SecProbe.io

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January 26, 2005

MAIL STOP 0511

Mr. George P. Christopulos, President
Tintic Gold Mining Company
3131 Teton Drive
Salt Lake City, Utah 84109

Re:	Tintic Gold Mining Company
Registration Statement on Form SB-2
      Amendment 1 filed December 23, 2004
	File No. 333-119742

Dear Mr. Christopulos:

      On October 14, 2004, Tintic Gold Mining Company of Nevada
("Tintic-Nevada") filed a registration statement on Form SB-2, to
register the spin-off of its common stock.  On November 12, 2004,
the
staff of the Commission sent you a letter, informing you that your
document failed in material respects to comply with the
requirements
of the Securities Act of 1933, the rules and regulations under
that
Act, or the requirements of the Form.  The staff also informed you
that we would not perform a detailed examination until the
material
deficiencies were addressed.

      The staff has received your response letters of November 29
and
December 22, 2004 and Amendment 1 to the SB-2 filed on December
23,
2004.  We have completed a preliminary reading of your Form SB-2,
Amendment 1 and a review of your response letters.  We continue to
believe that your Form SB-2 fails in material respects to comply
with
the requirements of the Securities Act of 1933, the rules and
regulations under that Act, or the requirements of the Form.  For
these reasons, we will not perform a detailed examination of
Amendment 1 and will not issue comments until these material
deficiencies are addressed.  As explained below, Tintic-Nevada
appears to be a blank check company and the registration statement
should be revised to comply with Rule 419 of the Securities Act of
1933.  Further, the transaction being registered does not
completely
cover the distribution of the securities, which includes Tintic-
Utah/Kiwa shareholders selling the Tintic-Nevada shares that they
receive in the spin-off, following a combination conducted
according
to Rule 419.  Please revise the registration statement to include
this portion of the transaction.

Tintic-Utah

      On March 12, 2004, Tintic Mining Company of Utah ("Tintic-
Utah") entered into a business combination with Kiwa Bio-Tech
Products Group Corporation ("Kiwa").  The registrant, Tintic-
Nevada,
is currently a subsidiary of Kiwa Bio-Tech Products Group
Corporation
("Kiwa").  As stated in your Form SB-2, Amendment 1, filed on
December 23, 2004, Tintic-Nevada was formed on March 8, 2004 for
the
purpose of transferring the assets from Kiwa/Tintic-Utah to
Tintic-
Nevada.  As part of the distribution agreement related to the
merger,
the common stock of Tintic-Nevada would be distributed to the
shareholders of Tintic-Utah as of the record date of March 5, 2004
and only to those shareholders who did not receive their common
stock
in Kiwa as a result of the business combination between Kiwa and
Tintic-Utah.

      As noted in our November letter, in order to further
evaluate
Tintic-Nevada`s business plan, it is necessary and relevant to
review
the prior business plan or operations of Tintic-Utah.  We note
that
both companies have the same management and both hold the same
mining
claims.

      In your supplemental responses, you set forth several
reasons
which prevented Tintic-Utah from conducting mineral exploration.
You
state in your December letter that "[i]n sum, had the prices of
precious metals, particularly gold, silver and copper, been,
during
2000 through the end of 2003, what they are today and had the EPA
not
designated the nearby Eureka area a "Super-fund" Site (which
terrified anyone seeking to engage in mining activity in the
area),
we believe that Tintic-Utah may have been able to raise
exploratory
funding and that its Edgar filings would have disclosed
substantially
different facts and circumstances, facts and circumstances that
would
have made it difficult for the Commission to reach the conclusions
it
reaches in its Nov. 12 comment letter."

      However, after examining Tintic-Utah`s 10-SB and Forms 10-
KSB,
for the periods December 31, 2001, 2002 and 2003, we are unable to
find this important information which precluded Tintic-Utah from
conducting exploration, as you now assert.  We are unable to
locate
disclosure addressing either the effects of depressed prices of
silver and gold or EPA actions in Eureka on Tintic-Utah`s
activities.
To the contrary, we find disclosure which states that your
property
is not affected.  In this regard, on page 15 of your Form 10-KSB
for
December 31, 2002, you state that "[t]o management`s best
knowledge,
information and belief, Tintic Gold is neither listed on any known
environmental cleanup roster, nor Tintic Gold`s property listed on
or
within any `Superfund` site."  We also are unable to find
disclosures
concerning Tintic-Utah`s unsuccessful attempts to obtain funding.
If
you believe we have overlooked this disclosure, please direct us
supplementally to such information in Tintic-Utah`s filings.

