SecProbe.io

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Mail Stop 3561

	October 5, 2005

Mr. John Michael Coombs, CEO
Valley High Mining Company
3098 South Highland Drive, Suite 323
Salt Lake City, Utah 84106-6001

Re:	Valley High Mining Company
		Registration Statement on Form 10-SB
		Amendment No. 2 filed August 26, 2005
		File No. 000-51232

Dear Mr. Coombs:

      We have reviewed your filing and have the following
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
supplemental information so we may better understand your
disclosure.
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 filing.
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. We reissue our previous comment three.  In light of the
disclosure
in the registration statement regarding the loss of corporate
records
and the significant period of time during which the company was
dormant, please disclose any due diligence that management
performed
in identifying the company`s shareholders when it reactivated the
company.

2. We note your response to our previous comment four and we
reissue
in part our previous comment.  In the description of property
section
and for your mineral claims, provide the disclosures required by
Industry Guide 7(b).  In particular, provide:
* A map showing the location of your mineral claims.
* A brief description of the rock formation and mineralization of
existing or potential economic significance of the mineral claims.
* A description of equipment and other infrastructure facilities.
* The source of power that can be utilized at the mineral claims.
Refer to Industry Guide 7(b)(1)-(5) for specific guidance.
Industry
Guide 7 can be reviewed on the Internet at
http://www.sec.gov/divisions/corpfin/forms/industry.htm#secguide7.

3. We reissue our previous comment five.  Insert a small-scale map
showing the location and access to your mineral claims.  Note that
SEC`s EDGAR program now accepts digital maps, so please include
these
in any future amendments that are uploaded to EDGAR.  It is
relatively easy to include automatic links at the appropriate
locations within the document to GIF or JPEG files, which allow
the
figures and/or diagrams to appear in the right location when the
document is viewed on the Internet.  For more information, please
consult the EDGAR manual, and if you need additional assistance,
please call Filer Support at 202-942-8900.

4. We reissue our previous comment six.  Remove all references in
the
document that use the term "mining" or "mining operations" or any
term that can imply mineral production such as "operations."  In
particular, substitute the term "mineral exploration" for "mining
operations."  We note, for example and without limitation, the
reference in risk factor one to "mining or mineral exploration
company."  We also note the reference in the introduction to the
risk
factors section to "mining property."  Please revise.

5. We reissue our previous comment seven.  We continue to note
references to "the property" or "mining property."  Please revise
throughout the registration statement to clarify that this
"property"
refers to mineral claims.

6. We note the statement on page 25 that "[i]t is not our present
intention to engage in any public or private offering of our
stock"
and on page 30 that "it is highly unlikely that we could undertake
a
secondary offering of securities."  Please reconcile these
statements
with the following disclosure:
* The references throughout the document to investment capital.

* The statement on the bottom of page 19 that "if we raise capital
or
cultivate a business relationship with another mining company or
joint venturer" and the references on page 20 to "interested
investor" and "investor interest."
* The statement on page 26 that "management plans to seek out and
obtain the capital or financing necessary to explore the North
Beck
Claim."
* The statement on page 29 "[t]o implement our business plan and
explore the North Beck Claims.... Management expects that we will
use
equity, debt and other arrangement such as joint ventures and
partnerships to fund these stages of our business plan to the
extent
such is or may be necessary."
* The statement on page 29 that "we will need to raise or obtain
substantial capital to fund our desired plans to explore the North
Beck Claims....the most likely method available to us...would be
the
private sale of its securities."
* The statement on page 34 that "[i]n the event that Valley High
cannot raise the capital and other funding necessary to explore
the
North Beck Claim."

Risk Factors, page 3

7. We note your response to our previous comment ten and reissue
in
part our previous comment.  On page 3, we note the statements that
"[t]he following constitutes an effort to itemize a variety of
risk
factors involving us and our mining exploration business. The
following is not meant to be an exhaustive list of the risks
involved
in investing in Valley High."  You should discuss all material
risks
in this section.  Please revise your disclosure to clarify that
you
discuss all material risks in this section.

