SECURITIES AND EXCHANGE COMMISSION

                              Washington D.C. 25049

                                    FORM 10-Q



[X]      QUARTERLY REPORT PURSUANT TO SECTION 13 or 15(d) OF THE
         SECURITIES EXCHANGE ACT OF 1934

         For the quarterly period ended August 31, 1996

                                       OR

[ ]      TRANSITION REPORT PURSUANT TO SECTION 13 or 15(d) OF THE
         SECURITIES EXCHANGE ACT OF 1934


         For the transition period from ________ to ________

         Commission file number 0-7261

                            CHAPARRAL RESOURCES, INC.
                          621 - 17th Street, Suite 1301
                             Denver, Colorado 80293

                              Phone: (303) 293-2340


Colorado                                                84-0630863
(State of Incorporation)                    (I.R.S. Employer Identification No.)

Indicate by check mark whether  Registrant (1) has filed all reports required to
be filed by Sections 13 or 15(d) of the  Securities  Exchange Act of 1934 during
the  preceding 12 months (or for such  shorter  period that the  Registrant  was
required  to file  such  reports),  and  (2) has  been  subject  to such  filing
requirements for the past 90 days. Yes [X] No. [ ]

As of October 15, 1996, the  Registrant  had 37,476,517  shares of its $0.10 par
value common stock issued and outstanding.




                                                                  Total Pages 12



<PAGE>
<TABLE>
<CAPTION>

                                              PART I - SUMMARIZED FINANCIAL INFORMATION

                                                      CHAPARRAL RESOURCES, INC.

                                                Consolidated Statements of Operations

                                                              Unaudited

                                          For the three months ended      For the nine months ended
                                          --------------------------      -------------------------
                                           August 31,      August 31,      August 31,     August 31,
                                             1996            1995            1996           1995
                                             ----            ----            ----           ----
<S>                                    <C>             <C>             <C>             <C>         

Revenue:
   Oil and gas sales ...............   $     35,000    $     64,000    $    116,000    $    200,000
                                        -----------     -----------     -----------     -----------
                                             35,000          64,000         116,000         200,000
Costs and expenses:
   Production costs ................         17,000          22,000          25,000          89,000
   Depreciation and depletion ......         41,000          24,000          80,000          85,000
   General and administrative ......        339,000          (5,000)        688,000          55,000
                                        -----------     -----------     -----------     -----------
                                            397,000          41,000         793,000         229,000
                                        -----------     -----------     -----------     -----------
Earnings (loss) from operations ....       (362,000)         23,000        (677,000)        (29,000)

Other income (expenses):
   Interest income .................          9,000           1,000          11,000           4,000
   Interest expense ................           --              --           (28,000)           --
   Other, net ......................         21,000           3,000          22,000          42,000
                                        -----------     -----------     -----------     -----------
                                             30,000           4,000           5,000          46,000
                                        -----------     -----------     -----------     -----------
     Net income (loss) .............   $   (332,000)   $     27,000    $   (672,000)   $     17,000
                                        ===========     ===========     ===========     ===========
Earnings (loss) per common share ...   $      (0.01)   $      0.001    $      (0.02)   $      0.001
                                        ===========     ===========     ===========     ===========
Average number of outstanding shares     37,409,850      20,296,692      30,277,448      18,319,817
                                        ===========     ===========     ===========     ===========

</TABLE>











See accompanying notes to financial statements


                                       2
<PAGE>
<TABLE>
<CAPTION>
                                                      CHAPARRAL RESOURCES, INC.
                                                     Consolidated Balance Sheets

