**SECURITIES
      AND EXCHANGE COMMISSION**


**Washington,
      D.C.  20549**





**FORM
      10-QSB**





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





For
      the
      quarterly period ended:  **SEPTEMBER 30,
      2007**





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)
            Identifcation
                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 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
xNo
 ̈





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




The
      number of shares outstanding of each of the registrant's classes of common
      stock, as of November 15, 2007, covered by this report: 97,868,489
      shares.  The registrant has only one class of common
      stock.





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







**EARTH
      SEARCH SCIENCES, INC.**





**TABLE
      OF CONTENTS**





**FORM
      10-QSB**





**QUARTER
      ENDED SEPTEMBER 30, 2007**





**PART
      I**





**FINANCIAL
      INFORMATION**








**Item
                1. Consolidated Financial Statements (Unaudited)**
            **Page**Consolidated
                Balance Sheets as of September 30, 2007 and March 31, 2007
            3Consolidated
                Statements of Operations for the three and six months ended September
                30,
                2007 and 2006
            4Consolidated
                Statements of Cash Flows for the six months ended September 30, 2007
                and
                2006
            5Consolidated
                Statement of Changes in Stockholders’ Deficit for the six months ended
                September 30, 2007
            6Selected
                notes to consolidated financial statements
            7-8**Item
                2. Management's Discussion and Analysis of**
              **Financial
                Condition
                and Results of Operations**
            9-15**Item
                3. Controls and Procedures**
            15








**PART
      II**





**OTHER
      INFORMATION REQUIRED**





Item
                1. Legal Proceedings
            16Item
                2. Unregistered Sales of Equity Securities and Use of
                Proceeds
            16Item
                3. Defaults Upon Senior Securities
            16Item
                4. Submission of Matters of a Vote of Security Holders
            16Item
                5. Other information
            16Item
                6. Exhibits
            16





2


EARTH
      SEARCH SCIENCES, INC.


CONSOLIDATED
      BALANCE SHEETS


(UNAUDITED)





September
                30,
              2007
            
            
            March
                31,
              2007ASSETSCurrent
                assets:Cash
            
            $
            9,345
            
            
            $
            23,182Accounts
                receivable
            
            
            22,882
            
            
            
            132Loan
                costs, net of accumulated amortization of $208,088 and $199,998,
                respectively
            
            
            59,591
            
            
            
            28,225Total
                current assets
            
            
            91,818
            
            
            
            51,539Property
                and equipment, net accumulated depreciation  of $858,170 and
                $832,208, respectively
            
            
            258,020
            
            
            
            309,944TOTAL
                ASSETS
            
            $
            349,838
            
            
            $
            361,483LIABILITIESCurrent
                liabilities:Accounts
                payable
            
            $
            1,160,774
            
            
            $
            1,151,437Accrued
                expenses
            
            
            827,029
            
            
            
            733,917Accrued
                officers’ compensation
            
            
            1,267,986
            
            
            
            1,147,986Notes
                payable - current portion
            
            
            613,595
            
            
            
            836,618Settlement
                obligation
            
            
            7,440,687
            
            
            
            5,434,259Short-term
                debt – related parties
            
            
            2,987,304
            
            
            
            2,698,954Total
                current liabilities
            
            
            14,297,375
            
            
            
            12,003,171Notes
                payable less current portion
            
            
            294,455
            
            
            
            369,820Total
                liabilities
            
            
            14,591,830
            
            
            
            12,372,991Commitments
                and contingencies
            
            
            -
            
            
            
            -STOCKHOLDERS’
                DEFICITPreferred
                stock, 300,000,000 shares authorized,
              none
                issued and outstanding
            
            
            -
            
            
            
            -Common
                stock, $.001 par value; 300,000,000 shares authorized;
              97,226,726
                and 96,327,474 shares issued and outstanding, respectively
            
            
            97,227
            
            
            
            96,328Additional
                paid-in capital
            
            
            46,855,675
            
            
            
            46,577,053Treasury
                stock
            
            
            (200,000
            )
            
            
            (200,000
            )Subscription
                receivable
            
            
            -
            
            
            
            (250,000
            )Accumulated
                deficit
            
            
            (60,994,894
            )
            
            
            (58,234,889
            )Total
                stockholders’ deficit
            
            
            (14,241,992
            )
            
            
            (12,011,508
            )TOTAL
                LIABILITIES AND STOCKHOLDERS’ DEFICIT
            
            $
            349,838
            
            
            $
            361,483





See
      accompanying notes to consolidated financial statements.


