SecProbe.io

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                        [MORRISON | FOERSTER LETTERHEAD]

October 19, 2005

Via Edgar and Overnight Mail

Mr. James B. Rosenberg
Senior Assistant Chief Accountant
Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Mail Stop 6010
Washington, D.C. 20549

Re:      Integrated Healthcare Holdings, Inc.
         Form 10-KSB for the year ended December 31, 2004
         Forms 10-Q for the quarters ended March 31, 2005 and June 30, 2005
         Form 8-K/A dated March 3, 2005 filed June 8, 2005

Dear Mr. Rosenberg:

On behalf of Integrated Healthcare Holdings, Inc. (the "Company"), we are
writing to respond to the comments raised by the Staff of the Securities and
Exchange Commission (the "Staff") regarding the Company's Form 10-KSB for the
year ended December 31, 2004, Forms 10-Q for the quarters ended March 31, 2005
and June 30, 2005 and Form 8-K/A dated March 3, 2005 filed June 8, 2005, in the
Staff's letter dated September 21, 2005.

Concurrently with the filing of this letter, we are providing you with courtesy
copies of proposed amendments to the Company's Form 10-KSB for the year ended
December 31, 2004, Forms 10-Q for the quarters ended March 31, 2005 and June 30,
2005, and Form 8-K/A dated March 3, 2005 filed June 8, 2005. These proposed
amendments have not yet been filed, but show in redline the proposed changes
that are discussed in this letter.

The italicized numbered responses set forth below contain each of the Staff's
comments, and our responses follow each numbered comment.

<PAGE>

MORRISON  |  FOERSTER

Mr. James B. Rosenberg
October 19, 2005
Page Two

Form 10-KSB for the year ended December 31, 2004

Consolidated Financial Statements

Report of Independent Registered Public Accounting Firm, page F-2

1. Comment: We note the audit report of Ramirez International Financing &
Accounting Services, Inc. relied on the report of another auditor for financial
information as of and through June 30, 2003. Please file this audit report as
required by Rule 2-05 of Regulation S-X.

     Response: In response to the Staff's comment, the Company will amend its
     Form 10-KSB for the year ended December 31, 2004 to include the audit
     report from the predecessor auditor as of and through June 30, 2003 that
     was originally included in the Company's Form 10-KSB for the year ended
     June 30, 2003. This audit report, in turn, makes reference to a predecessor
     auditor's report dated September 28, 1999 on the Company's financial
     statements as of June 30, 1999 and the periods then ended. The Company
     respectfully requests that the staff not require that the Company file the
     report of the predecessor's predecessor, because (a) the Company
     understands that the individual practitioner who issued the September 28,
     1999 report is no longer active and may be deceased; (b) as demonstrated in
     the Company's Form 10-Q for the period ended March 31, 2005, amounts
     reported on by this practitioner will not be included in future filings as
     a result of the Company exiting the development phase; and (c) the amounts
     reported on by the practitioner are immaterial to the Company's current
     operations (the report of the predecessor auditor indicates that the
     financial statements of the Company for the period from its inception on
     July 31, 1984 to June 30, 1999 reflect an aggregate net loss of $129,168).

Form 8-K/A filed June 8, 2005

Exhibit 99.12: Unaudited Pro Forma Condensed Consolidated Financial Statements
of IHHI

Notes to Unaudited Pro Forma Condensed Consolidated Financial Information

2. Comment: Please revise your footnotes to clearly disclose the amounts of each
individual adjustment and how you determined them. Further, disclose each pro
forma adjustment separately on the face of the pro forma financial statements
rather than combining several pro forma adjustments in one amount. For example,
please refer to your pro forma adjustments to "Current portion of debt & capital
leases" and "Accumulated (deficit) earnings" on the face of the pro forma
condensed consolidated balance sheet.

<PAGE>

MORRISON  |  FOERSTER

Mr. James B. Rosenberg
October 19, 2005
Page Three

     Response: In response to the Staff's comment, the Company will amend the
     footnotes in its Form 8-K/A to clearly disclose the amounts of each pro
     forma adjustment and will separately disclose each adjustment on the face
     of the pro forma financial statements. Please refer to revised pro forma
     financial statements contained in the attached draft of the Company's
     amended Form 8-K/A.

3. Comment: Please refer to footnote one. You disclose that IHHI assumed capital
lease obligations but your purchase price allocation does not include these
assumed liabilities. Please revise your purchase price allocation to include
liabilities assumed or tell us why liabilities assumed were omitted from your
purchase price allocation.

