SecProbe.io

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                              TROUTMAN SANDERS LLP

                                ATTORNEYS AT LAW
                         A LIMITED LIABILITY PARTNERSHIP

                              THE CHRYSLER BUILDING
                              405 LEXINGTON AVENUE
                            NEW YORK, NEW YORK 10174
                             www.troutmansanders.com
                             TELEPHONE: 212-704-6000
                             FACSIMILE: 212-704-6288

Timothy I. Kahler                                      Direct Dial:212-704-6169
timothy.kahler@troutmansanders.com                     Fax:     212-704-5948

                                                       August 23, 2005

Via Edgar Correspondence
United States Securities and Exchange Commission
Division of Corporate Finance
450 Fifth Street, N.W.
Washington, D.C. 20549-0405
Attn:    Mr. Yong Choi

            Re:   Cadence Resources Corporation - Amendment No. 1 to
                  Registration Statement on Form S-4; File No. 333-124904

Dear Mr. Choi:

              Earlier today Cadence filed Amendment No. 1. to its registration
statement on Form S-4 with respect to the shares to be issued to the
stockholders of Aurora Energy, Ltd. upon the closing of the merger transaction
between Cadence and Aurora. I previously mentioned to you that (i) Aurora, a
private company with fewer than 300 stockholders, will hold a stockholders
meeting in which its stockholders will vote on the proposed merger with Cadence,
and (ii) Aurora intends to seek proxies from its stockholders designating
certain members of Aurora management to vote shares of Aurora stock at the
stockholders meeting.

              As you suggested, I am herewith supplementally furnishing to you,
for the Staff's information, a draft of the letter to Aurora stockholders that
Aurora management has prepared for the purpose of seeking such proxies. As you
can see from the draft letter, Aurora's management currently intends to enclose
with the letter a copy of the prospectus contained in Cadence's registration
statement as declared effective by the Commission.

<PAGE>

            Please call the undersigned, or in my absence my partner Henry I.
Rothman, Esq. (212-704-6179), if you have any questions about the enclosed
document or Aurora's solicitation of proxies from its stockholders.

                                                        Very truly yours,

                                                        /s/ Timothy I. Kahler
                                                        ---------------------
                                                        Timothy I. Kahler

TIK:se
cc:      Henry I. Rothman, Esq.

<PAGE>

                               Aurora Energy, Ltd.

PRINCIPAL EXECUTIVE OFFICES:                         PLACE OF MEETING:
3760 North US-31 South                               [____________________]
Traverse City, Michigan   49684                      [____________________]

NOTICE OF SPECIAL MEETING OF STOCKHOLDERS

To the Stockholders:

Notice is hereby given that a special meeting of the stockholders of Aurora
Energy, Ltd. (the "Company" or "Aurora"), a Nevada corporation, will be held
at_________________________________, on _______, _______, 2005 at _________
__.m. local time.

The sole purpose of the meeting is to consider and vote on the approval of the
agreement and plan of merger between Cadence Resources Corporation and Aurora.

Enclosed for your consideration are the following:

            1.    A proxy card, instructions and return envelope.

            2.    A summary of the Agreement and Plan of Merger.

            3.    A copy of Nevada Revised Statutes 92A.300 to 92 A.500 relating
                  to dissenters' rights.

            4.    A prospectus relating to the proposed merger.

Only stockholders of the Company of record at the close of business on [Insert
Record Date], 2005 are entitled to notice of and to vote at the meeting.

All stockholders are cordially invited to attend the meeting in person. However,
to assure your representation at the meeting, you are urged to mark, sign and
date the enclosed Proxy Card and return it to the Company in the enclosed
envelope.

                                             Sincerely,

                                             Barbara J. Johnson, Secretary
                                             Traverse City, Michigan
                                             Dated:  _________, 2005

<PAGE>

                               AURORA ENERGY, LTD.
PROXY CARD

                  SOLICITED BY THE COMPANY'S BOARD OF DIRECTORS

The undersigned stockholder(s) of Aurora Energy, Ltd., (the "Company") hereby
appoints William W. Deneau, President and Chairman of the Board of the Company,
and John V. Miller, a Director of the Company, or instead of them , or any one
of the foregoing individuals acting singly, as Proxy of the undersigned with
full power of substitution, to attend the Special Meeting of the Company's
stockholders on ___________, ______, 2005 at _____ ___.m., local time, to be
held at __________________________ (the "Meeting") and any adjournment of the
Meeting, and to vote on the undersigned's behalf all shares of the Company's
stock registered in the undersigned's name, in the manner indicated by the
checked boxes below.

