[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.