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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, 2001

                                       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 10, 2001, was 18,462,541 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, 2001 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, 2001 and is incorporated by reference herein.

                              GULFWEST ENERGY INC.

                        FORM 10-Q/A FOR THE QUARTER ENDED
                                 MARCH 31, 2001

                                                                      Page of
                                                                     Form 10-Q/A
                                                                     -----------
Part I:  Financial Statements

Item 1.           Financial Statements
                    Consolidated Balance Sheets, March 31, 2001,
                       and December 31, 2000                                 3
                    Consolidated Statements of Operations-for the three
                       months ended March 31, 2001, and 2000                 5
                    Consolidated Statements of Cash Flows-for the three
                       months ended March 31, 2001, and 2000                 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 Ris 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, 2001 AND DECEMBER 31, 2000

                                     ASSETS

                                                                           March 31,           December 31,
                                                                              2001                  2000
                                                                           (Unaudited)            (Audited)
                                                                        ------------------    ------------------

CURRENT ASSETS:
  Cash and cash equivalents                                             $          43,919     $       663,032
  Accounts Receivable - trade, net of allowance for doubtful
     accounts of -0- in 2001 and 2000                                           1,723,543           2,188,421
  Prepaid expenses                                                                241,769              83,351
                                                                        ------------------    ------------------
    Total current assets                                                        2,009,231           2,934,804
                                                                        ------------------    ------------------

OIL AND GAS PROPERTIES,
  using the successful efforts method of accounting                            32,653,372          30,895,049

OTHER PROPERTY AND EQUIPMENT                                                    2,205,161           1,961,203
  Less accumulated depreciation, depletion,
    and amortization                                                           (4,456,267)         (4,049,510)
                                                                        ------------------    ------------------

  Net oil and gas properties and
      other property and equipment                                            30,402,266          28,806,742
                                                                        ------------------    ------------------

OTHER ASSETS
   Deposits                                                                       27,638              27,638

  Investments                                                                        -               122,785

  Debt issue cost                                                                451,086             482,159
                                                                        ------------------    ------------------
Total other assets                                                               478,724             632,582

                                                                        ------------------    ------------------

TOTAL ASSETS                                                             $    32,890,221       $  32,374,128
                                                                        ==================    ==================

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

                                       3

                              GULFWEST ENERGY INC.
                           CONSOLIDATED BALANCE SHEETS
                      MARCH 31, 2001 AND DECEMBER 31, 2000

                      LIABILITIES AND STOCKHOLDERS' EQUITY

                                                                                March 31,           December 31,
                                                                                  2001                  2000
                                                                               (Unaudited)           (Audited)
                                                                            ------------------    -----------------
  CURRENT LIABILITIES
  Notes payable                                                             $        840,300      $      935,300
  Notes payable - related parties                                                    700,000             700,000
  Current portion of long-term debt                                                2,601,749           3,111,120
  Current portion of long-term debt - related parties                                228,763             303,296
  Accounts payable - trade                                                         2,951,054           2,189,656
  Accrued expenses                                                                   450,123             355,614
                                                                            ------------------    -----------------

    Total current liabilities                                                      7,771,989           7,594,986
                                                                            ------------------    -----------------

NONCURRENT LIABILITIES
  Long term debt, net of current portion                                         17,876,110          17,960,455
  Long term debt, related parties                                                   293,338             116,916
                                                                            ------------------    -----------------

    Total noncurrent liabilities                                                 18,169,448           18,077,371
                                                                            ------------------    -----------------

OTHER LIABILITIES
  Derivative instruments                                                           2,656,580
                                                                            ------------------    -----------------

COMMITMENTS AND CONTINGENCIES

STOCKHOLDERS' EQUITY
  Preferred stock                                                                         80                  80
  Common stock                                                                        18,445              18,445
  Additional paid-in capital                                                      23,537,900          23,537,900
  Retained deficit                                                               (19,264,221)        (16,854,654)
  Long-term     accounts    and    notes     receivable    -    related
parties,    net    of    allowance    for    doubtful    accounts    of
$740,478 in 2001         and 2000                                          ------------------    -----------------

         Total stockholders' equity                                               4,292,204            6,701,771
                                                                            ------------------    -----------------

TOTAL LIABILITIES AND
STOCKHOLDERS' EQUITY                                                        $    32,890,221       $   32,374,128
                                                                            ==================    =================

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, 2001 AND 2000
                                   (UNAUDITED)

                                                                                 2001                 2000
                                                                            ----------------    -----------------

