As filed with the Securities and Exchange Commission on November 14, 2002
						Registration No.  333-_____
===========================================================================
                   SECURITIES AND EXCHANGE COMMISSION
                         Washington, D.C. 20549

                                 FORM S-8

             REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

                         Earth Sciences, Inc.
          (Exact name of registrant as specified in its charter)

          Colorado                           84-0503749
(State of incorporation)            (IRS Employer Identification No.)

8100 SouthPark Way, B-2, Littleton, Colorado        80120
(Address of principal executive offices, including Zip Code)

(Registrant's telephone number, including area code):   (303) 734-1727

            Earth Sciences, Inc. 2002 Stock Compensation Plan #2
                        (Full title of plan)

                            Mark H. McKinnies
             8100 SouthPark Way, B-2, Littleton, Colorado  80120
                              (303) 734-1727
          (Name, address, including zip code and telephone number,
          including area code, of agent for service of process)


CALCULATION OF REGISTRATION FEE
_____________________________________________________________________________
					    Proposed      Proposed
Title of 				    maximum of-   maximum ag-	   Amount of
securities to	Amount to be    fering price  gregate of-    registration
be registered	registered	    per share     fering price   fee
_____________________________________________________________________________
Common Stock, $.01
par value:       232,095 Shares   $ .25 (1)   $  58,024(1)      $ 5.34

 _____________________________________________________________________________
(1)	Determined solely for the purposes of calculating the registration fee
based on the average of the bid and asked price of the Common Stock on OTCBB on
November 13, 2002.  Fee calculated pursuant to section (c) of Rule 457 of
 Regulation C.


PART II

Item 3. INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE

The following documents filed by the Company (File No. 0-6088) with the
Commission are incorporated herein by reference.
	1.  The Company's annual report, as amended, on Form 10-KSB for the year
ended December 31, 2001.
2.	The Company's quarterly reports, as amended, on Forms 10-QSB for the
quarters ended March 31, 2002, June 30, 2002 and September 30, 2002.
	3.  A description of the Company's Common Stock contained in the
Registration Statement on Form 8-A as declared effective by the Securities and
Exchange Commission.
	4.  All documents filed by the Company pursuant to Section 13(a), 13(c),
14 and 15(d) of the Securities Exchange Act of 1934, as amended, subsequent to
the date hereof, which documents shall be deemed to be incorporated by
reference into this Registration Statement as a part hereof from the date of
filing such documents until a post-effective amendment to this Registration
Statement is filed which indicates that all shares of Common Stock being
offered hereby have been sold or which deregisters all shares of Common Stock
then remaining unsold.

Item 4.	DESCRIPTION OF SECURITIES.

	Not Applicable

Item 5.	INTEREST OF NAMED EXPERTS AND COUNSEL.

	Not Applicable

Item 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

	Article 7-109 of the Colorado Business Corporation Act authorizes the
indemnification of directors and officers against liability incurred by reason
of being a director or officer and against expenses (including attorney's
fees), judgments, fines and amounts paid in settlement and reasonably incurred
in connection with any action seeking to establish such liability, in the case
of third-party claims, if the officer or director acted in good faith and in a
manner he reasonably believed to be in or not opposed to the best interests of
the corporation, and in the case of actions by or in the right of the
corporation, if the officer or director acted in good faith and in a manner he
reasonably believed to be in or not opposed to the best interests of the
corporation and if such officer or director shall not have been adjudged
liable to the corporation, unless a court otherwise determines.
Indemnification is also authorized with respect to any criminal action or
proceeding where the officer or director also had no reasonable cause to
believe his conduct was unlawful.

	The above discussion of the Colorado Business Corporation Act is only a
summary and is qualified in its entirety by the full text of the foregoing.