3


EARTH
      SEARCH SCIENCES, INC.


CONSOLIDATED
      STATEMENTS OF OPERATIONS


(UNAUDITED)






Three
                months ended
              September
                30,
            
            Six
                months ended
              September
                30,2007
            
            2006
            
            2007
            
            2006


Revenues
            
            $
            22,750
            
            $
            43,250
            
            $
            22,750
            
            $
            91,429Operating
                expensesLate
                fees related to settlement agreement
            
            
            1,006,668
            
            
            529,687
            
            
            1,866,708
            
            
            977,749Depreciation
                and amortization
            
            
            32,966
            
            
            51,925
            
            
            67,905
            
            
            51,925General
                and administrative
            
            
            318,496
            
            
            273,353
            
            
            640,535
            
            
            1,064,432Total
                expenses
            
            
            1,358,130
            
            
            854,965
            
            
            2,575,148
            
            
            2,094,106Loss
                from operations
            
            
            (1,335,380)
            
            
            (811,715)
            
            
            (2,552,398)
            
            
            (2,002,677)Other
                income (expense)Gain
                on settlement of debt
            
            
            -
            
            
            -
            
            
            15,049
            
            
            -Loss
                on extinguishment of related party note
            
            
            -
            
            
            (75,000)
            
            
            -
            
            
            (75,000)Interest
                expense
            
            
            (110,354)
            
            
            (310,908)
            
            
            (222,656)
            
            
            (424,446)Net
                loss
            
            $
            (1,445,734)
            
            $
            (1,197,623)
            
            $
            (2,760,005)
            
            $
            (2,502,123)Basic
                and diluted:Loss
                per share
            
            $
            (0.01)
            
            $
            (0.01)
            
            $
            (0.03)
            
            $
            (0.03)Weighted
                average common shares outstanding
            
            
            97,060,667
            
            
            80,093,719
            
            
            96,816,931
            
            
            79,490,033





See
      accompanying notes to consolidated financial statements.






4




EARTH
      SEARCH SCIENCES, INC.


CONSOLIDATED
      STATEMENTS OF CASH FLOWS


(UNAUDITED)





Six
                Months EndedSeptember
                30,2007
            
            
            2006CASH
                FLOWS FROM OPERATING ACTIVITIESNet
                loss
            
            $
            (2,760,005
            )
            
            $
            (2,502,123
            )Adjustments
                to reconcile net loss to cash used in operating
                activities:Common
                stock issued for extension of loan
            
            
            -
            
            
            
            72,000Loss
                on extinguishment of related party debt
            
            
            -
            
            
            
            75,000Imputed
                interest
            
            
            22,357
            
            
            
            -Common
                stock issued for services
            
            
            231,164
            
            
            
            635,015Gain
                on settlement of debt
            
            
            (15,049
            )
            
            
            -Depreciation
                and amortization
            
            
            67,905
            
            
            
            51,925Changes
                in assets and liabilities:Other
                current assets
            
            
            -
            
            
            
            136,172Accounts
                receivable
            
            
            (22,750
            )
            
            
            (26,396
            )Accounts
                payable – related party
            
            
            (48,150
            )
            
            
            328,679Accounts
                payable and accrued expenses
            
            
            68,133
            
            
            
            145,909Accrued
                officers compensation
            
            
            120,000
            
            
            
            120,003Accrued
                settlement liability
            
            
            2,006,428
            
            
            
            977,749NET
                CASH (USED IN) PROVIDED BY OPERATING ACTIVITIES
            
            
            (329,967
            )
            
            
            13,933CASH
                FLOWS FROM FINANCING ACTIVITIESProceeds
                from stockholder loans, net
            
            
            336,500
            
            
            
            -Proceeds
                from subscription receivable
            
            
            250,000
            
            
            
            -Financing
                costs
            
            
            (47,347
            )
            