      Tintic-Utah did not conduct mineral exploration activities
with
funding which appeared available for that use.  Tintic-Utah had
cash
funds of $39,000 in 2001, according to its Exchange Act filings.
Despite this funding, Tintic-Utah does not appear to have applied
any
funds to exploration of its mineral claims.  If you believe we
have
overlooked relevant disclosure, please direct us supplementally to
such information in Tintic-Utah`s filings.

      Other disclosures made by Tintic-Utah reflect that its
business
plan, like that of a blank check company, was to combine with
another
business.  In Tintic-Utah`s Form 10-SB, Amendment No. 1, on page
10,
the company states that it "has been seeking, and will continue to
seek, potential operating businesses and business opportunities
with
the intent to acquire or merge with such businesses."  On page 12,
Tintic-Utah discloses that its main business purpose is "to pursue
business opportunities and raise capital, thus permitting it to
(1)
develop its existing mining properties, (2) to develop, explore
and
acquire or lease other mining properties, and/or (3) to otherwise
locate consummate a merger or acquisition with another entity,
preferably an entity involved in or with precious metals."  We
note
on page 11, the company states that "management believes that
`reporting company` status gives the Company more stature and
credibility, not to mention the fact that it will make the Company
more attractive to an operating business opportunity as a
potential
merger or acquisition candidate."  We note the disclosure on page
12,
that "[i]n the event that the Company merges or is acquired by
reverse-acquisition by an entity not involved in the precious
metals
business, management will consider spinning off its mining
properties
in some fashion. . . . This eventually may include but not be
limited
to forming a wholly owned subsidiary, assigning or conveying the
Company`s mining properties into it and then, in turn, spinning-
off
or distributing the subsidiary`s shares to the shareholders of the
Company upon the filing of an appropriate `33 Act and/or `34
registration statement."  Also on page 12, the company discloses
that
"[t]he most likely scenario for a possible business arrangement
would
involve the acquisition of or merger with an operating business
that
does not need additional capital, but which merely desires to
establish a public trading market for its securities.  Management
believes that the Company could provide a potential vehicle for a
private entity interested in becoming a publicly held corporation
without the time and expense typically associated with an initial
public offering."  On page 2, under the "Plan of Operation," the
company states that "[d]uring the next (12) months, the Company
will
actively seek out and investigate possible business opportunities
with the intent to acquire or merge with one or more business
ventures."  Further, Tintic-Utah`s Form 10-SB discloses that the
company had no assets other than cash of $39,314, no revenues from
operations and no employees.

      According to Tintic-Utah`s Forms 10-KSB, for the periods of
December 31, 2001, 2002 and 2003, Tintic-Utah did not raise any
capital and had no operations related to mining.  In these
reports,
the company generally states, under the "Plan of Operation," that
during the next twelve to eighteen months, the company will
actively
seek out and investigate possible business opportunities with the
intent to acquire or merge with one or more business ventures.  We
also note that the company`s Form 8-K of March 12, 2004 discloses
that "[s]ince the Registrant reorganized itself in 2001, it had
not
yet commenced or engaged in any mining exploration activities and
had
not yet reached or achieved planned operations."  It appears
during
this time that the company had no operations other than seeking a
merger or acquisition.  The Form 10-KSB for December 31, 2002
reveals
that Tintic-Utah was pursuing a potential reorganization or
acquisition transaction with a start up company engaged in the
voice
mail technology business.  In early 2004, Tintic-Utah completed a
reverse acquisition with Kiwa, a company engaged in
commercialization
of bio-technical research.  We further note that the company had
cash
of $39,000 in 2001, but did not use such cash in subsequent years
for
mining exploration.  Also, from 2001 through March 2004, we note
that
the company did not file a registration statement under the
Securities Act to raise capital. Tintic-Utah`s Form 10-KSB for the
year ended December 31, 2003, reveals that on December 31, 2003,
Tintic-Utah had no assets other than cash of $2,792, no revenues,
no
operations and no employees.

      For the above reasons, Tintic-Utah appears to have been a
blank
check company prior to its combination with Kiwa.

