UNITED
STATES
 SECURITIES
AND EXCHANGE COMMISSION
 WASHINGTON,
D.C. 20549
  FORM
20-F/A
 (Mark
One)
  ______
                  Registration
      Statement Pursuant to Section 12(b) or (g) of the Securities Exchange Act
      of 1934.
  or
  ___x___
                Annual
      Report Pursuant to Section 13 OR 15(d) of the Securities Exchange Act of
      1934 for the Fiscal Year Ended December
      31, 2008.
  or
  Transition Report Pursuant to Section
      13 OR 15(d) of the Securities Exchange Act pf 1934.  For
      the transition period from _______ to
    ________.
  Commission
file number 000-52145
  Rainchief
Energy Inc.
 (Exact
name of Registrant as specified in its charter)
  
 (Translation
of Registrant's name into English)
   BusinessCorporationsAct
(British Columbia)
 
 (Jurisdiction
of incorporation or organization)
   #361,
1275 West 6th
Avenue,   Vancouver, BC, Canada, V6H 1A6
 
 (Address
of principal executive offices)
  Securities
registered or to be registered pursuant to Section 12(b) of the
Act.
  Title of each
class                           Name
of each exchange on which registered
  
  Securities
registered or to be registered pursuant to Section 12(g) of the
Act.
  Common
Stock, without par value
 (Title of
Class)
 
 Securities
for which there is a reporting obligation pursuant to Section 15(d) of the
Act.
  
 (Title of
Class)
  Indicate
the number of outstanding shares of each of the issuer's classes of capital or
common stock as of the close of the period covered by the annual
report: 23,818,852
at December 31, 2008.
  
  Indicate
by check mark if the registrant is a well-known seasoned issuer, as defined in
Rule 405 of the Securities Act.___ Yes ___x___No
  If this
report is an annual or transition report, indicate by check mark if the
registrant is not required to filed reports pursuant to Section 13 or
15(d)  of the Securities Exchange Act of 1934___Yes ___x___ No
  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) __x__
Yes  
No; and (2) has been subject to such filing requirements for the past 90
days.  __x__Yes ___
No.
  Indicate
which financial statement item the registrant elects to
follow:  __x__
Item 17  ___
Item 18.
  Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, or a non-accelerated filer.  See definition of
“accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange
Act. (Check one):
  Large accelerated filer
___  Accelerated filer ___  Non-accelerated filer __x__
  If this
is an annual report, indicated by check mark whether the registrant is a shell
company (as defined in Rule 12b-2 of the Exchange Act).___ Yes __x__ No
   
 
 SIGNATURES
 
 The
registrant hereby certifies that it meets all of the requirements for filing on
Form 20-F and that it has duly caused and authorized the undersigned to sign
this Annual Report.
  Rainchief
      Energy Inc.Date:  June
      17, 2009
                By:
                /s/  Bradley
      J. MoynesBradley
      J. Moynes,Chief
      Executive Officer
 Date:
      June 17, 2009
                By:
                /s/  J.
      Robert MoynesJ. Robert
      Moynes,Interim
      Chief Financial Officer