# U. S. SECURITIES
AND EXCHANGE COMMISSIONWashington,
D.C. 20549

# FORM
10-QSB/A No. 1

| | X
  Quarterly report pursuant to section 13 or 15(d) of the Securities Exchange Act of  1934
or
| | -----------------------------------------------------------------------------------------------

| | ____
  Transition report pursuant to section 13 or 15(d) or the Securities Exchange Act of  1934
| | ------------------------------------------------------------------------------------------------

# FOR
THE QUARTER ENDED JUNE 30, 2003

# Commission File
Number 0-6580

republic logo

(Exact name of small business
issuer as specified in its charter)

|Nevada                                                         | 87-0285520                           
|-------------------------------------------------------------- | -------------------------------------
|(State or other jurisdiction of
incorporation or organization) | (I.R.S. Employer
 Identification No.)

743
Horizon Court, #383Grand Junction, Colorado 81506
(Address of Principal executive offices)(970) 245-5917
(Registrants telephone number, including area code)

# Securities
registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act:
Common Stock (Par Value $.10 Per Share)

Indicate
by check mark whether the registrant (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the
past 12 months (or for such shorter period that the registrant was required to
file such reports), and (2) has been subject to such filing requirements for the
past 90 days.Yes X   No ____

As
of January 8, 2004 the registrant had 19,234,240 shares of its $0.10 par value
Common Stock issued and outstanding.

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

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# TABLE
OF CONTENTS

|                                                                                   | Page
|---------------------------------------------------------------------------------- | ----
|PART I - Financial Information                                                     |     
|Item 1. Unaudited Financial Statements                                             |     
|Consolidated Balance Sheets as of June 30, 2003 and December 31, 2002              |     
|Consolidated Statements of Operations For the Six Months Ended                     |     
|June 30, 2003 and 2002 and Inception to Date                                       |     
|Consolidated Statements of Cash Flows For the Six Months Ended                     |     
|June 30, 2003 and 2002 and Inception to Date                                       |     
|Notes to Consolidated Financial Statements                                         |     
|Item 2. Mgts Discussion & Analysis of Financial Condition & Results of Operations |     
|Liquidity and Capital Resources                                                    |     
|PART II - Other Information                                                        |     
|Item 1.  Legal Proceedings                                                         |     
|Item 2.  Changes in Securities                                                     |     
|Item 3.  Defaults Upon Senior Securities                                           |     
|Item 4.  Submission of Matters to a Vote of Security Holders                       |     
|Item 5.  Other Information                                                         |     
|Item 6.  Exhibits and Reports on Form 8-K                                          |     
|PART III - Signatures and Certifications                                           |     
|                                                                                   |     

-2-

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PART
1- FINANCIAL INFORMATIONItem 1.
Financial Statements

# Republic
Resources, Inc.
(A Development Stage Company)
CONSOLIDATED BALANCE SHEETS
(unaudited)

|                                                                        | June 30,2003 | December 31,2002
|----------------------------------------------------------------------- | ------------ | ----------------
|ASSETS                                                                  |              |                 
|CURRENT ASSETS:                                                         |             
|Cash and equivalents                                                    |              | $        9,374  
|Accounts receivables, net of allowance for doubtful accounts  of $7,584 |              | 18,294          
|                                                                        |              |                 
|Total current assets                                                    |              | 27,668          
|                                                                        |              |                 
|UNEVALUATED OIL AND GAS PROPERTIES, at cost (full cost method)          |              | 49,717          
|PROPERTY AND EQUIPMENT:                                                 |             
|EnviroWall installation equipment                                       |              | 150,000         
|Office equipment                                                        |              | 12,416          
|Less accumulated depreciation                                           |              | (20,874         
|                                                                        |              |                 
|Net property and equipment                                              |              | 141,542         
|                                                                        |              |                 
|OTHER ASSETS:                                                           |             
|EnviroWall Patents, net of accumulated amortization of $4,494           |              | 45,506          
|Deposits and other                                                      |              | 51,588          
|                                                                        |              |                 
|                                                                        |              | 97,094          
|                                                                        |              |                 
|TOTAL ASSETS                                                            |              | $    316,021    
|                                                                        |              |                 
|                                                                        |              |                 
|LIABILITIES AND STOCKHOLDERS EQUITY (DEFICIT)                          |             
|CURRENT LIABILITIES:                                                    |             
|Convertible debentures                                                  |              | $      24,500   
|Accounts payable                                                        |              | 109,188         
|Accrued expenses                                                        |              | 98,117          
|Loan payable to Officer of Company                                      |              | 22,583          
|                                                                        |              |                 
|Total current liabilities                                               |              | 254,388         
|                                                                        |              |                 
|LONG-TERM LIABILITIES:                                                  |             
|Due to persons affiliated with predecessor company                      |              | 135,000         
|STOCKHOLDERS EQUITY (DEFICIT):                                         |             
|Undesignated Preferred Stock, par value $0.01 per share, 505,497 shares |             
|authorized                                                              |              | --              
|Common Stock, par value $0.10 per share, 30,000,000 shares authorized,  |             
|19,234,240 shares issued and outstanding                                |              | 1,923,424       
|Additional paid-in capital                                              |              | (1,045,986      
|Accumulated deficit prior to entering the development stage             |              | (151,000        
|Accumulated deficit during the development stage                        |              | (799,805        
|                                                                        |              |                 
|Total Other Stockholders Equity (Deficit)                              |              | (73,367         
|                                                                        |              |                 
|TOTAL LIABILITIES AND STOCKHOLDERS EQUITY                              |              | $    316,021    
|                                                                        |              |                 
|                                                                        |              |                 