Tintic-Nevada

      The business combination between Tintic-Utah and Kiwa
occurred
in March 2004 as a result of Tintic-Utah`s failure to raise
sufficient funds to engage in mineral exploration, according to
your
December letter.  Despite the unavailability of funding and the
absence of a viable business plan, Tintic-Utah`s management
negotiated with Kiwa`s shareholders to transfer the mining claims
into a newly formed subsidiary, Tintic-Nevada.  Although we can
understand why Kiwa may wish to sell the claims, we do not
understand
the business purposes behind the transfer to a new subsidiary, if,
at
the time, the mineral claims were considered worthless and mineral
exploration unfundable.  You now assert that gold and silver
prices
have drastically improved and the EPA matter has been resolved,
which
will allow Tintic-Nevada to raise funds to explore the mining
claims.
However, these factors were not present at the time of transfer of
the mining assets to Tintic-Nevada.  Consequently, it appears the
mining properties were transferred to Tintic-Nevada to perpetuate
the
activities of Tintic-Utah as a blank check company.

      In Tintic-Nevada`s Form SB-2, Amendment 1, under the section
"Plan of Operation for the Next Twelve to Eighteen Months," the
company states that it "will attempt to identify and contract with
a
mining company that will agree to search for minerals that may
underlie our property.  During the time the search is in progress,
the small amounts of cash required to maintain our operations, as
well as the costs associated with the identification and
contracting
of a mining company partner, will be provided by what cash we now
have on hand."  Note that as of August 31, 2004, the company had
cash
of $25,651.  The company further discusses a report undertaken to
provide "a preliminary evaluation of our properties and a proposed
work sequence necessary to explore it."  The company discusses how
its plan to explore its mining claims such as, among other things,
locating and collecting all existing data, collecting additional
surface rock samples and conducting property tours with interested
parties "leading to some sort of minerals agreement to explore and
develop the property."  The company states "[i]f we are able to
contract with a mining company, we anticipate that all expenses
for
exploration and possible exploitation of our mineral properties
will
be borne by the mining company and not by us."  We note that the
company states that "[w]e are unable to make any guarantees that:
. .
.we will be able to attract sufficient outside funding or
financing
necessary to undertake and complete an exploration program."

	We note that under the section "Future Plans for
Exploration,"
the company states:

"[t]o date, management has NOT applied for exploration permits for
work on any of its patented mining claim.  However, during 2004
and
into 2005, we may consider conducting geological mapping,
geochemical
sampling, and geophysical surveys, but only if sufficient funds
are
available for such purpose, and if all goes well and we have
sufficient capital, to possibly file applications for permits that
would permit exploratory sampling or drilling to be carried out.
We
have not yet determined whether we will actually carry out any
drilling exploratory operations.  This will depend on sources of
and
the availability of funds, not to mention the prices of gold and
silver.  Accordingly, no assurance can be given that exploration
will
in fact be either undertaken or carried out."

      In discussing the definition of a blank check company in the
adopting release, the Commission stated that it would "scrutinize
. .
. offerings for attempts to create the appearance that the
registrant
. . . has a specific business plan, in an effort to avoid the
application of Rule 419."  See Securities Act Release No. 6932
(April
13, 1992).  Based upon the above representations by the company,
it
appears that Tintic-Nevada lacks a specific business plan within
the
meaning of Rule 419.

      From the disclosure described above, it does not appear that
the company will conduct exploration on the property until it has
sufficient funds.  It appears from the disclosure that the company
currently does not have sufficient funds to explore the property.
In
addition, the company does not disclose plans to raise capital to
conduct exploration.  It seems that the company`s business plan is
to
contract with a mining company that will pay the expenses for
exploration.  From the disclosure it appears that no such mining
company has been identified.  The company lacks a specific plan of
funding which is needed for exploration.  The company does not
describe a comprehensive exploration plan.  In addition, the
company
has no assets other than cash of $25,651, no significant
operations,
no revenues, no employees and that the officers will only work
part-
time for the company.  For these reasons, the staff is of the view
that the offering is by a blank check company and needs to comply
with Rule 419.

	In responding to your concerns addressed in your December
letter, regarding the application of Rule 419, please see Section
419(a), Scope of the Rule and Definitions.  Section 419(a)(1)
states
"[t]he provisions of this section shall apply to every
registration
statement filed under the Act relating to an offering by a blank
check company."  In addition, Section 419(b)(3)(i), Deposit of
Securities, states "[a]ll securities issued in connection with the
offering, whether or not for cash consideration . . . shall be
deposited directly into the escrow or trust account promptly upon
issuance."  This Division has historically applied Rule 419 to the
spin-off of securities of blank check companies.  Please revise
your
Form SB-2 to comply with the provisions of Rule 419.  Under Rule
419,
the shares to be spun-off would be required to be held in an
escrow
account until a combination effected under Rule 419 is
consummated.

      We further note that the transaction being registered does
not
completely cover the distribution of the securities, which
includes
Tintic-Utah/Kiwa sharehold