                                                                    August 31,
                                                                      1996       November 30,
                                                                   (Unaudited)       1995
        ASSETS                                                      ---------        ----
<S>                                                             <C>             <C>         
CURRENT ASSETS
   Cash and cash equivalents ................................   $    709,000    $    501,000
   Accounts receivable
     Joint interest participants ............................         11,000          31,000
     Oil and gas purchasers .................................         48,000          46,000
     Notes receivable .......................................         35,000            --
   Prepaid expenses .........................................           --             2,000
                                                                 -----------      ----------
       Total current assets .................................        803,000         580,000
PROPERTY AND EQUIPMENT AT COST
   Oil and gas properties - full cost
     Subject to depletion ...................................     16,235,000      16,149,000
     Not subject to depletion ...............................         90,000          40,000
   Less accumulated depletion and impairment ................    (15,799,000)    (15,722,000)
                                                                 -----------     -----------
                                                                     526,000         467,000
   Furniture and fixtures and equipment .....................        193,000         197,000
   Less accumulated depreciation ............................       (176,000)       (177,000)
                                                                 -----------     -----------
                                                                      17,000          20,000
                                                                 -----------     -----------
                                                                     543,000         487,000
OTHER ASSETS
   Investments in and advances to affiliates ................     13,563,000       4,507,000
   Other ....................................................        671,000          21,000
                                                                 -----------     -----------
                                                                  14,234,000       4,528,000
                                                                 -----------     -----------
                                                                $ 15,580,000    $  5,595,000
                                                                 ===========     ===========
        LIABILITIES AND STOCKHOLDERS' EQUITY
CURRENT LIABILITIES
   Purchase commitment ......................................   $    919,000    $       --
   Accounts payable
     Trade ..................................................        781,000         102,000
     Joint interest participants  - revenue .................         39,000          26,000
   Accrued liabilities ......................................         60,000          86,000
                                                                 -----------     -----------
         Total current liabilities ..........................      1,799,000         214,000

LONG-TERM OBLIGATIONS
   Notes Payable ............................................           --           461,000

MINORITY INTEREST ...........................................         50,000            --

STOCKHOLDERS' EQUITY
   Common stock authorized 100,000,000 shares of $.10 par
     value; issued and outstanding, 37,476,517 and
     20,484,192 shares at August 31, 1996 and November
     30, 1995, respectively .................................      3,748,000       2,048,000
   Capital in excess of par value ...........................     20,361,000      12,577,000
   Preferred stock -- authorized, 1,000,000 shares, no shares 
     issued or outstanding at August 31, 1996 or
     November 30, 1995
   Retained earnings (deficit) ..............................    (10,378,000)     (9,705,000)
                                                                 -----------     -----------
   Total stockholders' equity ...............................     13,731,000       4,902,000
                                                                 -----------     -----------
   Total liabilities and stockholders' equity ...............   $ 15,580,000    $  5,595,000
                                                                 ===========     ===========
</TABLE>
See accompanying notes to financial statements

                                       3



<PAGE>
<TABLE>
<CAPTION>
                                                      CHAPARRAL RESOURCES, INC.
                                                Consolidated Statements of Cash Flows
                                                              Unaudited
 
                                                                 For the Nine Months Ended
                                                                  -------------------------
                                                                 August 31,       August 31,
                                                                    1996            1995
                                                                    ----            ----
<S>                                                            <C>            <C>        