8. In risk factor one, we note the disclosure of "our subsequent
acquisition of the North Beck Mining Claims."  When referring to
the
acquisition, please clarify that the company has acquired the
claims
by a lease agreement.

9. In risk factor two, we note the statement that "we have no
immediate plans or ability to implement and carry out any
exploration
activity."  Please reconcile this statement with the disclosure in
the "Plan of Operation" section on page 33 that within at least
the
next 7 to 9 months, we will be in a position to undertake sequence
no. 7, that is, approach interested mining exploration partners
and
joint venturers."

10. We note your response to our previous comment 18 and we
reissue
the comment.  In risk factor five, please state your cash balance
as
of the most recent practicable date.

11. In risk factor six, we note the statement that "[n]o assurance
can be given that the necessary financing to undertake and
implement
our business plan will be obtained."  Please describe the
different
methods the company may implement to obtain the necessary capital
and
describe the risks involving these different methods.

12. We reissue our previous comment 21.  Unless you have current
pre-
approval for the trading symbol, please remove the reference to
"VHMC."

13. The last paragraph of risk factor 13, discussing penny stock,
should be relocated to risk factor 14, which discusses penny
stock.
Also, revise the risk factor subheading for risk factor 13.

14. Risk factors 9 and 21 both appear to discuss your dependence
on
management.  Please combine into one risk factor.

Risk Factors Related to the North Beck Mining Claims, page 11

15. Risk factor one appears to reflect the same risk discussed in
the
prior risk factors section.  Please remove.

16. In risk factor six, please explain the statement "[a]t the
same
time, no assurance can be given that other persons are not using
the
same or similar report and databases resulting in others
identifying
and staking claims prior to Valley High taking similar action."

17. Please clarify in risk factor six whether to date you have
relied
upon any publicly available geological reports and databases.  If
so,
please describe in detail in the business section and provide us
with
a copy of the report.

18. In risk factor seven, please explain the effect under the
mining
lease agreement if the company does not render at least $15,000
worth
of exploration and assessment on the claims during the 5-year
lease
term.

Part I, page 13

Item 1. Description of Business, page 13

19. We note the disclosure that Mr. Coombs has orally agreed to
advance funds to cover general operating expenses.  Please
disclose
whether this oral agreement is a legal obligation of Mr. Coombs.

History and Background of the Company, page 13

20. We note your response to our previous comment 41.  In the last
paragraph on page 16, please disclose the value that the company
placed on the 5,000,000 shares that it issued to North Beck Joint
Venture, LLC.

21. Please disclose the time frame during which Anticline sought
to
raise funds and seek out partnerships and joint ventures.
Disclose
the specific steps taken by the company during this period.
Discuss
when the prices of precious metals became severely depressed and
when
the EPA declared the adjacent area a Super-Fund site.

22. Please name the unaffiliated companies and limited liability
companies that received $70,000 from the change of control
transaction between North Beck and LipidViro Tech.  Please briefly
describe the notes, including the purpose of the funds.

23. Disclose the consideration paid by Mr. Jack Coombs to Mr. Fehr
for the 142,857 post-split shares.  Also, disclose the nominal
consideration paid by Mr. Cayias for the 2,900 post-split shares
held
by Ms. Fehr.

24. We note the statement that Valley High will make available the
entire January 1957 Jenny Lind Project Report.  Remove this
disclosure and supplementally confirm that this report will not be
provided to investors.  See Guide 7(b)(7).

Current Status of the Company, page 19

25. In the plan of operation section, please explain the statement
that "[o]ur goal is to raise capital by participating in a joint
venture, partnership or other business arrangement."

26. We reissue our previous comment 44.  We note the statement
that
you are not "presently" involved in any negotiations to pursue a
business combination.  Please disclose any plans to seek a
business
combination in the future.  Also, please disclose whether any
third
parties or affiliates are seeking or have entered into any
discussions or negotiations to enter into a business combination.
We
may have further comment.

Overall Business Methodology and Plans, page 20

27. We reissue our previous comment 46.  Please disclose when the
first step was commenced.  Disclose the current status.  Disclose
the
compensation to be paid to Mr. Yeomans for performing this task.

