SecProbe.io

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				January 7, 2005

Via Facsimile and U.S. Mail

Thornton J. Donaldson
President
Yukon Resources Corp.
206-475 Howe Street
Vancouver, British Columbia
Canada, V6C 2B3

	Re:	Yukon Resources Corp.
      Amendment No. 2 to Form SB-2, filed December 21, 2004
      File No. 333-118980

Dear Mr. Donaldson:

	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
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.

Description of Business, page 33
History and Previous Workings
1. We note your response to prior comment 5. Please revise to
disclose that the "previous geological consulting firm" is no
longer
in existence.

Engineering Comments
Conclusions and Recommendations, pages 33-34
2. The third paragraph on page 33 references the cutoff grade
concept
and its relationship to the economic potential of your mineral
properties.  The recent gold price is not a measurement to be used
in
economic evaluations or reserve estimates disclosed in SEC
filings.
The staff`s position is to recognize the historic average three-
year
price for a metal price estimate used in feasibility studies that
are
disclosed in SEC filings.  For example, reserve estimates
completed
during 2004 would use the three-year average gold price which
occurred in 2001-2003, which was US$325.  Please insert "3-year
historic average" prior to the price of gold in your disclosure.

3. The fourth paragraph on page 34, references the quantity and
grade
of historic exploration results.  The staff has traditionally
allowed
registrants to disclose quantity estimates for a non-reserve
category
termed "mineralized material," or a "mineral deposit," by which we
mean mineralization that has been sufficiently sampled at close
enough intervals to reasonably assume continuity between samples
within the area of influence of the samples.  Such a deposit does
not
qualify as a reserve, until a comprehensive evaluation based upon
unit cost, grade, recoveries, and other material factors conclude
legal and economic feasibility.  Revise your disclosure and
disclose
this yardage and grade estimate as "mineralized material."

Closing Comments
      As appropriate, please amend your filing in response to
these
comments.  You may wish to provide us with marked copies of the
amendment to expedite our review.  Please furnish a cover letter
with
your amendment that keys your responses to our comments and
provides
any requested supplemental information.  Detailed cover letters
greatly facilitate our review.  Please understand that we may have
additional comments after reviewing your amendments and responses
to
our comments.

	We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filings reviewed by the staff to
be
certain that they have provided all information investors require
for
an informed decision.  Since the company and its management are in
possession of all facts relating to a company`s disclosure, they
are
responsible for the accuracy and adequacy of the disclosures they
have made.

	Notwithstanding our comments, in the event the company
requests
acceleration of the effective date of the pending registration
statement, it should furnish a letter, at the time of such
request,
acknowledging that

* should the Commission or the staff, acting pursuant to delegated
authority, declare the filing effective, it does not foreclose the
Commission from taking any action with respect to the filing;
* the action of the Commission or the staff, acting pursuant to
delegated authority, in declaring the filing effective, does not
relieve the company from its full responsibility for the adequacy
and
accuracy of the disclosure in the filing; and
* the company may not assert this action as 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 connection with our review of
your
filing or in response to our comments on your filing.

      We will consider a written request for acceleration of the
effective date of the registration statement as a confirmation of
the
fact that those requesting acceleration are aware of their
respective
responsibilities under the Securities Act of 1933 and the
Securities
Exchange Act of 1934 as they relate to the proposed public
offering
of the securities specified in the above registration statement.
We
will act on the request and, pursuant to delegated authority,
grant
acceleration of the effective date.

      Please allow adequate time after the filing of any amendment
for further review before submitting a request for acceleration.
Please provide this request at least two business days in advance
of
the requested effective date.

      Please direct questions regarding accounting comments to
Ernest
Greene at (202) 942-8901, or in his absence, to Jeanne Baker at
(202)
942-1835. Please direct questions regarding engineering comments
to
George K. Schuler at (202) 824-5527. Direct questions on other
disclosure issues to Brigitte Lippmann at (202) 942-0755. You may
also call the undersigned Assistant Director at (202) 942-1950,
who
supervised the review of your filing.

Sincerely,

Pamela A. Long
Assistant Director

cc:	Joseph I. Emas, Esq.
	1224 Washington Avenue
	Miami Beach, Florida 33139

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Thornton J. Donaldson
Yukon Resources Corp.
January 7, 2005
Page 1

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-0404

         DIVISION OF
CORPORATION FINANCE

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