Increase (decrease) in cash and cash equivalents:
Cash flows from operating activities
   Net income (loss) .......................................   $  (672,000)   $    17,000
   Adjustments to reconcile net income (loss) to net cash
     provided by operating activities:
       Depreciation and depletion ..........................        80,000         85,000
       Changes in assets and liabilities:
         (Increase) decrease in:
           Accounts receivable .............................        18,000        227,000
           Notes receivable ................................       (35,000)          --
           Prepaid expenses ................................         2,000          2,000
           Other assets ....................................      (650,000)       140,000
           Equipment inventory .............................         3,000          1,000
         Increase (decrease) in:
           Accounts payable ................................     1,611,000       (109,000)
           Accrued liabilities .............................       (26,000)       (65,000)
                                                               -----------    -----------
       Net cash provided from (used in) operating activities       331,000        298,000
Cash flows from investing activities:
   Additions to property and equipment - U.S. ..............        56,000       (225,000)
   Investment in foreign oil and gas properties ............    (3,855,000)    (3,570,000)
   Payments for acquisition, net of cash acquired ..........    (3,195,000)          --
   Change in certificate of deposit ........................          --           20,000
   Proceeds from sale of oil and gas properties ............        19,000           --
   Increase (decrease) in minority interest ................        50,000        (16,000)
   Investment in stocks and bonds ..........................          --           64,000
                                                               -----------    -----------
       Net cash provided from (used in) investing activities    (6,925,000)    (3,727,000)
Cash flows from financing activities:
   Payment of note .........................................      (750,000)          --
   Proceeds from stock acquisition of CAP(D) ...............          --        3,188,000
   Proceeds from sale of stock .............................     7,552,000           --
                                                               -----------    -----------
       Net cash provided from (used in) financing activities     6,802,000      3,188,000
                                                               -----------    -----------
       Net increase (decrease) in cash .....................       208,000       (241,000)
Cash and cash equivalents at beginning of year .............       501,000        318,000
                                                               -----------    -----------
Cash and cash equivalents at end of 3rd quarter ............   $   709,000    $    77,000
                                                               ===========    ===========
Supplemental Cash Flow Information:
   Non-cash financing and investment activities ............   $    28,000           --
     Interest
     Common stock issued
      To retire notes payable - 600,000 shares .............   $   300,000           --
      To purchase 40% interest in affiliate -
      1,585,000 shares .....................................   $ 1,903,000           --
     Purchase commitment ...................................   $   919,000           --
</TABLE>

Note:   The company recognized a purchase commitment of $919,000 for the initial
        purchase of a 15% interest in affiliate to be paid between September 11,
        1996 and March 11, 1997.

See accompanying notes to financial statements

                                       4

<PAGE>


                            CHAPARRAL RESOURCES, INC.

                   Notes to Consolidated Financial Information

                                    Unaudited

(1)      GENERAL

          Management  has  elected  to  omit  substantially  all  notes  to  the
Company's financial statements. Reference should be made to the Company's Annual
Report on Form 10- K for the fiscal year ended  November 30, 1995,  for notes to
the Company's year-end financial statements.

(2)      UNAUDITED INFORMATION

          The information  furnished herein was taken from the books and records
of the Company without audit. However, such information reflects all adjustments
(consisting only of normal recurring  adjustments)  which are, in the opinion of
management,  necessary to reflect  properly the results for the interim  periods
presented. The results of operations for the interim periods are not necessarily
indicative of the results to be expected for the year.

          The November  30, 1995 balance  sheet data is derived from the audited
financial  statements but does not include all disclosures required by generally
accepted accounting principles.

(3)      ACQUISITIONS

          The Company  completed  the purchase of an  additional  55% of Central
Asian Petroleum Guernsey Limited ("CAP-G") in three separate  transactions,  the
first two of which  included  the purchase of all of the CAP-G shares owned by a
private  Turkish  company  ("Darka")  and  by an  individual  CAP-G  shareholder
("Koksal"), each of which owned 25% of the CAP-G shares outstanding.

          The  Company  paid  $2,000,000  in cash  plus  685,000  shares  of the
Company's common stock to Darka for all of its CAP-G shares.

          The Company must pay  $1,975,000 in cash and issue  900,000  shares of
the  Company's  common stock to Koksal for 60% of Koksal's  CAP-G shares (15% of
CAP-G),  with an option,  after completion of the initial purchase,  to purchase
the  remaining  40% of  his  CAP-G  shares  (10%  of  CAP-G)  for an  additional
$1,625,000  and 200,000  shares of the Company's  common stock.  The Company has
paid  $1,056,250 and issued 900,000  shares of the Company's  common stock.  The
remaining  cash  balance of  $918,750  for the  initial  purchase  is to be paid
between  September  11, 1996 and March 11,  1997.  The Company has the option to
acquire the  remaining  40% of Koksal's  CAP-G shares (10% of CAP-G) at any time
following completion of the initial purchase and prior to December 11, 1997.

