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                                  FORM 10-Q/A

                                  UNITED STATES

                       SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

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

                  For the quarterly period ended March 31, 2002

                                       OR

            ( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                       THE SECURITIES EXCHANGE ACT OF 1934
                     for the transition period from to ____
                                        -

                         Commission file number 1-12108

                              GULFWEST ENERGY INC.
                              --------------------
             (Exact name of Registrant as specified in its charter)

             Texas                                          87-0444770
   (State or other jurisdiction                           (IRS Employer
        of incorporation)                                  Identification No.)

480 North Sam Houston Parkway East
           Suite 300
         Houston, Texas                                         77060
(Address of principal executive offices)                      (zip code)

                                 (281) 820-1919
              (Registrant's telephone number, including area code)

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  preceding 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 ____

The  number of shares  outstanding  of each of the  issuer's  classes  of common
stock, as of the latest practicable date, May 14, 2002, was 18,492,541 shares of
Class A Common Stock, $.001 par value.

     This  Quarterly  Report on Form  10-Q/A is intended to amend and restate in
its entirety the  Company's  Quarterly  Report on Form 10-Q for the period ended
March 31, 2002 to ensure that the  information  contained in the report is true,
accurate  and  complete as of the date of the filing of this  Amended  Quarterly
Report on Form 10-Q/A, November 18, 2002.

     As a  result  of a  financing  agreement  with an  energy  lender,  we were
required to enter into an oil and gas hedging  agreement with the lender. It has
been  determined this agreement meets the definition of SFAS 133 "Accounting for
Derivative  Instruments  and  Hedging  Activities"  and  is  accounted  for as a
derivative instrument.

     This amendment  reflects the results of the change in accounting  principle
in the financial statements and notes thereto,  and Management's  Discussion and
Analysis of Financial Condition and Results of Operations.  The estimated change
in fair value of the  derivatives  is  reported  in Other  Income and Expense as
unrealized  (gain) loss on derivative  instruments.  The estimated fair value of
the derivatives is reported in Other Assets (or Other Liabilities) as derivative
instruments.

     All other  information in the report  remains as previously  filed with the
Commission in the Company's  Quarterly  Report on Form 10-Q for the period ended
March 31, 2002 and is incorporated by reference herein.

                              GULFWEST ENERGY INC.

                        FORM 10-Q/A FOR THE QUARTER ENDED
                                 MARCH 31, 2002

                                                                  Page of
                                                                Form 10-Q/A
                                                                -----------

Part I:   Financial Statements

Item 1.   Financial Statements
          Consolidated Balance Sheets, March 31, 2002,
            and December 31, 2001                                    3
          Consolidated Statements of Operations-for the three
            months ended March 31, 2002, and 2001                    5
          Consolidated Statements of Cash Flows-for the three
            months ended March 31, 2002, and 2001                    6
          Notes to Consolidated Financial Statements                 7

Item 2.   Management's Discussion and Analysis
            of Financial Condition and Results
            of Operations                                            8

Item 3. Quantitative and Qualitative Disclosures about Market Risk   10

Part II: Other Information

Item 4. Submission of Matters to a Vote of Security Holders          11

Item 6. Exhibits and Reports on 8-K                                  11

Signatures                                                           12
                                       2

                          PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS.
------- ---------------------

                              GULFWEST ENERGY INC.
                           CONSOLIDATED BALANCE SHEETS
                      MARCH 31, 2002 AND DECEMBER 31, 2001

                                     ASSETS

                                                                            March 31,             December 31,
                                                                              2002                    2001
                                                                           (Unaudited)              (Audited)
                                                                       --------------------    --------------------
CURRENT ASSETS:
  Cash and cash equivalents                                            $           531,407     $           689,030
  Accounts receivable - trade, net of allowance for doubtful
     accounts of -0- in 2002 and 2001                                            1,331,633               1,392,751
  Prepaid expenses                                                                 321,689                 124,081
                                                                       --------------------    --------------------
          Total current assets                                                   2,184,729               2,205,862
                                                                       --------------------    --------------------

OIL AND GAS PROPERTIES,
  using the successful efforts method of accounting                             52,262,527              52,045,178

OTHER PROPERTY AND EQUIPMENT                                                     2,390,539               2,352,166
  Less accumulated depreciation, depletion,
    and amortization                                                            (6,756,792)             (6,235,251)
                                                                       --------------------    --------------------

  Net oil and gas properties and
      other property and equipment                                              47,896,274              48,162,093
                                                                       --------------------    --------------------

OTHER ASSETS
  Deposits                                                                          37,442                  37,442
  Debt issue cost, net                                                             451,213                 506,230
  Derivative instruments                                                                                   467,582
                                                                       --------------------    --------------------
          Total other assets                                                       488,655               1,011,254
                                                                       --------------------    --------------------

TOTAL ASSETS                                                           $        50,569,658     $        51,379,209
                                                                       ====================    ====================

The Notes to Consolidated Financial Statements are an integral part of these statements.