            
            -Payment
                on long-term debt
            
            
            (223,023
            )
            
            
            -Repayments
                on notes payable
            
            
            -
            
            
            
            (49,007
            )NET
                CASH PROVIDED BY (USED IN) FINANCING ACTIVITIES
            
            
            316,130
            
            
            
            (49,007
            )NET
                DECREASE IN CASH
            
            
            (13,837
            )
            
            
            (35,074
            )CASH
                AT BEGINNING OF PERIOD
            
            
            23,182
            
            
            
            40,900CASH
                AT END OF PERIOD
            
            $
            9,345
            
            
            $
            5,826SUPPLEMENTAL
                CASH FLOW INFORMATION:Interest
                paid
            
            $
            35,100
            
            
            $
            -Taxes
                paid
            
            
            -
            
            
            
            -Non-cash
                financing and investing activities:Common
                stock issued for debt repayment
            
            $
            26,000
            
            
            $
            72,000Equity
                issued for loan extension
            
            
            -
            
            
            
            75,000





See
      accompanying notes to consolidated financial statements.


5


EARTH
      SEARCH SCIENCES, INC.


CONSOLIDATED
      STATEMENT OF CHANGES IN STOCKHOLDERS’ DEFICIT


Six
      months ended September 30, 2007


(Unaudited)





Common
              Shares
            
            
            Stock
              Amount
            
            
            Additional
              Paid-in
              Capital
            
            
            Treasury
              Stock
            
            
            Subscription
              Receivable
            
            
            Accumulated
              Deficit
            
            
            TotalBalances
                at March 31, 2007
            
            
            96,327,473
            
            
            $
            96,328
            
            
            $
            46,577,053
            
            
            $
            (200,000
            )
            
            $
            (250,000
            )
            
            $
            (58,234,889
            )
            
            $
            (12,011,508
            )Payment
                of subscription receivable
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            250,000
            
            
            
            
            
            
            
            250,000Issuance
                of common stock for debt
            
            
            65,000
            
            
            
            65
            
            
            
            25,935
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            26,000Issuance
                of common stock for services rendered
            
            
            300,287
            
            
            
            300
            
            
            
            113,196
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            113,496Issuance
                of common stock for services rendered
            
            
            533,966
            
            
            
            534
            
            
            
            117,134
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            117,668Imputed
                interest
            
            
            
            
            
            
            
            
            
            
            22,357
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            22,357Net
                loss
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            
            -
            
            
            
            (2,760,005
            )
            
            
            (2,760,005
            )Balances
                at June 30, 2007
            
            
            97,226,726
            
            
            $
            97,227
            
            
            $
            46,855,675
            
            
            $
            (200,000
            )
            
            $
            -
            
            
            $
            (60,994,894
            )
            
            $
            (14,241,992
            )





See
      accompanying notes to 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.  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 2007 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 -
      EQUITY





During
      the six months ended September 30, 2007 we issued:





·
            834,253
                shares of stock valued at $231,164 to various individuals for consulting
                services. The value of the stock was based on the quoted market price
                on
                the date of grant.





·
            65,000
                shares of stock valued at $26,000 for debt pursuant to a settlement
                agreement between ESSI and the third-party debtor. The value of the
                stock
                was based on the quoted market price on the date of grant. The $15,049
                difference between the liability settled and the value of the stock
                was
                recognized as a gain on settlement of debt in accordance with SFAS
                No.
                140.





NOTE
      3 -
      LITIGATION





We
      were
      in dispute with another party over a leaseback purchase agreement for a
      Hyperspectral Probe.  On March 23, 2005, ESSI entered into a
      settlement agreement (2005 Settlement Agreement) with Accuprobe to return the
      airborne hyperspectral sensor (Probe) and to settle the outstanding debt
      obligations under the related capital lease. Under this agreement, ESSI was
      required to return the Probe on or before August 31, 2005, and did so in January
      2007.  As the Probe was not returned by the August 2005 due date, ESSI
      was subject to a shipping, handling and disposition fee of $250,000.
 Interest related to the $250,000 began accruing on September 2, 2005 at an
      annual rate of prime plus 4%.  In addition, rent is being accrued at
      $250,000 per year beginning April 10, 2000.  Interest on unpaid rent
      accrued at a rate of prime plus 2% through August 31, 2005 and was due
      quarterly. After August 31, 2005, interest related to the unpaid rent ceased
      and
      was replaced with a 5% late fee calculated on the entire balance due at the
      end
      of each month.





