UNITED
STATES


SECURITIES
AND EXCHANGE COMMISSION


Washington,
D.C. 20549





Form
10-Q





(Mark
One)





x
            QUARTERLY REPORT PURSUANT TO
      SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934





For the
quarterly period ended September 30, 2010





OR





 ̈
            TRANSITION REPORT PURSUANT TO
      SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
      1934





For the
transition period from __________to___________





Commission
File Number 000-51232





VALLEY
HIGH MINING COMPANY





(Exact
name of registrant as specified in its charter)





Nevada
              
              68-0582275(State
      or other jurisdiction
              
              (I.R.S.
      Employerof
      incorporation or organization)
              
              Identification
      No.)





946 E.
1300 N, Mapleton, UT  84664





(Address
of principal executive offices) (Zip Code)





(801)
592-4014





(Registrant's
telephone number, including area code)







(Former
name, former address and former fiscal year,


if
changed since last report)





Indicate
by check mark whether the registrant (1) has filed all reports required to be
filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during
the preceding 12 months (or for such shorter period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.  Yes x   No ̈





Indicate
by check mark whether the registrant has submitted electronically and posted on
its corporate Web site, if any, every Interactive Data File required to be
submitted and posted pursuant to Rule 405 of Regulation S-T during the
preceding 12 months (or for such shorter period that the registrant was required
to submit and post such files).    Yes   ̈   No  ̈




Indicate
by check mark whether the registrant is a large accelerated filer, an
accelerated filer, a non-accelerated filer or a smaller reporting company. See
the definitions of “large accelerated filer,” “accelerated filer” and “smaller
reporting company” in Rule 12b-2 of the Exchange Act.





Large accelerated filer
               ̈
              
              
              Accelerated filer
               ̈Non-accelerated filer
               ̈ (Do not check if a smaller
                reporting company)
              
              Smaller reporting company
              x





Indicate
by check mark whether the registrant is a shell company (as defined in Rule
12b-2 of the Exchange Act).   Yes x   No ̈





APPLICABLE
ONLY TO ISSUERS INVOLVED IN BANKRUPTCY


PROCEEDINGS
DURING THE PRECEDING FIVE YEARS





Indicate
by check mark whether the registrant has filed all documents and reports
required to be filed by Section 12, 13 or 15(d) of the Securities Exchange Act
of 1934 subsequent to the distribution of securities under a plan confirmed
by a court. Yes  ̈
No  ̈





APPLICABLE
ONLY TO CORPORATE ISSUERS





Indicate
the number of shares outstanding of each of the issuer's classes of common
stock, as of the latest practicable date: there were 15,281,346 shares
outstanding as of November 22, 2010.





Part
I- FINANCIAL INFORMATION





Item
1.     Financial Statements





VALLEY
HIGH MINING COMPANY


(An
Exploration Stage Company)


Balance
Sheets


(Unaudited)





September 30,
                                  
                                  
                                  December 31,2010
                                  
                                  
                                  2009ASSETSCURRENT ASSETSCash
                                  
                                  $
                                  417
                                  
                                  
                                  $
                                  43Total
      Current Assets
                                  
                                  
                                  417
                                  
                                  
                                  
                                  43TOTAL
      ASSETS
                                  
                                  $
                                  417
                                  
                                  
                                  $
                                  43LIABILITIES
      AND STOCKHOLDERS' DEFICTCURRENT
      LIABILITIESAccounts
      payable and accrued expenses
                                  
                                  $
                                  19
                                  
                                  
                                  $
                                  215Related
      party advances
                                  
                                  
                                  1,000
                                  
                                  
                                  
                                  69,292Derivative
      liability
                                  
                                  
                                  19,102
                                  
                                  
                                  
                                  -Total
      Current Liabilities
                                  
                                  
                                  20,121
                                  
                                  
                                  
                                  69,507STOCKHOLDERS'
      DEFICITCommon
      stock, $.001 par value, 50,000,000 shares authorized, 15,281,346 and
      5,281,346 shares issued and outstanding, respectively
                                  
                                  
                                  15,281
                                  
                                  
                                  
                                  5,281Additional
      paid-in capital
                                  
                                  
                                  817,819
                                  
                                  
                                  
                                  746,093Accumulated
      deficit
                                  
                                  
                                  (751,374
                                  )
                                  
                                  
                                  (751,374
                                  )Deficit
      accumulated during the exploration stage
                                  
                                  
                                  (101,430
                                  )
                                  
                                  
                                  (69,464
                                  )Total
      Stockholders' Deficit
                                  
                                  
                                  (19,704
                                  )
                                  
                                  
                                  (69,464
                                  )TOTAL
      LIABILITIES ANDSTOCKHOLDERS'
      DEFICIT
                                  
                                  $
                                  417
                                  
                                  
                                  $
                                  43





The
accompanying notes are an integral part of these financial
statements.


