**UNITED
      STATES**


**SECURITIES
      AND EXCHANGE COMMISSION**


**Washington,
      D.C. 20549**




**Form
      10-KSB/A**


**(Amendment
      No. 1)**




x ANNUAL
      REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934




For
      the
      Fiscal Year Ended May 31, 2007




o TRANSITION REPORT UNDER SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
      OF
      1934





**KAL
      ENERGY, INC.**


(Name
      of small business in its charter)





Delaware
            333-97201
            98-0360062(State
                or other jurisdiction of incorporation or organization)
            (Commission
                File Number)
            (I.R.S.
                Employer Identification No.)




93-95
      Gloucester Place


London,
      United Kingdom W1U 6JQ


(Address
      of principal executive offices)




Issuer's
      telephone number: (44) 20 7487 8426




Securities
      registered under Section 12(b) of the Act: None




Securities
      registered under Section 12(g) of the Act:




Common
      Stock, $0.0001 par value


(Title
      of
      class)




Check
      whether the issuer (1) filed all reports required to be filed by Section 13
      or
      15(d) of the Exchange Act during the past 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 o




Check
      if
      there is no disclosure of delinquent filers in response to Item 405 of
      Regulation S-B contained in this form, and no disclosure will be contained,
      to
      the best of registrant’s knowledge, in definitive proxy or information
      statements incorporated by reference in Part III of this Form 10-KSB or any
      amendment to this Form 10-KSB. o




Indicate
      by check mark whether the registrant is a shell company (as defined in Rule
      12b-2 of the Exchange Act).


Yes o No x




State
      issuer’s revenue for its most recent fiscal year: $0.00.




As
      of
      July 31, 2007, the aggregate market value of voting and non-voting common stock
      held by non-affiliates of the issuer, based upon the closing sales price of
      $0.90 per share of common stock on July 31, 2007, was $88,139,495.




The
      number of outstanding shares of the issuer’s common stock as of July 31, 2007
      was 97,932,772.




Transitional
      Small Business Disclosure Format (Check one): Yes o No x










**EXPLANATORY
      NOTE**





This
      Amendment No. 1 to the Annual Report on Form 10-KSB of KAL Energy, Inc. (“we,”
“our,” or “us”) for the fiscal year ended May 31, 2007, which was originally
      filed with the Securities and Exchange Commission on September 13, 2007, is
      being filed solely to amend the language of Part II, Item 8A in accordance
      with
      the provisions of Item 307 and Item 308 of Regulation S-B. This Amendment No.
      1
      does not reflect events occurring after September 13, 2007, the date of the
      filing of our original Form 10-KSB, or modify or update those disclosures that
      may have been affected by subsequent events.


2


**PART
      II**


**ITEM
                  8A.**
              **CONTROLS
                  AND PROCEDURES**




**Evaluation
      of Disclosure Controls and Procedures**




We
      maintain disclosure controls and procedures that are designed to ensure that
      information required to be disclosed in the reports that we file or submit
      under
      the Exchange Act is recorded, processed, summarized and reported within the
      time
      periods specified in the Commission’s rules and forms, and that such information
      is accumulated and communicated to our management, including our chief executive
      officer and chief financial officer, as appropriate, to allow timely decisions
      regarding required disclosure. In designing and evaluating our disclosure
      controls and procedures, our management recognized that any system of controls
      and procedures, no matter how well designed and operated, can provide only
      reasonable assurance of achieving the desired control objectives, as ours are
      designed to do, and management necessarily was required to apply its judgment
      in
      evaluating the cost-benefit relationship of possible controls and
      procedures.




Our
      management, under the supervision and with the participation of our chief
      executive officer and our chief financial officer, evaluated the effectiveness
      of our disclosure controls and procedures (as defined in Exchange Act Rules
      13a-15(e) and and 15d-15(e)) as of the end of the period covered by this Annual
      Report on Form 10-KSB. Based upon their evaluation of our disclosure controls
      and procedures, our chief executive officer and chief financial officer have
      concluded that our disclosure controls and procedures were effective as of
      the
      end of the period covered by this Annual Report on Form 10-KSB to ensure that
      the information required to be disclosed by us in reports that we file or submit
      under the Exchange Act is recorded, processed, summarized and reported within
      the time periods specified in the Commission’s rules and forms, and to ensure
      that the information required to be disclosed by us in reports that we file
      or
      submit under the Exchange Act is accumulated and communicated to our management,
      including our chief executive officer and chief financial officer, as
      appropriate, to allow timely decisions regarding required
      disclosure.




**Changes
      in Internal Control over Financial Reporting**




There
      were no changes in our internal control over financial reporting (as defined
      in
      Exchange Act Rules 13a-15(f) and 15d-15(f)) that occurred during the quarterly
      period ended May 31, 2007 that have materially affected, or are reasonably
      likely to materially affect, our internal control over financial
      reporting.




**Section
      404 Compliance**




Section
      404 of the Sarbanes-Oxley Act of 2002 requires management's review and
      evaluation of our internal control over financial reporting beginning with
      our
      Annual Report on Form 10-KSB for the fiscal year ending May 31, 2008, and an
      attestation of the effectiveness of these controls by our independent registered
      public accounting firm beginning with our Annual Report on Form 10-KSB for
      the
      fiscal year ending May 31, 2009. We plan to dedicate significant resources,
      including management time and effort, and to incur substantial costs in
      connection with our Section 404 assessment. We will continue to work to improve
      our controls and procedures, and to educate and train our employees on our
      existing controls and procedures in connection with our efforts to maintain
      an
      effective controls infrastructure.




3


**PART
      III**


**ITEM
                  13.**
              **EXHIBITS**




Exhibit
                No.
            
            Description31.1
            
            Certification
                of Principal Executive Officer Pursuant to Rule 13a-14(a)/15d-14(a)
                under
                the Securities Exchange Act of 1934.31.2
            
            Certification
                of Principal Financial Officer Pursuant to Rule 13a-14(a)/15d-14(a)
                under
                the Securities Exchange Act of
                1934.




4


**SIGNATURES**




In
      accordance with Section 13 or 15(d) of the Exchange Act, the registrant has
      duly
      caused this report to be signed on its behalf by the undersigned, thereunto
      duly
      authorized.




KAL
                ENERGY, INC.Date:
                October 26, 2007
            By:
            /s/
                Cameron ReynoldsCameron
                Reynolds
                Chief
                  Executive Officer(Principal
                Executive Officer)


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