OPERATING REVENUES
  Oil and gas sales                                                         $     2,959,753     $      1,500,437
  Well servicing revenues                                                             4,030               74,010
  Operating overhead and other income                                                93,956               44,009
                                                                            ----------------    -----------------
     Total operating revenues                                                     3,057,739            1,618,456
                                                                            ----------------    -----------------
OPERATING EXPENSES
  Lease operating expenses                                                        1,271,683              673,877
  Cost of well servicing operations                                                  23,612               87,446
  Depreciation, depletion and amortization                                          448,551              182,071
  General and administrative                                                        383,109              366,837
                                                                            ----------------    -----------------
     Total operating expenses                                                     2,126,955            1,310,231
                                                                            ----------------    -----------------
INCOME FROM OPERATIONS                                                              930,784              308,225
                                                                            ----------------    -----------------
OTHER INCOME AND EXPENSE
  Interest expense                                                                 (681,117)            (383,380)
  Gain (loss) on sale of assets                                                      (2,654)               4,827
  Unrealized gain on derivative instruments                                       1,090,855
                                                                            ----------------    -----------------
     Total other income and expense                                                 407,084             (378,553)
                                                                            ----------------    -----------------
INCOME (LOSS) BEFORE INCOME TAXES AND CUMULATIVE
  EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE                                        1,337,868              (70,328)

INCOME TAXES                                                                       -                   -
                                                                            ----------------    -----------------
INCOME (LOSS) BEFORE CUMULATIVE EFFECT OF CHANGE IN
  ACCOUNTING PRINCIPLE                                                            1,337,868              (70,328)
                                                                            ----------------    -----------------
CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE,
  NET OF INCOME TAXES                                                            (3,747,435)
                                                                            ----------------    -----------------
NET LOSS                                                                         (2,409,567)             (70,328)

DIVIDENDS ON PREFERRED STOCK
  (PAID 2001 - $-0-; 2000 - $4,691)                                                -                   -
                                                                            ----------------    -----------------
NET LOSS AVAILABLE TO COMMON
  SHAREHOLDERS                                                                   (2,409,567)             (70,328)
                                                                            ================    =================

NET INCOME PER SHARE, BASIC AND DILUTED, BEFORE
  CUMULATIVE EFFECT OF   CHANGE IN ACCOUNTING
  PRINCIPLE                                                                 $           .07     $           (.00)
CUMULATIVE EFFECT OF CHANGE IN ACCOUNTING PRINCIPLE                                    (.20)
                                                                            ----------------    -----------------

NET LOSS PER SHARE, BASIC AND DILUTED                                       $          (.13)    $           (.00)
                                                                            ================    =================

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, 2001 AND 2000
                                   (UNAUDITED)

                                                                                       2001                2000
                                                                                  ----------------    ----------------

CASH FLOWS FROM OPERATING ACTIVITIES:
  Net loss                                                                        $   (2,409,567)      $     (70,328)
  Adjustments to reconcile net loss to net cash
    provided by (used in) operating activities:
            Depreciation, depletion, and amortization                                    448,551             182,071
            Common stock and warrants issued and charged to operations                                        13,600
            (Gain) loss on sale of assets                                                  2,654              (4,827)
            Unrealized gain on derivative instruments                                 (1,090,855)
            Cumulative effect of accounting change                                     3,747,435
            (Increase) decrease in accounts receivable - trade, net                      435,147            (378,321)
            (Increase) decrease in prepaid expenses                                    (158,418)             (15,899)
            Increase (decrease) in accounts payable and accrued expenses                855,907              774,357
                                                                                  ----------------    ----------------
               Cash provided by operating activities                                  1,830,854              500,653
                                                                                  ----------------    ----------------

CASH FLOWS FROM INVESTING ACTIVITIES:
            Proceeds from sale of property and equipment                                 21,423                7,750
            Purchase of property and equipment                                       (1,682,125)            (830,716)
                                                                                  ----------------    ----------------
                Net cash used in investing activities                                (1,660,702)            (822,966)
                                                                                  ----------------    ----------------

CASH FLOWS FROM FINANCING ACTIVITIES:
            Payments on debt                                                         (1,014,126)            (291,581)
            Proceeds from debt issuance                                                 230,000              680,000
            Debt issue cost                                                              (5,139)            (232,422)
                                                                                  ----------------    ----------------
                Net cash provided (used) by financing activities                       (789,265)             155,997
                                                                                  ----------------    ----------------

DECREASE IN CASH AND CASH EQUIVALENTS                                                  (619,113)            (166,316)

CASH AND CASH EQUIVALENTS, beginning of period                                          663,032              287,300
                                                                                  ----------------    ----------------

CASH AND CASH EQUIVALENTS, end of period                                          $      43,919       $      120,984
                                                                                  ================    ================

CASH PAID FOR INTEREST                                                            $     729,483       $      198,912
                                                                                  ================    ================
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, 2001 AND 2000
                                   (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., formerly VanCo 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;  and GulfWest
     Development   Company   ("GWD")  formed  November  9,  2000.  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 statements of cash flows of GulfWest Energy
     Inc. for the interim periods.

