SECURITIES AND EXCHANGE COMMISSION

                             WASHINGTON, D.C. 20549

                                    FORM 8-K

                                 CURRENT REPORT


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


                                  May 28, 1999
                             ----------------------
                                 Date of Report
                        (Date of earliest event reported)


                             Celtic Investment, Inc.
                         ------------------------------
             (Exact name of Registrant as specified in its charter)


               Delaware                 0-27362            36-3779989
              ----------               ---------          ------------
               State of            Commission File No.    IRS Employer
            Incorporation                               Identification No.


                          17W220 22nd Street, Suite 420
                        Oakbrooke Terrace, Illinois 60181
                   -------------------------------------------
                    (Address of principal executive offices)


                                 (630) 993-9010
                         -------------------------------
                         (Registrant's telephone number)


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Item 4.   Change in Registrant's Certifying Accountant

      The Company's Board of Directors adopted a resolution  appointing Tanner +
Company the Company's  certifying  independent public accountant to be effective
upon  the  execution  of  an  engagement   agreement  or  contract.   Additional
information concerning the appointment of Tanner + Company is as follows:

      A. The  effective  date of such  appointment  of Tanner +  Company  as the
Company's independent certifying accountant was May 28, 1999.

      B. There had been no  disagreements  with the previous  accountant  of the
Company on any matter of accounting principles or practices, financial statement
disclosure or auditing scope of procedure.

      C. The accountants'  reports on the Company's financial statements for the
two years  previous  to the  appointment  of Tanner +  Company  did not  contain
adverse opinions or disclaimer of opinions nor were such reports qualified as to
audit scope or accounting principles.

      D. A letter from the former  accountants  of the Company  stating  that it
agrees  with the  statements  set forth in this Item is filed as an Exhibit to a
Form 8-K which was filed in connection with the change of accountants.

      E. The decision to change  accountants  was  recommended  by the Company's
Board of Directors.

Item 7Financial Statements, Pro Forma Financial Information and Exhibits.

      A. Letter from previous accountant regarding Item 4 of this Form 8-K.

                                   SIGNATURE

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

Dated: June 4, 1999

                                    Celtic Investment, Inc.




                                    By:  /s/ Douglas P. Morris
                                         Douglas P. Morris
                                         Chief Executive Officer


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