-3-

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# Republic
Resources, Inc.
(A Development Stage Company)
CONSOLIDATED STATEMENTS OF OPERATIONS
(unaudited)

|                                    | For the ThreeMonths EndedJune 30,2003 | For the SixMonths EndedJune 30,2003 | From Jan 1, 2001throughJune 30,2003
|----------------------------------- | ------------------------------------- | ----------------------------------- | -----------------------------------
|REVENUE:                            |                                       |                                     |                                    
|Site evaluation                     |                                       | $               --                  |                                    
|Costs                               |                                       | 5,000                               |                                    
|                                    |                                       |                                     |                                    
|Gross profit                        |                                       | (5,000                              | )                                  
|                                    |                                       |                                     |                                    
|OTHER OPERATING COSTS               |                                      
|AND EXPENSES:                       |                                      
|General and administrative          |                                       | 52,854                              |                                    
|Stock based compensation            |                                       | --                                  |                                    
|Louisiana franchise taxes           |                                       | --                                  |                                    
|Depreciation and amortization       |                                       | 6,444                               |                                    
|Interest expense                    |                                       | 1,336                               |                                    
|                                    |                                       |                                     |                                    
|Total costs and expenses            |                                       | 60,634                              |                                    
|                                    |                                       |                                     |                                    
|LOSS FROM OPERATIONS                |                                       | (65,634                             | )                                  
|OTHER INCOME:                       |                                      
|Gain on sale of assets              |                                       | --                                  |                                    
|Interest and other income           |                                       | --                                  |                                    
|                                    |                                       |                                     |                                    
|Total other income                  |                                       | --                                  |                                    
|                                    |                                       |                                     |                                    
|NET LOSS                            |                                       | $     (65,634                       | )                                  
|                                    |                                       |                                     |                                    
|                                    |                                       |                                     |                                    
|BASIC AND DILUTED:                  |                                      
|Loss Per Share                      |                                       | $         (0.01                     | )                                  
|Weighted Average Shares Outstanding |                                       | 19,234,000                          |                                    

-4-

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# Republic
Resources, Inc.
(A Development Stage Company)
CONSOLIDATED STATEMENTS OF CASH FLOWS
(unaudited)

