# 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 SEPTEMBER 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 19,434,240 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 Sheet as of September 30, 2003 and December 31, 2002                 |     
|Consolidated Statement of Operations For the Nine Months Ended                            |     
|September 30, 2003 and 2002 and Inception to Date                                         |     
|Consolidated Statements of Cash Flows For the Nine Months Ended                           |     
|September 30, 2003 and 2002 and Inception to Date                                         |     
|Notes to Consolidated Financial Statements                                                |     
|Item 2. Management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.
CONSOLIDATED BALANCE SHEET
SEPTEMBER 30, 2003
(unaudited)

|                                                           | September 30,2003 | December 31,2002
|---------------------------------------------------------- | ----------------- | ----------------
|ASSETS                                                     |                   |                 
|CURRENT ASSETS                                             |                  
|Cash and Equivalents                                       |                   | 1,720           
|Accounts Receivables, net of                               |                  
|allowance for doubtful accounts of $7,584                  |                   | 26,665          
|                                                           |                   |                 
|Total Current Assets                                       |                   | 28,385          
|                                                           |                   |                 
|UNEVALUATED OIL AND GAS PROPERTIES,                        |                   | 49,717          
|at cost (full cost method)                                 |                  
|PROPERTY AND EQUIPMENT:                                    |                  
|EnviroWall installation equipment                          |                   | 164,593         
|Office equipment                                           |                   | 12,416          
|Tools & Equipment                                          |                   | 2,312           
|Less accumulated depreciation                              |                   | (26,199         
|                                                           |                   |                 
|Net property and equipment                                 |                   | 153,122         
|                                                           |                   |                 
|OTHER ASSETS                                               |                  
|EnviroWall Patents, net of accumulated                     |                   | 44,387          
|amortization of $5,613                                     |                  
|Deposits and other assets                                  |                   | 52,538          
|                                                           |                   |                 
|                                                           |                   | 96,925          
|                                                           |                   |                 
|TOTAL ASSETS                                               |                   | 328,149         
|                                                           |                   |                 
|                                                           |                   |                 
|LIABILITIES AND STOCKHOLDERS EQUITY (DEFICIT)             |                  
|CURRENT LIABILITIES                                        |                  
|Convertible debentures                                     |                   | 24,500          
|Accounts payable                                           |                   | 185,983         
|Accrued expenses                                           |                   | 175,208         
|Loan payable to Officer of Company                         |                   | 38,631          
|                                                           |                   |                 
|Total current liabilities                                  |                   | 424,322         
|                                                           |                   |                 
|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        |                   | 1,923,424       
|shares authorized 19,234,240 shares issued and outstanding |                  
|Additional paid-in capital                                 |                   | (1,045,986      
|Accumulated deficit prior to entering the                  |                  
|development stage                                          |                   | (151,000        
|Accumulated deficit                                        |                   | (957,611        
|                                                           |                   |                 
|Total Stockholders Equity                                 |                   | (231,173        
|                                                           |                   |                 
|LIABILITIES AND STOCKHOLDERS EQUITY (DEFICIT)             |                   | 328,149         
|                                                           |                   |                 
|                                                           |                   |                 

-3-

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# REPUBLIC
RESOURCES, INC.
CONSOLIDATED STATEMENT OF OPERATIONS

|                                    | For the ThreeMonths EndedSeptember 30,2003 | For the NineMonths EndedSeptember 30,2003 | From Jan 1, 2001throughSeptember 30,2003
|----------------------------------- | ------------------------------------------ | ----------------------------------------- | ----------------------------------------
|REVENUE:                            |                                            |                                           |                                         
|Site evaluation                     |                                            | $ 105,756                                 |                                         
|Costs                               |                                            | 72,766                                    |                                         
|                                    |                                            |                                           |                                         
|Gross Profit                        |                                            | 32,990                                    |                                         
|                                    |                                            |                                           |                                         
|OTHER OPERATING COSTS               |                                           
|AND EXPENSES:                       |                                           
|General and administrative          |                                            | 188,086                                   |                                         
|Stock based compensation            |                                            | 0                                         |                                         
|Louisiana franchise taxes           |                                            | 0                                         |                                         
|Depreciation and amortization       |                                            | 5,440                                     |                                         
|Interest expense                    |                                            | 806                                       |                                         
|                                    |                                            |                                           |                                         
|Total costs and expenses            |                                            | 194,332                                   |                                         
|                                    |                                            |                                           |                                         
|LOSS FROM OPERATIONS                |                                            | (161,342                                  | )                                       
|OTHER INCOME:                       |                                           
|Gain on sale of assets              |                                            | 0                                         |                                         
|Interest and other income           |                                            | 3,536                                     |                                         
|                                    |                                            |                                           |                                         
|Total other income                  |                                            | 3,536                                     |                                         
|                                    |                                            |                                           |                                         
|NET LOSS                            |                                            | $ (157,806                                | )                                       
|                                    |                                            |                                           |                                         
|                                    |                                            |                                           |                                         
|BASIC AND DILUTED:                  |                                           
|Loss per share                      |                                            | $       (0.01                             | )                                       
|Weighted Average Shares Outstanding |                                            | 19,234,000                                |                                         

