SECURITIES AND EXCHANGE COMMISSION
                              Washington, D.C. 20549

                                    FORM 10-Q

       QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES
                              EXCHANGE ACT OF 1934

               For the quarterly period ended: September 30, 1997
                           Commission File No. 0-19566

                       EARTH SEARCH SCIENCES, INCORPORATED
             (Exact Name of Registrant as Specified in its Charter)

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


                  502 North 3rd Street, #8 McCall, Idaho 83638
          (Address of Principal Executive Offices, Including Zip Code)

Registrant's telephone number, including area code:  (208) 634-7080

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 X No

The number of shares  outstanding of each of the registrant's  classes of common
stock, as of the close of the period, covered by this report: 74,261,405 shares.
The registrant has only one class of common stock.



<PAGE>




                           EARTH SEARCH SCIENCES, INC.

                                    FORM 10-Q
                                   (Unaudited)

                        QUARTER ENDED SEPTEMBER 30, 1997

                                     PART I

                              FINANCIAL INFORMATION

                                TABLE OF CONTENTS

Item 1. Consolidated Financial Statements                         Page

    Consolidated Balance Sheet
      as of September 30, 1997 and March 31, 1997.                 3

    Consolidated Statement of Operations for the
      Three Months Ended September 30, 1997 and 1996.              4

    Consolidated Statement of Cash Flows for the
      Three Months Ended September 30, 1997 and 1996.              5

    Selected Notes to Consolidated Financial
      Statements.                                                  6-7

Item 2.  Management's Discussion and Analysis of
          Financial Condition and Results of Operations            8-9

                                     PART II

                           OTHER INFORMATION REQUIRED

Item 1.  Legal Proceedings                                          9
Item 2.  Changes in Securities                                      9
Item 3.  Defaults Upon Senior Securities                            9
Item 4.  Submission of Matters of a Vote of
           Security Holders                                         9
Item 5.  Other information                                          9
Item 6.  Exhibits and Reports on Form 8-K                           9



<PAGE>





EARTH SEARCH SCIENCES, INC.
(A Development Stage Company)
<TABLE>
<CAPTION>
Consolidated Balance Sheet

<S>                                                                             <C>                  <C>    


                                                                                September 30,         March 31,
                                                                                   1997                  1997
                                                                                -------------         ---------
                                                                                (unaudited)
Assets
Current Assets:
    Cash                                                                        $   112,032           $    51,666
    Deposit                                                                          30,000                     -
                                                                                -----------           -----------

Total Current Assets                                                                142,032                51,666

Property and Equipment                                                            4,235,460             3,840,460
Other long-term assets (Note 8)                                                     715,288                59,788
                                                                                -----------           -----------

Total Assets                                                                    $ 5,092,780          $  3,951,914
                                                                                ===========          ============

Liabilities and Shareholders' Deficit
Current liabilities:
    Notes payable (Note 2)                                                      $ 2,833,750          $    203,250
    Capital lease obligation-current (Note 3)                                       250,000                     -
    Payable to Probe 1 Joint Venture (Note 4)                                       500,000                     -
    Accounts payable                                                              1,243,635             1,764,836
    Accrued payroll taxes                                                            73,903                64,733
    Accrued interest (Note 5 and 6)                                                 580,007               406,273
    Advance deposit (Note 3)                                                         10,125             3,082,125
                                                                                -----------            ----------

Total current liabilities                                                         5,491,420             5,521,217
                                                                                 
Long-term liabilities
    Shareholder loans (Note 6)                                                       37,090                37,090
    Capital lease obligation-long term                                            1,819,854                     -
    Deferred officers' compensation (Note 3)                                        966,935               779,818
    Minority interest (Note 4)                                                    1,200,000                56,554
                                                                                -----------            ----------    

Total liabilities                                                                 9,515,299             6,394,679
                                                                                -----------            ----------

Redeemable common stock, $.001 par value, 1,725,914 shares
  issued and outstanding at September 30 and March 31, 1997.                        517,845               517,845
                                                                                -----------            ---------- 
Nonredeemable shareholders' deficit:
  Common stock $.001 par value; 200,000 shares
  authorized 72,535,491 and 68,530,779 shares, respectively,
  issued (excluding redeemable common stock)                                         72,535                68,531
Additional paid-in capital                                                        6,055,042             5,204,061
Deficit accumulated during the development stage                                (11,067,941)           (8,233,202)
                                                                                -----------            ----------
                                                                                 (4,940,364)           (2,960,610)
                                                                                -----------            ----------
Total liabilities, redeemable common stock and
   nonredeemable shareholders' deficit                                          $ 5,092,780           $ 3,951,914
                                                                                ===========           ===========
</TABLE>
<PAGE>
EARTH SEARCH SCIENCES, INC.
(A Development Stage Company)
<TABLE>
<CAPTION>
CONSOLIDATED STATEMENT OF OPERATIONS
<S>                                            <C>               <C>            <C>            <C>    
                                                    1997             1996          1997           1996
                                                    ----             ----          ----           ----