28. In work sequence four, we note the term "target groups."
Please
describe these target groups in the plan of operation section.

29. In work sequence eight, we note the statement "leading to some
sort of mineral agreement to explore the Claims."  In the plan of
operation section, please describe in more detail the possible
mineral agreements.

Obtaining Permits/Regulatory Complexity Involved in Obtaining an
Exploratory Mining Permit, page 22

30. Please disclose when you will first need to file a permit for
exploration.  At what point in your plan of operations would you
need
to obtain permits?  Approximately how long does the permit process
take?  Disclose any fees that are associated with the permit and
other regulatory processes.  Lastly, are there any annual fees
that
must be paid to maintain the mineral claim?  If so, please
disclose.

Pursuit of Partnership, Joint Venture and Outside Funding
Opportunities, page 25

31. We reissue our previous comment 52.  We note the statement
that
"our principal objective is to pursue possible partnership and
joint
venture opportunities or prospects....these opportunities will
involve the exploration of the North Beck Claims and, hopefully,
with
another better-funded mining company or companies" and the
statement
"current circumstances make it difficult to predict what
partnership,
acquisition or joint venture opportunity might be worth
considering
or pursuing."  Please describe whether the company intends to
enter
an arrangement with a partner or joint venturer that would provide
the funding and expertise to implement the mineral exploration on
the
North Beck claims.

32. We note the statement that a prospective joint venture partner
may require the issuance of substantial additional shares and thus
result in a change in control.  Please explain how you plan to
follow
your plan of operations if you enter into a joint venture that
results in a change in control.  Lastly, please explain the
statement
that you have no "present" intention of engaging in a joint
venture
with a non-mining business unless that business wants to finance
mineral exploration for your property.  May your intentions change
in
the future? We may have further comment.

Item 2.  Management`s Discussion and Analysis or Plan of
Operation,
page 28

Liquidity and Capital Requirements, page 28

33. We note the statement that the advances from Mr. Coombs do not
require interest unless he demands the payment of interest.
Please
revise disclosure throughout the registration statement indicating
that these advances do not bear interest to clearly indicate that
interest payments may be required in the future at the request of
Mr.
Coombs.  Discuss the impact this could have on your company and
your
liquidity.

34. Please explain the statement "[o]ur sole officer and
director`s
advancing commitment includes doing whatever is necessary to
ensure
that Valley High does not become in breach of its lease agreement
with North Beck."  Please describe such provisions and funding
commitments he will provide.

Plan of Operation, page 30

35. Remove the reference to the registration statement being
"cleared."

36. We reissue our previous comments 60 and 61.  Disclose in
greater
detail your plan of operations, setting forth detailed milestones.
Your discussion of your plan of operations should focus on the
phased
nature of the exploration process.  Discuss when you plan to
commence
each phase and when you expect to complete each phase.  State the
estimated expenses associated with each phase.  Also, discuss your
plan of operations if your funding is limited or if you are unable
to
raise any funding.  Disclose that you will make a decision whether
to
proceed with each successive phase of the exploration program upon
completion of the previous phase and upon analysis of the result
of
that program.

37. We note your response to our previous comment 63 and we
reissue
the comment.  We note that the company does not intend to engage
in
any public or private offering of its stock.  It appears that the
company`s business plan is based upon the company finding a
partner
or joint venturer to implement its business plan.  In light of the
importance of this step in the business plan, please describe in
detail how the company will actively seek out and investigate
potential partnerships and joint venturers.  Please describe the
specific steps that management will undertake to implement this
part
of the business plan.  See Item 303(a) of Regulation S-B and Rule
419
of Regulation C.

38. We reissue our previous comment 64.  Please describe the
milestones and day to day operations that will be carried out by
management.

39. We note the statement on page 31 that "[f]or the first work
sequence event identified, namely, to locate and collect all
existing
data previously compiled... We believe that this process should
take
no more than three months to achieve."  Please update this section
to
disclose whether the sequence has been completed.  See also the
third
and fourth sequences.

40. Discuss in greater detail the activities to be undertaken in
the
fourth work sequence, collecting and analyzing additional surface
rock samples.  Describe in detail other exploration activities to
be