We
      returned the Probe in January 2007, however, we have been unable to reach a
      final settlement and continue to accrue interest, rents and late fees under
      the
      2005 Settlement Agreement. Under


7


the
      2005
      Settlement Agreement, we had accrued $7,440,687 in rents, interest and late
      fees
      as of September 30, 2007.





NOTE
      4 -
      GOING CONCERN





As
      shown
      in the accompanying financial statements, we incurred a net loss of $2,760,005
      for the six months ended September 30, 2007 and had an accumulated deficit
      of
      $60,994,894 and a working capital deficit of $14,205,557 as of September 30,
      2007.  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.  The financial statements
      do not include any adjustments that might be necessary if ESSI is unable to
      continue as a going concern.





NOTE
      5 –
NEW ACCOUNTING PRONOUNCEMENTS





In
      June 2006, the Financial Accounting Standards Board (FASB) issued FASB
      Interpretation No. 48, “Accounting for Uncertainty in Income Taxes, an
      interpretation of FASB Statement No. 109” (FIN 48). This Interpretation
      provides guidance on recognition, classification and disclosure concerning
      uncertain tax liabilities. The evaluation of a tax position requires recognition
      of a tax benefit if it is more likely than not it will be sustained upon
      examination. We adopted this Interpretation effective January 1, 2007. The
      adoption did not have a material impact on our consolidated financial
      statements.





NOTE
      6 –
SUBSEQUENT EVENTS





Subsequent
      to September 30, 2007, we granted and issued 641,763 shares of common stock
      for
      services valued at $49,176.  The stock was valued based on the quoted
      market price on the date of grant.


8


MANAGEMENT'S
      DISCUSSION AND ANALYSIS


OF
      FINANCIAL CONDITION AND RESULTS OF OPERATIONS





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), a Utah
      corporation 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 in Alaska that 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.





The
      Company utilizes 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.





In
      the
      fiscal years from 2004 to 2006 the Company's sensors were operated in the United
      States and abroad.  Contracts to operate the sensors in the United
      States as an ecological, mining, agricultural, and hydrocarbon target
      identification tool produced revenues of $302,901, $192,297 and $258,843, in
      fiscal 2006, 2005, and 2004, respectively.





In
      1997
      we began a two-year contract with Noranda Minerals Inc. to provide hyperspectral
      remote sensing data over multi-continents The agreements called for a series
      of
      flights for Noranda Mining and Exploration Inc. and its affiliates including
      Falconbridge Limited (collectively, the "Noranda Group"). The agreements
      provided the Noranda Group with an exclusive license to use the instruments
      for
      commercial mining exploration, as long as the Noranda Group continued to
      purchase remote sensing services from the Company in certain specified
      quantities.  The Company was entitled to receive fees for services and
      net smelter royalties or net profit interest royalties from certain discoveries
      by the Noranda Group. The licensing agreement with the Noranda Group provided
      a
      $1,000,000 equity investment in ESSI by way of 200,000 preferred shares,
      convertible into 1,000,000 shares of common stock and an option to purchase
      1,000,000 shares of ESSI common stock at a price of $2.00 per share. Targets
      were flown in Chile, Peru and the North West Territories in Canada.





Since
      1997, the Company has also collected and holds a substantial archive of Probe
      1
      imagery from Kazakhstan, Australia, British Columbia, Ontario, Quebec, Chile,
      Mexico, California, Nevada, Arizona, Idaho, Montana, and Utah.  At the
      present time the value of this data archive has not been independently appraised
      nor is the value of this archive reflected in the financial
      statements.


9


The
      Company concluded a memorandum of agreement with Boeing that included the use
      of
      a unique Boeing aircraft possessing exceptional slow flight characteristics
      to
      be used in a variety of applications, the first being the flight over
      Yellowstone National Park as part of a NASA/Yellowstone Ecosystems Studies
      (Y.E.S.) project utilizing ESSI's Probe 1 hyperspectral imaging technology
      to
      collect one meter data to be utilized in addressing riparian
      issues.  Several test flights were performed during the period using
      the Probe 1 technology onboard a Boeing heliocourier aircraft.