                                       3

                              GULFWEST ENERGY INC.
                           CONSOLIDATED BALANCE SHEETS
                      MARCH 31, 2002 AND DECEMBER 31, 2001

                      LIABILITIES AND STOCKHOLDERS' EQUITY

                                                                               March 31,             December 31,
                                                                                 2002                    2001
                                                                              (Unaudited)              (Audited)
                                                                          --------------------    --------------------

CURRENT LIABILITIES
  Notes payable                                                           $        2,925,270      $        2,821,020
  Notes payable - related parties                                                     40,000                  40,000
  Current portion of long-term debt                                                3,742,547               6,065,588
  Current portion of long-term debt - related parties                                216,395                 222,687
  Accounts payable - trade                                                         3,842,854               3,099,399
  Accrued expenses                                                                   243,988                 243,671
                                                                          --------------------    --------------------

    Total current liabilities                                                     11,011,054              12,492,365
                                                                          --------------------    --------------------

NONCURRENT LIABILITIES
  Long-term debt, net of current portion                                          27,940,555              26,330,589
  Long-term debt, related parties                                                    209,771                 211,368
                                                                          --------------------    --------------------

    Total noncurrent liabilities                                                  28,150,326              26,541,957
                                                                          --------------------    --------------------

OTHER LIABILITIES
    Derivative instruments                                                          1,027,401
                                                                          --------------------    --------------------

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY
  Preferred stock                                                                         170                   170
  Common stock                                                                         18,493                 18,493
  Additional paid-in capital                                                       28,164,712             28,164,712
  Retained deficit                                                                (17,802,498)           (15,838,488)
  Long-term accounts and notes receivable - related parties,
    net of allowance for doubtful accounts of $740,478 in 2002 and 2001   --------------------    --------------------

         Total stockholders' equity                                                10,380,877             12,344,887
                                                                          --------------------    --------------------

TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY                                                      $        50,569,658     $       51,379,209
                                                                          ====================    ====================
The Notes to Consolidated Financial Statements are an integral part of these statements.
                                       4

                              GULFWEST ENERGY INC.
                      CONSOLIDATED STATEMENTS OF OPERATIONS
               FOR THE THREE MONTHS ENDED MARCH 31, 2002 AND 2001
                                   (UNAUDITED)

                                                                              2002                   2001
                                                                       -------------------    -------------------

OPERATING REVENUES
  Oil and gas sales                                                    $        2,526,242              2,959,753
  Well servicing revenues                                                          12,122                  4,030
  Operating overhead and other income                                             110,509                 93,956
                                                                       -------------------    -------------------
     Total operating revenues                                                   2,648,873              3,057,739
                                                                       -------------------    -------------------
OPERATING EXPENSES
  Lease operating expenses                                                      1,376,683              1,271,683
  Cost of well servicing operations                                                18,561                 23,612
  Depreciation, depletion and amortization                                        606,641                448,551
  General and administrative                                                      407,076                383,109
                                                                       -------------------    -------------------
     Total operating expenses                                                   2,408,961              2,126,955
                                                                       -------------------    -------------------

INCOME FROM OPERATIONS                                                            239,912                930,784
                                                                       -------------------    -------------------

OTHER INCOME AND EXPENSE
  Interest expense                                                               (691,875)              (681,117)
  Gain (loss) on sale of assets                                                    11,061                 (2,654)
  Unrealized (loss) on derivative instruments                                  (1,494,983)             1,090,855
                                                                       -------------------    -------------------
     Total other income and expense                                            (2,175,797)               407,084
                                                                       -------------------    -------------------
INCOME (LOSS) BEFORE INCOME TAXES AND CUMULATIVE EFFECT
  OF CHANGE OF ACCOUNTING PRINCIPLE                                            (1,935,885)             1,337,868

