AMENDMENT


This Amendment  ("Amendment"),  effective March 4, 1996 ("Effective  Date"),  is
between Chaparral Resources, Inc. ("Chaparral"),  shareholders  ("Shareholders")
of Darka Petrol Ticaret Ltd. Sti.  ("Darka"),  Darka and Central Asian Petroleum
(Delaware) Limited ("CAP (D)"). Chaparral,  Shareholders,  Darka and CAP (D) are
singly referred to herein as "Party" and collectively as "Parties".

WHEREAS  the  Parties  signed a certain  letter  agreement  ("Agreement")  dated
January 3, 1996 which provides for Chaparral to purchase the stock of Darka from
the Shareholders.

WHEREAS,  as provided in the CAP(G)  Members'  Agreement dated January 11, 1996,
the shareholders of Central Asian Petroleum  (Guernsey) Limited  ("CAP(G)"),  as
applicable,  have waived their respective  preferential rights to acquire shares
of CAP(G) in  connection  with a transfer of such shares from Darka to Chaparral
such as the transfer as is contemplated in this
Amendment.

NOW THEREFORE: The Parties agree as follows:

     1.  Chaparral  shall not  purchase the stock of Darka.  Instead,  Chaparral
shall  purchase  from Darka all of Darka's  right,  title and interest in and to
125,000 shares of CAP(G) stock,  representing  25% of the  outstanding  stock of
CAP(G)  ("Stock").   The  Shareholders  shall  receive,   on  behalf  of  Darka,
compensation for the Stock totalling: (i) $ 2,000,000 and (ii) 685,000 shares of
restricted common stock of Chaparral ("Chaparral Stock"). This transaction shall
be according to the same terms (as applicable) as the  transaction  described in
the Agreement, except as otherwise provided in this Amendment.

     2. The Closing shall be April 1, 1996, and all of the conditions applied to
the sale of the Darka stock as provided in the Agreement  shall be applicable to
the sale of the Stock.

     3.   Darka  and  the   Shareholders   represent   and   warrant   that  the
representations  and  warranties  described  in  Clause 4 (c),  (e) and (f),  as
applied to the Stock,  are true and correct and shall be applied  again on March
4, 1996 and at Closing.

     4. On March 4,  1996  Chaparral  and the  Shareholders  shall  provide,  as
provided in Clause 2(c) of that certain Escrow  Agreement  dated January 4, 1996
(Exhibit A to the Agreement), joint written instructions for the Escrow Agent to
disburse the "Escrow Funds" ($ 300,000.00 U.S.) to the Shareholders.  All of the
conditions, as applicable, applied to the sale of Darka stock as provided in the
Agreement  shall be  applicable  to the sale of the stock,  and this  payment of
$300,000.00 U.S.

     5. On March 8, 1996 Chaparral shall pay Shareholders  irrevocable  $300.000
U.S. and shall also transfer to the Shareholders of 625.000  Chaparral Stock, as
directed in writing by the Stockholders,  All of the conditions,  as applicable,
applied to the sale of the Darka  stock as provided  in the  Agreement  shall be
applicable to the sale of the Stock, and this transfer of the Chaparral Stock.

<PAGE>

     6. At Closing  Chaparral  shall pay  Shareholders $  1,400,000.00  U.S. and
shall also  transfer of 60.000  Chaparral  Stock,  as directed in writing by the
Shareholders.  All of the conditions, as applicable,  applied to the sale of the
Darka stock as provided in the Agreement  shall be applicable to the sale of the
Stock, and to this payment of $ 1,400,000.00 U.S.

     7.  Clauses  3(a)  shall  not be  applicable,  as  Chaparral  shall  not be
purchasing the stock of Darka.

     8.  Clause  3 (e)  shall  not be  applicable,  as all  CAP(G)  shareholders
permanently  waived all such rights  pursuant to the CAP(G)  Members'  Agreement
dated January 11, 1996.

     9.  Clause  3(g)  shall  not  be  applicable,  as  Chaparral  shall  not be
purchasing the stock of Darka.

     10. Clauses 3 (f), 5(a) and (b) shall be effective through April 1, 1996.

     11. At Closing Darka shall deliver all certificates  representing the Stock
to Chaparral,  together with executed stock powers and such other instruments as
may be required to vest complete ownership of the Stock in Chaparral.

     12. Upon  Closing,  Shareholders  and Darka shall be deemed to have waived,
any and all rights and claims of any nature,  whether  accruing  before or after
Closing,  under any Member Agreements,  Protocols,  Minutes or Agreements of any
nature, pertaining to CAP(G), Chaparral, and/or CAP(D).

This  Amendment  may be  executed  in any number of  counterparts  and each such
counterpart shall be deemed an original Agreement for all purposes,  provided no
party shall be bound by the terms of this Agreement unless and until all parties
have executed a counterpart.  For purposed of assembling all  counterparts  into
one document,  Chaparral is authorised to detach the signature  page from one or
more  counterparts  and,  after signing by the respective  party,  attach signed
signature page to the counterpart.


CHAPARRAL RESOURCES , INC.


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


SHAREHOLDERS

/s/ Okan Ozdemir
------------------------------
Okan Ozdemir


/s/ Dursun Acykbap
------------------------------
Dursun Acykbap

/s/ Cetin Berkmen
------------------------------
Cetin Berkmen

<PAGE>

/s/ Tugay Ynce
------------------------------
Tugay Ynce

/s/ Gazenfer Uoural
------------------------------
Gazenfer Uoural


Darka Petrol Ticaret Ltd. Sti.

/s/ Okan Ozdemir
------------------------------
by: Okan Ozdemir, President


Central Asian Petroleum (Delaware) Limited

/s/ Paul V. Hoovler
------------------------------
by: Paul V. Hoovler