          Under the third transaction,  the Company acquired the remaining 5% of
the outstanding CAP-G shares from a private corporation ("OCSCO") for $250,000.


                                       5

<PAGE>


          With the  completion of these  transactions  the Company's  beneficial
ownership  interest  in  CAP-G  increased  to 90% and its  beneficial  ownership
interest in Karakuduk Munay, Inc. ("KKM") and the Karakuduk Oil Field to 45%.

(4)      GOING CONCERN

          The Company's  financial  statements  have been presented on the basis
that it is a going concern, which contemplates the realization of assets and the
satisfaction  of liabilities  in the normal course of business.  The Company has
over 80% of its assets invested in entities that are pursuing the development of
the  Karakuduk Oil Field,  a shut in oil field in the central Asian  Republic of
Kazakstan, which will require significant additional funding.

          The  Company  has  completed  a private  placement  of  common  stock.
However,  the net  proceeds  from  the  sale of the  shares,  together  with the
Company's  current  cash  reserves  and cash flow from  operations,  will not be
sufficient to meet the Company's capital requirements through fiscal 1996. While
the Company  believes that  additional  funds will be available from  additional
financing,  there can be no assurance that such will be the case.  There is also
no assurance that additional financing,  if available,  can be obtained on terms
favorable or affordable to the Company.

          The  Company's  continued  existence as a going concern in its present
form is dependent upon the success of future  operations,  which is, in the near
term, dependent on the successful financing and development of the Karakuduk Oil
Field, of which there is no assurance.





                                       6
<PAGE>



                      MANAGEMENT'S DISCUSSION AND ANALYSIS
                                       OF
                  FINANCIAL CONDITION AND RESULTS OF OPERATIONS



(1)      Liquidity and Capital Resources

         The Company's primary source of capital  historically has been from oil
         and  gas  sales.   The  Company  had   negative   working   capital  of
         approximately  $996,000 at August 31, 1996.  Total current  assets were
         $803,000 and total current liabilities were $1,799,000. The Company had
         working capital of $366,000 at November 30, 1995 (working capital ratio
         of 2.7 to 1).

         Net cash and cash  equivalents  increased by $208,000 from November 30,
         1995 to August  31,  1996,  primarily  due to funds  received  from the
         completion of a private placement of 14,000,000 shares of the Company's
         common stock for gross proceeds of $7,000,000 in April, 1996.

         The Company  completed  purchases of an additional 55% of Central Asian
         Petroleum  Guernsey  Limited  ("CAP-G").   The  purchases  include  the
         purchase  of all of the  CAP-G  shares  owned by Darka  Petrol  Ticaret
         Limited   Sirketi,   a  private  Turkish   company   ("Darka")  in  one
         transaction,  the  purchase  of all of the  shares  owned  by  Guntekin
         Koksal,  an  individual  CAP-G  shareholder  ("Koksal") in two separate
         transactions,  and the purchase of all of the shares owned by a private
         corporation in the United States. Darka owned 25%, Koksal owned 25% and
         the private corporation owned 5%, of CAP-G,  respectively.  CAP-G has a
         50% beneficial ownership interest in Karakuduk Munay, Inc. ("KKM"), the
         holder of oil and gas properties in Kazakstan.

         The Company paid  $175,000 of a $306,250  payment due in September  and
         has a remaining cash balance of $743,750 due to be paid for the initial
         purchase  of 60% of  Koksal's  shares  of  CAP-G.  The  balance  of the
         September  payment  of  $131,250  is to be paid to  Koksal on the fifth
         business day following  completion of any interim financing obtained by
         the Company, if so directed by the Company's Board of Directors, but in
         any event no later than  December 11, 1996.  On December 11, 1996,  the
         Company is to pay Koksal the regular  installment  of $306,250  due and
         additionally,  the payment of $131,250 (if said payment is unpaid as of
         that date); and $306,250 on or before March 11, 1997.

