SecProbe.io

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

       DIVISION OF
CORPORATION FINANCE
Mail Stop 7010
        October 29, 2008

Via U.S. Mail

Mr. Cady Johnson, President and Chief Executive Officer Wave Uranium Holding 5348 Vegas Drive, Suite 228 Las Vegas, Nevada 89109
Re: Wave Uranium Holding  Amendment No. 2 to Preliminary Schedule 14C
Filed October 21, 2008
 File No. 0-52854

Dear Mr. Johnson:

We have reviewed your response letter  dated October 21, 2008, and the amended
filing, and we have the following comments.   Where indicated, we think you should
revise your document in response to these co mments.  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 nece ssary in your explanation.  In  some of our comments, we
may ask you to provide us with information so we may better understand your disclosure.
After reviewing this information, we may raise additional comments.   Please understand that the purpose of our re view 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 any other aspect of our review.  Feel free to call us at the telephone numbers listed at the end of this letter.
 Preliminary Information Statement filed on Schedule 14C

 Amendment to the Articles of Incorporati on to Effect 300-to-1 Reverse Stock Split,

page 2

1. We note the statement, “the Company will issue approximately 222,222 to 370,370 New Shares of Common Stock (or se curities convertible into 222,222 to
370,370 New Shares of Common Stock), based on the current market price of the
Common Stock as adjusted for the reverse split, which would represent

Mr. Cady Johnson
Wave Uranium Holding
October 29, 2008 Page 2 of 3

approximately 47%-60% of the outsta nding New Shares of Common Stock.
Accordingly, in the event of such issuan ce, the interests of existing shareholders
would be diluted by approximately 47-60%.”  Please clarify this statement.  It
appears that if the Company issues  222,222 to 370,370 New Shares of Common
Stock in connection with equity financing of $300,000 to $500,000, it would effectively be issuing between 89% and 148% of the shares outstanding following
the effectiveness of the reverse split (assuming full conversion if convertible
securities are issued).
 Closing Comments

 As appropriate, please amend your filing and respond to these comments within
10 business days or tell us when you will provid e us with a response.  You may wish to
provide us with marked copies of the amendm ent to expedite our review.  Please furnish
a cover letter with your amendment that keys your responses to our comments and provides any requested information.  Detailed co ver letters greatly faci litate our review.
Please understand that we may have addi tional comments after reviewing your
amendment and responses to our comments.    We urge all persons who are responsi ble for the accuracy and adequacy of the
disclosure in the filing to be certain that the filing includes all in formation required under
the Securities Exchange Act of 1934 and th at they have provided all information
investors require for an informed invest ment decision.  Since the company and its
management are in possession of all facts re lating to a company’s disclosure, they are
responsible for the accuracy and adequacy of the disclosures they have made.
  In connection with responding to our comments, 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
filing;
‚ staff comments or changes to disclosure  in response to staff comments do not
foreclose the Commission from taking any action with respect to the filing; 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 advi sed that the Division of En forcement has access to all
information you provide to the staff of the Divi sion of Corporation Fi nance in our review
of your filing or in response to our comments on your filing.

Mr. Cady Johnson
Wave Uranium Holding
October 29, 2008
Page 3 of 3

 Please contact Carmen Moncada-Terry  at (202) 551-3687 or  me at (202) 551-
3611 with any questions.

Sincerely,

Anne Nguyen Parker Branch Chief
  cc: C. Moncada-Terry