SecProbe.io

January 15, 2025
Frank Yglesias
Chief Executive Officer
Santo Mining Corp.
300 Peachtree Street NE, Suite 1775
Atlanta, GA 30308
Re:Santo Mining Corp.
Amendment No. 1 to Registration Statement on Form 10-12G
Filed December 27, 2024
File No. 000-54938
Dear Frank Yglesias:
            We have reviewed your filing and have the following comments.
            Please respond to this letter within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe a
comment applies to your facts and circumstances, please tell us why in your response.
            After reviewing any amendment to your registration statement and the information
you provide in response to this letter, we may have additional comments. Unless we note
otherwise, any references to prior comments are to comments in our November 27, 2024
letter.
Amendment No. 1 to Registration Statement on Form 10-12G
Corporate History, page 1
1.We note your response to comment 1. Your response does not include the operations
of each subsidiary or the consideration paid for each. Please revise to provide this
information related to the subsidiaries.
Description of Business, page 1
2.We note your response to prior comment 2. Please provide disclosure regarding your
accounting for software development costs. Refer to your basis in accounting
literature.

January 15, 2025
Page 2
Year to Date Corporate Business Update, page 8
3.You disclose that in the Q3-2025 you will obtain a third-party evaluation of your
intellectual property and its value. You also state, "the findings will be reflected in
future financial reporting and disclosure."  Disclose the accounting literature you are
using to account for development of intellectual property and why you believe
recording its value after a third-party valuation is appropriate.
Results of Operations, page 26
4.We note your response to prior comment 9, however your disclosure in results of
operations has not changed. Please revise accordingly.
5.We note your response to prior comment 10. In your response you state that "for the 9
months ended September 30, 2024, the Company has not generated any revenue."
However, your Consolidated Condensed Statements of Operations shows $2,600 in
revenue for the nine months ended September 30, 2024. Please advise and address
prior comment 10 in your filing.
Executive Compensation, page 33
6.Please revise your disclosure to provide executive compensation information for your
most recent completed fiscal year. Refer to Item 402 of Regulation S-K.
Consolidated Financial Statements
Note 2 - Summary of Significant Accounting Policies
Intangible Assets, page F-12
7.We note your response to prior comment 16. We also note your disclosure regarding
useful life of intellectual property has not changed in your filing. In fact, you continue
to state that "Intangible assets are being amortized on a straight-line method on the
basis of a useful life of 5 to 17 years." Please correct your disclosure and clearly
disclose the nature of the intellectual property intangible assets and your accounting
policies for recognition, amortization, and impairment testing.
Consolidated Statement of Cash Flows, page F-25
8.We note your response to prior comment 18. We also note your cash flow statement
was revised to move the same balance to the line item "change in Accrued interest and
default principal," which is still within cash flows from operating activities. Please
explain why this is consistent with account literature. As previously requested, tell us
how you considered the guidance in ASC 230-10-50-3 through 50-6.
Intangible Assets, page F-48
9.On page F-12 and F-48 you refer to ASC 350-10-35-40. Please note ASC 350-10-35-
40 does not exist in accounting literature. Please advise and revise accordingly.
Derivative Liability, page F-49
10.We note your response to prior comment 20. From your response and disclosure it is
still not clear what specific derivative(s) you hold. Please revise accordingly.

January 15, 2025
Page 3
            We remind you that the company and its management are responsible for the accuracy
and adequacy of their disclosures, notwithstanding any review, comments, action or absence
of action by the staff.
            Please contact Inessa Kessman at 202-551-3371 or Robert Littlepage at 202-551-3361
if you have questions regarding comments on the financial statements and related
matters. Please contact Uwem Bassey at 202-551-3433 or Matthew Derby at 202-551-3334
with any other questions.
Sincerely,
Division of Corporation Finance
Office of Technology
cc:Jeff Turner