SecProbe.io

August 23 , 201 3

Via E-mail
Mr. Douglas M. Wright
Chief Financial Officer
EnerJex Resources, Inc.
4040 Broadway, Suite 508
San Antonio , Texas   78209

Re: EnerJex Resources, Inc.
  Form 10-K for the Fiscal Year ended December 31, 2012
Filed April 10 , 2013
File No. 0-30234

Dear Mr. Wright :

We have reviewed your filing an d have the following comments.  In some of our
comments, we may ask you to provide us with information so we may better understand your
disclosure.

Please respond to this letter within ten business days by amending your filing, by
providing the requested information, or by advising us when you will provide the requested
response.   If you do not believe our comme nts apply to your facts and circumstances or do not
believe an amendment is appropriate, please tell us why in your response.

After reviewing any amendment to your filing and the information you provide in
response to these  comments, we may have  additio nal comments.

Form 10 -K for the Fiscal Year ended December 31, 2012

Business and Properties, page 5

Significant Developments in 2012, page 5

1. We note you r disclos ure indicating that in January 2012 , you filed a petition with the
Circuit Court of Jackson County, Missouri to seek recovery of damages  for economic
loss of $50 million  due to breach of fiduciary dut y and fraud by attorneys involved in
your stock offering in 2008 .  Please expand your disclosure to c larify how you
determi ned the economic loss  and to specify the manner by and extent to which your
financial statements reflect the loss and recovery .

Douglas M. Wright
EnerJex  Resources, Inc.
August 23 , 201 3
Page  2

 Controls and Procedures, page 39

Evaluation of Disclosure Controls and Procedures, page 39

2. Given that you elected to descri be how your disclosure controls and procedures were
effective in presenting your conclusion, you will need to address all other aspects of the
term disclosure controls and procedures as defined in Rule 13a -15(e) of Regulation 13A.
Accordingly, please expa nd your conclusion to state whether your disclosure controls and
procedures were also effective in ensuring that information required to be disclosed is
recorded, processed, summarized and reported within the time periods specified in the
SEC rules and for ms.  Alternatively, you may revise your disclosure to state whether your
disclosure controls and procedures were effective, without the qualifying details.

Financial Statements

Consolidated Statements of Stockholders’ Equity, page F -5

3. Please correct  your total stockholders’ equity amounts in the last column as necessary to
ensure that all summations are accurate - down and across.

Note 1 – Summary of Accounting Policies, page F -7

Basis of Presentation, page F -7

4. We note you disclosed under this hea ding and on page s 6 and  8 that Rantoul Partners , an
entity in which you held a 75% general partner interest,  was liquidated effective
December 31, 2012, although you retained a 75% working interest in the Rantoul
Partners leases.

Please expand your disc losure to explain  how you accounted for the liquidation of
Rantoul Partners and valued  the 75% working interest retained in the leases .  As part of
your response, please clarify how the $1.4 million and $1.2 million gain on sale of
partnership interest reported in the Total Stockholders’ Equity – EnerJex column , and the
Non Controlling Interest in Subsidiary column  on page F -5 were computed, and provide
details of any other transactions that diluted your interest prior to liquidation; identify any
factors that may have caused the reported gains  to be dis proportionate to your 75%
owned and 25% non -owned interest s.

Please tell  us the specific accounting guidance  that you relied upon in accounting for any
dilutive transactions and the liquidation  and explain how your approach was consistent
with FASB ASC  810-10-40-5.  Also tell us why you believe the adjustments to equity are
appropriately depicted as gains.

Douglas M. Wright
EnerJex  Resources, Inc.
August 23 , 201 3
Page  3

 Oil Properties, page F -8

5. Please expand your policy disclosure of the ceiling test on page F -9 to explain how the
costs of unproved properties are taken into account; provide details sufficient to
understand how your approa ch is consistent with Regulation S -X Rule 4 -10(c)(4)(i) ,
distinguishing between points (B) and (C).

6. With regard to your disclosure in the last sentence of the first paragraph on page F -9
about the SEC regulations, please note that SAB Topic 12:D.3.c only permits the
inclusion of additional reserves proved subsequent to year -end on properties owned at
year end when the incremental reserves are not attributable to increased prices , and
similarly no longer permits using increased oil and gas prices prevailing  subsequent to
year end in the revised ceiling computation.

Please revise your accounting and policy disclosure accordingly.  Please also note that
you must disclose any instances where you have not recognized a ceiling test write -down
under these circum stances.

7. We note your disclosure indicating proceeds on sales of oil and gas properties are
accounted for as adjustments to capitalized costs without recognizing gain or loss unless
these adjustments would "... involve a significant change in the relatio nship between costs
and the value of proved reserves or the underlying value of unproved properties, in which
case a gain or loss is recognized. "

This policy is not consistent with Rule 4 -10(c)(6)(i) of Regulation S -X, which precludes
gain or loss recognition "... unless such adjustments would significantly alter the
relationship between capitalized costs and proved reserves of oil and gas attributable to a
cost center "  Please revise your accounting and disclosure as necessary to conform with
this r equirement.  Tell us the extent to which your historical financial statements have
been impacted by this variation in policy, including details of each application with an
explanation of your assessment.

8. Your disclosure stating that your ceiling test is b ased on oil and gas prices as of the end
of each quarter is not consistent with current requirements of Rule 4 -10(c) of Regulation
S-X.  You may refer to Section III of SEC Release Nos. 33 -8995; 34 -59192; and FR-78,
Modernization of Oil and Gas Reporting , for guidance clarifying that the term “current
prices” as used in Rule 4 -10(c) is consistent with the 12 -month average price as
calculated in Rule 4 -10(a)(22)(v).   Please revise your accounting and disclosure as
necessary to comply with this guidance.

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 the information the Securities Exchange Act of
1934 and all applicable Exchange Act rules require.   Since the company and its management are

Douglas M. Wright
EnerJex  Resources, Inc.
August 23 , 201 3
Page  4

 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 responding to our comments, please provide  a written statement from the company
acknowledging that:

 the company is responsible for the adequacy and accuracy of the disclosure in the filing;

 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

 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.

You may contact Lily Dang at (20 2) 551 -3867  if you have questions regarding comments
on the financial statements and related matters.  Please contact me at (202) 551 -3686  with any
other questions.

Sincerely,

        /s/ Karl Hiller

Karl Hiller
Branch Chief