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            POULTON & YORDAN

            ATTORNEYS AT LAW

            RICHARD T. LUDLOW

            March 6, 2009

            H. Roger Schwall

            Assistant Director

            United States Securities and Exchange Commission

            Division of Corporate Finance

            Washington, D.C. 20549

                            Re:

                            BMB Munai, Inc.

                            Form 10-K for the Fiscal Year Ended March 31, 2008

                            Filed on June 16, 2008

                            File No.: 1-33034

            Dear Mr. Schwall:

            At the request of the management of BMB Munai, Inc., (the “Company” or “BMB Munai”) we are responding to comments raised by the staff at the Securities and Exchange Commission in your letter dated February 12, 2009. Following are the Company’s responses to your comments.

            Form 10-K for the Fiscal Year Ended March 31, 2008

            Business, page 5

            Marketing and Sales to Major Customers, page 8

                            1.

                            We note your disclosure that you believe that the loss of your major customer would not have a long-term material adverse effect on your operations. This disclosure does not appear to be consistent with the disclosure in Note 2 to your financial statements that the loss of such customer would have a material adverse effect on you. Please
                            advise.

            The Company disagrees with the Commission’s assertion that the disclosure regarding the loss of its major customer on page 8 is inconsistent with the disclosure in Note 2 of its financial statements. The disclosure on page 8 explains that because current demand for crude oil and readily available purchasers for

                                POULTON & YORDAN

                                TELEPHONE: 801-355-1341

                                324 SOUTH 400 WEST, SUITE 250

                                FAX: 801-355-2990

                                SALT LAKE CITY, UTAH 84101

                                POST@POULTON-YORDAN.COM

                Mr. H. Roger Schwall

                March 6, 2009

                Page 2

            the Company’s crude oil exists, the Company does not expect the loss of its major customer to have a material adverse effect “in the long-term.” Note 2 similarly notes that there is an available market for the Company’s crude oil and natural gas from other purchasers against which the Company could offset the impacts of the loss of its major customer.

            In light of the Commission’s comment, however, the Company proposes to revise its disclosure on both page 8 of the report and in Note 2 of the Consolidated Financial Statements to better clarify the Company’s statements on this issue. The Company will revise the fifth sentence of the second paragraph under the heading “Marketing and Sales to Major
            Customers” on page 8 as follows:

            “The loss of Euro-Asian Oil may have a material adverse effect on our operations in the short-term. Based on current demand for crude oil and the fact that alternate purchasers are readily available, we believe the loss of Euro-Asian Oil would not materially adversely effect our operations
            long-term.”

            The Company also proposes to revise the third sentence of Note 2 sub-heading “Major Customers” on page F-11 of the Consolidated Financial Statements as follows:

            “While the loss of this foregoing customer could have a material adverse effect on the Company in the short-term, the loss of this customer should not materially adversely effect the Company in the long-term because of the available market for the Company’s crude oil and natural gas production from other
            purchasers.”

            Management’s Discussion and Analysis of Financial Condition and Results of Operations, page 31

                            2.

                            We note your disclosure at page 36 regarding the increase in taxes resulting from “environmental payments.” Please advise us regarding the nature of such payments, and the amount of such payments in each of your last two fiscal years.

            “Environmental payments” represents a tax paid to the Republic of Kazakhstan for the flaring of unused natural gas. Under Kazakh law, flaring of natural gas is prohibited. During exploration stage, however, the government allows companies to flare unused natural gas in exchange for payment of this tax as a temporary accommodation while exploration companies develop
            their properties. Under Kazakh law, before a company may move from exploration stage to production stage, it must be utilizing the natural gas it produces. As discussed in Note 8 to the Consolidated Financial Statements, the Company is constructing a natural gas utilization facility. The amount of the environmental payments totaled to $984,542 and $222,414 in the years ended March 31, 2008 and March 31, 2007, respectively. The payment increased because the Company flared more
            natural gas during the year ended March 31, 2008 as a result of increased production.

                Mr. H. Roger Schwall

                March 6, 2009

                Page 3

            The Company proposes to revise the third bullet point of the third paragraph of its disclosure under the heading “General and Administrative Expenses”on page 36 to clarify that the “environmental payments” was for the flaring of natural gas:

            “a 208% increase in taxes from environmental payments for flaring of increased volumes of unused natural gas resulting from increased production; and”

            Contractual Obligations and Contingencies, page 42

                            3.

                            Expand your tabular disclosure of contractual obligations to include your notes payable. Refer to the guidance at Item 303(a)(5) of Regulation S-K.

            The Company proposes to revise its tabular disclosure of Contractual Obligations and Contingencies on page 42 to include notes payable, as follows:

                            Payments Due By Period

                            Contractual obligations

                            Total

                            Less than 1 year

                            1-3 years

                            3-5 years

                            More than

                            5 years

                            Capital Expenditure

                            Commitment(1)

                            $     8,550,000

                            $ 8,480,000

                            $        70,000

                            $                -

                            $       -

                            Due to the Government of

                            the Republic of Kazakhstan(2)

                            11,344,880

                            -

                            11,344,880

                            -

                            -

                            Liquidation Fund

                            3,728,531

                            -

                            3,728,531

                            -

                            -

                            Convertible Notes with Interest(3)

                            77,823,000

                            3,000,000

                            6,000,000

                            68,823,785

                            -

                            Total

                            $ 101,447,196

                            $11,480,000

                            $ 21,143,411

                            $68,823,785

                            $      -

            (1)   Under the terms of our subsurface exploration contract we are required to spend a total of $48.7 million in exploration and development activities on our properties, including a minimum of $8.5 million in 2008 and $70 thousand in 2009. As of March 31, 2008, we have spent a total of $182.8 million in exploration and development activities,
            including $78.1 million through nine calendar months ended March 31, 2008.

