April 26, 2006

Via U.S. Mail and Facsimile

Sylvain A. Allard
Chief Executive Officer
CHC Helicopter Corp.
4740 Agar Drive
Richmond, British Columbia
Canada V7B 1A3


RE:		CHC Helicopter Corp.
		Form 20-F for the fiscal year ended April 30, 2005
		Response Letter Dated February 2, 2006
		Response Letter Dated March 28, 2006
		File No. 0-21756

Dear Mr. Allard:

      We have limited our review of your Form 20-F for the fiscal
year ended April 30, 2005, and your response letters dated
February
2, 2006 and March 28, 2006, to disclosures relating to your
contacts
with countries that have been identified as state sponsors of
terrorism.  Our review with respect to this issue does not
preclude
further review by the Assistant Director group with respect to
other
issues.  At this juncture, we are asking you to provide us with
supplemental information, so that we may better understand your
disclosure.  Please be as detailed as necessary in your response.
After reviewing this information, we may or may not raise
additional
comments.

      Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your
filings.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comments or on any other
aspect
of our review.  Feel free to call us at the telephone numbers
listed
at the end of this letter.


General -

1. You state in your letter dated February 2, 2006 that "The
majority
of the public investor base in our stock is Canadian or otherwise
non-U.S."  Please tell us what percentage of your public investor
base is in the United States.

2. You state in your letter dated March 28, 2006, that you sent
letters to the U.S. Department of Commerce`s Bureau of Industry
and
Security and U.S. Department of the Treasury`s Office of Foreign
Assets Control stating that you may have violated export and re-
export regulations and that you are carrying out further
investigation and would submit final reports.  Please update us on
any developments in the status of your discussions with BIS and
OFAC
as they occur, including, but not limited to, your transmission of
reports.


Closing Comments

      Please respond to this comment within 10 business days or
tell
us when you will provide us with a response.  Please file your
response letter on EDGAR.

      We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filings to be certain that the
filings include all information required under the Exchange Act of
1934 and that they have provided all information investors require
for an informed investment decision.  Since the company and its
management are in possession of all facts relating to the
company`s
disclosure, they are responsible for the accuracy and adequacy of
the
disclosures they have made.

      In connection with responding to our comment, please
provide,
in writing, a statement from the company acknowledging that:

the company is responsible for the adequacy and accuracy of the
disclosure in the filings;

staff comments or changes to disclosure in response to staff
comments
do not foreclose the Commission from taking any action with
respect
to the filings; 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.

In addition, please be advised that the Division of Enforcement
has
access to all information you provide to the staff of the Division
of
Corporation Finance in our review of your filings or in response
to
our comments on your filings.

      Please understand that we may have additional comments after
we
review your response to our comment.  Please contact Jack
Guggenheim
at (202) 551-3523 if you have any questions about the comment or
our
review.  You may also contact me at (202) 551-3470.

								Sincerely,




								Cecilia D. Blye, Chief
								Office of Global Security
Risk


cc: 	Jo Mark Zurel
		Senior Vice President
	CHC Helicopter Corp.
	4740 Agar Drive
	Richmond, British Columbia
	Canada V7B 1A3



		Max Webb
		Assistant Director
		Division of Corporation Finance
Sylvain A. Allard
CHC Helicopter Corp.
April 26, 2006
Page 1









UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-0507

         DIVISION OF
CORPORATION FINANCE