rule 13a-15(e) as of the end of
the period covered by this report. Based upon that evaluation, the Chairman and
Chief Executive Officer and Chief Financial Officer concluded that, as of the
end of the period covered by this report, the Company's disclosure controls and
procedures were not effective. Specifically, the Company's independent auditors
identified deficiencies in controls related to revenue recognition, valuation of
share-based compensation, and recording of accrued expenses associated with the
Company's settlement obligation. The Company intends to take measures to remedy
this situation by working with the auditors and engaging outside advisors to
provide accounting advice and assistance with implementing internal procedures
to ensure that controls and procedures are adequate and effective. These
deficiencies have been reported to the Company's Board of Directors, and the
Company intends to improve and strengthen its controls and
procedures.





There has
been no change in our internal control over financial reporting that occurred
during the period covered by this report that has materially affected, or that
is reasonably likely to materially affect our internal control over financial
reporting.





9




PART
II





OTHER INFORMATION
REQUIRED




Item
      1.    Legal proceedings
              NoneItem
      2.    Changes in securities
              NoneItem
      3.    Defaults upon senior securities
              NoneItem
      4.    Submission of matters to a vote of security
      holders
              NoneItem
      5.    Other information





Exhibits
attached


Statement
Under Oath of Principal Executive Officer and Principal Financial Officer
Regarding Facts and Circumstances Relating to Exchange Act Filings








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:  April
      21, 2008
            /s/ Larry F. VanceChief
      Executive Officer






10