*INSTRUCTIONS: A STOCKHOLDER HAS THE RIGHT TO APPOINT ANY PERSON TO ATTEND THE
MEETING AND ACT ON THE STOCKHOLDER'S BEHALF. IF THE STOCKHOLDER DESIRES TO
APPOINT A PERSON OTHER THAN THOSE NAMED IN THIS PRINTED DOCUMENT, THE
STOCKHOLDER SHOULD INSERT THE NAME AND ADDRESS OF THE DESIRED PERSON IN THE
BLANK SPACE PROVED.

1.                APPROVAL OF PLAN OF MERGER. THE COMPANY'S BOARD OF DIRECTORS
                  RECOMMENDS A VOTE IN FAVOR OF THE RATIFICATION AND APPROVAL OF
                  THE PLAN OF MERGER WITH CADENCE RESOURCES CORPORATION.

                     For (   )        Against  (   )   Abstain (   )

         Stockholders who are unable to be present at the Meeting are requested
         to COMPLETE, DATE, SIGN, and RETURN THIS PROXY CARD IN THE ENCLOSED
         EVELOPE.

DATED:_____________________, 2005.

                                           ----------------------------------
                                           Stockholder's signature

                                           ----------------------------------
                                           Print Name

                                           ----------------------------------
                                           Stockholder's signature

                                           ----------------------------------
                                           Print Name

<PAGE>

-------------------------------------------------------------------------------
                             YOUR VOTE IS IMPORTANT
-------------------------------------------------------------------------------

Regardless of the number of shares you own, your vote is important. We want and
need your input.

If you do not attend the Special Meeting to vote in person, your vote will not
be counted unless a proxy representing your shares is presented at the meeting.

To ensure that your shares will be voted at the meeting, please MARK, SIGN, DATE
AND PROMPTLY RETURN the enclosed Proxy card.

           If you do attend the meeting in person, you may revoke your proxy and
vote in person.

-------------------------------------------------------------------------------

<PAGE>

                            SUMMARY OF PLAN OF MERGER

OVERVIEW

      On January 31, 2005, Aurora Energy, Ltd. (the "Company"), entered into a
definitive merger agreement with Cadence Resources Corporation ("Cadence"), a
publicly-traded entity (Symbol: OTC BB: CDNR.OB) based in Walla Walla,
Washington. A copy of the Agreement and Plan of Merger ("Merger Agreement") is
attached to the Prospectus provided with the meeting notice for the Special
Meeting of the stockholders at which the proposed merger will be voted on.

      Pursuant to the terms of the Merger Agreement, the Company will merge with
a wholly owned subsidiary of Cadence. All of the Company's outstanding stock
will be canceled, but the Company will be the survivor in this merger. As a
result, the Company will become a wholly-owned subsidiary of Cadence. The final
closing of this merger transaction will occur upon the approval of the Aurora
shareholders and the satisfaction of certain conditions to closing contained in
the Merger Agreement. After the final closing, the combined companies will be
headquartered in Traverse City, Michigan, and current Company management will
assume management control of Cadence. The merger will become effective at the
time the Company files the Articles of Merger with the Secretary of State of the
State of Nevada (the "Effective Time").

MERGER CONSIDERATION

      i. Common Stock

      At the Effective Time, each issued and outstanding share of the Company's
common stock, $.001 par value per share, will be converted into the right to
receive two (2) shares of Cadence's common stock, $.01 par value per share. All
shares of the Company's Common Stock converted in accordance with the Plan of
Merger will no longer be outstanding and will automatically be cancelled and
retired and shall cease to exist. Each shareholder of the Company's Common Stock
shall thereafter cease to have any rights with respect thereto, except the right
to receive the shares of Cadence Common Stock on a 2:1 basis.

      ii. Convertible Securities

      At the Effective Time, any securities convertible into or exercisable for
shares of the Company's Common Stock immediately prior to the Effective Time
will become, at the Effective Time, securities convertible into or exercisable
for that number of shares of Cadence Common Stock as the holder of the Company's
securities would have received had the holder converted the securities into the
Company's Common Stock immediately prior to the Effective Time. Appropriate
adjustment will be made to any exercise or conversion price of such securities.

<PAGE>

EXCHANGE OF STOCK CERTIFICATES

      As of the Effective Time, Cadence will enter into an agreement with a bank
or trust company designated by Cadence (the "Exchange Agent"), which will
provide that Cadence shall deposit with the Exchange Agent as of the Effective
Time, certificates representing the number of duly authorized whole shares of
Cadence Common Stock issuable in connection with this merger transaction.