     Response: In response to the Staff's comment, the Company will amend its
     Form 8-K/A to disclose the assumed capital lease obligations in the
     Company's purchase price allocation table. Please refer to Note 1 in the
     Company's proposed Form 8-K/A.

4. Comment: Please refer to footnote four. Please tell us why you depreciate
buildings over the 25 year lease term and your consideration of the right to
renew the lease for an additional 25 years. We note that you consolidate the
buildings owned by PCHI and that Tenet assigned these buildings up to a 40 year
life as disclosed in the Note 1 of the acquisition financial statements.

     Response: The Company respectfully requests that the Staff refer to Note
     1--"Summary of Significant Accounting Policies - Acquisition and -
     Consolidation", Note 7--"Sale of Real Estate and Variable Interest Entity",
     and Note 9-"Related Party Transactions" from the Company's Form 10-Q for
     the period ended March 31, 2005, for information concerning the sale of
     real property, furniture, fixtures and contract rights to PCHI, an entity
     currently owned by related parties, subject to a leaseback of such assets.

     As discussed in these footnotes, the Company remains the primary obligor on
     the debt it issued to fund the Hospital Acquisition, and as a result the
     sale-leaseback transaction does not qualify for sale-leaseback accounting
     (see FAS 98.07). Additionally, the Company is obligated to make rental
     payments over this 25 year term, as disclosed in Note 11--"Commitments and
     Contingencies".

     As a result of this series of transactions, the Company is in the economic
     position of having a leasehold interest in the hospital properties in which
     it conducts its business. For financial reporting purposes, the Company has
     determined that the 25 year renewal option does not constitute either a
     bargain renewal option or a bargain purchase option, and has therefore
     determined the term of the lease of the hospital assets to be 25 years. The
     Company depreciates and amortizes the property and equipment acquired in
     the Hospital Acquisition over periods not to exceed the 25-year term
     because any residual value the assets may have after such time will be the
     property of PCHI. Accordingly, the pro forma statements of operations
     reflect adjustments to: (1) eliminate Tenet's historical depreciation
     expense, and (2) depreciate and amortize the acquired property and
     equipment over their estimated useful lives, but limited to the 25-year
     lease term.

<PAGE>

MORRISON  |  FOERSTER

Mr. James B. Rosenberg
October 19, 2005
Page Four

     In addition, as discussed in Notes 1 and 9, the accounts of PCHI have been
     consolidated with the Company pursuant to FIN 46(R), and as discussed in
     Note 7 the terms of the lease between the Company, as lessee, and PCHI, as
     lessor, call for PCHI to make all payments on the acquisition debt.
     Accordingly, pro forma adjustments: (1) to consolidate the effects of PCHI
     in the unaudited pro forma financial statements, and (2) to reduce the
     Company's rent expense to the extent of debt servicing on the underlying
     debt through an elimination against PCHI's rental income must be reflected.

     Concerning the Staff's reference to an up to 40-year life for buildings in
     Note 1(e) of the historical financial statements of the Tenet Hospitals,
     please note that Note 1--"Summary of Significant Accounting Policies -
     Property and Equipment" and Note 3--"Property and Equipment" in the
     Company's March 2005 Form 10-Q report that the Company depreciates
     buildings and improvements over periods of 4 to 25 years, and equipment
     over periods of 3 to 15 years, and set forth the amounts allocated to each
     category of property and equipment in accounting for the Hospital
     Acquisition, respectively. These hospitals were built many years ago and
     management believes the depreciable lives reported reflect the remaining
     economic useful lives at date of purchase, limited to the period that the
     Company has a right to use the assets pursuant to the lease with PCHI. It
     should be noted that the Company also amortizes amounts allocated to land
     over the 25 year lease term because it has no residual interest in such
     property.

5. Comment: Please refer to footnote seven. It appears that pro forma adjustment
seven includes adjustments to the historical statement of operations of Tenet
Hospitals. Please reinstate these historical amounts or disclose, and explain to
us, how these pro forma adjustments are directly related to the transaction and
factually supportable.

