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<SEC-DOCUMENT>0000000000-05-036692.txt : 20060920
<SEC-HEADER>0000000000-05-036692.hdr.sgml : 20060920
<ACCEPTANCE-DATETIME>20050718113136
<PRIVATE-TO-PUBLIC>
ACCESSION NUMBER:		0000000000-05-036692
CONFORMED SUBMISSION TYPE:	UPLOAD
PUBLIC DOCUMENT COUNT:		1
FILED AS OF DATE:		20050718

FILED FOR:		

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			CHINA NATURAL RESOURCES INC
		CENTRAL INDEX KEY:			0000793628
		STANDARD INDUSTRIAL CLASSIFICATION:	SERVICES-ADVERTISING [7310]
		IRS NUMBER:				000000000
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		UPLOAD

	BUSINESS ADDRESS:	
		STREET 1:		ROOM 2105 WEST TOWER SHUN TAK CENTRE
		STREET 2:		200 CONNAUGHT ROAD C
		CITY:			SHEUNG WAN
		STATE:			K3
		ZIP:			-
		BUSINESS PHONE:		01185228107205

	MAIL ADDRESS:	
		STREET 1:		ROOM 2105 WEST TOWER SHUN TAK CENTRE
		STREET 2:		200 CONNAUGHT ROAD C
		CITY:			SHEUNG WAN HONG KONG
		STATE:			K3
		ZIP:			-

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	CHINA RESOURCES DEVELOPMENT INC
		DATE OF NAME CHANGE:	19950104

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	MAGENTA CORP
		DATE OF NAME CHANGE:	19940217
</SEC-HEADER>
<DOCUMENT>
<TYPE>LETTER
<SEQUENCE>1
<FILENAME>filename1.txt
<TEXT>
Mail Stop 0407

      							July 15, 2005

Via U.S. Mail
Mr. Tam Cheuk Ho
Chief Financial Officer
China Natural Resources
Room 2105
West Tower
Shun Tak Centre
200 Connaught Road C.
Sheung Wan, Hong Kong


	RE:	China Natural Resources
		Form 20-F for the fiscal year ended December 31, 2004
		File No. 000-26046

Dear Mr. Ho:

      We have reviewed your filing and have the following
comments.
We have limited our review to only your financial statements and
related disclosures and do not intend to expand our review to
other
portions of your documents.  Where indicated, we think you should
revise your documents in response to these comments.  If you
disagree, we will consider your explanation as to why our comment
is
inapplicable or a revision is unnecessary.  Please be as detailed
as
necessary in your explanation.  In some of our comments, we may
ask
you to provide us with information so we may better understand
your
disclosure.  After reviewing this information, we may or may not
raise additional comments.

	Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comments or on any other
aspect
of our review.  Feel free to call us at the telephone numbers
listed
at the end of this letter.


Form 20-F for the fiscal year ended December 31, 2004

General

1. We note that your investment in Hainan Sundiro Motorcycle Co.,
Ltd. accounts for approximately 66% of your assets.  Provide us
with
your analysis of whether you are an investment company within the
Investment Company Act of 1940.  See Section 3(a) of the
Investment
Company Act.

Item 15. Controls and Procedures, page 58

2. We note your disclosure that "[t]here have been no significant
changes in the Company`s internal controls or in other factors
that
could significantly affect internal controls subsequent to this
evaluation."  (emphasis added).  Item 308(c) of Regulation S-K
requires the disclosure of any change in your internal control
over
financial reporting identified in connection with an evaluation
thereof that occurred during your last fiscal quarter (or your
fourth
fiscal quarter in the case of an annual report) that has
materially
affected, or is reasonably likely to materially affect, your
internal
control over financial reporting.  Please confirm for us that
there
was no change in your internal control over financial reporting
that
occurred during your fourth fiscal quarter in 2004 that has
materially affected, or is reasonably likely to materially affect,
your internal control over financial reporting, and provide the
disclosure required by Item 308(c) of Regulation S-K in future
filings.

Report of Independent Registered Public Accounting Firm, page F-1

3. We note that your audit report was signed by an audit firm
based
in Denver, Colorado.  We also note that you conduct your
operations
in China and Hong Kong, your revenues are generated in China and
Hong
Kong and all of your assets are located in China and Hong Kong.
Please tell us where the majority of audit work was conducted and
how
you concluded that it was appropriate to have an audit report
issued
by an auditor licensed in Colorado.

2. Summary of Significant Accounting Policies, page F-9

4. Please disclose your accounting policies for Copper inventory
and
sales of Copper.


(l) Foreign currency translation, page F-12

5. We note that the functional currency of substantially all of
your
operations is Renminbi.  However, we note throughout the filing
that
you conduct your operations in China and Hong Kong.  Item 4 A. and
B.
also states that your principal place of business is located in
Hong
Kong and that all sales from iSense were made in Hong Kong
dollars.
Since you have operations in both China and Hong Kong, tell us why
you believe that your functional currency is Renminbi as opposed
to
Hong Kong dollars.  Specifically refer to paragraphs 5-10 and
Appendix A of SFAS 52 in your response.

10. Investments, page F-18

6. Provide us with more details of the nature of your investment
in
Hainan Sundiro Motorcycle Co., Ltd.  Tell us how you are able to
value your investment in Sundiro by reference to the fair market
value of Sundiro`s publicly traded shares.

*    *    *    *

      As appropriate, please amend your filing and respond to
these
comments within 10 business days or tell us when you will provide
us
with a response.  You may wish to provide us with marked copies of
the amendment to expedite our review.  Please furnish a cover
letter
with your amendment that keys your responses to our comments and
provides any requested information.  Detailed cover letters
greatly
facilitate our review.  Please file your cover letter on EDGAR.
Please understand that we may have additional comments after
reviewing your amendment and responses to our comments.

	We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filing to be certain that the
filing includes all information required under the Securities
Exchange Act of 1934 and that they have provided all information
investors require for an informed investment decision.  Since the
company and its management are in possession of all facts relating
to
a company`s disclosure, they are responsible for the accuracy and
adequacy of the disclosures they have made.


	In connection with responding to our comments, please
provide,
in writing, a statement from the company acknowledging that:

* the company is responsible for the adequacy and accuracy of the
disclosure in the filings;

* staff comments or changes to disclosure in response to staff
comments do not foreclose the Commission from taking any action
with
respect to the filings; and

* the company 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.

      In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in our review of your filings or
in
response to our comments on your filings.

      You may contact Michael Henderson, Staff Accountant at (202)
551-3364 or Kyle Moffatt, Accountant Branch Chief, at (202) 551-
3836
if you have questions regarding comments on the financial
statements
and related matters.  Please contact me at (202) 551-3810 with any
other questions.

								Sincerely,



								Larry Spirgel
								Assistant Director

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Mr. Tam Cheuk Ho
China Natural Resources
July 15, 2005
Page 4



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

         DIVISION OF
CORPORATION FINANCE



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</SEC-DOCUMENT>
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