INCOME TAXES                                                           -------------------    -------------------

INCOME (LOSS) BEFORE CUMULATIVE EFFECT OF CHANGE IN
  ACCOUNTING PRINCIPLE                                                         (1,935,885)             1,337,868
                                                                       -------------------    -------------------

CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE, NET
  OF INCOME TAXES                                                                                     (3,747,435)
                                                                       -------------------    -------------------

NET LOSS                                                                       (1,935,885)            (2,409,567)

DIVIDENDS ON PREFERRED STOCK
  (PAID 2002 - $28,125; 2001 - $-0-)                                              (28,125)
                                                                       -------------------    -------------------

NET LOSS AVAILABLE TO COMMON
  SHAREHOLDERS                                                         $       (1,964,010)    $       (2,409,567)
                                                                       ===================    ===================

NET INCOME (LOSS) PER SHARE, BASIC AND DILUTED, BEFORE
  CUMULATIVE EFFECT OF CHANGE IN
  ACCOUNTING PRINCIPLE                                                 $            (.11)     $              .07
CUMULATIVE EFFECT OF CHANGE IN
  ACCOUNTING PRINCIPLE                                                                                      (.20)
                                                                       -------------------    -------------------

NET INCOME PER COMMON SHARE, BASIC AND DILUTED                         $            (.11)     $             (.13)
                                                                       ===================    ===================

     The Notes to Consolidated Financial Statements are an integral part of these statements.

                                       5

                              GULFWEST ENERGY INC.
                      CONSOLIDATED STATEMENTS OF CASH FLOWS
               FOR THE THREE MONTHS ENDED MARCH 31, 2002 AND 2001
                                   (UNAUDITED)

                                                                                     2002                  2001
                                                                              -------------------    -----------------

CASH FLOWS FROM OPERATING ACTIVITIES:
  Net loss                                                                    $     (1,935,885)      $    (2,409,567)
  Adjustments to reconcile net loss to net cash
    provided by (used in) operating activities:
            Depreciation, depletion, and amortization                                  606,641               448,551
            (Gain) loss on sale of assets                                              (11,061)                2,654
            Unrealized (gain) loss on derivative instruments                         1,494,983            (1,090,855)
            Cumulative effect of accounting change                                                         3,747,435
            (Increase) decrease in accounts receivable - trade, net                   (121,624)              435,147
            (Increase) decrease in prepaid expenses                                   (197,608)             (158,418)
            Increase (decrease) in accounts payable and accrued expenses               743,772               855,907
                                                                              -------------------    -----------------
               Cash provided by operating activities                                   579,218             1,830,854
                                                                              -------------------    -----------------

CASH FLOWS FROM INVESTING ACTIVITIES:
            Proceeds from sale of property and equipment                               668,247                21,423
            Purchase of property and equipment
                                                                              -------------------    -----------------
                Net cash used in investing activities                                  (43,778)           (1,660,702)
                                                                              -------------------    -----------------

CASH FLOWS FROM FINANCING ACTIVITIES:
            Payments on debt                                                        (1,126,856)           (1,014,126)
            Proceeds from debt issuance                                                461,918               230,000
            Debt issue cost                                                                                   (5,139)
            Dividends paid                                                             (28,125)
                                                                              -------------------    -----------------
                Net cash used in financing activities                                 (693,063)             (789,265)
                                                                              -------------------    -----------------

DECREASE IN CASH AND CASH EQUIVALENTS                                                 (157,623)             (619,113)

CASH AND CASH EQUIVALENTS, beginning of period                                         689,030               663,032
                                                                              -------------------    -----------------

CASH AND CASH EQUIVALENTS, end of period                                      $        531,407       $        43,919
                                                                              ===================    =================

CASH PAID FOR INTEREST                                                        $        688,856       $       729,483
                                                                              ===================    =================

The Notes to Consolidated Financial Statements are an integral part of these statements.
                                       6

                      GULFWEST ENERGY INC. AND SUBSIDIARIES
                 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
                             MARCH 31, 2002 AND 2001
                                   (UNAUDITED)

1.   During interim periods,  we follow the accounting policies set forth in our
     Annual  Report  on  Form  10-K  filed  with  the  Securities  and  Exchange
     Commission. Users of financial information produced for interim periods are
     encouraged  to refer to the  footnotes  contained in the Annual Report when
     reviewing interim financial results.