The
      Company collected hyperspectral data for the Geosat Committee. The Geosat
      committee was funded from contribution by major U.S. resource
      companies.  The Committee was operated by the University of Texas at
      El Paso under Director, Dr. Rebecca Dodge.  The project completed for
      the Geosat's "Hyperspectal Group Shoot" provided Probe 1 hyperspectral imagery
      to the oil and minerals exploration, environmental assessment, and agriculture
      end-user community, for an evaluation by these communities of its application
      potential.





The
      Company teamed with the University of Idaho in a joint proposal to the Farm
      Bureau and won a contract to overfly the Snake River Basin (Hell's
      Canyon).  The Company also collected hyperspectral data for the
      control and eradication of noxious weed intrusion.  The test results
      were published and initial results proved that airborne hyperspectral imagery
      is
      a useful tool for control of weeds, as well as providing information regarding
      economic indicators pertaining to forecasting crop yield.





The
      Company collected hyperspectral data for Desert Research Institute ("DRI")
      in
      the Kelso Dunes area in southeastern California.  The project
      completed for DRI was to detect change in arid vegetation cover using
      Hyperspectral data in the region known as the Providence
      Mountains.  Detection of disturbance in these regions would aid in
      assessment of ecosystem status and global climate change. The remote sensing
      data combined with ground measurements examined spectral changes occurring
      concurrently with observed changes in percent green cover.





The
      Company co-operated with the Dian Fossey Gorilla Fund International organization
      to utilize hyperspectral remote sensing in a unique project to examine the
      detail of vegetation in the gorillas' habitat in the jungles of
      Rwanda.  Hyperspectral imagery revealed the abundance and distribution
      of the gorillas' principal foods in the Virungas. This information was used
      to
      determine the number of gorillas the habitat can support. National Geographic
      Explorer chronicled the mission in a television documentary that was
      subsequently played on numerous following dates.





In
      1999
      the company was approached by the US Navy to participate in a joint venture
      to
      acquire ownership of a proposed remote sensing satellite. Under the direction
      of
      Office of Naval Research's Naval Space Science and Technology Program Office,
      the Naval EarthMap Observer (NEMO) satellite would be capable of meeting the
      hyperspectral and panchromatic needs of many end users with timeliness and
      spatial resolution improved over existing commercial systems. The Navy's
      environmental models supporting operations in the littoral would be considerably
      enhanced by hyperspectral imagery and data products provided by NEMO to improve
      knowledge of the littoral environment with information on bathymetry, water
      clarity and trafficability.





The
      ONR
      signed an Other Transaction with the Space Technology Development Corporation
      (STDC) of Arlington, VA to develop NEMO in conjunction with the Defense Advanced
      Research Projects Agency (DARPA) Dual Use Applications Program (DUAP). DUAP
      is a
      joint program of the Army, Navy, Air Force, DARPA, Director Defense Research
      and
      Engineering (DDR&E), and the Deputy Under Secretary of Defense for
      International and Commercial Programs.  Earth Search Sciences Inc.
      subsequently acquired STDC and its prime contractor partner position with the
      ONR. The project was to have a cost of approximately $150 million with the
      private sector portion approximately one-half of that amount. Earth Search
      Sciences Inc. undertook to meet the key funding milestone payments necessary
      to
      ensure progress of the project.





The
      Hyperspectral Imager (HSI) would sample over a 30 km swath width with a 60
      m
      ground sample distance (GSD) with the option to go to 30 m GSD by utilizing
      the
      systems attitude control system to 'nod' (i.e. use a satellite pitch maneuver
      to
      slow down the ground track of the field of view). A 5m panchromatic imager
      will
      provide simultaneous high spatial resolution imagery (black & white
      photography). A sun


10


synchronous
      circular orbit of 600 km will allow continuous repeat coverage of the whole
      earth in 7 days providing hyperspectral data over a 1,000,000 sq. km area each
      day.