            (2)   In connection with our acquisition of the oil and gas exploration contract covering the ADE Block and the Extended Territory, we are required to repay the Republic of Kazakhstan for historical costs incurred by it in undertaking geological and geophysical studies and infrastructure improvements. Our repayment obligation for the ADE Block is
            $5,994,200 and our repayment obligation for the Extended Territory is $5,350,680. The terms of repayment of these obligations, however, will not be determined until such time as we apply for and are granted commercial production rights by the Republic of Kazakhstan. Should we decide not to pursue a commercial production rights, we can relinquish the ADE Block and/or the Extended Territory to the Republic of Kazakhstan in satisfaction of their associated obligations.

                            (3)

                            On July 16, 2007 the Company completed the private placement of $60 million in principal amount of 5.0% convertible senior notes due 2012 (“Notes”). The Notes carry a 5% coupon and have a yield to maturity of 6.25%. Interest will be paid at a rate of 5.0% per annum on the principal amount, payable semiannually. The Notes are callable
                            and subject to early redemption in July 2010. Unless previously redeemed, converted or purchased and cancelled, the Notes will be redeemed by the Company at a price equal to 107.2% of the principal amount thereof on July 13, 2012. The Notes constitute direct, unsubordinated and unsecured, interest bearing obligations of the Company. For additional details regarding the terms of the Notes, see Note 11 – Convertible Notes Payable to the notes to our Consolidated
                            Financial Statements.

            Qualitative and Quantitative Disclosures about Market Risk, page 46

                Mr. H. Roger Schwall

                March 6, 2009

                Page 4

                            4.

                            Expand your disclosures to include the quantitative information required by Item 305(a)(1)(i) to (iii) of Regulation S-K.

            The Company proposes to amend its disclosure of “Commodity Price Risk” on page 46 of the report to add the following after the second paragraph of the current disclosure:

            During the fiscal year ended March 31, 2008, we sold 896,256 barrels of oil and condensate. We realized an average sales price per barrel of $67.16. For purposes of illustration, assuming the same sales volume but decreasing the average sales price we receive from oil sales by $5.00 and $10.00 respectively would change total revenue from oil sales as
            follows:

                            Average Price

                            Per Barrel

                            Barrels of Oil Sold

                            Approximate Revenue from Oil Sold

                            (in thousands)

                            Reduction

                            in Revenue

                            (in thousands)

                            Actual sales for the year ended March 31, 2008

                            $67.16

                            896,256

                            $60,196

                            Assuming a $5.00 per barrel reduction in average price per barrel

                            $62.16

                            896,256

                            $55,715

                            $4,481

                            Assuming a $10.00 per barrel reduction in average price per barrel

                            $57.16

                            896,256

                            $51,234

                            $8,962

            The Company also proposes to add the following sentence to the end of the disclosure under the heading “Foreign Currency Risk” on page 46 of the report:

            “A 10% unfavorable change in the Kazakh Tenge-to-U.S. dollar exchange rate would not materially impact our March 31, 2008 balance sheet.”

            Report of Independent Registered Public Accounting Firm, page 49

                            5.

                            Please revise your auditors’ reports here and on page F-1 to include a signature, or electronic indication of a signature. Refer to Regulation S-X, Rule 2-02.

            The Company will include electronic indications of the auditors’ signature on the auditors’ reports on page 49 and page F-1 of the amended report.

            Directors, Executive Officers and Corporate Governance, page 50

                            6.

                            Please expand your disclosure for Leonard M. Stillman Jr. to include the specific information required by Item 401(e) of Regulation S-K, including Mr. Stillman’s principal occupation and employment, and the name and principal business of each such employer, for the past five years.

                Mr. H. Roger Schwall

                March 6, 2009

                Page 5

            The Company proposes to revise Mr. Stillman’s biographical information on page 50 of the report as follows to clarify that for the past five years Mr. Stillman’s principal occupation and employment has been as the co-founder of Stillman George, Inc.

            Leonard M. Stillman Jr. Mr. Stillman received his Bachelor of Science degree in mathematics from Brigham Young University and Master of Business Administration from the University of Utah. He began his career in 1963 with Sperry UNIVAC as a programmer developing trajectory analysis software for the Sergeant Missile system. Mr. Stillman spent many
            years as a designer and teacher of computer language classes at Brigham Young University, where he developed applications for the Administrative Department including the school’s first automated teacher evaluation system. During that time, he was also a Vice-President of Research and Development for Automated Industrial Data Systems, Inc and the Owner of World Data Systems Company, which provided computerized payroll services for companies such as Boise Cascade. Mr. Stillman
            has over 35 years of extensive business expertise including strategic planning, venture capital financing, budgeting, manufacturing planning, cost controls, personnel management, quality planning and management, and the development of standards, policies and procedures. He has extensive skills in the design and development of computer software systems and computer evaluation. Mr. Stillman helped found the entity now known as Stillman George, Inc. in 1993. He has been employed with
            the entity now known as Stillman George, Inc., since that time. Mr. Stillman’s primarily responsibilities include managing information, technical development and financial analysis projects and development as well as involved in general company management and consulting activities. Stillman George consolidates a broad variety of skills from a growing group of business professionals to provide needed support in
            finance, marketing, management, sales, planning, product development and more to businesses worldwide. Mr. Stillman is not a director or nominee of any other SEC reporting issuer.

            Executive Compensation, page 56

            Compensation Discussion and Analysis, page 56

                            7.

                            We note your disclosure that your compensation committee engages in benchmarking to inform its executive compensation decisions and processes. Please identify the companies comprising the compensation peer group. See Item 402(b)(2)(xiv) of Regulation S-K. In additio