October 20, 2005

Mr. D. Mark Bristow, Chief Executive Officer
Randgold Resources Limited
La Motte Chambers
La Motte Street
St. Helier, Jersey JE1 1BJ Channel Islands

Re:	Randgold Resources Limited
		Amendment No. 3 to Registration Statement on Form F-3
      Filed October 19, 2005
	File No. 333-127711

Amendment No. 3 to Annual Report on Form 20-F for the year ended
December 31, 2004
	Filed October 19, 2005
	File No. 0-49888

Dear Mr. Bristow:

      We have limited our review of the above filings and your
response letter dated October 12, 2005 to only the areas upon
which we
have issued comments.  Where indicated, we think you should revise
your documents in response to these comments.  If you disagree, we
will consider your explanation as to why our comment is
inapplicable
or a revision is unnecessary.  Please be as detailed as necessary
in
your explanation.  In some of our comments, we may ask you to
provide
us with supplemental information so we may better understand your
disclosure.  After reviewing this information, we may raise
additional
comments.

Form 20-F for the year ended December 31, 2004

Financial Statements
Note 2 - Significant Accounting Policies
Property, Plant and Equipment, page F-8

1. We have reviewed your response to prior comment numbers 2 and
4.
Please address each of the following:

* We note that you have relied on the definition of probable as
defined in Appendix A of IFRS 3.  We note that the definitions set
forth in the appendix are an integral part of IFRS 3.  Please
explain
why this definition applies to your accounting for exploration and
evaluation costs.

* We note your reference to a level of accuracy of 25%.  Please
explain what this level of accuracy is measuring and how it is
determined.

* It continues to be unclear why definition drilling performed
prior
to your change in accounting policy does not provide the same
level of
certainty as definition drilling performed after your change in
accounting policy.  Please provide us with a time line that
describes
the types of exploration and evaluation activities performed at
Loulo
from the time proven and probable reserves were established to the
present and explain why a particular activity resulted in a
greater
level of certainty than another.

* As previously requested, please identify manner in which and
methods
you will employ to determine your thresholds of probable and high
degree of confidence.  It continues to be unclear what information
you
will require and which circumstances must be in please for you to
be
able to consistently and objectively apply your accounting policy.

* Please expand your accounting policy to identify manner in which
and
methods you will employ to determine your thresholds of probable
and
high degree of confidence.

* We note the table that you have provided as an analysis that
compares and contrasts the type of information available, the
assessment of probability of cash flow generation and the degree
of
certainty for each type of exploration, including but not limited
to
"greenfields", "brownfields", and "around existing mine
locations".
Please explain how you will be able to use this level of detail to
consistently and objectively apply your accounting policy.

We may have further comment.

Closing Comments

      As appropriate, please amend the above filings in response
to
these comments.  You may wish to provide us with a marked copy of
the
amendments to expedite our review.  Please furnish a cover letter
with
your amendment that keys your responses to our comments and
provides
any requested information.  Detailed cover letters greatly
facilitate
our review.  Please understand that we may have additional
comments
after reviewing your amendment and 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 Act of 1933
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.

	Notwithstanding our comments, in the event the company
requests
acceleration of the effective date of the pending registration
statement, it should furnish a letter, at the time of such
request,
acknowledging that:

* should the Commission or the staff, acting pursuant to delegated
authority, declare the filing effective, it does not foreclose the
Commission from taking any action with respect to the filing;

* the action of the Commission or the staff, acting pursuant to
delegated authority, in declaring the filing effective, does not
relieve the company from its full responsibility for the adequacy
and
accuracy of the disclosure in the filing; and

* the company may not assert staff comments and the declaration of
effectiveness 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 connection with our review of your
filing or
in response to our comments on your filing.

      We will consider a written request for acceleration of the
effective date of the registration statement as confirmation of
the
fact that those requesting acceleration are aware of their
respective
responsibilities under the Securities Act of 1933 and the
Securities
Exchange Act of 1934 as they relate to the proposed public
offering of
the securities specified in the above registration statement.  We
will
act on the request and, pursuant to delegated authority, grant
acceleration of the effective date.

      We direct your attention to Rules 460 and 461 regarding
requesting acceleration of a registration statement.  Please allow
adequate time after the filing of any amendment for further review
before submitting a request for acceleration.  Please provide this
request at least two business days in advance of the requested
effective date.


      Please contact Kevin Stertzel at (202) 551-3723 or Jill
Davis,
Branch Chief, at (202) 551-3683 if you have questions regarding
comments on the financial statements and related matters.  Please
contact George Schuler, Mining Engineer, at (202) 551-3718 if you
have
questions regarding the engineering comments.  Please contact
Jason
Wynn at (202) 551-3756 or Timothy Levenberg, Special Counsel, at
(202)
551-3707 with any other questions.  Direct all correspondence to
the
following ZIP code:  20549-7010.

									Sincerely,


									H. Roger Schwall
									Assistant Director


      cc:  J. Wynn
            K. Stertzel
      J. Davis
      G. Schuler
      T. Levenberg

            via facsimile
      Steven I. Suzzan, Esq.
            Fulbright & Jaworski LLP
            (212) 318-3400
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Mr. D. Mark Bristow
Randgold Resources Limited
October 20, 2005
page 1



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

         DIVISION OF
CORPORATION FINANCE
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