2.   The  accompanying   financial   statements  include  the  Company  and  its
     wholly-owned  subsidiaries:  RigWest Well Service, Inc. formed September 5,
     1996;  GulfWest  Texas Company  formed  September  23, 1996;  DutchWest Oil
     Company formed July 28, 1997;  Southeast Texas Oil and Gas Company,  L.L.C.
     acquired  September 1, 1998;  SETEX Oil and Gas Company  formed  August 11,
     1998;  GulfWest Oil and Gas Company  formed  February 8, 1999; LTW Pipeline
     Co. formed April 19, 1999; GulfWest  Development Company formed November 9,
     2000;  and,  GulfWest Oil and Gas Company  (Louisiana)  LLC formed July 31,
     2001. All material  intercompany  transactions  and balances are eliminated
     upon consolidation.

3.   In management's  opinion,  the accompanying  interim  financial  statements
     contain  all  material  adjustments,  consisting  only of normal  recurring
     adjustments  necessary  to present  fairly  the  financial  condition,  the
     results of operations,  and the cash flows of GulfWest  Energy Inc. for the
     interim periods.

4.   Non-cash Investing and Financing Activities

     During the three month period ended March 31, 2002, we acquired  $48,224 of
     other   property  and   equipment   through   notes  payable  to  financial
     institutions.  We also  acquired  $182,742 of oil  producing  properties in
     exchange of accounts receivable from a related party.

5.   As a  result  of a  financing  agreement  with an  energy  lender,  we were
     required to enter into an oil and gas hedging agreement with the lender. It
     has  been  determined  this  agreement  meets  the  definition  of SFAS 133
     "Accounting  for  Derivative  Instruments  and Hedging  Activities"  and is
     accounted for as a derivative instrument.

     We entered into the  agreement,  commencing in May 2000, to hedge a portion
     of our oil and gas sales for the period of May 2000 through April 2004. The
     agreement  calls for initial volumes of 7,900 barrels of oil and 52,400 Mcf
     of gas per month,  declining monthly  thereafter.  We entered into a second
     agreement with the energy lender,  commencing  September  2001, to hedge an
     additional  portion of our oil and gas sales for the  periods of  September
     2001  through  July  2004  and  September   2001  through   December  2002,
     respectively.  The agreement calls for initial volumes of 15,000 barrels of
     oil and 50,000 Mmbtu of gas per month,  declining monthly thereafter.  As a
     result of these agreements, we realized an increase in revenues of $251,200
     for the three-month period ended March 31, 2002 and a reduction in revenues
     of $726,100  for the  three-month  period  ended March 31,  2001,  which is
     included in oil and gas sales.

     The estimated  change in fair value of the derivatives is reported in Other
     Income and Expense as unrealized (gain) loss on derivative instruments. The
     estimated  fair value of the  derivatives  is reported in Other  Assets (or
     Other Liabilities) as derivative instruments.
                                       7

ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS
         OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
         ------------------------------------------------
Overview
--------

     We are engaged  primarily in the  acquisition,  development,  exploitation,
exploration  and  production  of crude  oil and  natural  gas.  Our  focus is on
increasing  production  from our existing  crude oil and natural gas  properties
through  the  further  exploitation,   development  and  optimization  of  those
properties,  and on acquiring  additional  crude oil and natural gas properties.
Our gross revenues are derived from the following sources:

     1.   Oil and gas  sales  that are  proceeds  from the sale of crude oil and
          natural gas production to midstream purchasers;

     2.   Operating  overhead  and other income that  consists of earnings  from
          operating  crude oil and  natural  gas  properties  for other  working
          interest owners, and marketing and transporting natural gas. This also
          includes earnings from other miscellaneous activities.

     3.   Well  servicing  revenues that are earnings from the operation of well
          servicing equipment under contract to third party operators.

Results of Operations
---------------------

     The factors which most  significantly  affect our results of operations are
(1) the sales price of crude oil and natural  gas,  (2) the level of total sales
volumes of crude oil and natural  gas,  (3) the level of and  interest  rates on
borrowings and, (4) the level and success of new acquisitions and development of
existing properties.

Comparative results of operations for the periods indicated are discussed below.

Three-Month  Period  Ended March 31, 2002  compared to Three Month  Period Ended
March 31, 2001.

Revenues

     Oil and Gas Sales.  Revenues from the sale of crude oil and natural gas for
the first quarter  decreased 15% from  $2,959,800 in 2001 to $2,526,200 in 2002.
This  was  due to oil  prices  decreasing  20% and gas  prices  decreasing  47%,
partially offset by an increase in sales volumes of 48% for oil and 12% for gas.