4.   Non-cash Investing and Financing

     During the three month period ended March 31, 2001, we acquired $197,299 of
     other   property  and   equipment   through   notes  payable  to  financial
     institutions and related parties.

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.  As a  result  of this
     agreement,  we  realized  a  reduction  in  revenues  of  $726,077  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.

     The estimated fair value of the derivative  instruments at January 1, 2001,
     the date of initial  application  of SFAS 133, of $3,747,435 is reported in
     the  Statement  of  Operations  as the  cumulative  effect  of a change  in
     accounting principle.

                                       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, 2001  compared to Three Month  Period Ended
March 31, 2000.

Revenues

     Oil and Gas Sales.  Revenues from the sale of crude oil and natural gas for
the first quarter  increased 97% from  $1,500,400 in 2000 to $2,959,800 in 2001.
This was due to increased oil and gas production,  higher oil and gas prices and
acquisitions of additional properties.

     Well Servicing Revenues.  Revenues from well servicing operations decreased
95% from $74,000 in 2000 to $4,000 in 2001. In 2001, we primarily  used our rigs
to develop the properties  that we operate and did  significantly  less work for
third parties than in 2000.

     Operating  Overhead  and  Other  Income.  Revenues  from  these  activities
increased  114% from  $44,000  in 2000 to  $94,000  in 2001.  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 89% from
$673,900  in  2000  to  $1,271,700  in  2001.  This  was  primarily  due  to the
acquisition of additional  properties and increased costs related to oil and gas
production; and, to a lesser extent, higher vendor and contractor costs, as well
as  additional  field  activity to increase  production on existing and acquired
properties under the favorable product price environment.
                                       8

     Cost of Well Servicing  Operations.  Well servicing  expenses decreased 73%
from $87,400 in 2000 to $23,600 in 2001. In 2001, we primarily  used our rigs to
develop the properties that we operate and did significantly less work for third
parties than in 2000.

     Depreciation,  Depletion  and  Amortization  (DD and A). DD and A increased
146% from  $182,100  in 2000 to $448,600 in 2001,  due to  significantly  higher
production  as  a  result  of  successful  field   development   activities  and
acquisitions.

     General  and  Administrative  (G  and  A)  Expenses.  Our G and A  expenses
increased  4% from  $366,800  in  2000  to  $383,100  in  2001  due to  expenses
associated  with an increase in the number of oil and natural gas assets that we
manage.

     Interest  Expense.  Interest expense increased 78% from $383,400 in 2000 to
$680,700 in 2001,  primarily due to interest on debt  associated with additional
acquisitions and our capital development program.

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

     At March 31, 2001, our current  liabilities  exceeded our current assets by
$5,762,758.  We had a loss of $2,409,600  for the quarter  compared to a loss of
$70,300  for  the  period  in  2000.  The  increased  profit  was  a  result  of
significantly increased production and higher oil and natural gas prices.

     During the first quarter of 2001,  we sold 53,176  barrels of crude oil and
318,082 Mcf of natural gas  compared to 35,262  barrels of crude oil and 210,851
Mcf of natural gas in the first quarter of 2000. Revenue for crude oil sales for
the quarter was  $1,284,200 in 2001 compared to $924,800 in 2000 and for natural
gas sales was $1,675,600 in 2001 compared to $575,600 in 2000.

     During the first  quarter of 2001,  we received a  distribution  of oil and
natural gas properties from a partnership in which we had invested. The value of
the distributed  assets was $152,516,  which included $29,731 in receivables due
us from the partnership.

     In a subsequent  event on April 26, 2001,  we secured a $2,500,000  line of
credit from a bank, guaranteed by two of our directors. The line of credit bears
interest  at the prime  rate less one  fourth of one  percent  and is due May 1,
2002.  $2,100,000  of the  line was used to  retire  existing  debt and pay down
accounts payable.  The remainder will be used for the development of our oil and
natural gas properties.

                                       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 2000
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, 2001, the Company carried variable rate debt of $20,534,544.
Assuming  a one  percentage  point  change  at March 31,  2001 on the  Company's
variable rate debt, the annual pretax income would change by $205,345.

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,  2001,  these  derivative  instruments'  liabilities  had a  fair  value  of
$2,656,580.  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, 2001, 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
```