Revenue:                                       $          -      $        -     $         -    $          -
                                             
Expenses:
   Exploration                                      155,000          91,135         295,481         121,165
   Depreciation and Amortization                      7,500           7,000          15,000          12,000
   General and Administrative                       652,135         423,266       1,198,648         940,647
   Debt extinguishment loss                               0                               0       1,000,000
                                               ------------       ---------     -----------
    
Loss from operations                               (814,635)       (521,401)     (2,509,129)     (1,073,812)

Interest expense                                   (242,398)        (21,602)        342,913         (40,536)

Other income                                         17,303               -          17,303               -
                                               ------------       ---------     -----------      ----------

Net Loss                                        $(1,039,730)     $ (543,004)    $(2,834,739)    $(1,114,348)
                                                  =========       =========      ==========       =========

Loss Per Common Share                           $     (0.01)     $    (0.01)    $     (0.04)    $     (0.02)
                                                  ==========      =============  ==========      ==========
                                                       
</TABLE>
<PAGE>

EARTH SEARCH SCIENCES, INC.
(A Development Stage Company)
<TABLE>
<CAPTION>
CONSOLIDATED STATEMENT OF CASH FLOWS
(Unaudited)
<S>                                                                             <C>                 <C> 
                                                                                   For the Six Months
                                                                                   Ended September 30,
                                                                                  1997                1996

Cash flows from operating activities:
   Net loss                                                                     $(2,834,739)        $(1,114,348)
   Adjustments to reconcile net loss to net cash
    used in operating activities:
   Issuance of common stock for services
     and interest expense                                                           215,990              92,597
   Amortization of lease discount                                                   185,296                   -
   Depreciation and amortization                                                     15,000              12,000
   Debt extinguishment loss                                                       1,000,000                   -
   Change in deposit                                                                (30,000)                  -
   Change in long term other assets                                                (155,500)             52,051
   Change in accounts payable and accrued liabilities                              (361,681)          1,112,372
                                                                                ------------        -----------

  Net cash provided (used in) by operating activities                            (1,965,634)            154,672
                                                                                ------------        -----------
                                                                                                       

Cash flows used for investing activities
   Capital expenditures                                                                   -            (928,032)
   Advance deposit                                                                  310,000                   -
                                                                                -----------         -----------

  Net cash used in investing activities                                             310,000            (928,032)
                                                                                -----------         -----------

Cash flows provided (used in) financing activities:
   Proceeds from notes payable                                                      500,000                   -
   Repayment of notes payable                                                       (40,000)                  -
   Proceeds from issuance of shareholder notes payable                                    -              60,000
   Repayment of shareholders loans                                                        -             (56,929)
   Repayment from issuance of subsidiary common stock                                     -             145,995
   Process from establishment of joint venture                                    1,200,000                   -
   Process from issuance of common stock                                             56,000                   -
                                                                                -----------         -----------    

Net cash provided from financing activities                                       1,716,000             149,066 
                                                                                ------------        -----------
                                                                                                         
Net increase (decrease) in cash and cash equivalents                                 60,366            (624,294)

Cash and cash equivalents at beginning of year                                       51,666             670,325
                                                                                -----------         -----------

Cash and cash equivalents at end the six months                                 $   112,032         $    46,031 
                                                                                 ===========         ===========
</TABLE>
<PAGE>

                           EARTH SEARCH SCIENCES, INC
                           A Development Stage Company

               SELECTED NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
                         September 30, 1997 (unaudited)

Note 1 - CONDENSED FINANCIAL STATEMENTS

         The  consolidated  statement of financial  position as of September 30,
1997, and the consolidated  statements of operations and cash flow for the three
months ended  September  30, 1997,  and 1996,  have been prepared by the Company
without audit. In the opinion of management, all adjustments (which include only
normal  recurring  adjustments)  have been made that are  necessary  to  present
fairly the financial position, results of operation, and cash flows at September
30, 1997 and 1996.