The
      combined HSI and panchromatic images would satisfy a number of requirements
      of
      the commercial and science communities for moderate spatial and high spectral
      resolution remote sensing data over land and water such as agriculture,
      forestry, environmental monitoring , geology/mineralogy, hydrology and land
      use.
      Specific areas of interest for the Navy included bathymetry, water clarity,
      currents, oil slicks, bottom type, atmospheric visibility, tides,
      bioluminescence, beach characterization, underwater hazards, total column
      atmospheric water vapor, and detection and mapping of subvisible
      cirrus.





It
      was
      anticipated that NEMO would be launched in early 2002. Its subsequent data
      flow
      would be in the order of 56 gigabytes per day. Much of the commercial
      information was to be marketed through Earth Search Sciences Inc. Under the
      original agreement with the ONR, STDC needed to raise private industry funds
      of
      approximately $125,000,000 in order to complete, launch and operate the
      hyperspectral imaging satellite and instrument. Subsequent to March 31, 2002,
      STDC received notification from the ONR that it would not be giving STDC an
      extension to the agreement. The payment of approximately $8,216,424 of STDC
      accounts payable due subcontractors and vendors on the NEMO program is being
      resolved.





These
      examples and others indicated the world-wide interest in the technology and
      a
      bright future for the industry and Company. Unfortunately the advent of the
      September 11, 2001 tragedy changed the approach of individual countries to
      the
      acceptance of data collection over their borders and an industry-wide slow
      down
      occurred as a result. The commercial interest in developing satellite technology
      also changed as investors decided the risk level had dramatically increased
      due
      to international tensions.





CURRENT
      BUSINESS





As
      a
      result of the changes in the market for geological remote sensing data, the
      Company changed its strategy from operating as a service provider to
      establishing a group of subsidiary companies focused on specific market
      applications. Petro Probe, Inc. was a new subsidiary company formed for the
      oil
& gas industry while Geo Probe, Inc. was formed for mineral
      exploration.





The
      resurgence of the mining industry and the emphasis for new sources of supply
      for
      oil and gas in recent years created a greater interest in using exploration
      tools that were faster and more accurate. The new subsidiary companies would
      seek joint ventures with partners who could provide technologies, human and
      capital resources to synergize with the Company's assets. This strategy will
      lead to the creation of more demand for ESSI's hyperspectral remote sensing
      services while providing the company with prospects for more diversified revenue
      generation.





The  Company  experiences  the  highest  demand
      for its collection services
      April  through  October  in the Northern
      Hemisphere and October through April in
      the  Southern  Hemisphere.  Contracts are being
      sought in the following market segments: mining, hydrocarbon, agriculture,
      ecological and environmental monitoring. With the advent of the world-wide
      recognition for control of global-warming issues the Company will commence
      the
      development of an environmentally focused marketing plan to portray the
      advantages of airborne hyperspectral remote sensing to these market
      segments.





SUBSIDIARY
      COMPANIES





Petro
      Probe, Inc.'s goal is to develop the competitive advantages of its resource
      mapping capability, combine that with conventional hydrocarbon exploration
      tools
      and then apply newer value-added technologies to identify good oil and gas
      properties.





Geo
      Probe, Inc. will use the hyperspectral mapping technology to find new mineral
      deposits and monitor the environmental impact of active and past-producing
      mines, mills, smelters, refineries and pipelines.  The Company’s
      mapping agreement with Noranda Minerals provided the ability to develop and
      prove these new approaches to mineral exploration.


11


Geo
      Probe
      has also attracted potential new alliance partners, Advanced Exploration 
Inc. and Geological  Business Inc., two Canadian companies, have
      discussed the formation of new  exploration  and mine
      development  business with the Company. Further discussions are
      forthcoming.





Eco
      Probe, Inc. was formed to pursue hyperspectral remote sensing applications
      in
      the environmental industry.  The Company has strived to take an
      industrial leadership role in working with
      U.S.  government  agencies  such  as  the
      Environmental Protection Agency, the Bureau of Land Management and the Office
      of
      Surface  Mining  on  setting  up  applications  for  commercial  monitoring  of
      mineral industries, forest inventory and health issues, slope stability
      assessment and the spread of noxious weeds.





