SecProbe.io

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								August 25, 2005

Mr. David A. Dyck
Chief Financial Officer
Western Oil Sands Inc.
Ernst & Young Tower, Suite 2400
440 Second Avenue S.W.
Calgary, Alberta, Canada T2P 5E9

	Re:	Western Oil Sands
		Form 40-F for Fiscal Year Ended December 31, 2004
Filed April 1, 2005
Response Letter Dated August 8, 2005
		File No. 333-90736

Dear Mr. Dyck:

      We have reviewed your response letter and have the following
comments.  We have limited our review of your filing to those
issues
we have addressed in our comments.  Where indicated, we think you
should revise your document 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 raise
additional comments.

Form 40-F for the Fiscal Year Ended December 31, 2004

Financial Statements

Consolidated Statements of Operations and Retained Earnings
(Deficit), page 3

1. We have read your response to prior comment three wherein you
indicate that you separate feedstocks and transportation costs
incurred from revenues earned because you believe that your
shareholders are interested in the revenues being generated by
your
bitumen reserves.  You also indicate that you do not consider
feedstocks and transportation to be operating since these types of
costs are "incurred to either mine or upgrade the bitumen into a
saleable product."  Please provide an analysis that explains how
you
have considered the guidance in EIC 123 - Reporting Revenue Gross
as
a Principal versus Net as an Agent.

2. We have reviewed your response to prior comment number four and
are unable to agree with your conclusion.  As previously noted,
the
Illustrative example in CICA 1540 presents a subtotal that does
not
include net income or loss, and only includes "items not effecting
cash."  Accordingly, we reissue our prior comment in its entirety.

We note in your reconciliation of net earnings to net cash
provided
by operating activities that you present a subtotal of net income
and
various charges and credits above total net cash from operating
activities.  Support your disclosure of this subtotal under
Canadian
GAAP as there does not appear to be a provision within CICA 1540
for
this presentation.

Closing Comments

       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 understand that we may have
additional
comments after reviewing your amendment and responses to our
comments.

	You may contact Jennifer Goeken at (202) 551-3721 if you have
questions regarding comments on the financial statements and
related
matters.  Please contact me at (202) 551-3683 with any other
questions.

								Sincerely,

								Jill S. Davis
								Branch Chief

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Mr. David A. Dyck
Western Oil Sands Inc.
August 25, 2005
Page 1

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
100 F Street, NE
WASHINGTON, D.C. 20549-7010

   DIVISION OF
CORPORATION FINANCE
MAIL STOP 7010

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