UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 SCHEDULE 13D Under the Securities Exchange Act of 1934 (Amendment No. ) Kestrel Energy, Inc. (Name of Issuer) Common Stock, No Par Value (Title of Class of Securities) 492545 10 8 (CUSIP Number) S. Lee Terry, Jr. Davis Graham & Stubbs LLP 1550 Seventeenth Street, Suite 500 Denver, Colorado 80202 (303) 892-9400 (Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications) June 3, 2003 (Date of Event which Requires Filing of this Statement) If the filing person has previously filed a statement on Schedule 13G to report the acquisition which is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(b)(3) or (4), check the following box [ ]. CUSIP No. 492545 10 8 1) Name of Reporting Persons S.S. or I.R.S. Identification No. of Above Person Nieuport Pty Ltd 2) Check the Appropriate Box if a Member of a Group* (a) [ ] (b) [ ] 3) SEC USE ONLY 4) Source of Funds WC 5) Check Box if Disclosure of Legal Proceedings is Required Pursuant to Items 2(d) or 2(e) [ ] 6) Citizenship or Place of Organization Australia Number of Shares 7) Sole Voting Power 889,200 Beneficially Owned 8) Shared Voting Power 0 By Each Reporting 9) Sole Dispositive Power 889,200 Person With 10) Shared Dispositive Power 0 11) Aggregate Amount Beneficially Owned by Each Reporting Person 889,200 12) Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares [ ] 13) Percent of Class Represented by Amount in Row (11) 8.9% 14) Type of Reporting Person CO SCHEDULE 13D NIEUPORT PTY LTD Item 1 Security and Issuer No Par Value Common Stock ("the Shares") of Kestrel Energy, Inc. (the "Company"), 1726 Cole Boulevard, Suite 210, Lakewood, Colorado 80401 Item 2 Identity and Background (a) Name: Nieuport Pty Ltd (b) Business PO Box 332 Address: GREENWOOD 6924 WESTERN AUSTRALIA 2 (c) Principal Business and A wholly owned Investment Place of subsidiary of Sun Resources NL Organization: incorporated in Australia (d) Criminal Proceedings: None (e) Civil Proceedings: None DIRECTORS AND EXECUTIVE OFFICERS OF REPORTING PERSON: (a) Name: Peter Woods, Company Director (b) Business Address: PO Box 332 GREENWOOD WESTERN AUSTRALIA 6924 (c) Principal Occupation, Name of Business, Principal Business And Address: Company Secretary and Director of Nieuport Pty Ltd. Same Address as Above (d) Criminal Proceedings: None (e) Civil Proceedings: None (f) Citizenship: Australian Item 3. Source and Amount of Funds or Other Consideration Effective June 3, 2003, in a private placement by the Issuer, the Reporting Person acquired 335,000 units consisting of 670,000 Shares and a warrant to purchase up to an additional 335,000 Shares (the "Warrant") for $335,000. The Warrant is not exercisable if and to the extent that the Reporting Person would, by such exercise or otherwise, be the beneficial owner of more than 8.99% of the Shares. 3 Item 4. Purpose of Transaction The Shares were acquired for investment purposes. (a) None. (b) None. (c) None. (d) None. (e) None. (f) None. (g) None. (h) None. (i) None. (j) None. Item 5. Interest in Securities of the Issuer (a) 889,200 Shares of Common Stock beneficially owned. (b) Number of Shares as to which there is sole power to vote - 889,200; shared power to direct the vote - 0; sole power to direct the disposition - 889,200; shared power to direct the disposition - 0. (c) See Item 3. (d) None. (e) Not applicable. Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer See Item 3. Item 7. Material to be filed as Exhibits None. 4 SIGNATURE After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct. NIEUPORT PTY LTD Date: 26 August 2003 By:/s/Peter Woods Peter Woods Director/Company Secretary 5