SecProbe.io

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BARADERO                                                        TSX Venture: BRH
RESOURCES LIMITED                                                   OTCBB: BRHAF
#1305 -1090 West Georgia Street,
Vancouver, British Columbia,
Canada, V6E 3V7
Phone: (604) 685-9316, Fax: (604) 683-1585

May 31, 2005

David R. Humphrey
Accounting Branch Chief
US Securities and Exchange Commission
450 Fifth Street, N.W.
Washington, D.C.  20549

         RE:     BARADERO RESOURCES LIMITED (THE "COMPANY")
                 RESPONSE LETTER DATED FROM SEC DATED MAY 16, 2005 REGARDING THE
                 ANNUAL REPORT ON FORM 20-F (FISCAL YEAR ENDED MAY 31, 2004)
                 FILE NO.  0-30920

Dear Mr. Humphrey:

We have received and respond to your May 16, 2005 comment letter, as follows:

FORM 20-F (FISCAL YEAR ENDED MAY 31, 2004)

1.       & 2.  RESPONSE:  We wish to further  clarify our  position as to why we
         believe that our prior oil and gas  operations  should not be presented
         as discontinued  operations for the May 31, 2004 financial  statements.
         During  fiscal 2004 the Company had  disposed of its minor  interest in
         the West Ranch Field,  which was the sole remaining  petroleum interest
         at the time of  disposition.  At the time of preparation of the May 31,
         2004  financial  statements  and  the  filing  of  our  annual  report,
         management  considered  the  Company  to  continue  to  be a  petroleum
         exploration  company.  We were still actively  reviewing other possible
         petroleum  acquisitions  and did not  have  sufficient  information  to
         determine  whether or not the Company was to continue in the  petroleum
         exploration industry. This does not necessarily mean that the petroleum
         operations were discontinued, but only that the last petroleum interest
         had been disposed of and the Company's future direction was unclear. It
         is fair to presume the Company  would  continue in its existing line of
         business until such time as there is evidence to the contrary.

         The  Company  believes  that  the  presentation  in the  May  31,  2004
         financial  statements is properly  presented in accordance with US GAAP
         and Canadian GAAP based on the situation at the time of preparation.

3.       RESPONSE:  Agreed. The Company will include, beginning with the May 31,
         2005 Annual Report, to disclose the additional information requested in
         your comment letter.

                                                                         ...../2

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Mr. David R. Humphrey
May 31, 2005
Page 2

OTHER

In connection with responding to the staff  comments,  the Company  acknowledges
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.

Please  contact  the  undersigned  should  you have  any  questions  or  require
additional information.

Yours very truly,

BARADERO RESOURCES LIMITED

Per:      /s/ Nick DeMare

         Nick DeMare
         President

ND:blm

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