[Letterhead of Branden T. Burningham, Esq.] May 19, 2000 Leonard W. Burningham, Esq. 455 East 500 South, #205 Salt Lake City, Utah 84111 Hand Delivered! Re: Issuance of compensatory shares of common stock of Balanced Living, Inc., a Colorado corporation (the "Company"), to Leonard W. Burningham, Esq., consultant, to be registered on Form S-8 of the Securities and Exchange Commission Dear Mr. Burningham: I represent the Company in connection with the foregoing and have been engaged to prepare a Registration Statement on Form S-8 of the Securities and Exchange Commission for the registration of the securities to be issued to you under a written compensation agreement to be prepared by this office. Everyone involved is aware that I am the son of Leonard W. Burningham, Esq. I have prepared a brief Memorandum of the proposed amendments of the Securities and Exchange Commission to this Form, and have enclosed a copy thereof for your review. Please review this Memorandum and advise me in writing of the types of services you are to render, and please facsimile me a copy of this Memorandum, with your typed comments (I cannot scan hand written notations for an EDGAR filing), indicating, if applicable, that these prohibitions do not relate to you or the services you are to render. If you provide separate hand written comments, I will be happy to have them typed on this Memorandum. I am also enclosing copies of the Company's 10-K Annual Report for the year ended December 31, 1999, and the 10-Q Quarterly Reports for the quarters ended June 30 and September 30, 1999, and March 31, 2000, and a copy of the written compensation agreement regarding the shares to be issued pursuant to the S-8. Thank you very much. Yours very sincerely, /s/ Branden T. Burningham BTB/sg Enclosures cc: Balanced Living, Inc.