Article VIII of the Registrant's Bylaws provides as follows:

	Each past, present and future director and officer of the corporation
shall be indemnified by the corporation against all expenses, penalties, and
liabilities, including attorneys' fees, reasonably incurred by or imposed upon
him in connection with any actual or threatened claim, demand, action or
proceeding, whether civil or criminal, or in connection with any settlement
thereof, to which he may be made a party, or in which he may become involved,
by reason of his being or having been a director or officer of the
corporation, whether or not he is a director or officer at the time such
expenses, penalties or liabilities are incurred, except in cases where he
shall be finally adjudged in such action or proceeding to be liable for
willful misconduct in the performance of his duties as such director or
officer.  The right of indemnification herein provided shall be in addition
to, and not exclusive of, all other rights to which such director or officer
may be entitled and the right of indemnification herein provided shall inure
to the benefit of the personal representatives of deceased directors and
officers.

Item 7.  	EXEMPTION FROM REGISTRATION CLAIMED.

	Not Applicable

Item 8.  EXHIBITS.

Exhibit
Number			Description
4.1 Articles of Incorporation (incorporated by reference from the Company's
Form 10-KSB for the year ended 12/31/97)
4.2 Common Stock certificate (incorporated by reference from the Company's
Form S-3 Registration Statement, Registration No. 333-25465 declared effective
July 23, 1997)
5.1*    Opinion of Law Office of Reed & Reed, P.C. as to legality of the
         shares
23.1*	  Consent of Hein + Associates LLP
23.2*	  Consent of Law Office of Reed & Reed, P.C. (contained in Exhibit
         5.1)
99.1*	  2002 Stock Compensation Plan #2


*  Filed herewith.
---------------------------------------------------------------------------


Item 9.  UNDERTAKINGS.

	The undersigned registrant hereby undertakes:
(1)	To file, during any period in which offers or sales are being made, a
post-effective amendment to this registration statement to include any
material information with respect to the plan of distribution not
previously disclosed in the registration statement or any material change
to such information in the registration statement.

(2)  That, for purposes of determining liability under the Securities
Act, treat each post-effective amendment as a new registration statement of
the securities offered, and the offering of the securities at that time to
be the initial bona fide offering.

(3)  File a post-effective amendment to remove from registration any
of the securities that remain unsold at the end of the offering.


SIGNATURES

	Pursuant to the requirements of the Securities Act of 1933, as
amended, the Registrant hereby certifies that it has reasonable grounds to
believe that it meets all of the requirements for filing on Form S-8 and
has duly caused this Registration Statement and any amendment thereto to be
signed on its behalf by the undersigned, thereunto duly authorized, in the
City of Littleton, State of Colorado on November 14, 2002.

						EARTH SCIENCES, INC.


Date:  November 14, 2002		/s/  Ramon E. Bisque
			      	-----------------------------------------------
						Ramon E. Bisque
						Principal Executive Officer


Date:  November 14, 2002		/s/  Mark H. McKinnies
					-----------------------------------------------
						Mark H. McKinnies
						President, Principal Financial and
						Accounting Officer

	Pursuant to the requirements of the Securities Exchange Act of 1933,
as amended, this Registration Statement and any amendment thereto has been
signed below by the following persons in the capacities and on the dates
indicated.

Date:  November 14, 2002		/s/  Ramon E. Bisque
					-----------------------------------------------
						Ramon E. Bisque, Director

Date:  November 14, 2002		/s/  Duane N. Bloom
					-----------------------------------------------
						Duane N. Bloom, Director

Date:  November 14, 2002		/s/  Michael D. Durham
					-----------------------------------------------
						Michael D. Durham, Director

Date:  November 14, 2002		/s/  Robert H. Lowdermilk
					-----------------------------------------------
						Robert H. Lowdermilk, Director

Date:  November 14, 2002		/s/  Mark H. McKinnies
					-----------------------------------------------
						Mark H. McKinnies, Director
[{"type": "S-8", "sequence": "1", "filename": "form-8.txt", "secsgml_size_bytes": 9078}]
{"company-data": {"conformed-name": "EARTH SCIENCES INC", "cik": "0000030985", "assigned-sic": "6795", "irs-number": "840503749", "state-of-incorporation": "CO", "fiscal-year-end": "1231"}, "filing-values": {"form-type": "S-8", "act": "33", "file-number": "333-101217", "film-number": "02826739"}, "business-address": {"street1": "8100 SOUTHPARK WAY", "street2": "B-2", "city": "LITTLETON", "state": "CO", "zip": "80120", "phone": "303-734-1727"}, "mail-address": {"street1": "8100 SOUTH PARKWAY B-2", "city": "LITTLETON", "state": "CO", "zip": "80120-4525"}, "former-company": {"former-conformed-name": "COLORADO CENTRAL MINES INC", "date-changed": "19731128"}}
As filed with the Securities and Exchange Commission on November 14, 2002
						Registration No.  333-_____
===========================================================================
                   SECURITIES AND EXCHANGE COMMISSION
                         Washington, D.C. 20549