         The  Company's  beneficial  ownership  interest in CAP-G is 90% and its
         beneficial  ownership  interest in KKM and the  Karakuduk  Oil Field is
         45%.

         The  Company  also  has an option to acquire the  remaining  10% of the
         outstanding  CAP-G  shares,  all  of which are owned by Koksal,  for an
         additional $1,625,000 and 200,000  shares of the Company's common stock
         at any time following  completion of  the initial purchase and prior to
         December 11, 1997. If the Company  elects to exercise this option,  the
         Company's  ownership in CAP-G  will  ultimately  increase to 100%, thus
         increasing to 50%  the Company's  beneficial  ownership interest in KKM
         and the Karakuduk Oil Field.



                                       7

<PAGE>


         The Company does not have significant  income producing  properties and
         the Karakuduk Oil Field is substantially  undeveloped.  The development
         of the  Karakuduk  Oil Field,  through KKM,  will  require  substantial
         amounts of  additional  capital.  The terms of the license  held by KKM
         require annual work plans of approximately  $10 million in 1996 - 1997,
         $34  million  in 1997 - 1998  and $12  million  in  1998 - 1999,  which
         requirements may be waived or modified only by the licensing authority.
         The  Company's  subsidiary,  CAP-G,  must  advance  all of the  amounts
         necessary  to  complete  the work  plan  for the  Karakuduk  Oil  Field
         development. Approximately $2.9 million has been paid through September
         1996,  and the balance of amounts  necessary to complete the 1996 -1997
         development work is to be paid by CAP-G. The Company is the sole source
         of capital for CAP-G. KKM will notify the Company of CAP-G's additional
         capital requirements on an as needed basis.

         During  September  the  Company  received  a  binding   commitment  for
         political  risk  insurance  for the Karakuduk  Oil Field  project.  The
         commitment to issue the Contract of Insurance will be valid until March
         30, 1997.  The fee for this  commitment  is $62,500 for the period from
         September 30, 1996, through March 30, 1997, payable in two installments
         of $31,250 each. The Company has paid the first  installment.  The next
         installment  is due on December 30, 1996. The Company has the option to
         extend this  commitment  period  through  June 29,  1997,  by paying an
         additional  $31,250.  This commitment  period will allow the Company to
         finalize  the  Contract of  Insurance  and  guarantees  the issuance of
         political risk insurance for the project.

         The Company  completed a private  placement of 14,000,000 shares of the
         Company's common stock for gross proceeds of $7,000,000 in April, 1996.
         In connection with the private placement,  the Company issued a warrant
         to  purchase  1,022,000  shares  of the  Company's  common  stock for a
         nominal amount, to the placement agent and paid  approximately  $22,000
         of the placement  agent's  expenses.  To date, the Company has used the
         approximately  $6,978,000 of net proceeds from the private placement to
         complete  the  acquisition  of the  additional  55% of CAP-G,  to repay
         borrowings, to pay CAP-G's share of the second quarter budget and third
         quarter budget for the Karakuduk Oil Field, for working capital and for
         other corporate purposes.  Without additional financing,  the Company's
         present cash and other capital resources are not sufficient to fund the
         obligations  of  CAP-G  to pay  the  Karakuduk  Oil  Field  development
         expenses  incurred by KKM for the balance of 1996,  to make the balance
         of the payments  due Koksal to complete  the initial  purchase of CAP-G
         stock from him and to provide working capital for the Company.

