February 3, 2000

Mr. Michael B. Young
Treasurer & Controller
Chaparral Resources, Inc.
16945 Northcase Drive, Suite 1440
Houston, Texas  77060

Re:  Amendment No. 1 to OPIC Contract of Insurance No. F158 (the
     "Contract"<F1>)

Chaparral Resources, Inc. ("Chaparral"), has requested that OPIC modify the
Contract to include "Transfer Risk" (as defined herein).

In response to Chaparral's request OPIC proposes to amend the Contract as
follows:

(1)  The "Table of Defined Terms" is deleted and replaced with the new
     "Table of Defined Terms" attached hereto as Exhibit 1.

(2)  Section 1.05, "TERM", is deleted and replaced with the following:

          "1.05  TERM.  This Contract shall become operative on January 31,
     2000 (the `Effective Date') and shall terminate on December 31, 2020."

(3)  Section 1.06.1, "PREMIUMS AND COVERAGE ELECTIONS", is deleted and
     replaced with the following:

     "1.  TIMING AND RATES. The annual premium rate shall be 2.10% of the
     Covered Amount (as defined herein).  On or before the Effective Date,
     and thereafter on or before the first day of each succeeding three-
     month period following the Effective Date (the Effective Date and each
     such succeeding first day, a `Premium Due Date'), the Investor shall

          (a)  elect amounts of coverage (Section 10.06) and

          (b)  pay the greater of

               (i)  the premium due for the coverage period that commences
                    on such date, and

               (ii) the contract administrative fee due for that period.

     The contract administrative fee is 0.25% of the Investment (Section
     1.01.2) per annum.
________________
<F1> Capitalized terms used but not otherwise defined herein have the
meanings set forth in the Contract.



     Covered Amount means the U.S. dollar amount of coverage, which amount
     shall be elected by the Investor in accordance with the provisions of
     Section 10.06."

(4)  Section 1.06.2, "INITIAL ELECTION", is deleted and replaced with the
     following:

     "2.  INITIAL ELECTION.  The Covered Amount and the premium due for the
     period from January 31, 2000, through April 30, 2000, shall be:

     Covered Amount                                           $30,000,000
     x Quarterly Premium Rate                                     0.5250%
                                                              ===========
     = Premium Due                                              $157,500"

(5)  Section 1.07, "CONTINGENT COVERAGE PREMIUM", is deleted.

(6)  Section 2.01, "INCONVERTIBILITY", is deleted and replaced with the
     following:

     "2.01     INCONVERTIBILITY.  Subject to the exclusions (Section 2.02)
     and limitations (Section 3.02), CAPG or the Foreign Enterprise shall
     be deemed unable to make a payment in U.S. dollars of earnings on or
     returns of the Investment (a `Covered Payment') and compensation shall
     be payable:

          1.   only if

               (a)  CAPG or the Foreign Enterprise is not permitted by the
                    Foreign Governing Authority to retain in U.S. dollars
                    outside of the Project Country in an account owned and
                    controlled by CAPG or the Foreign Enterprise (the
                    `Offshore Account') in accordance with the terms of
                    License No. 60 for Opening an Offshore Bank Account
                    issued by the National Bank of the Republic of
                    Kazakhstan, dated December, 30 1999 (the `Offshore
                    Account License'), constituting proceeds from the sale
                    for export of Petroleum produced by the Project
                    (`Export Proceeds') from which Covered Payments may be
                    made; and

               (b)  CAPG or the Foreign Enterprise:

                    (i)  (A) is required by the Foreign Governing Authority
                         to convert Export Proceeds into the lawful
                         currency of the Project Country (`Local Currency')
                         to be held in a Local Currency account in the
                         Project Country and (B) during the 120 successive
                         days following the date that either CAPG or the
                         Foreign Enterprise attempts to make a Covered
                         Payment (the `Waiting Period'), is unable to
                         convert sufficient Local Currency to make a
                         Covered Payment in U.S. dollars through any
                         readily available legal channel, whether direct or
                         indirect (including a parallel market), except at
                         rates which are less favorable than the rate
                         described under Section 3.01.2; or

                    (ii) (A) is required by the Foreign Governing Authority
                         to hold Export Proceeds in the Project Country and
                         (B) during the Waiting Period is unable legally to
                         transfer to the United States amounts in U.S.
                         dollars from such Export Proceeds to make such a
                         Covered Payment; or

          2.   If either CAPG or the Foreign Enterprise

               (a)  receives in Kazakhstan U.S. dollars constituting
                    proceeds from the sale of Petroleum produced by the
                    Project and sold for delivery in Kazakhstan  (`Domestic
                    Proceeds'), and

               (b)  during the Waiting Period is unable legally to transfer
                    to the United States amounts in U.S. dollars from such
                    Domestic Proceeds to make a Covered Payment."