                                 FORM S-8

             REGISTRATION STATEMENT UNDER THE SECURITIES ACT OF 1933

                         Earth Sciences, Inc.
          (Exact name of registrant as specified in its charter)

          Colorado                           84-0503749
(State of incorporation)            (IRS Employer Identification No.)

8100 SouthPark Way, B-2, Littleton, Colorado        80120
(Address of principal executive offices, including Zip Code)

(Registrant's telephone number, including area code):   (303) 734-1727

            Earth Sciences, Inc. 2002 Stock Compensation Plan #2
                        (Full title of plan)

                            Mark H. McKinnies
             8100 SouthPark Way, B-2, Littleton, Colorado  80120
                              (303) 734-1727
          (Name, address, including zip code and telephone number,
          including area code, of agent for service of process)

CALCULATION OF REGISTRATION FEE
_____________________________________________________________________________
					    Proposed      Proposed
Title of 				    maximum of-   maximum ag-	   Amount of
securities to	Amount to be    fering price  gregate of-    registration
be registered	registered	    per share     fering price   fee
_____________________________________________________________________________
Common Stock, $.01
par value:       232,095 Shares   $ .25 (1)   $  58,024(1)      $ 5.34

 _____________________________________________________________________________
(1)	Determined solely for the purposes of calculating the registration fee
based on the average of the bid and asked price of the Common Stock on OTCBB on
November 13, 2002.  Fee calculated pursuant to section (c) of Rule 457 of
 Regulation C.

PART II

Item 3. INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE

The following documents filed by the Company (File No. 0-6088) with the
Commission are incorporated herein by reference.
	1.  The Company's annual report, as amended, on Form 10-KSB for the year
ended December 31, 2001.
2.	The Company's quarterly reports, as amended, on Forms 10-QSB for the
quarters ended March 31, 2002, June 30, 2002 and September 30, 2002.
	3.  A description of the Company's Common Stock contained in the
Registration Statement on Form 8-A as declared effective by the Securities and
Exchange Commission.
	4.  All documents filed by the Company pursuant to Section 13(a), 13(c),
14 and 15(d) of the Securities Exchange Act of 1934, as amended, subsequent to
the date hereof, which documents shall be deemed to be incorporated by
reference into this Registration Statement as a part hereof from the date of
filing such documents until a post-effective amendment to this Registration
Statement is filed which indicates that all shares of Common Stock being
offered hereby have been sold or which deregisters all shares of Common Stock
then remaining unsold.

Item 4.	DESCRIPTION OF SECURITIES.

	Not Applicable

Item 5.	INTEREST OF NAMED EXPERTS AND COUNSEL.

	Not Applicable

Item 6.  INDEMNIFICATION OF DIRECTORS AND OFFICERS.

	Article 7-109 of the Colorado Business Corporation Act authorizes the
indemnification of directors and officers against liability incurred by reason
of being a director or officer and against expenses (including attorney's
fees), judgments, fines and amounts paid in settlement and reasonably incurred
in connection with any action seeking to establish such liability, in the case
of third-party claims, if the officer or director acted in good faith and in a
manner he reasonably believed to be in or not opposed to the best interests of
the corporation, and in the case of actions by or in the right of the
corporation, if the officer or director acted in good faith and in a manner he
reasonably believed to be in or not opposed to the best interests of the
corporation and if such officer or director shall not have been adjudged
liable to the corporation, unless a court otherwise determines.
Indemnification is also authorized with respect to any criminal action or
proceeding where the officer or director also had no reasonable cause to
believe his conduct was unlawful.