|                                                      | For the SixMonths EndedJune 30,2003 |               | From Jan 1, 2001throughJune 30,2003
|----------------------------------------------------- | ----------------------------------- | ------------- | -----------------------------------
|CASH FLOWS FROM OPERATING ACTIVITIES:                 |                                     |               |                                    
|Net loss                                              |                                     | $(155,008     | )                                  
|Adjustments to reconcile net loss to net cash         |                                    
|used in operating activities:                         |                                    
|Stock based compensation                              |                                     | --            |                                    
|Gain on sale of assets                                |                                     | (2,069        | )                                  
|Depreciation and amortization                         |                                     | 13,146        |                                    
|Changes in operating assets and liabilities:          |                                    
|(Increase) decrease in:                               |                                    
|Accounts receivable                                   |                                     | --            |                                    
|Prepaid expenses and other                            |                                     | 483           |                                    
|Increase (decrease) in:                               |                                    
|Accounts payable                                      |                                     | 25,088        |                                    
|Accrued expenses                                      |                                     | (20,905       | )                                  
|                                                      |                                     |               |                                    
|Net cash used in operating activities                 |                                     | (139,265      | )                                  
|                                                      |                                     |               |                                    
|CASH FLOWS FROM INVESTING ACTIVITIES:                 |                                    
|Proceeds from sale of assets                          |                                     | 5,234         |                                    
|Purchase of office equipment                          |                                     | --            |                                    
|Purchase of patent interest and equipment             |                                     | --            |                                    
|                                                      |                                     |               |                                    
|Net cash provided by (used in) investing activities   |                                     | 5,234         |                                    
|                                                      |                                     |               |                                    
|CASH FLOWS FROM FINANCING ACTIVITIES:                 |                                    
|Loan from Company Officer                             |                                     | 22,583        |                                    
|Proceeds from note payable                            |                                     | --            |                                    
|Proceeds from the sale of common stock                |                                     | --            |                                    
|Offering costs                                        |                                     | --            |                                    
|Payments on account to an affiliated entity           |                                     | --            |                                    
|Payment of note payable                               |                                     | --            |                                    
|Net cash remaining prior to acquisition of EnviroWall |                                     | --            |                                    
|                                                      |                                     |               |                                    
|Net cash provided by financing activities             |                                     | 22,583        |                                    
|                                                      |                                     |               |                                    
|NET INCREASE (DECREASE)                               |                                    
|IN CASH AND EQUIVALENTS                               |                                     | (111,448      | )                                  
|CASH AND EQUIVALENTS, beginning of period             |                                     | 120,822       |                                    
|                                                      |                                     |               |                                    
|CASH AND EQUIVALENTS, end of period                   |                                     | $     9,374   |                                    
|                                                      |                                     |               |                                    
|                                                      |                                     |               |                                    
|SUPPLEMENTAL DISCLOSURE OF CASH FLOW                  |                                    
|INFORMATION:                                          |                                    
|Cash paid for interest                                |                                     | $        679  |                                    
|                                                      |                                     |               |                                    
|                                                      |                                     |               |                                    
|Cash paid for income taxes                            |                                     | $          -- |                                    
|                                                      |                                     |               |                                    
|                                                      |                                     |               |                                    
|SUPPLEMENTAL DISCLOSURE OF NON-CASH                   |                                    
|FINANCING ACTIVITIES:                                 |                                    
|Conversion of note payable and accrued interest       |                                    
|into common stock                                     |                                     | $          -- |                                    
|                                                      |                                     |               |                                    
|                                                      |                                     |               |                                    

-5-

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PART 1-
FINANCIAL INFORMATION, Continuted

Item 1. Notes
to Consolidated Financial Statements

Footnote 1
 Basis of Presentation:

The
accompanying unaudited condensed consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for interim
financial information. They do not include all information and notes required by
generally accepted accounting principles for complete financial statements.
However, except as disclosed herein, there has been no material change in the
information disclosed in the notes to consolidated financial statements included
in our Annual Report on Form 10-KSB for the year ended December 31, 2002. In our
opinion, all adjustments (consisting of normal recurring accruals) considered
necessary for a fair presentation have been included. Operating results for the
periods presented are not necessarily indicative of the results that may be
expected for the full year.

The
accounting policies we followed are set forth in Note 1 to our financial
statements in Form 10-KSB for the year ended December 31, 2002. We suggest that
these financial statements be read in conjunction with the financial statements
and notes included in the Form 10-KSB.

ITEM 2
 MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS

LIQUIDITY
AND CAPITAL RESOURCES

Acquisition
of EnviroWall, Inc.

On
June 24, 2002, the Company completed the acquisition of EnviroWall, Inc., a
Louisiana corporation (EnviroWall), that holds the license to
several patents and application technologies to capture, contain, and remediate
contaminated groundwater. These patents and application technologies are
collectively known as the EnviroWall System and have broad
applications ranging from simple containment and control of contaminated
groundwater to more complex designs for groundwater manipulation and treatment.
The system provides for the vertical installation of high density polyethylene
to first seal the area and then allow for the second phase, which is the
treatment of contaminated groundwater. It has been thoroughly tested at U.S.
Government sites for a period of years and, in each case, met all contractor
objectives.

Since
completing the acquisition, the Company concentrated its efforts to establish a
market for the EnviroWall System, specifically targeting state and federal
agencies as well as certain business enterprises that are required to contain
and/or dispose of contaminated groundwater. On June 19, 2003 the Company was
awarded its first contract to install an EnviroWall containment system at the
Michoud, Louisiana National Aeronautics and Space Administration (NASA) facility
operated by Lockheed Martin. The physical operation commenced early in August
and is to be concluded in late September. Inquiries from several companies with
possible groundwater problems have been received as a result of this first
contract.