         Certain  information  and  footnote  disclosures  normally  included in
financial  statements  prepared in accordance with generally accepted accounting
principals have been condensed or omitted.  It is suggested that these financial
statements  and notes thereto in the Company's form 10-K for March 31, 1997. The
results of  operation  for the three  months  ended  September  30, 1997 are not
necessarily  indicative  of the  operating  results to be expected  for the full
fiscal year.

Note 2 - NOTES PAYABLE

         The Company  obtained  interim  working  capital by issuing  promissory
notes with rights of conversion. The terms of these debts instruments are for an
initial period of ninety days but renewable  every ninety days for one year, and
bear interest at 12.5% to 12.99%. Holders of the notes have the right to convert
the loan amount plus  interest  into  restricted  shares of the Companys  common
stock,  subject to the terms in the promissory  notes. In addition,  the Company
signed a promissory note for $2,200,000 to settle  obligations for cash advances
of $1,200,000 received as deposits for a hyperspectral scanner. The note was due
on  October  31,  1997 and bears  interest  at prime  plus 2%.  The  Company  is
presently  preparing an offer to  Accuprobe  under its agreed buy back option to
retire  the  lease.  The  Company  recognized  a  debt  extinguishment  loss  of
$1,000,000  during  the  first  quarter  of  fiscal  1998  as a  result  of  the
settlement.

Note 3 - CAPITAL LEASE OBLIGATIONS

     On June 10, 1997, the Company completed a sale/leaseback transaction of its
first airborne  hyperspectral scanner "Probe 1." The instrument was sold for its
cost of  $2,500,000.  The terms of the leaseback are as follows:  1) the Company
will lease Probe 1 for $250,000  per year bearing  interest of prime plus 2% for
three years; 2) at anytime during the above lease period but no later than April
10, 2000,  the Company must  repurchase the instrument for $3,500,000 net of any
lease payments;  3) at anytime prior to the  repurchase,  the lessor may convert
the remaining obligation into shares of Quasar Resources, Inc. common stock at a
conversion  rate of 40% of the  stock's  then fair  market  value.  In the event
Quasar is not the  operator at the time of  exercise  of the option,  the lessee
shall  substitute  comparable  equity  securities  or other  rights  subject  to
reasonable  approval of lessor;  4) the Company  issued to the lessor  1,000,000
unregistered  shares of the  Company's  common stock and warrants to purchase an
additional  1,000,000  unregistered  shares of the Company's  common stock at an
exercise price of $2 per share;  and 5) the lessor will receive  certain royalty
rights to revenues  generated from mineral sites  identified by the  instrument.
Accordingly,  the Company has recorded a capital lease  obligation of $2,125,000
(net of a debt discount of  $1,375,000)  and $375,000 in  shareholders'  deficit
related to the shares of common stock and stock  purchase or warrants  issued in
conjunction with the above transaction.

<PAGE>

Note 4 - PROBE 1 JOINT VENTURE

     In the first quarter of 1998, the Company formed a new company,  ESSI Probe
1 LC, to  acquire  the  third  Probe 1  instrument  manufactured  by  Integrated
Spectronics Pty Ltd. of Australia. The new company is a joint venture managed by
Earth Search  Sciences and owned 50% by Earth Search  Sciences,  who contributed
certain  instrument  rights,   $500,000,  and  is  obligated  to  contribute  an
additional  $500,000 and 50% by two  shareholders,  who  contributed  $1,200,000
million for their interest in the company.  Under the terms of the joint venture
arrangement,  Earth  Search  Sciences  will use the Probe 1  instrument  for the
identification and exploitation of minerals as well as environmental remediation
and other  projects.  The joint  venture hopes to receive  certain  royalties on
minerals  discovered  and exploited  through use of the  instrument,  as well as
other fees paid by third  parties  for data  gathered  by the  instrument.  This
instrument  is scheduled for delivery  between the third and fourth  quarters of
1998.  As ESSI  controls  the joint  venture  pursuant to the terms of the joint
venture  agreement,  the joint venture has been  consolidated into the Company's
financial statements.

Note 5 - LOSS PER COMMON SHARE

         Loss per common share is based on the weighted average number of shares
outstanding  during each period.  For period ended  September 30, 1997 and 1996,
the  weighted  average  number of these shares  outstanding  is  73,851,086  and
67,843,027, shares, respectively.

Note 6 - ADVANCE FROM SHAREHOLDERS

         The company has continued in existence through the use of advances from
shareholders,  primarily  an officer and  director of the Company and  Universal
Search Technology owned by that same officer and director.