(7)  Section 2.02.1, "PRE-EXISTING RESTRICTIONS", is deleted and replaced
     with the following:

          "1.  PRE-EXISTING RESTRICTIONS.  If

               (a)  notwithstanding the provisions of Section 2.01, on the
                    date of this Contract a company or an investor, in
                    circumstances comparable to those of the Foreign
                    Enterprise or CAPG on said date, including a  company
                    or investor holding a license substantially the same as
                    the Offshore Account License, would have been legally
                    restricted from (i) receiving and maintaining Export
                    Proceeds in an offshore account, (ii) transferring U.S.
                    dollars to the United States, or (iii) making a payment
                    substantially the same as a Covered Payment; and

               (b)  the Investor knew or should have known about the
                    restriction.

(8)  Section 10.02, "ASSIGNMENT TO OPIC", is amended by deleting paragraph
     (e) thereof and replacing it with the following:

     "In connection with an inconvertibility claim, immediately upon
     receipt of instructions from OPIC, the Investor shall deliver the
     Local Currency or U.S. dollars to OPIC (in cash or, at OPIC's option,
     by draft subject to collection) or the Investor's rights to receive or
     obtain U.S. dollars (Section 2.01)."

(9)  Section 10.06, "ELECTION OF COVERED AMOUNT AND TERMINATION OF
     COVERAGE", is amended by deleting subsection 1 thereof and replacing
     it with the following:

     "1.  The Covered Amount shall be the least of:

          (i)    the Insured Portion of the Book Value of the Investment,

          (ii)   the Maximum Aggregate Compensation Amount, and

          (iii)  the Investor's Share of the Expected Monetary Value of
                 the Reserves;

          PROVIDED, however, that if the Investor wishes to elect a Covered
          Amount that is lower than the lesser of (a) the Insured Portion
          of the Book Value of the Investment as of the day preceding each
          Premium Due Date, the Maximum Aggregate Compensation Amount and
          (b) the Investor's Share of the Expected Monetary Value of the
          Reserves, then the Maximum Aggregate Compensation Amount shall be
          automatically reduced to such Covered Amount elected by the
          Investor and the Investor may not subsequently elect a higher
          Maximum Aggregate Compensation Amount or Covered Amount without
          OPIC's prior written consent. "

All other provisions of the Contract, as amended, shall remain unchanged.

If this Amendment No. 1 is acceptable to Chaparral, please deliver to OPIC
a duly executed counterpart of this letter agreement not later than
February 7, 2000 (delivery of such counterparts to OPIC by facsimile shall
constitute valid acceptance, provided an original executed counterpart is
received by OPIC not later than February 15, 2000).  Upon such delivery,
this Amendment No. 1 and the Contract shall be effective as January 31,
2000.

If you have any questions, please contact Jim Williams at (202) 336-8575.

Sincerely,


/S/ JULIE A. MARTIN
Julie A. Martin
Vice President for Insurance

ACCEPTED AND AGREED as of this 4th day of February, 2000

CHAPARRAL RESOURCES, INC.

By:  /S/ MICHAEL B. YOUNG
     ---------------------------------
Name:     Michael B. Young

Title:    Treasurer




      Exhibit 1 to Amendment No. 1 to Contract of Insurance No. F158

                          TABLE OF DEFINED TERMS


TERM                                                  SECTION
-----                                                 -------

Book Value of the Investment                          5.01
Book Value of the Loan                                5.01
CAPG                                                  Cover Page
Claim Rescission Amount                               8.02
Contract                                              Cover Page
Co-venturer                                           2.02.4
Covered Amount                                        10.06
Covered Payment                                       2.01
Covered Property                                      4.02.2
Domestic Proceeds                                     2.01.3
Effective Date                                        1.05
Environmental Impact Assessment                       11.01.18(b)
Expected Monetary Value of the Reserves               5.05.6
Foreign Currency                                      5.05.5
Foreign Enterprise                                    1.01.1
Foreign Governing Authority                           1.01.3
Historical Cost                                       5.03.1(b)
Insured Portion                                       1.01.2
Intermediate Subsidiaries                             Cover Page
Investment                                            1.01.2
Investor                                              Cover Page
Investor's Share                                      5.03.1(b)
KKM                                                   1.01.1
Liability                                             5.01(a)
Loan                                                  1.01.2(b)
Local Currency                                        2.01.2(a)(i)
Maximum Aggregate Compensation Amount                 1.03
Offshore Account                                      2.01.1
Offshore Account License                              2.01.1
OPIC                                                  Cover Page
Other Insurance                                       11.01.4
Petroleum                                             1.01.1
Political Violence                                    6.01
Premium Due Date                                      1.06.1
Project                                               1.01.1
Project Agreement                                     1.01.1
Project Country                                       1.01.1
Proved Reserves, Probable Reserves, and Possible      5.05.6
Reserves
Replacement Cost                                      7.01(b)
Shares                                                1.01.2(a)
Subsequent Amendments                                 11.01.8
Waiting Period                                        2.01.2(a)
World Bank Guidelines                                 11.01.17