	The above discussion of the Colorado Business Corporation Act is only a
summary and is qualified in its entirety by the full text of the foregoing.

Article VIII of the Registrant's Bylaws provides as follows:

	Each past, present and future director and officer of the corporation
shall be indemnified by the corporation against all expenses, penalties, and
liabilities, including attorneys' fees, reasonably incurred by or imposed upon
him in connection with any actual or threatened claim, demand, action or
proceeding, whether civil or criminal, or in connection with any settlement
thereof, to which he may be made a party, or in which he may become involved,
by reason of his being or having been a director or officer of the
corporation, whether or not he is a director or officer at the time such
expenses, penalties or liabilities are incurred, except in cases where he
shall be finally adjudged in such action or proceeding to be liable for
willful misconduct in the performance of his duties as such director or
officer.  The right of indemnification herein provided shall be in addition
to, and not exclusive of, all other rights to which such director or officer
may be entitled and the right of indemnification herein provided shall inure
to the benefit of the personal representatives of deceased directors and
officers.

Item 7.  	EXEMPTION FROM REGISTRATION CLAIMED.

	Not Applicable

Item 8.  EXHIBITS.

Exhibit
Number			Description
4.1 Articles of Incorporation (incorporated by reference from the Company's
Form 10-KSB for the year ended 12/31/97)
4.2 Common Stock certificate (incorporated by reference from the Company's
Form S-3 Registration Statement, Registration No. 333-25465 declared effective
July 23, 1997)
5.1*    Opinion of Law Office of Reed & Reed, P.C. as to legality of the
         shares
23.1*	  Consent of Hein + Associates LLP
23.2*	  Consent of Law Office of Reed & Reed, P.C. (contained in Exhibit
         5.1)
99.1*	  2002 Stock Compensation Plan #2

*  Filed herewith.
---------------------------------------------------------------------------

Item 9.  UNDERTAKINGS.

	The undersigned registrant hereby undertakes:
(1)	To file, during any period in which offers or sales are being made, a
post-effective amendment to this registration statement to include any
material information with respect to the plan of distribution not
previously disclosed in the registration statement or any material change
to such information in the registration statement.

(2)  That, for purposes of determining liability under the Securities
Act, treat each post-effective amendment as a new registration statement of
the securities offered, and the offering of the securities at that time to
be the initial bona fide offering.

(3)  File a post-effective amendment to remove from registration any
of the securities that remain unsold at the end of the offering.

SIGNATURES

	Pursuant to the requirements of the Securities Act of 1933, as
amended, the Registrant hereby certifies that it has reasonable grounds to
believe that it meets all of the requirements for filing on Form S-8 and
has duly caused this Registration Statement and any amendment thereto to be
signed on its behalf by the undersigned, thereunto duly authorized, in the
City of Littleton, State of Colorado on November 14, 2002.

						EARTH SCIENCES, INC.

Date:  November 14, 2002		/s/  Ramon E. Bisque
			      	-----------------------------------------------
						Ramon E. Bisque
						Principal Executive Officer

Date:  November 14, 2002		/s/  Mark H. McKinnies
					-----------------------------------------------
						Mark H. McKinnies
						President, Principal Financial and
						Accounting Officer

	Pursuant to the requirements of the Securities Exchange Act of 1933,
as amended, this Registration Statement and any amendment thereto has been
signed below by the following persons in the capacities and on the dates
indicated.

Date:  November 14, 2002		/s/  Ramon E. Bisque
					-----------------------------------------------
						Ramon E. Bisque, Director

Date:  November 14, 2002		/s/  Duane N. Bloom
					-----------------------------------------------
						Duane N. Bloom, Director

Date:  November 14, 2002		/s/  Michael D. Durham
					-----------------------------------------------
						Michael D. Durham, Director

Date:  November 14, 2002		/s/  Robert H. Lowdermilk
					-----------------------------------------------
						Robert H. Lowdermilk, Director

Date:  November 14, 2002		/s/  Mark H. McKinnies
					-----------------------------------------------
						Mark H. McKinnies, Director