Note 7 - ISSUANCE OF COMMON STOCK

         During the three months  ended  September  30,  1997,  the Company sold
40,000  shares of common stock for $10,000 and issued  840,712  shares of common
stock for services.

         In addition,  the Company has repurchased the remaining  626,190 shares
of Quasar  Resources,  Inc. common stock outstanding by issuing 1,252,380 shares
of the Company's common stock,  which resulted in a $56,554 decrease in minority
interest and increase in nonredeemable  shareholders'  deficit. As a result, the
Company now owns all of the outstanding stock of Quasar Resources, Inc.

Note 8 - OTHER LONG-TERM ASSETS

         In the second quarter of fiscal year 1998, the Company through a series
of transactions,  paid $105,000 for license rights for geological exploration of
gold, silver, and associated metals in Kazakstan.

<PAGE>

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

Material Changes in Financial Condition

         During the  quarter  ended  September  30,  1997,  the  Company  had no
operating revenues. In addition, the Company's obligations increased.  The large
operating  payables and short-term  notes create a substantial  working  capital
deficiency.

Results of Operations

         During the quarter ended September 30, 1997, the Company  completed the
acquisition  of its first Probe1  hyperspectral  imaging  scanner and closed the
related sale-leaseback transaction (see Note 3).

         The Probe 1  instrument  was  delivered in time to  participate  in the
Department of Energy's Remote Sensing  Mission to Kazakstan.  The Mission's data
acquisition stage has been completed, and the data is currently being evaluated.
The Company continues to fund expenditures related to its interest in SEMTECH, a
Kazakstan  joint  stock  company,   and  is  seeking  funding  to  complete  the
acquisition  of mineral  exploration  licenses and to fund  initial  exploration
expenditures.  There can be no assurance  that the Company will be successful in
raising the  required  funds,  and failure to do so could  result in loss of the
Company's Kazakstan  concessions,  which could have a material adverse affect on
the prospects of the Company.

         The  Company  also  formed ESSI Probe 1 LC to acquire the third Probe 1
instrument,  which is scheduled for delivery in early 1998. Two  shareholders of
the Company contributed  $1,200,000 for a 50% interest in the new company, which
contributed  significantly to the funding of the costs of the third  instrument.
The terms of the agreement with those shareholders is described in Note 4.

         The Company  continues to explore funding  alternatives to complete the
acquisition of the first three Probe 1's, to continue  research and  development
efforts on future  generations  of the  instrument  and to finance  the  working
capital  necessary to develop the commercial and  governmental  applications for
the Probe  1's,  which will  result in  conversion  of the  Company to a revenue
producing company. There can be no assurance that the Company will be successful
in raising the  required  capital,  and failure to do so could result in loss of
the instruments,  which could have a material adverse effect on the prospects of
the Company.

         Raising  the  required  capital  has been  made more  difficult  by the
allegations  made by the State of Idaho in its ongoing lawsuit with the Company.
The Company  continues to defend itself  vigorously in the  litigation,  but the
existence of the litigation has damaged the Company's fund raising efforts.  The
Company is hopeful of achieving a reasonable  settlement of the State's lawsuit,
but there can be no assurance that the State will be willing,  now or at anytime
prior to trial, to settle on terms acceptable to the Company.

Outlook

         The Company has negotiated a non-binding  letter of intent with a major
Canadian  mining  company  which,  when final  documentation  is executed,  will
provide the Company with an  expectation  of revenue  from use of the  Company's
Probe 1 instruments for commercial mining purposes.  As part of the transaction,
the Company will receive an equity  investment from the mining company that will
help the Company fund its ongoing  commitments.  Subsequent to the quarter ended
September 30, 1997, both companies  continue to negotiate in good faith, a final
contract,  although there can be no assurances  that the Company will conclude a
contract with the mining company.

<PAGE>

PART II

                           OTHER INFORMATION REQUIRED


         Item 1.           Legal Proceeding                           None

         Item 2.           Changes in Securities                      None

         Item 3.           Defaults Upon Senior Securities            None

         Item 4.           Submission of Matters to a Vote
                            of Security Holder                        None

         Item 5.           Other Information                          None

         Item 6.  Exhibits and Reports on Form 8-K
                           Filed a Form  8-K on July  15,  1997
                           Filed a Form 8-K on August 14,  1997
                           Filed a Form  8-K/A  on  August  15, 1997
                           Filed a Form 8-K on August 29, 1997


                                    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: November 6, 1997                   /s/ Larry F. Vance
                                         Larry F. Vance
                                         Chairman and Director