GOLDEN DRAGON HOLDING CO.
                       2460 WEST 26TH AVENUE, SUITE 380-C
                             DENVER, COLORADO 80211

United States Securities and Exchange Commission
Division of Corporate Finance
FAO.Mr. Steve Lo
Staff Accountant
100 F Street, NE
Washington
D.C., 20549                                                    January 29, 2014

Dear Mr. Lo

GOLDEN DRAGON HOLDING CO.
FORM 8-K
FILED JANUARY 27, 2014
FILE NO. 000-27055

We refer to you correspondence of January 29, 2013 and would respond as follows:

1.   We have filed a Form 8-K / A disclosing the additional information you have
     requested.

2.   We have  obtained  and filed an updated  Exhibit 16 letter  from our former
     accountants  stating whether the accountant  agrees with the statement made
     in the Form 8-K / A.

We confirm:

-    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  proceedings
     initiated by the Commission or any person under the federal  securities law
     of the United States.

If you have any further questions, please do not hesitate to contact me.

Yours sincerely
For and on behalf of
Golden Dragon Holding Co.


/s/ David J Cutler
David J Cutler
Chief Executive Officer