Going
Concern and Need for Additional Capital

The
Company has a negative working capital position and very little liquidity. If we
are unable to raise additional capital, secure additional significant contracts
to either install the EnviroWall System or provide other earthwork services, or
obtain other financing to sustain future activities, it is unlikely we will be
able to continue as a going concern. Should this be the case, we will attempt to
sell the Company (or its assets) and liquidate.

-6-

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PART II
 OTHER INFORMATION

Item 1. Legal
Proceedings

We may
from time to time be involved in various claims, lawsuits disputes with third
parties, actions involving allegations of discrimination, or breach of contract
incidental to the operation of its business. At June 30, 2003 and as of the date
of this report, we were not involved in any litigation.

Item 2.
Change in Securities.

No
securities were issued during the period covered by this report.

Item 3.
Defaults Upon Senior Securities

|(a) |  | Company debentures, not previously redeemed, in the amount of $24,500, with
interest accrued of $1,336, were to be paid off at April 15, 2003. The company
did not have, nor does it have at the current time, sufficient capital to repay
the debt. When cash from revenue or other financing is available, the debentures
will be redeemed.
|--- |  | ---------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|(b) |  | There has been no material default in the payment of dividends for any class of
preferred stock during the period covered by this report.
|--- |  | -----------------------------------------------------------------------------------------------------------------------------------------

Item 4.
Submission of Matters to a Vote of Security Holders.

No
matter was submitted to a vote of our security holders during the period covered
by this report.

Item 5.
Other Information

On
June 10, 2003, the State of Louisiana enacted legislation which the Company
believes could create demand for installation of the EnviroWall System. Bill
H.B. No. 1170 requires that the Louisiana Department of Environmental Quality
not approve innovative technologies for the containment of contaminated
groundwater unless it is, at a minimum, as effective as horizontal or vertical
high density polyethylene.

At the
Board of Directors meeting held on August 14, 2003, the two vacancies
on the Board of Directors, which resulted from resignations, were filled
bringing the Board to a total of five directors. Appointed as directors were
Roderick K. West and John Patrick Collins. Consistent with past practices, we
agreed to issue 100,000 shares of our common stock to each director as
compensation for joining the Board of Directors. Mr. West serves as Director of
Regulatory Affairs for Entergy New Orleans, Inc., a subsidiary of Entergy
Corporation. He graduated from the University of Notre Dame and received his law
degree from Tulane University School of Law. He serves on the Board of
Supervisors of Louisiana State University. Mr. Collins is a Houston based
attorney and businessman. He is president of Collins & McIlhenny, Inc., a
registered broker dealer, prior to which he was the CEO of Plains Resources,
Inc. He received his law degree from Georgetown University Law Center and his
advanced law degree from Harvard Law School.

We intend to
consider acquiring an interest in a private business using shares of an inactive
wholly-owned  subsidiary corporation, and then distributing most of the interest to our
stockholders.  We have discussed such a  transaction with several business but no
agreement has been reached.

Item 6.
Exhibits and Reports on Form 8-K

|(a) |  | Exhibits:
|--- |  | ---------

The
following exhibit is filed with this report:

| | 31.1 | Certification
by David A. Melman, the Company Principal Executive Officer and Principal Accounting Officer
pursuant to Section 302 of the Sarbanes-Oxley Act of
2002.
| | ---- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | 31.2 | Certification
by Louis B. Breaux, the Companys Principal Operating Officer
pursuant to Section 302 of the Sarbanes-Oxley Act of
2002.
| | ---- | --------------------------------------------------------------------------------------------------------------------------------------

| | 32.1 | Certification
by David A. Melman, the Companys Principal Executive Officer and Principal Accounting Officer
Pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
| | ---- | ----------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

| | 32.2 | Certification
by Louis B. Breaux, the Companys Principal Operating Officer
Pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
| | ---- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

-7-

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|(b) |  | Reports on Form 8K:
|--- |  | -------------------

We
filed no reports on Form 8-k during the quarter ended June 30, 2003, or through
the date of this report.

# SIGNATURES

In
accordance with Section 13 or 15 (d) of the Exchange Act, the Registrant caused
this report to be signed on its behalf by the undersigned, thereunto duly
authorized.

| | REPUBLIC RESOURCES, INC.
| | ------------------------

|Date: January 8, 2004 | By: /s/ David A. Melman
              David A. Melman
              Principal Executive
Officer and
              Principal
Accounting Officer
|--------------------- | ----------------------------------------------------------------------------------------------------------------------------------------------

-8-

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