AITKEN IRVIN BERLIN & VROOMAN, LLP
Attorneys at Law Independent
New York 2 Gannett Drive Affiliated Offices
Washington, D.C. White Plains, NY 10604 Beijing
Kiev Telephone (914) 694-2226 Buenos Aires
Telecopier (914) 694-1647
Writer's Direct Dial No. (914) 694-5717
Writer's Email: adberlin@aibvlaw.com
August 11, 2005
Via Federal Express
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Division of Corporate Finance
Securities and Exchange Commission
450 5th Street N.W.
Washington, D.C. 20549
Attention: H. Roger Schwall
Assistant Director
Re: Chaparral Resources, Inc. ("CRI")
Form 10-K for Fiscal Year Ended December 31, 2004
Form 10-Q for Fiscal Quarter Ended March 31, 2005
File No. 0-07261
Dear Mr. Schwall:
Enclosed is a response from CRI to your comment letter dated July 28, 2005 which
was sent via fax to CRI's Chief Financial Officer, Mr. Nigel Penney. The company
has endeavored to respond fully and completely to your inquiries.
We trust that you will find the responses to your comments satisfactory.
However, should you have further questions or need any additional information
please let us know.
Sincerely yours,
/s/ Alan D. Berlin
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Alan D. Berlin
Encl: Letter from Chaparral Resource, Inc.
McDaniel & Associates, Ltd. Reserve Report
Map of Well Locations
cc: Mr. Nigel Penney
Chaparral Resources, Inc.
C H A P A R R A L
CHAPARRAL RESOURCES, INC.
United States
Securities and Exchange Commission
Division of Corporate Finance
450 Fifth Street, N.W.
Washington, D.C. 20549
Attention: H. Roger Schwall, Assistant Director
Re: Chaparral Resources, Inc.
Form 10-K for Fiscal Year Ended December 31, 2004
Form 10-Q for Fiscal Quarter Ended March 31, 2005
File No. 0-07261
Dear Mr. Schwall,
Thank you for your letter of July 28, 2005 and the comments you raised on
the above filings. As you have requested, we have keyed our responses to your
comments and have endeavored to provide the information you have requested.
1. General
- ----------
You are correct in surmising that we have used sales volumes to calculate
amortization expense per barrel instead of production volumes, as required by
Rule 4-10. We have set out below in tabular form the corrected calculations of
our amortization expense per barrel based on production volumes as compared to
the calculation based on sales volumes as reported in the Form 10-K.
2004 10-K Year Year Year
- --------- 2004 2003 2002
---- ---- ----
Depletion expense $ million 17.55 17.30 12.08
Sales volumes Bbls 2,758,000 2,694,000 2,467,000
Depletion expense per barrel $/bbl 6.36 6.42 4.90
Production volumes bbls 2,835,000 2,694,000 2,718,000
Depletion expense per barrel $/bbl 6.19 6.42 4.44
Note that sales and production volumes were the same for Fiscal Year ended
December 31, 2003 so that no change was necessary in the depletion expense
calculation for that year.
For all future filings, we will calculate per barrel amortization expense using
only the production volumes for the calculation rather than sales volumes.
However, please advise as to whether you wish us to file an amended Form 10-K to
reflect the changes in per barrel amortization expense as reflected in the above
table. If you do want us to file an amended Form 10-K, please also advise
whether you wish the disclosure to appear in the financial statement notes, as
you mention in your letter, or only in Part II Item 7, Management's Discussion
and Analysis of Financial Condition and Results of Operations, which is where
the incorrect figures were disclosed?
2 Gannett Driveo Suite 418 o White Plains, NY 10604 o Tel: 866-559-3822
Fax: 866-700-5091
While your letter focused on our Form 10-K filing, we also reviewed the Form
10-Q that we filed for the Quarter Ended March 31, 2005 and have corrected the
amortization expense per barrel disclosure contained therein as well. These
changes are shown in the following table.
March 2005 10-K Quarter 1 Quarter 1
- --------------- 2005 2004
---- ----
Depletion expense $ million 4.83 4.22
Sales volumes Bbls 679,000 721,000
Depletion expense per barrel $/bbl 7.11 5.86
Production volumes bbls 779,500 706,160
Depletion expense per barrel $/bbl 6.20 5.98
Please advise as to whether you wish us to file an amended Form 10-Q to reflect
the changes in amortization expense per barrel as reflected in the above table.