         The Company  has raised capital to finance a portion of its obligations
         in  connection  with the  acquisition  of its interest in CAP-G and the
         development of  the Karakuduk Oil Field and to satisfy  working capital
         needs in the  short  term.  The  Company  plans to meet its  additional
         capital   needs   through   debt  or  equity   offerings,   encumbering
         properties,  entering   into  arrangements  whereby  certain  costs  of
         development  will  be  paid  by  others  to  earn  an  interest  in the
         properties,  or sale  of a portion  of the  Company's  interest  in the



                                       8
<PAGE>

         Karakuduk  Oil  Field.   The  present  environment  for  financing  the
         acquisition  of oil  and gas  properties or the ongoing  obligations of
         the oil and gas  business is uncertain  due, in part, to instability in
         oil and gas  pricing in recent years.  The Company's small size and the
         early  stage  of  development  of  the  Karakuduk  Oil  Field  may also
         increase the difficulty in raising  needed  financing.  There can be no
         assurance that debt or equity  financing anticipated to be necessary to
         continue to fund  the  Company's  operations  and  obligations  will be
         available to  the Company on economically  acceptable terms, if at all.
         If  sufficient   funds  cannot   be  raised  to  meet  the   continuing
         obligations with respect to  the Karakuduk Oil Field  development,  the
         Company's  interest in  such property may be lost.  Also, if sufficient
         funds cannot be raised  to provide  additional  working capital,  it is
         likely that the Company will not be able to continue operations.
 
         The  Company  has no other  material  commitments  for cash  outlay and
         capital expenditures other than for normal operations.


(2)      Results of Operations

         Nine Months Ended August 31, 1996 vs. August 31, 1995

         The  Company's  operations  resulted in a net loss of $672,000  for the
         nine months ended  August 31,  1996,  compared to net income of $17,000
         during the same period in 1995.

         Revenues from oil and gas sales  decreased  $84,000 or 42% due to lower
         natural gas prices,  certain producing  properties being shut-in due to
         pricing and sale or abandonment of certain producing  properties during
         1995.

         Costs and  expenses  increased  $564,000  or 246.3%.  Production  costs
         decreased  $64,000 or 71.9% due to  reimbursement  of production  taxes
         from certain  natural gas  producing  properties  which offset  current
         costs,  certain  producing  properties being shut-in due to pricing and
         sale or  abandonment  of  certain  producing  properties  during  1995.
         Depreciation and depletion expenses were essentially unchanged. General
         and administrative expenses increased $633,000 or 1,150.9% due to costs
         related to the operation of the Company's interest in the Karakuduk Oil
         Field project in Kazakstan.

         Interest  expense  increased  to $28,000  due to  interest  paid by the
         Company on certain promissory notes.


         Three Months Ended August 31, 1996 vs. August 31, 1995

         The  Company's  operations  resulted in a net loss of $332,000  for the
         three months  ended August 31, 1996,  compared to net income of $27,000
         during the same period in 1995.

         Revenues from oil and gas sales decreased $29,000 or 45.3% for the same
         reasons cited for the nine month period.


                                       9

<PAGE>



         Costs and  expenses  increased  $356,000  or 868.3%.  Production  costs
         decreased  $5,000  or 22.7% and  general  and  administrative  expenses
         increased  $344,000 or 6,780% for the same  reasons  cited for the nine
         month period.  Depreciation and depletion expenses increased $17,000 or
         70.8% during the three month period.  The increase in depreciation  and
         depletion  expenses is primarily due to actual production volumes being
         used to calculate the depletion  expense for the current  period versus
         estimated production volumes being used in the prior period.


                           PART II - OTHER INFORMATION


Item 4.  Submission of Matters to a Vote of Security Holders

         (a) The Annual Meeting of Shareholders was held on Wednesday, July 17,
         1996.

         (c) One  shareholder proposal was presented at the meeting. The vote of
         the shareholders was as follows:

                  Shareholder  proposal to amend Article FOURTH of the Company's
                  Restated  Articles of  Incorporation  + Amendments to increase
                  the number of shares of the $0.10 par value  common  stock the
                  Company  is  authorized  to issue  from  50,000,000  shares to
                  100,000,000 shares, and correct a typographical error therein.

                           For                30,629,329 shares
                           Against               388,640 shares
                           Abstain                66,046 shares
                           Not Voted             312,001 shares

                  The proposal was approved.


