# 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 MARCH 31, 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 March 31, 2003 and December 31, 2002             |     
|Consolidated Statements of Operations For the Three Months Ended                   |     
|March 31, 2003 and 2002 and Inception to Date                                      |     
|Consolidated Statements of Cash Flows For the Three Months Ended                   |     
|March 31, 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

|                                                                        | March 31,2003(unaudited) | December 31,2002
|----------------------------------------------------------------------- | ------------------------ | ----------------
|ASSETS                                                                  |                          |                 
|CURRENT ASSETS:                                                         |                         
|Cash and equivalents                                                    |                          | $        3,722  
|Accounts receivables, net of allowance for doubtful accounts of $7,584  |                          | 18,734          
|                                                                        |                          |                 
|Total current assets                                                    |                          | 22,456          
|                                                                        |                          |                 
|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                                           |                          | (15,549         
|                                                                        |                          |                 
|Net property and equipment                                              |                          | 146,867         
|OTHER ASSETS:                                                           |                         
|EnviroWall Patents, net of accumulated amortization of $3,375           |                          | 46,625          
|Deposits and other                                                      |                          | 50,000          
|                                                                        |                          |                 
|                                                                        |                          | 96,625          
|                                                                        |                          |                 
|TOTAL ASSETS                                                            |                          | $    315,665    
|                                                                        |                          |                 
|                                                                        |                          |                 
|LIABILITIES AND STOCKHOLDERS EQUITY (DEFICIT)                          |                         
|CURRENT LIABILITIES:                                                    |                         
|Convertible debentures                                                  |                          | $      24,500   
|Accounts payable                                                        |                          | 88,656          
|Accrued expenses                                                        |                          | 75,242          
|                                                                        |                          |                 
|Total current liabilities                                               |                          | 188,398         
|LONG-TERM LIABILITIES:                                                  |                         
|Due to persons affiliated with predecessor company                      |                          | 135,000         
|                                                                        |                          |                 
|OTHER 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                        |                          | (734,171        
|                                                                        |                          |                 
|Total Other Stockholders Equity (Deficit)                              |                          | (7,733          
|                                                                        |                          |                 
|TOTAL LIABILITIES AND STOCKHOLDERS EQUITY                              |                          | $    315,665    
|                                                                        |                          |                 
|                                                                        |                          |                 

-3-

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

|                                    | For the ThreeMonths EndedMarch 31,2003 | For the ThreeMonths EndedMarch 31,2002 | From Jan 1, 2001throughMarch 31,2003
|----------------------------------- | -------------------------------------- | -------------------------------------- | ------------------------------------
|REVENUE:                            |                                        |                                        |                                     
|Site evaluation                     |                                        | $               --                     |                                     
|Costs of evaluation                 |                                        | --                                     |                                     
|                                    |                                        |                                        |                                     
|Gross profit                        |                                        | --                                     |                                     
|                                    |                                        |                                        |                                     
|OTHER OPERATING COSTS               |                                       
|AND EXPENSES:                       |                                       
|General and administrative          |                                        | 84,746                                 |                                     
|Stock based compensation            |                                        | --                                     |                                     
|Louisiana franchise taxes           |                                        | --                                     |                                     
|Depreciation and amortization       |                                        | 6,702                                  |                                     
|Interest expense                    |                                        | --                                     |                                     
|                                    |                                        |                                        |                                     
|Total costs and expenses            |                                        | 91,448                                 |                                     
|                                    |                                        |                                        |                                     
|LOSS FROM OPERATIONS                |                                        | (91,448                                | )                                   
|OTHER INCOME:                       |                                       
|Gain on sale of assets              |                                        | 2,069                                  |                                     
|Interest and other income           |                                        | 5                                      |                                     
|                                    |                                        |                                        |                                     
|Total other income                  |                                        | 2,074                                  |                                     
|                                    |                                        |                                        |                                     
|NET LOSS                            |                                        | $     (89,374                          | )                                   
|                                    |                                        |                                        |                                     
|                                    |                                        |                                        |                                     
|BASIC AND DILUTED:                  |                                       
|Loss Per Share                      |                                        | $         (0.01                        | )                                   
|Weighted Average Shares Outstanding |                                        | 19,285,000                             |                                     
|                                    |                                        |                                        |                                     