-4-

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# REPUBLIC
RESOURCES, INC.
CONSOLIDATED STATEMENTS OF CASH FLOWS
FOR THE PERIOD ENDED SEPTEMBER 30, 2003

|                                                      | For the NineMonths EndedSeptember 30,2003 |          | From Jan 1, 2001throughSeptember 30,2003
|----------------------------------------------------- | ----------------------------------------- | -------- | ----------------------------------------
|CASH FLOWS FROM OPERATING ACTIVITIES:                 |                                           |          |                                         
|Net Loss                                              |                                           | (312,814 | )                                       
|Adjustments to reconcile net loss to                  |                                          
|net cash used in operating activities:                |                                          
|Stock based compensation                              |                                           | 0        |                                         
|Gain on sale of assets                                |                                           | (2,066   | )                                       
|Depreciation and amortization                         |                                           | 18,586   |                                         
|Changes in operating assets and liabilities:          |                                          
|(Increase) decrease in:                               |                                          
|Accounts receivable                                   |                                           | (8,371   | )                                       
|Pre-paid expenses                                     |                                           | (2,538   | )                                       
|Increase (decrease) in:                               |                                          
|Accounts payable                                      |                                           | 53,460   |                                         
|Accrued expenses                                      |                                           | 104,607  |                                         
|Other assets                                          |                                           | 3,073    |                                         
|                                                      |                                           |          |                                         
|Net cash used in operating activities                 |                                           | (146,063 | )                                       
|                                                      |                                           |          |                                         
|CASH FLOWS FROM INVESTING ACTIVITIES:                 |                                          
|Purchase of patent interest and equipment             |                                           | --       |                                         
|Proceeds of equipment                                 |                                           | (14,593  | )                                       
|Purchase of office equipment                          |                                           | --       |                                         
|Purchase from sale of assets                          |                                           | 5,234    |                                         
|Purchase of tools                                     |                                           | (2,311   | )                                       
|                                                      |                                           |          |                                         
|Net cash provided by (used in) investing activities   |                                           | (11,670  | )                                       
|                                                      |                                           |          |                                         
|FINANCING ACTIVITIES:                                 |                                          
|Loan from Company officer                             |                                           | 38,631   |                                         
|Proceeds from note payable                            |                                           | 0        |                                         
|Proceeds from the sale of common stock                |                                           | 0        |                                         
|Offering costs                                        |                                           | 0        |                                         
|Payments on account to an affiliated entity           |                                           | 0        |                                         
|Payments of note payable                              |                                           | 0        |                                         
|Net remaining cash prior to acquisition of EnviroWall |                                           | 0        |                                         
|                                                      |                                           |          |                                         
|Net cash provided by Financing Activities             |                                           | 38,631   |                                         
|                                                      |                                           |          |                                         
|NET DECREASE IN CASH AND EQUIVALENTS                  |                                           | (119,102 | )                                       
|CASH AND EQUIVALENTS-beginning of period              |                                           | 120,822  |                                         
|                                                      |                                           |          |                                         
|CASH AND EQUIVALENTS-end of period                    |                                           | 1,720    |                                         
|                                                      |                                           |          |                                         
|                                                      |                                           |          |                                         

-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 a
system at the Michoud, Louisiana National Aeronautics and Space Administration (NASA)
facility operated by Lockheed Martin.  The physical operation to create a permeable
reactive barrier commenced  early in August and was  to be concluded in late September.
Subsequently, Lockheed Martin requested additions to  the original scope of the contract
which has increased the value of the contract but has extended the final  completion date
to late November 2003.  As of September 30, 2003, the contract was approximately 50%
complete.  Inquiries from several companies with possible groundwater problems have been
received as a result of this first  contract.  Further, Lockheed Martin has informed the
Company that it is satisfied with the Companys performance  at the Michoud facility
and is considering further projects for the Company.

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 September 30, 2003 and
as of the date of this report, the Company has been served with a collection
notice in the amount of $18,516.95 by the State of Louisiana for interest and
penalties on the late payment of franchise taxes for the years ended December
31, 1999, 2000 and 2001.

Item 2.
Change in Securities.

No
securities were issued during the period covered by this report. However,
as previously reported, on August 14, 2003 Messrs. Roderick K. West and J.
Patrick Collins were appointed to fill vacant seats on the Board of Directors
and each were awarded 100,000 shares of common stock which were issued in
October 2003.

Item 3.
Defaults Upon Senior Securities

|(a) |  | Company debentures, not previously redeemed, in the amount of $24,500, with
interest accrued of $2,016, 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.

The Company is
delinquent in its filings of the U.S. Corporation Income Tax Return and other state tax
returns  for the calendar year 2002.  There will not be any amount due to the U.S.
Government and only nominal amounts due  to any states.

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
shareholders.  We have discussed such a  transaction with several businesses 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 Chief Executive Officer
Pursuant to Section 302 of the Sarbanes-Oxley Act of
2002.
| | ---- | ---------------------------------------------------------------------------------------------------------------------------------

| | 31.2 | Certification
by Robert A. Maczewski, the Companys Principal Accounting Officer
Pursuant to Section 302 of the Sarbanes-Oxley Act of
2002.
| | ---- | -------------------------------------------------------------------------------------------------------------------------------------------

| | 32.1 | Certification
by Robert A. Maczewski, the Companys 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.
| | ---- | -------------------------------------------------------------------------------------------------------------------------------------------------------------------------------------

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

We
filed no reports on Form 8-k during the quarter ended September 30, 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/ Robert A. Maczewski
              Robert A. Maczewski
              Chief Financial Officer
|--------------------- | ---------------------------------------------------------------------------------------------------

-8-

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