Item 6 - Exhibits and Reports on Form 8-K

         (a)  Exhibits

                  Exhibit  A:  Articles of Amendment to the Restated Articles of
                  Incorporation + Amendments of Chaparral Resources, Inc.

         (b) During the  quarter  for which this  report is filed,  the  Company
         filed a Current Report on Form 8-K dated July 23, 1996 reporting:

                  Item 4.  Changes in Registrant's Certifying Accountants

                  On July 23,  1996,  the Company  requested  and  received  the
                  resignation of Grant  Thornton LLP as the Company's  principal
                  independent accountants.


                                       10

<PAGE>

                  Item 7.  Financial Statements and Exhibits

                           (a)  Financial Statements--Not Applicable.

                           (b)  Exhibits.

                                (16)  Letter of Change in Certifying Accountant.

         (c) During  the  quarter  for which this  report is filed,  the Company
         filed a  Current Report on Form 8-K/A dated July 3, 1996. The Report on
         Form 8-K/A  amends Item 7 of the Company's  Current  Report on Form 8-K
         dated April 1, 1996 so that Item 7 reads as follows:

                  Item 7. Financial Statements and Exhibits.

                          (a)(1) Financial statements of Central Asian Petroleum
                                 Guernsey Limited.
                          (a)(2) Financial  statements  of Karakuduk Munay Joint
                                 Venture.

                          (b)    Pro  forma  financial  statements  of Chaparral
                                 Resources, Inc. and Subsidiary.

                          (c)    Exhibits.

                                 Exhibit  10.1 --  Chaparral  Resources, Inc.
                                                   Warrant Certificates for
                                                   1,022,000 shares of common
                                                   stock.

         (d) During  the  quarter  for which this  report is filed,  the Company
         filed a Current  Report on Form 8-K/A dated July 3, 1996. The Report on
         Form 8-K/A amends  Item 7 of the Company's  Current  Report on Form 8-K
         dated March 8, 1996 so that Item 7 reads as follows.

                  Item 7. Financial Statements and Exhibits.

                          (a)(1) Financial statements of Central Asian Petroleum
                                 Guernsey Limited.
                          (a)(2) Financial  statements  of Karakuduk Munay Joint
                                 Venture.

                          (b)    Pro  forma  financial  statements  of Chaparral
                                 Resources, Inc. and Subsidiary.

                          (c)    Exhibits.

                                 (10.1)  Purchase  Agreement,  dated   effective
                                 January  12,  1996,  between  the  Company  and
                                 Guntekin  Koksal,  incorporated by reference to
                                 Exhibit  10.6  to the  Company's Annual  Report
                                 on Form 10-K for the fiscal year ended November
                                 30, 1995.


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<PAGE>


                                 (10.2) Letter Agreement, dated January 3, 1996,
                                 between  the  Company and certain  stockholders
                                 of Darka Petrol Ticaret  Ltd.  Sti.,   together
                                 with Exhibits A--E, incorporated  by  reference
                                 to Exhibit 10.7 to the Company's Annual  Report
                                 on Form 10-K for the fiscal year ended November
                                 30, 1995.

                                 (10.3)  Amendment,  effective  March  4,  1996,
                                 to the Letter  Agreement dated January 3, 1996,
                                 incorporated by reference to  Exhibit  10.8  to
                                 the  Company's  Annual Report on  Form 10-K for
                                 the fiscal year ended  November 30, 1995.


                                   SIGNATURES


Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
Registrant  duly has  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.


Dated:  October 15, 1995

                                           CHAPARRAL RESOURCES, INC.
                                           A Colorado Corporation



                                           /s/ Paul V. Hoovler
                                           ---------------------------------
                                           Paul V. Hoovler
                                           President


                                           /s/ Matthew R. Hoovler
                                           ---------------------------------
                                           Matthew R. Hoovler
                                           Principal Financial Officer



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