View:
Royal
Dutch Shell plc
Carel
van
Bylandtlaan 30
2596
HR
The Hague
The
Netherlands
Tel:
+31
70 377 3120
Fax:
+31
70 377 2178
Email:
Tim.Morrison@shell.com
Karl
Hiller
Branch
Chief
Division
of Corporation Finance
United
States Securities and Exchange Commission
450
Fifth
Street, N.W.
Washington,
DC 20549
February
23, 2007
Dear
Mr.
Hiller:
As
Controller of Royal Dutch Shell plc (“Royal Dutch Shell”), on behalf of Royal
Dutch Shell and its subsidiaries (the “Group”), I am responding to your
supplemental letter dated December 7, 2006 addressed to Mr. Peter Voser, the
Chief Financial Officer of Royal Dutch Shell in response to our letter dated
November 2, 2006. The comments of the staff (the “Staff”) of the Division of
Corporation Finance of the U.S. Securities and Exchange Commission (the
“Commission”) set out in that letter and our responses thereto are set forth
below.
Capitalized
terms used but not defined herein have the meanings given to such terms in
the
Annual Report on Form 20-F for the fiscal year ended December 31, 2005 of Royal
Dutch Shell (Commission file No. 1-32575) (the “2005 20-F”).
Responses
to Comments
1.
Staff Comment: We
note your response letter of November 2, 2006. Please address for us the
applicability to your Iran-related operations of Section 5(b) of the Iran and
Libya Sanctions Act of 1996 (now the Iran Sanctions Act of 1996), as amended
by
the Iran Freedom Support Act, which was signed into law on September 30, 2006.
Please also address whether any of the equipment or services you have provided
to Iran and Syria otherwise have military application.
Karl
Hiller
United
States Securities and Exchange Commission
February
23, 2007
Page
2
Response:
No
goods
or services have been provided in direct sales transactions to the Iranian
military or to other clients for military purposes or, to our knowledge, for
any
of the purposes identified in Section 5(b) of the Iran Sanctions Act of 1996,
as
amended (the "ISA"). Furthermore, we are unaware of any indirect sales made
to
the Iranian military or other clients for any of these purposes. Indirect sales
consist of sales made by the Group to unaffiliated third parties that are
subsequently resold. With regard to Syria, the Group from time to time
participates in tenders of the Syrian government and Syrian Ministry of Defence.
As a result of these tenders, the Group provides industrial and hydraulic
lubricants to the Ministry. These lubricants are being used for aviation ground
equipment (fluid for hydraulic pumps) or for lubricating Russian cargo airplanes
of more than 30 years of age. The products do not contain any US content.
Between 2004 and 2006, the sales to the Syrian Ministry of Defence amounted
to
approximately $350,000.
Additionally, we are unaware of any indirect sales of Group products made to
the
Syrian government or the Syrian military.
2.
Staff Comment: We
have reviewed your response to prior comment 11, of our letter dated September
29, 2006, concerning your views on future levels of production. We note that
the
reserve changes in the Asia Pacific region of the Group companies represent
over
10% of the beginning year gas reserves for this region. Additionally, the
reserve changes in the Africa region represent 18% of the beginning year oil
reserves and 8% of the beginning year gas reserves for this region. We believe
these levels of changes are significant to the individual regions and should
therefore be addressed with explanations such as those you provided
supplementally, and appropriate for disclosure under paragraph 11 of SFAS 69.
Please confirm that in future documents, you will add this type of disclosure
for significant reserve changes in a geographic region of your reserve
table.
Response:
In
future
Form 20-F filings, we will include an appropriate explanation of the significant
changes to proved reserves in accordance with paragraph 11 of FAS
69.
2
Karl
Hiller
United
States Securities and Exchange Commission
February
23, 2007
Page
3
In
connection with these responses, Royal Dutch Shell acknowledges that
(i) Royal Dutch Shell is responsible for the adequacy and accuracy of the
disclosure in the filing; (ii) 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 (iii) Royal Dutch Shell 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.
If
we may
be of further assistance, please do not hesitate to call Bob Deere, on 011
31 70
377 4646 or the undersigned, on 011 31 70 377 3120.
Yours
sincerely,
/s/
Tim Morrison
Tim
Morrison
Group
Controller
Copy:
Donald
Delaney
Division
of Corporation Finance
U.S.
Securities & Exchange Commission
Jim
Murphy
Petroleum
Engineer
U.S.
Securities & Exchange Commission
3