July 28, 2005
Mr. Nigel F. Penney
Chief Financial Officer
Chaparral Resources, Inc.
2 Gannett Drive, Suite 418
White Plains, New York 10604
Re: Chaparral Resources, Inc.
Form 10-K for Fiscal Year Ended December 31, 2004
Filed March 31, 2005
Form 10-Q for Fiscal Quarter Ended March 31, 2005
Filed May 16, 2005
File No. 0-07261
Dear Mr. Penney:
We have reviewed your filing and have the following
comments.
We have limited our review of your filing to those issues we have
addressed in our comments. Please provide a written response to
our
comments. Please be as detailed as necessary in your explanation.
In some of our comments, we may ask you to provide us with
information so we may better understand your disclosure. After
reviewing this information, we may raise additional comments.
Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects. We welcome
any questions you may have about our comments or any other aspect
of
our review. Feel free to call us at the telephone numbers listed
at
the end of this letter.
Form 10-K for the Fiscal Year Ended December 31, 2004
General
1. Please disclose in your financial statement notes the total
amount
of amortization expense per barrel of production as per Rule 4-
10(c)(7)(i) of Regulation S-X. In this regard, it appears you
have
disclosed throughout your document the amount of amortization
expense
per barrel using the sales volumes you provide in the tabular
presentation at page 7 of your filing. We note that for the years
ended December 31, 2004 and December 31, 2002, the sales volumes
provided at page 7 differ from the production volumes provided in
the
tabular presentation at page F-34 of your filing.
Controls and Procedures
Changes in Internal Controls over Financial Reporting, page 21
2. You state that there were "no significant changes in internal
controls over financial reporting or other factors subsequent to
December 31, 2004." Item 308(c) of Regulation S-K requires that
you
disclose any change in your internal control over financial
reporting
identified in connection with the evaluation required by paragraph
(d) of Exchange Act Rules 13a-15 or 15d-15 that occurred during
the
fiscal quarter that has "materially affected, or is reasonably
likely
to materially affect, the registrant`s internal control over
financial reporting." See also paragraph 4(d) of Regulation S-K,
Item 601, Exhibit 31. Please revise your disclosure accordingly.
This comment also applies to your Form 10-Q for the quarter ended
March 31, 2005.
Exhibit 31.2
3. We note the certifications you provide appear to be
inconsistent
with the requirements of Item 601(b)(31) of Regulation S-K. As
such,
it appears you may need to revise the language of paragraphs 4(a),
4(b), 4(c), 5, 5(a), 5(b) and 6 of the certifications.
Engineering Comments
Supplemental Information - Disclosures about Oil and Gas Producing
Activities - Unaudited, page F-33
Proved Oil and Gas Reserve Quantities (All within the Republic of
Kazakhstan), page F-34
4. We note the 70% positive revision to your year-end 2004 proved
reserves and the 75% ratio of proved undeveloped reserves to total
proved reserves. Please submit to us the McDaniel reserve study
referenced on page 7. This report should include: one-line
recaps
for each property sorted by field and by present worth within each
proved reserve category including the estimated date of first
production for your proved undeveloped properties; total company
summary income forecast schedules for each proved reserve category
with proved developed segregated into producing and non-producing
properties. Include a base map(s) for the Karakuduk field that
identify existing wells and PUD locations. Support with technical
information - engineering exhibits and narratives - the 2004
revision. In future documents include a detailed explanation for
such significant revisions as prescribed by Financial Accounting
Standard 69, paragraph 11. You may contact us for guidance in
this
matter.
Closing Comments
Please respond to these comments within 10 business days or
tell us when you will provide us with a response. Please furnish
a
letter that keys your responses to our comments and provides any
requested information. Detailed letters greatly facilitate our
review. Please understand that we may have additional comments
after
reviewing your responses to our comments.
We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filing to be certain that the
filing includes all information required under the Securities
Exchange Act of 1934 and that they have provided all information
investors require for an informed investment decision. Since the
company and its management are in possession of all facts relating
to
a company`s disclosure, they are responsible for the accuracy and
adequacy of the disclosures they have made.
In connection with responding to our comments, please
provide,
in writing, a statement from the company acknowledging that:
* the company is responsible for the adequacy and accuracy of the
disclosure in the filing;
* staff comments or changes to disclosure in response to staff
comments do not foreclose the Commission from taking any action
with
respect to the filing; and
* the company may not assert staff comments as a defense in any
proceeding initiated by the Commission or any person under the
federal securities laws of the United States.
In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in our review of your filing or in
response to our comments on your filing.
You may contact Regina Balderas, Staff Accountant, at (202)
551-
3722 or Jill Davis, Branch Chief, at (202) 551-3683 if you have
questions regarding comments on the financial statements and
related
matters. You may contact Ronald Winfrey, Petroleum Engineer, at
(202) 551-3703 with questions about engineering comments. Please
contact me at (202) 551-3740 with any other questions.
Sincerely,
H. Roger Schwall
Assistant Director
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Mr. Nigel F. Penney
Chaparral Resources, Inc.
July 28, 2005
page 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-7010
DIVISION OF
CORPORATION FINANCE
MAIL STOP 7010