SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549

                                   FORM 8-K/A
                                 Amendment No. 1

                                 CURRENT REPORT
                       PURSUANT TO SECTION 13 OR 15(d) OF
                     THE SECURITIES EXCHANGE ACT OF 1934

      Date of Report (Date of Earliest Event Reported): August 22, 2002

                             KESTREL ENERGY, INC.
            (Exact Name of Registrant as Specified in its Charter)

        Colorado                      0-9261                   84-0772451
(State of Incorporation)     (Commission File Number)   (IRS Employer ID Number)


                           999 18th Street, Suite 2490
                             Denver, Colorado 80202
                    (Address of Principal Executive Offices)

                                 (303) 295-0344
                         (Registrant's Telephone Number,
                              including Area Code)





                                EXPLANATORY NOTE

This Amendment No. 1 on Form 8-K/A revises the Item Number to reflect that
the filing is made under Item 4.  Changes in Registrant's Certifying
Accountant instead of Item 5.  Other Events.  Other than this Amendment, Item
4. remains in the same form as initially filed.


ITEM 4.  CHANGES IN REGISTRANT'S CERTIFYING ACCOUNTANT

      KPMG LLP was previously the principal accountants for Kestrel Energy, Inc.
On August 22, 2002, that firm's appointment as principal accountants was
terminated and we have engaged Wheeler Wasoff P.C. as principal accountants. The
decision to change accountants was recommended and approved by the audit
committee of the board of directors and the board of directors.

      In connection with the audits of the two fiscal years ended June 30, 2001
and the subsequent period through August 22, 2002, there were no disagreements
with KPMG LLP on any matter of accounting principles or practices, financial
statement disclosure, or auditing scope or procedures, which disagreements if
not resolved to their satisfaction would have caused them to make reference in
connection with their opinion to the subject matter of the disagreement.

      During the two most recent fiscal years and the subsequent period through
August 22, 2002, we have not consulted with Wheeler Wasoff P.C. regarding (i)
the application of accounting principles to a specified transaction, either
completed or proposed, or the type of audit opinion that might be rendered on
our financial statements.

      The audit reports of KPMG LLP on the financial statements of Kestrel
Energy, Inc. as of and for the years ended June 30, 2001 and 2000 did not
contain any adverse opinion or disclaimer of opinion, nor were they qualified or
modified as to uncertainty, audit scope, or accounting principles.

      A letter from KPMG LLP is attached as Exhibit 16.1 to this Form 8-K.


ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS

   (a)      None

   (b)      None

   (c)      Exhibits

            *16.1 Letter from KPMG LLP dated August 26, 2002

*Previously filed






Date:  September 09, 2002                 KESTREL ENERGY, INC.

                                          By:/s/Barry D. Lasker
                                             Barry D. Lasker, President