UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             WASHINGTON, D.C. 20549

                                    FORM 8-K/A -- No. 3

                                 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







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

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

        16.1  Letter from Coopers & Lybrand L.L.P. - September 9, 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: September 10, 1996