     Operating  Overhead  and  Other  Income.  Revenues  from  these  activities
increased  18% from  $94,000  in 2001 to  $110,500  in 2002.  This was due to an
increase in Other Income from natural gas gathering and marketing fees.

Costs and Expenses

     Lease  Operating  Expenses.  Lease  operating  expenses  increased  8% from
$1,271,700  in 2001  to  $1,376,700  in  2002.  This  was  primarily  due to the
acquisition of additional  properties and increased  costs related to higher oil
and gas production.

     Depreciation, Depletion and Amortization (DD and A). DD and A increased 35%
from  $448,600 in 2001 to $606,600 in 2002,  as a result of the  acquisition  of
additional oil and gas properties.
                                       8

     General  and  Administrative  (G  and  A)  Expenses.  Our G and A  expenses
increased  6% from  $383,100  in  2001  to  $407,100  in  2002  due to  expenses
associated  with an increase in the number of oil and natural gas assets that we
manage.

     Interest  Expense.  The  increase in our debt  associated  with  additional
acquisitions  and our capital  development  program from  $22,500,000 in 2001 to
$35,100,000  in 2002,  offset by the decrease in our average  interest rate from
12.1% in 2001 to 7.9% in 2002 resulted in a 2% increase in interest expense from
$681,100 in 2001 to $691,900 in 2002.

Financial Condition and Capital Resources
-----------------------------------------

     At March 31, 2002, our current  liabilities  exceeded our current assets by
$8,826,300.  We had a loss of $1,964,000  for the quarter  compared to a loss of
$2,409,600 for the period in 2001.

     During the first quarter of 2002,  we sold 78,600  barrels of crude oil and
357,600 Mcf of natural gas  compared to 53,200  barrels of crude oil and 318,100
Mcf of natural gas in the first quarter of 2001. Revenue for crude oil sales for
the quarter  was  $1,520,300  in 2002  compared  to  $1,284,200  in 2001 and for
natural gas sales was $1,006,000 in 2002 compared to $1,675,600 in 2001.

     In the year  2002,  we plan to use the  remaining  $5 million in our credit
line for the development of certain properties, including the drilling of a deep
gas well in Louisiana that is currently underway, the drilling of two horizontal
wells in our Madisonville, Texas field, and the workover of several wells in our
Grand Lake,  Louisiana field. If successful,  the increased production and sales
resulting from these development projects, along with the recent increase in oil
and gas  prices,  should  return us to  profitability.  Also this  year,  we are
proceeding  with  the sale of  certain  of our  non-core  properties  and,  when
completed, will use the proceeds to retire debt and meet a $1 million payment to
a lender due in August 2002.

     Finally, as another significant step, we have entered into discussions with
certain  investment  bankers and advisors  regarding  financial  alternatives to
support our continued  growth  through  acquisitions  and  development,  and the
restructuring of our existing debt. Our goal is to sell equity through a private
placement,  use part of the proceeds to continue our development program and the
balance to retire a portion of our existing  debt,  enabling us to refinance the
remainder.
                                       9

ITEM 3.  QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
-------  ----------------------------------------------------------

     The following  market rate  disclosures  should be read in conjunction with
the quantitative  disclosures  about market risk contained in the Company's 2001
annual  report  on  Form  10-K,  as  well as  with  the  consolidated  financial
statements and notes thereto  included in this amended  quarterly report on Form
10-Q/A.

     All of the  Company's  financial  instruments  are for purposes  other than
trading. The Company only enters derivative financial instruments in conjunction
with its oil and gas hedging activities.

     Hypothetical  changes in interest rates and prices chosen for the following
stimulated   sensitivity  effects  are  considered  to  be  reasonably  possible
near-term changes generally based on consideration of past fluctuations for each
risk  category.  It is not  possible to  accurately  predict  future  changes in
interest rates and product prices.  Accordingly,  these hypothetical changes may
not be an indicator of probable future fluctuations.

Interest Rate Risk

     The Company is exposed to interest rate risk on debt with variable interest
rates. At March 31, 2002, the Company carried variable rate debt of $34,048,846.
Assuming  a one  percentage  point  change  at March 31,  2002 on the  Company's
variable rate debt, the annual pretax income would change by $340,488.

