CHANTAL PHARMACEUTICAL CORP
8-K/A, 1996-08-19
PHARMACEUTICAL PREPARATIONS
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                                  UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 8-K/A

                                 CURRENT REPORT

     Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934



         Date of Report (Date of Earliest Event Reported) August 5, 1996





                       CHANTAL PHARMACEUTICAL CORPORATION
             (Exact name of registrant as specified in its charter)


     Delaware                       0-13304              22-2276346

(State or other jurisdiction of    (Commission         (I.R.S. Employer
incorporation or organization)      File Number)       Identification No.)

     12121 Wilshire Boulevard, Los Angeles, California           90025
          (Address of prinicpal executive offices)          (Zip Code)

Registrant's telephone number, including area code: (310) 207-1950


<PAGE>


Item 7.   Financial Statement, Proforma Financial Information and Exhibits.
          ----------------------------------------------------------------

(c) The following Exhibit is filed with this report on Form 8-K:

          16. Letter from Coopers & Lybrand L.L.P. dated August 13, 1996 -






                                  SIGNATURES
                                  ----------

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

                         CHANTAL PHARMACEUTICAL CORPORATION
                         ----------------------------------
                                        (Registrant)



                         By s/CHANTAL BURNISON                                
                            ---------------------------------------
                                    Chantal Burnison
                               Chairman and Chief Executive Officer

Dated: August 19, 1996



                                                                      EXHIBIT 16

                           [COOPERS & LYBRAND L.L.P. LETTERHEAD]


August 13, 1996


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

Gentlemen:

We have read the statements made by Chantal Pharmaceutical Corporation (copy 
attached), which we understand has been filed with the Commission, pursuant to
Item 4 of Form 8-K, as part of the Company's Form 8-K report for the month of
August 1996.  We agree with the description of the disagreements set forth in
the second and third paragraphs of Item 4 of the Company's form 8-K.

We have the following comments concerning the first paragraph of Item 4:

As regards the separate engagement with respect to the shipments, orders and 
returns of the Company's distributor, we previously advised the Company that 
we were unable to complete our engagement because we could not obtain 
information from the distributor that we considered necessary on a timely 
basis.  Upon our resignation as the Company's auditors, we advised the
Company that we would not complete such separate engagement.

With respect to the audit of the June 30, 1995 financial statements of the
company's subsidiary, Chantal Skin Care Corporation, we have informed the
Company that we will release our report on such financial statements upon
the Company meeting certain conditions regarding such items as the 
determination of the proper SEC reporting form and satisfaction of our
billings.

Very truly yours,

/s/ Coopers & Lybrand L.L.P.




Coopers & Lybrand L.L.P. is a member of Coopers & Lybrand International, a 
limited liability association incorporated in Switzerland.




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