ESSI
      and
      Eco Probe, Inc. have performed important hyperspectral surveys and research
      in
      aquatic and vegetation-related projects. The environmental markets are vast,
      however the Company's current lack of resources dictates continued priority
      be
      assigned to mineral and hydrocarbon exploration.





The
      Company formed Terranet, Inc. to act as an imagery product distribution conduit
      and perform as the Company’s e-commerce content provider.
      Recognizing  that
      imagery  collected  today  and yesterday could be
      sold repeatedly to multiple end users the Company's subsidiary company,
      Terranet, completed the copyright design and testing of a database and internet
      centered marketing system. Terranet anticipates new joint venture partners
      to be
      available when the hyperspectral industry begins to grow again.





Of
      the
      other ESSI wholly-owned subsidiaries: Skywatch Exploration, Inc., Polyspectrum
      Imaging, Inc., and Space Technology Development Corp.are inactive. Of the other
      majority-owned consolidated subsidiaries: Earth Search Resources, Inc. and
      ESSI
      Probe 1 LC are inactive.





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
      various 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.





RESULTS
      OF OPERATIONS





Our
      data
      collection aircraft was grounded for repairs for FAA required maintenance in
      2006 and was not operational during the first two fiscal quarters of
      2008.  However, we generated revenue from the sale of certain
      prove-data previously gathered.  As a result, our revenues for the
      three and six months ended September 31, 2007 was $22,750 and $22,750,
      respectively, compared to revenues of $43,250 and $91,429 for the same periods
      of 2006.





Late
      fees
      related to a settlement agreement were $1,006,668 and $1,866,708 for the three
      and six month periods ended September 30, 2007, compared to $529,687 and
      $977,749 for the same periods in 2006. The late fee is based on a 5% cumulative
      fee, which increases each quarter due to the compounding effect.





Depreciation
      and amortization expense was $32,966 and $67,905 for the three and six month
      periods ended September 30, 2007, compared to $51,925 and $51,925 for the same
      periods of 2006.





General
      and administrative expenses were $318,496 and $640,535 for the three and six
      month periods ended September 30, 2007, compared to $273,353 and $1,064,432
      for
      the corresponding periods of 2006.





Interest
      expense for the three and six month periods ended September 30, 2007 was
      $110,354 and $222,656, compared to interest expense of $310,908 and $424,446
      for
      the corresponding period in 2006.


12





LIQUIDITY
      AND CAPITAL RESOURCES





Net
      cash
      used in operating activities was $329,967 for the six months ended September
      30,
      2007 compared to net cash provided by operating activities of $13,933 for the
      six months ended September 30, 2006 resulting primarily from a net loss of
      $2,760,005 during the six months ended September 30, 2007, net of certain
      non-cash expenses.





Net
      cash
      provided by financing activities was $316,130 for the six months ended September
      30, 2007 compared to cash used of $49,007 for the same period of
      2006.





During
      the six months ended September 30, 2007, two stockholders, who are also the
      primary management of the Company, loaned us $336,500. In addition, we received
      $250,000 of cash from a subscription receivable both of which accounted for
      the
      cash provided by financing activities.





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.





FUTURE
      OPERATIONS





The
      Company is actively researching new exploration and exploitation technologies
      to
      complement and integrate with its hyperspectral capabilities.





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 recover the
      oil
      and gas from oil shale. Petro Probe, Inc. signed a non-exclusive license
      agreement with GSI to obtain the use of these rights in a world-wide territory.
      PPI will pay a license fee in the amount of Five Hundred Thousand United States
      Dollars ($500,000) and shall issue to GSI 500,000 fully paid and non-assessable
      shares of PPI Common Stock, $.001 par value per share.  PPI also
      agreed to assign to GSI an overriding net revenue interest of five and one-half
      percent (5 %) of the hydrocarbonaceous products produced by PPI, payable
      quarterly.





PPI
      is
      examining various oil shale sites in Colorado and Utah for a test plant. Five
      acres of premium oil shale land is sought. The test plant is budgeted for
      approximately $1.5 million as a first stage development cost. This will prove
      the technology. The second and third stages will cost approximately $8 million
      more at which time the plant could operate at full capacity. The time line
      for
      completion of all stages is one year.