2. Changes in Internal Controls over Financial Reporting, page 21
- -----------------------------------------------------------------
Thank you for your comment. As requested, we have revised our disclosure
regarding changes in Internal Controls to conform to the requirements of Item
308(c) and Item 601, paragraph 4(d), Exhibit 31 of Regulation S-K for both our
2004 Form 10-K and Form 10-Q for the quarter ended March 31, 2005. The revised
disclosure now reads as follows:
Item 4 - Controls and Procedures
Evaluation of Disclosure Controls and Procedures
We maintain disclosure controls and procedures designed to provide reasonable
assurance that information required to be disclosed in the periodic reports we
file with the SEC is recorded, processed, summarized and reported within the
time periods specified in the rules of the SEC. The Company carried out an
evaluation as of March 31, 2005, under the supervision and the participation of
our management, including our chief executive officer and chief financial
officer, of the design and operation of these disclosure controls and procedures
pursuant to Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of
1934. Based upon that evaluation, our chief executive officer and chief
financial officer concluded that our disclosure controls and procedures are
effective in timely alerting them to material information required to be
included in our periodic SEC filings.
Changes in Internal Controls over Financial Reporting
As a result of the evaluation referred to in the preceding paragraph, there were
no changes that materially affected or are reasonably likely to materially
affect our internal control over financial reporting during the quarter ended
March 31, 2005. There have been no significant changes in internal controls over
financial reporting or other factors subsequent to December 31, 2004.
The revised disclosure will be included in all future filings unless and until
any subsequent changes in Regulation S-K require further amendments to this
disclosure. Please advise us as to whether you wish us to file an amended Form
10-K to reflect the foregoing changes in the language pertaining to Internal
Controls and Procedures.
3. Exhibit 31.2
- ---------------
Thank you for your pointing out the inconsistencies in the certifications we
provided in this exhibit with the requirements of Item 601(b)(31) of Regulation
S-K. Our revised certifications are attached hereto as a separate document.
Please note, however, that Chaparral Resources, Inc. is not an accelerated
filer. Accordingly, because our disclosure of internal controls over financial
reporting has been delayed, we have temporarily modified a portion of the
introductory language in paragraph 4 and paragraph 4(b) of Item 601(b)(31) as
permitted therein.
The revised certifications will be used for all future filings until we are
required to comply with the portions of paragraph 4 of Item 601 pertaining to
the disclosure of internal controls over financial reporting. Please advise us
as to whether you wish us to file the amended Exhibits to our 2004 Form 10-K and
Form 10-Q for the quarter ended March 31, 2005.
4. Proved Oil and Gas Reserve Quantities
- ----------------------------------------
Thank you for your comment. As requested, please find attached the December 31,
2004 reserve study by McDaniel & Associates Consultants Ltd. We believe this
contains all of the information requested in your letter, with the exception of
a map showing future well locations. This is attached as a separate document.
The report also provides significant technical information pertaining to the
field, including geological data, engineering data and reservoir data. We trust
that you will find this information to be a satisfactory response to your
comment regarding the revision to our year-end 2004 proved reserves. However, if
after reviewing the attached information, you require further details, we can
arrange to send you extracts of the existing field development plan for the
Karakuduk Field (as approved by the Central Development Commission of the
Republic of Kazakhstan). We can also provide, if required, other technical
information regarding the Karakuduk Field including net pay maps of all of the
productive horizons at the Field, well logs, a full geologic model well
production history, drilling information or such other information as you would
like to see. Accordingly, please provide us with additional guidance as to any
other information you would like us to provide.
As requested in your letter, Chaparral Resources, Inc. hereby acknowledges the
following:
o That it is responsible for the adequacy and accuracy of the disclosure in
the filing;
o That 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
o That it 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.
It is the intention of Chaparral Resources, Inc. to comply with all applicable
disclosure requirements and we appreciate your assistance in helping to achieve
this objective. We trust that you will find our reply responsive to your
comments. However, please advise us if you have any further questions or
comments or require any additional information and we will respond as promptly
as possible.
Yours sincerely
/s/ Nigel Penney
- ----------------
Nigel Penney
Chief Financial Officer
Chaparral Resources, Inc.