Commodity Price Risk

     The Company hedges a portion of its price risks associated with its oil and
natural gas sales which are  classified as derivative  instruments.  As of March
31,  2002,  these  derivative  instruments'  liabilities  had a  fair  value  of
$1,027,401.  A hypothetical change in oil and gas prices could have an effect on
oil and gas futures  prices,  which are used to  estimate  the fair value of our
derivative instrument.  However, it is not practicable to estimate the resultant
change, in any, in the fair value of our derivative instrument.
                                       10

                           PART II. OTHER INFORMATION

ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
------- ----------------------------------------------------

No matter  was  submitted  to a vote of our  security  holders  during the first
quarter.

ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K.
------- ---------------------------------

     (a)  Exhibits -

          Number Description
          ------ -----------

          *3.1 Articles  of  Incorporation  of  the  Registrant  and  Amendments
               thereto.

          *3.2 Bylaws of the Registrant.

          #10.1GulfWest  Oil Company 1994 Stock  Option and  Compensation  Plan,
               amended and  restated  as of April 15,  1998 and  approved by the
               shareholders on May 28, 1998.
---------------

          * Previously filed with the Company's  Registration Statement (on Form
          S-1,  Reg. No.  33-53526),  filed with the  Commission  on October 21,
          1992.

          # Previously filed with the Company's Definitive Proxy Statement dated
          April 24, 1998, filed with the Commission on April 24, 1998.

     (b)  Form 8-K - None.

                                       11

                                   SIGNATURES

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

                                           GULFWEST ENERGY INC.
                                              (Registrant)

Date: November 18, 2002               By: /s/ Thomas R. Kaetzer
                                         --------------------------------------
                                         Thomas R. Kaetzer
                                         President

Date: November 18, 2002               By: /s/ Jim C. Bigham
                                         --------------------------------------
                                         Jim C. Bigham
                                         Executive Vice President and Secretary

Date: November 18, 2002               By: /s/ Richard L. Creel
                                         --------------------------------------
                                         Richard L. Creel
                                         Vice President of Finance
                                       12

                                 CERTIFICATIONS

I, Thomas R. Kaetzer, certify that:

     1.   I have  reviewed  this  amended  quarterly  report  on Form  10-Q/A of
          GulfWest Energy 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;

     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.   The registrant's  other certifying  officers and I are responsible for
          establishing  and maintaining  disclosure  controls and procedures (as
          defined in Exchange  Act Rules  13a-14 and 15d-14) for the  registrant
          and 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 functions):

          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. The registrant's other certifying  officers and I have indicated in this
     quarterly  report  whether  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: November 18, 2002

                                          /s/ Thomas R. Kaetzer
                                          -----------------------------------
                                          Thomas R. Kaetzer
                                          President and Chief Executive Officer

                                 CERTIFICATIONS

I, Richard L. Creel, certify that:

     1. I have reviewed this amended quarterly report on Form 10-Q/A of GulfWest
     Energy 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;

     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. The  registrant's  other  certifying  officers and I are responsible for
     establishing and maintaining disclosure controls and procedures (as defined
     in Exchange Act Rules 13a-14 and 15d-14) for the registrant and 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 functions):

          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. The registrant's other certifying  officers and I have indicated in this
     quarterly  report  whether  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: November 18, 2002

                                                      /s/ Richard L. Creel
                                                      -------------------------
                                                      Richard L. Creel
                                                      Vice President of Finance

November 18, 2002

Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549

Re: Certification Required Under Section 906 of Sarbanes-Oxley Act of 2002

In connection with the accompanying amended report on Form 10-Q/A for the period
ended March 31, 2002, and filed with the  Securities and Exchange  Commission on
the date hereof (the  "Report"),  We,  Thomas R.  Kaetzer,  President and CEO of
GulfWest Energy Inc. (the  "Company"),  and Richard L. Creel,  Vice President of
Finance of the Company hereby certify that:

     1.   The report fully  complies with the  requirements  of Section 13(a) or
          15(d) of the Securities Exchange Act of 1934; and

     2.   The  information  contained  in the  Report  fairly  presents,  in all
          material respects,  the financial  condition and results of operations
          of the Company.

GulfWest Energy Inc.

/s/ Thomas R. Kaetzer
------------------------------------
By: Thomas R. Kaetzer
President and Chief Executive Officer

/s/ Richard L. Creel
------------------------------------
By: Richard L. Creel
Vice President of Finance
```