In
      its
      search for new complementing technologies, PPI encouraged the creation of an
      alliance with two other companies in oil shale R&D. 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. This alliance
      effort is being examined by the parties. Continuing its interest to maintain
      an
      industry leadership positioning hyperspectral work ESSI is developing a joint
      venture with Intellisense Corporation to design and construct a third generation
      hyperspectral instrument design. This design is proposed in patent pending
      application #0050046822 which the Company is negotiating an LOI position for
      purchase. The new instrumentation would allow for faster, less expensive and
      more precise data collection.


13


The
      capability to design and maintain new technologies is key to the Company's
      success in future operations. It will be a vital component to allow continuing
      exploration and exploitation of the Earth's natural resources.





The
      Company has the knowledge and experience to build on the opportunities being
      presented at this time.





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.





The
      Company's intent is to create partnerships, strategic alliances, mergers or
      acquisitions for the subsidiaries as the most expeditious and cost-effective
      way
      to grow the commercial hyperspectral remote sensing market.





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.





LITIGATION





We
      entered into a civil law suit in the United States District Court for the
      Eastern District of Virginia as a plaintiff along with our 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.





We
      were
      in dispute with another party over a leaseback purchase agreement for a
      Hyperspectral Probe.  On March 23, 2005, ESSI entered into a
      settlement agreement (2005 Settlement Agreement) with Accuprobe to return the
      airborne hyperspectral sensor (Probe) and to settle the outstanding debt
      obligations under the related capital lease. Under this agreement, ESSI was
      required to return the Probe on or before August 31, 2005, and did so in January
      2007.  As the Probe was not returned by the August 2005 due date, ESSI
      was charged a shipping, handling and disposition fee of
      $250,000.  Interest related to the $250,000 began accruing on
      September 2, 2005 at an annual rate of prime plus 4%.  In addition,
      rent is being accrued at $250,000 per year beginning April 10,
      2000.  Interest on unpaid rent accrued at a rate of prime plus 2%
      through August 31, 2005 and was due quarterly. After August 31, 2005, interest
      related to the unpaid rent ceased and was replaced with a 5% late fee calculated
      on the entire balance due at the end of each month.





We
      returned the Probe in January 2007, however, we have been unable to reach a
      final settlement and continue to accrue interest, rents and late fees under
      the
      2005 Settlement Agreement. Under the 2005 Settlement Agreement, we had accrued
      $7,440,687 in rents, interest and late fees as of September 30,
      2007.


14





ITEM
      3.  CONTROLS AND PROCEDURES





We
      carried out an evaluation, under the supervision and with the participation
      of
      the our 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 our 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, our disclosure controls and procedures were not effective. Specifically,
      in prior periods, some of the accounting entries relating to accounts payable,
      accrued interest unrecorded debt, stock issued for services, imputed interest,
      debt commissions and recognition of liabilities from legal settlement required
      adjustment upon review by our independent auditors. We undertook measures to
      remedy this situation by working with the auditors and engaged an outside
      advisor to provide accounting advice and assistance with implementing internal
      procedures to ensure that controls and procedures are adequate and effective.
      These deficiencies were reported to our Board of Directors with the intent
      to
      improve and strengthen our controls and procedures.  As a result of
      the engagement of the outside advisor and the assistance provided to us, there
      were no major adjustments made by our independent auditors for the quarter
      ended
      September 20, 2007, based on their review.





During
      the period, we engaged an outside advisor to provide accounting and reporting
      advice and oversight. This advisor reviewed the accounting entries and
      disclosures included this Form 10-QSB.  There have been no other
      significant 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.





15


PART
      II


OTHER
      INFORMATION REQUIRED





Item
      1.                      Legal
      proceedings





None





Item
      2.                      Unregistered
      sales of equity securities and use of proceeds





None





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**
            **Description**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)*








16





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
                19, 2007
            /s/  Larry
                F. VanceLarry
                F. VancePrincipal
                Executive Officer











Date:  November
                19, 2007
            /s/  Tami
                J. StoryTami
                J. StoryPrincipal
                Accounting Officer








17