-4-

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

|                                                      | For the ThreeMonths EndedMarch 31,2003 | For the ThreeMonths EndedMarch 31,2002 | From Jan 1, 2001throughMarch 31,2003
|----------------------------------------------------- | -------------------------------------- | -------------------------------------- | ------------------------------------
|CASH FLOWS FROM OPERATING ACTIVITIES:                 |                                        |                                        |                                     
|Net loss                                              |                                        | $(89,374                               | )                                   
|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                         |                                        | 6,702                                  |                                     
|Changes in operating assets and liabilities:          |                                        |                                        |                                     
|(Increase) decrease in:                               |                                        |                                        |                                     
|Accounts receivable                                   |                                        | (440                                   | )                                   
|Prepaid expenses and other                            |                                        | 2,072                                  |                                     
|Increase (decrease) in:                               |                                        | --                                     |                                     
|Accounts payable                                      |                                        | 4,555                                  |                                     
|Accrued expenses                                      |                                        | (43,780                                | )                                   
|                                                      |                                        |                                        |                                     
|Net cash used in operating activities                 |                                        | (122,334                               | )                                   
|                                                      |                                        |                                        |                                     
|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:                 |                                       
|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             |                                        | --                                     |                                     
|                                                      |                                        |                                        |                                     
|NET INCREASE (DECREASE)                               |                                       
|IN CASH AND EQUIVALENTS                               |                                        | (117,100                               | )                                   
|CASH AND EQUIVALENTS, beginning of period             |                                        | 120,822                                |                                     
|                                                      |                                        |                                        |                                     
|CASH AND EQUIVALENTS, end of period                   |                                        | $     3,722                            |                                     
|                                                      |                                        |                                        |                                     
|                                                      |                                        |                                        |                                     
|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, ContinutedItem 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
Company is attempting, and has been since completing the acquisition, 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. However, as of the date of
this report, the Company has been unable to obtain any contracts to install the
EnviroWall System and we can give no assurance any such work will ever be
secured.

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 a significant contract 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.

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 March 31, 2003 and as of the
date of this report, we were not involved in any litigation which we believe
could have a materially adverse effect on our financial condition or results of
operations.

-6-

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Item
2. Change in Securities.

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

Item
3. Defaults Upon Senior Securities

(a)
There has been no material default in the payment of principal, interest, or any
other material default, with respect to any indebtedness of the small business
issuer during the period covered by this report.

(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

By
letter dated February 10, 2003, Thomas H. Normile, a director of the Company
since August 2002, informed the Company that he was resigning from the Board of
Directors effective February 15, 2003. His resignation letter advised the
Company that his other business endeavors required the dedication of all his
professional time and efforts. The 100,000 shares of common stock granted to him
by the Company on August 14, 2002 were returned and cancelled.

An
independent auditing firm has not reviewed this Form 10-QSB, as required by Rule
10-01(d) of Regulation S-X and Item 310 of Regulation S-B.

Item
6. Exhibits and Reports on Form 8-K

(a)
Exhibits:

The
following exhibit is filed with this report:

|1. |  | Exhibit
99.1, "Certification Pursuant To 18 U.S.C. Section 1350, as Adopted Pursuant to
Section 906 of the  Sarbanes-Oxley Act of 2002" for David A. Melman, the Company's
Principal Executive Officer.
|-- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

|2. |  | Exhibit
99.2, "Certification Pursuant To 18 U.S.C. Section 1350, as Adopted Pursuant to
Section 906 of the  Sarbanes-Oxley Act of 2002" for Louis B. Breaux, the Company's
Principal Operating Officer.
|-- |  | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

(b) Reports on
Form 8K:

We
filed no reports on Form 8-k during the quarter ended March 31, 2003, or through
the date of this report.

-7-

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# 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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# CERTIFICATION

I, David A.
Melman, Principal Executive Officer of Republic Resources, Inc., certify that:

1.  I have
reviewed this quarterly report on Form 10-Q of Republic Resources, Inc.;

2.
Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this quarterly
report; and

3.
Based on my knowledge, the financial statements, and other financial information
included in this quarterly report, fairly present in all material respects the
financial condition, results of operations and cash flows of the registrant as
of, and for, the periods presented in this quarterly report.

4. I
am responsible for establishing and maintaining disclosure controls and
procedures (as defined in Exchange Act Rules 13a-14 and 15d-14) for the
registrant and we have:

(a)
designed such disclosure controls and procedures to ensure that material
information relating to the registrant, including its consolidated subsidiaries,
is made known to us by others within those entities, particularly during the
period in which this quarterly report is being prepared;

(b)
evaluated the effectiveness of the registrants disclosure controls and
procedures as of a date within 90 days prior to the filing date of this
quarterly report (the Evaluation Date); and

(c)
presented in this quarterly report our conclusions about the effectiveness of
the disclosure controls and procedures based on our evaluation as of the
Evaluation Date;

5. The
registrants other certifying officers and I have disclosed, based on our
most recent evaluation, to the registrants auditors and the audit
committee of registrants board of directors (or persons performing the
equivalent function):

(a)
all significant deficiencies in the design or operation of internal controls
which could adversely affect the registrants ability to record, process,
summarize and report financial data and have identified for the
registrants auditors any material weaknesses in internal controls; and

(b)
any fraud, whether or not material, that involves management or other employees
who have a significant role in the registrants internal controls; and

6. I
have indicated in this quarterly report whether or not there were significant
changes in internal controls or in other factors that could significantly affect
internal controls subsequent to the date of our most recent evaluation,
including any corrective actions with regard to significant deficiencies and
material weaknesses.

Date:  January 8,
2004

/s/ David
A. Melman
David A. MelmanPrincipal Executive Officer

-9-

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