AMENDMENT
                                       TO
                          COMMON STOCK PURCHASE WARRANT


     Chaparral  Resources,  Inc.,  a Colorado  corporation  ("Company"),  hereby
agrees that effective  October 27, 1997, the expiration date of the Common Stock
Purchase Warrant  ("Warrant") issued to Victory Ventures LLC, a Delaware limited
liability  company  with an office at 645  Madison  Avenue,  New York,  New York
10021,  that is dated  April 22,  1997,  is amended to provide  that the date of
December 31, 1997, wherever it appears in the Warrant is changed to December 31,
1998.

     Victory  Ventures LLC hereby  agrees that on October 27, 1997,  the Warrant
was exercised for a total of 2,307,692  shares of the Company's common stock and
that the Warrant now may be exercised  for only the balance of 2,307,693  shares
of the Company's common stock.

     The Company  represents  that there have been no issuances of securities by
the Company that would cause an adjustment pursuant to Section 3 of the Warrant.

     Except as stated  herein,  the Company and Victory  Ventures LLC agree that
the  Warrant  shall  remain  in full  force  and  effect  as  originally  issued
including, without limitation, the provisions of Section 3 thereof.

     Dated as of October 27, 1997.

                                        CHAPARRAL RESOURCES, INC.



                                        By: /s/  Howard Karren
                                           -------------------------------------
                                           Howard Karren, President


                                        VICTORY VENTURES LLC



                                        By: /s/  Walter Carozza
                                           -------------------------------------
                                           Walter A. Carozza