FORM 10-Q/A
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
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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.
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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
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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