     Response: In response to the Staff's comment, the Company proposes to add
     additional footnotes explaining how these pro forma adjustments are
     directly related to the transaction, in accordance with Rules 11-02(b)(5)
     and 11-02(b)(6). In addition, the Company has expanded the column entitled
     "Pro-Forma Adjustments" to two columns entitled "Tenet Elimination" and
     "Tenet Assets Purchased". The Company proposes to include new footnotes 8,
     9, and 11 in its Form 8-K/A, which appear in the attached draft amendment
     and are repeated below:

         "Note 8. As a result of the Acquisition and Sale-leaseback
         transactions, the Company is in the economic position of having a
         leasehold interest in the hospital properties in which it conducts its
         business. For financial reporting purposes the Company has determined
         that the 25 year renewal option does not constitute either a bargain
         renewal option or a bargain purchase option and, therefore, has
         determined the term of the lease of the hospital assets to be 25 years,
         and will depreciate and amortize the property and equipment acquired in
         the Hospital Acquisition over periods not to exceed such term because
         any residual value the assets may have after such time is the property
         of PCHI. Accordingly, the pro forma statements of operations reflect
         adjustments to: (1) eliminate Tenet's historical depreciation expense;
         (2) depreciate and amortize the acquired property and equipment over
         their estimated useful lives but limited to the 25 year lease term.

<PAGE>

MORRISON  |  FOERSTER

Mr. James B. Rosenberg
October 19, 2005
Page Five

         Note 9. Reflects the elimination of the Tenet Hospitals restructuring
         charges, related to employee severance and retention costs made by
         Tenet. These nonrecurring charges have been eliminated as they are not
         indicative of the Company's ongoing operations.

         Note 11. Reflects the elimination of the Tenet Hospitals benefit from
         income taxes. IHHI is not eligible to recognize a benefit from income
         taxes due to its limited operating history of losses and its limited
         ability to carryback any losses. IHHI included the Acquisition and
         Sale-leaseback transactions in its pro forma income tax provision,
         which resulted in a deferred tax asset of approximately $4,800,000.
         IHHI recognized a full valuation allowance of its deferred tax asset of
         approximately $4,800,000 for the year ended December 31, 2004."

6. Comment: It appears that pro forma adjustment eight for warrants issued will
not have a continuing impact on operations. Please remove this adjustment and
indicate in your footnote disclosure that this charge was not considered in the
pro forma condensed statement of operations or explain to us how this adjustment
complies with Article 11 of Regulation S-X. Please refer to Rules 11-02(b)(5)
and 11-02(b)(6) of Regulation S-X.

     Response: In response to the Staff's comment, the Company will remove the
     common stock warrants from the pro forma condensed income statement of
     operations in accordance with Rule 11-02(b)(5) of Regulation S-X. The
     Company will amend the introductory paragraphs to disclose that this
     material nonrecurring charge related to the issuance of the common stock
     warrants was not included in the pro forma condensed statement of
     operations, but was included in the Company's consolidated statement of
     operations for the quarterly period ending March 31, 2005.

<PAGE>

MORRISON  |  FOERSTER

Mr. James B. Rosenberg
October 19, 2005
Page Six

Form 10-Q for the six months ended June 30, 2005

Financial Statements, page 1

Condensed Consolidated Statements of Cash Flows, page 5

7. Comment: Please revise your 2005 Forms 10-Q to remove the $5 million proceeds
of the sale property as an investing activity or tell us why it is appropriate.
It appears that this item should be eliminated in consolidation against the
corresponding asset purchase on the books of PCHI. In addition, please revise
your Liquidity and Capital Resources disclosure in MD&A, as appropriate.

     Response: In response to the Staff's comment, the Company advises that the
     sale of the real property of the Hospitals to PCHI occurred concurrent with
     the close of the Hospital Acquisition. The Company received $5 million in
     cash proceeds from the sale of the real property concurrent with the close
     of the Hospital Acquisition. The Company's gain on the sale of the real
     property to PCHI is eliminated upon consolidation against PCHI's stepped-up
     basis in the real property. In response to the Staff comment, the Company
     will amend its Forms 10-Q for the first and second quarters of 2005 to
     classify the proceeds from the sale of this property as a financing
     activity in its condensed consolidated statement of cash flows, and revise
     its "Liquidity and Capital Resources" disclosure in the MD&A sections of
     these two Form 10-Q's.

Note 1:  Summary of Significant Accounting Policies, page 6

Company Operations, page 7

8. Comment: We note that you acquire four separate hospitals from Tenet and that
separate financial information was disclosed for each of these hospitals in your
Form 8-K/A filed June 8, 2005. Please revise your 2005 Forms 10-Q to include
segment reporting disclosures required by SFAS 131 or explain to us why each of
these hospitals are not reportable segments under paragraph 16 of SFAS 131.
Disclose, and explain to us, any operating segments aggregated using the
criteria of paragraph 17 of SFAS 131.

     Response: In response to the Staff's comment, the Company notes that it
     operates in only one line of business -- the provision of health care
     services through the operation of general hospitals and related health care
     facilities. The Company's hospitals generated 100% of its net operating
     revenues during the six months ended June 30, 2005. Accordingly