      As soon as reasonably practicable after the Effective Time, and in any
event within ten business days after the Effective Time, Cadence shall cause the
Exchange Agent to mail to each holder of record of a certificate or certificates
which immediately prior to the Effective Time represented outstanding shares of
the Company's Common Stock whose shares are converted pursuant to the Plan of
Merger, (i) a letter of transmittal in customary form, and (ii) instructions for
use in effecting the surrender of the Company's Common Stock in exchange for
certificates representing whole shares of Cadence Common Stock. Upon surrender
of the Company's Common Stock for cancellation to the Exchange Agent, together
with the letter of transmittal duly executed and completed in accordance with
its terms, the holder of the Company's Common Stock shall be entitled to receive
in exchange therefor a certificate representing 90% of that number of shares of
Cadence Common Stock, which the holder has the right to receive pursuant to the
provisions of the Plan of Merger, and the Company Common Stock so surrendered
shall forthwith be cancelled. The remaining 10% of the certificates for shares
of Cadence Common Stock issuable in the exchange shall initially be held in an
Exchange Fund by the Exchange Agent. The Exchange Agent shall have discretion to
determine and apply reasonable rules and procedures relating to the surrender
for exchange of a Certificate of Company Common Stock that is lost or destroyed.

      No certificate or scrip representing fractional shares of Cadence Common
Stock will be issued in the Merger upon the surrender for exchange of
Certificates of Company Common Stock, and any fractional share interests will
not entitle the owner to any rights as a shareholder of Cadence. Each holder of
Certificates of Company Common Stock who would otherwise have been entitled to a
fraction equal to one-half or more of a share of Cadence Common Stock will
receive a full share of Cadence Common Stock, and fractional interests of less
than one-half of a share of Cadence Common Stock will be canceled.

      The 10% of the shares of Cadence Common Stock to be issued in the merger
that are held in the Exchange Fund will be held for a period of up to six months
following the Effective Date. These shares will be used, if necessary, to pay
any liability to Cadence for indemnification for losses caused by the Company's
breach of the Merger Agreement. If no claim for indemnification has been
asserted by Cadence at the end of the six month period, the remaining 10% of the
shares will be distributed to the holders of the Company's Common Stock. If the
Company successfully asserts a claim for indemnification from Cadence under the
Merger Agreement, holders of the Company may receive up to 0.2 additional shares
of Cadence Common Stock for each share of the Company's Common Stock tendered in
the merger.

<PAGE>

SHAREHOLDER RIGHT OF DISSENT

      Pursuant to Nevada Revised Statutes ss.92A.380, any shareholder is
entitled to dissent from, and obtain payment of the fair value of the
shareholder's shares of the Company's Common Stock, in the event of the
consummation of this Plan of Merger with Cadence. The procedures under Nevada
law for exercising dissenters' rights may be found in NRS 92A.300 to 92A.500, a
copy of which is attached. In order to assert dissenter's rights, you must not
vote in favor of the merger, and must deliver to the Company prior to the vote
on the Plan of Merger a written notice of your intent to demand payment for your
shares if the merger is consummated.

YOUR BOARD OF DIRECTORS RECOMMENDS THAT YOU VOTE FOR THE RATIFICATION AND
APPROVAL OF THE PLAN OF MERGER WITH CADENCE RESOURCES CORPORATION

==============================

<PAGE>

NRS 92A.300 Definitions. As used in NRS 92A.300 to 92A.500, inclusive, unless
the context otherwise requires, the words and terms defined in NRS 92A.305 to
92A.335, inclusive, have the meanings ascribed to them in those sections.

      (Added to NRS by 1995, 2086)

      NRS 92A.305 "Beneficial stockholder" defined. "Beneficial stockholder"
means a person who is a beneficial owner of shares held in a voting trust or by
a nominee as the stockholder of record.

      (Added to NRS by 1995, 2087)

      NRS 92A.310 "Corporate action" defined. "Corporate action" means the
action of a domestic corporation.

      (Added to NRS by 1995, 2087)

      NRS 92A.315 "Dissenter" defined. "Dissenter" means a stockholder who is
entitled to dissent from a domestic corporation's action under NRS 92A.380 and
who exercises that right when and in the manner required by NRS 92A.400 to
92A.480, inclusive.

      (Added to NRS by 1995, 2087; A 1999, 1631)

      NRS 92A.320 "Fair value" defined. "Fair value," with respect to a
dissenter's shares, means the value of the shares immediately before the
effectuation of the corporate action to which he objects, excluding any
appreciation or depreciation in anticipation of the corporate action unless
exclusion would be inequitable.

      (Added to NRS by 1995, 2087)

      NRS 92A.325 "Stockholder" defined. "Stockholder" means a stockholder of
record or a beneficial stockholder of a domestic corporation.

      (Added to NRS by 1995, 2087)

      NRS 92A.330 "Stockholder of record" defined. "Stockholder of record" means