EARTH SEARCH SCIENCES INC
8-K/A, 1997-03-26
FINANCE SERVICES
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                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549


                                    FORM 8-K/A

                CURRENT REPORT PURSUANT TO SECTION 13 OR 15(d) OF

                     THE SECURITIES AND EXCHANGE ACT OF 1934

               Date of report (date of earliest event reported):
                                 MARCH 25, 1997


                           EARTH SEARCH SCIENCES, INC.
             (Exact name of registrant as specified in its charter)



      State of Utah                   0-19566                   87-0437723
(State of Incorporation)            (Commission             (I.R.S. Employer
                                      File No.)             Identification No.)



               502 North 3rd Street, Suite #8, McCall, Idaho 83638
               (Address of principal executive offices) (Zip code)


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


                                    No Change
          (Former Name or Former Address, if changed since last report)



<PAGE>

Item 5.  OTHER EVENTS.

          ESSI PROBE 1 HYPERSPECTRAL IMAGING SENSOR TO BE FLOWN ABOARD
                   CMI AIRCRAFT WITH DATA PROCESSING BY ASIT

California  Microwave,  Inc.  (CMI)  announced that it has selected Earth Search
Sciences,  Inc. (ESSI) to provide a Probe 1 Hyperspectral imaging sensor
to be flown  on-board a CMI  Airborne  Systems  Integration  Division  aircraft.

Applied Signal and Image Technology, Inc. (ASIT) of Millersville,  Maryland will
be responsible for the reduction and analysis of data obtained from the Probe 1.
ASIT is  strategically  aligned with CMI, ESSI, and the instrument  manufacturer
Integrated Spectronics Pty Ltd. of Australia. At present, it is anticipated 
that the Probe 1 will be delivered to ESSI in May of this year.

Hyperspectral  imaging  systems  are  important  because  they offer a potential
increase in  classification  accuracy over  multispectral  systems like LANDSAT.
Tailored   processing  of   hyperspectral   data  allows  for  the   unambiguous
identification of many materials via their reflectance signatures,  a capability
that existing  multispectral  systems (which  under-sample  the spectrum) do not
offer.  

The  superior   capability   provided  by  hyperspectral   for  material
identification has applications in many areas including defense,  environmental,
agriculture, urban planning, global change assessment, and others.

The Probe 1 is designed to collect hyperspectral imaging which fully samples the
fully  visible  and  near  infrared  wavelength  region  of the  electromagnetic
spectrum through the acquisition of 128 spectrally  contiguous image channels. A
complete  visible and near infrared  reflectance  spectrum can be extracted from
any spatial  element of a  hyperspectral  data set allowing a trained analyst to
determine  the  identity of land cover units based on their  unique  reflectance
characteristics.  

Automatic  processing of the data can be accomplished  through application of 
proprietary  algorithms  developed by ASIT.  These algorithms are hosted in the
ASPECT and SENTINEL  software  packages as well as the  PROSPECTRE near 
real-time adaptive spectral  processing and analysis system. The PROSPECTRE
system  is  being  adapted  specifically  to the Probe 1 by ESSI  and  ASIT to
ultimately  provide  real-time   spectral   processing  of  Probe  1  data  that
automatically  determine  major  scene  constituents  and map those  constituent
materials.  

The end result can be either abundance images wherein the brightness of each
picture  element is related to the  abundance of the target  material or
classification  images  wherein  each  picture  element is  grouped  into one of
several classes determined a priori from the data itself.

Dr. John Peel, CEO of Earth Search Sciences said,  "We are excited and welcome 
this strategic alliance. It is a milestone in ESSI's continuing development".

Dr. Joseph Harsanyi, President of ASIT stated, "Our adaptive spectral processing
and  analysis  systems  significantly  reduce the time  taken to extract  useful
information  from these  large,  complex  data sets.  This is of key  commercial
importance when clients require fast post-mission delivery of results."

Dr. Terry Cocks of  Integrated  Spectronics  has been working with ESSI to bring
into operation a series of advanced airborne  hyperspectral  scanners capable of
surveying  the earth's  surface at rates up to 1500 square km per hour.  "We are
very excited about the Probe 1 scanners in that they will provide a quantum leap
in mineral  exploration  capabilities".  

"The Probe 1 scanners are far superior to any other commercially  available 
system in such critical performance parameters as signal to noise ratio,  
spectral  resolution and spectral  coverage.  ESSI is unique  in  its  vision
of  having  airborne  imaging  spectroscopy  as a  core technology in its 
mineral exploration programs", Cocks said.

California Microwave Inc. is a leader in wireless and satellite  communications.
Founded in 1968, the company operates  facilities in seven states and sells into
more than 11  countries.  California  Microwave  is the number one  supplier  of
microwave  radios  and  telecommunications  satellite  earth  stations  used  in
wireless  communications.  Its strategy calls for  significant  expansion in the
wireless area. 

In fiscal 1996, its sales were approximately 460 million dollars.  California 
Microwave's commercial wireless and satellite communications facilities are
certified to the ISO 9001 quality standard.

The CMI Airborne Systems Integration Division has announced that it will provide
a dedicated  aircraft  obtained  from their  partner  AGES,  Inc. of Boca Raton,
Florida to act as the airborne platform for the Probe 1. Sensor integration will
be completed by the end of the second quarter of 1997 with data acquisitions to
begin soon thereafter. The CMI aircraft with the ESSI Probe 1 will be on display
at the Third International  Airborne Remote Sensing Conference and Exhibition in
Copenhagen, Denmark, 7-10 July, 1997.

<PAGE>


                                    SIGNATURE

         Pursuant to the  requirements  of the  Securities  and  Exchange Act of
1934,  the  registrant has duly caused this report to be signed on its behalf by
the undersigned duly authorized.


                                   EARTH SEARCH SCIENCES, INC.
                                   (Registrant)



                                   By /s/ Larry F. Vance
                                   Larry F. Vance
                                   Chairman and Director


March 25, 1997


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