2


VALLEY
HIGH MINING COMPANY


(An
Exploration Stage Company)


Statements
of Operations


(Unaudited)





Sincere-entering theDevelopmentStage onApril 24, 2004For the Three Months Ended
                    
                    
                    For the Nine Months Ended
                    
                    
                    ThroughSeptember 30,
                    
                    
                    September 30,
                    
                    
                    September 30,2010
                    
                    
                    2009
                    
                    
                    2010
                    
                    
                    2009
                    
                    
                    2010REVENUE
                    
                    $
                    -
                    
                    
                    $
                    -
                    
                    
                    $
                    -
                    
                    
                    $
                    -
                    
                    
                    $
                    -COST
      OF SALE
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    -GROSS
      PROFIT
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    -OPERATING
      EXPENSESGeneral
      and administrative expenses
                    
                    
                    2,700
                    
                    
                    
                    2,208
                    
                    
                    
                    12,845
                    
                    
                    
                    9,276
                    
                    
                    
                    82,309Total
      Operating Expenses
                    
                    
                    2,700
                    
                    
                    
                    2,208
                    
                    
                    
                    12,845
                    
                    
                    
                    9,276
                    
                    
                    
                    82,309LOSS
      FROM OPERATIONS
                    
                    
                    (2,700
                    )
                    
                    
                    (2,208
                    )
                    
                    
                    (12,845
                    )
                    
                    
                    (9,276
                    )
                    
                    
                    (82,309
                    )OTHER
      EXPENSESLoss
      on derivative liability
                    
                    
                    (12,500
                    )
                    
                    
                    -
                    
                    
                    
                    (19,102
                    )
                    
                    
                    -
                    
                    
                    
                    (19,102
                    )Interest
      Expense
                    
                    
                    (19
                    )
                    
                    
                    -
                    
                    
                    
                    (19
                    )
                    
                    
                    -
                    
                    
                    
                    (19
                    )LOSS
      BEFORE INCOME TAXES
                    
                    
                    (15,219
                    )
                    
                    
                    (2,208
                    )
                    
                    
                    (31,966
                    )
                    
                    
                    (9,276
                    )
                    
                    
                    (101,430
                    )PROVISION
      FOR INCOME TAXES
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    -
                    
                    
                    
                    -NET
      LOSS
                    
                    $
                    (15,219
                    )
                    
                    $
                    (2,208
                    )
                    
                    $
                    (31,966
                    )
                    
                    $
                    (9,276
                    )
                    
                    $
                    (101,430
                    )BASIC
      AND DILUTED LOSS PER SHARE
                    
                    $
                    (0.00
                    )
                    
                    $
                    (0.00
                    )
                    
                    $
                    (0.00
                    )
                    
                    $
                    (0.00
                    )WEIGHTED
      AVERAGE NUMBER OF COMMON SHARES OUTSTANDING - BASIC AND
      DILUTED
                    
                    
                    11,585,694
                    
                    
                    
                    5,281,346
                    
                    
                    
                    7,405,888
                    
                    
                    
                    5,281,346




The
accompanying notes are an integral part of these financial
statements.


3


VALLEY
HIGH MINING COMPANY


(An
Exploration Stage Company)


Statements
of Stockholders' (Deficit)


(Unaudited)





DeficitAdditional
                
                
                
                
                
                AccumulatedCommon Stock
                
                
                Paid-in
                
                
                Accumulated
                
                
                During theShares
                
                
                Amount
                
                
                Capital
                
                
                Deficit
                
                
                Exploration Stage
                
                
                TotalBalance,
      December 31, 2009
                
                
                5,281,346
                
                
                
                5,281
                
                
                
                746,093
                
                
                
                (751,374
                )
                
                
                (69,464
                )
                
                
                (69,464
                )Contributed
      capital
                
                
                -
                
                
                
                -
                
                
                
                71,726
                
                
                
                -
                
                
                
                -
                
                
                
                71,726Common
      stock issued for cash at $0.001 per share
                
                
                10,000,000
                
                
                
                10,000
                
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                10,000Net
      loss for the nine months ended September 30, 2010
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                -
                
                
                
                (31,966
                )
                
                
                (31,966
                )Balance,
      September 30, 2010
                
                
                15,281,346
                
                
                $
                15,281
                
                
                $
                817,819
                
                
                $
                (751,374
                )
                
                $
                (101,430
                )
                
                $
                (19,704
                )




The
accompanying notes are an integral part of these financial
statements.


4


VALLEY
HIGH MINING COMPANY


(An
Exploration Stage Company)


Statements
of Cash Flows


(Unaudited)





Sincere-entering theExplorationStage onApril 24, 2004For the Nine Months Ended
                      
                      
                      ThroughSeptember 30,
                      
                      
                      September 30,2010
                      
                      
                      2009
                      
                      
                      2010CASH
      FLOWS FROM OPERATING ACTIVITIESNet
      loss
                      
                      $
                      (31,966
                      )
                      
                      $
                      (9,276
                      )
                      
                      $
                      (101,430
                      )Adjustments
      to reconcile net loss to net used by operating activities:Loss
      on derivative liability
                      
                      
                      19,102
                      
                      
                      
                      -
                      
                      
                      
                      19,317Changes
      in operating assets and liabilitiesAccounts payable and accrued
      expenses
                      
                      
                      (196
                      )
                      
                      
                      -
                      
                      
                      
                      (196
                      )Net
      Cash Used in Operating Activities
                      
                      
                      (13,060
                      )
                      
                      
                      (9,276
                      )
                      
                      
                      (82,309
                      )CASH
      FLOWS FROM INVESTING ACTIVITIES
                      
                      
                      -
                      
                      
                      
                      -
                      
                      
                      
                      -CASH
      FLOWS FROM FINANCING ACTIVITIESProceeds
      from the sale of common stock
                      
                      
                      10,000
                      
                      
                      
                      -
                      
                      
                      
                      10,000Proceeds
      from related party advances
                      
                      
                      3,434
                      
                      
                      
                      9,375
                      
                      
                      
                      72,726Net
      Cash Provided by Financing Activities
                      
                      
                      13,434
                      
                      
                      
                      9,375
                      
                      
                      
                      82,726NET
      INCREASE IN CASH
                      
                      
                      374
                      
                      
                      
                      99
                      
                      
                      
                      417CASH
      AT BEGINNING OF PERIOD
                      
                      
                      43
                      
                      
                      
                      16
                      
                      
                      
                      -CASH
      AT END OF PERIOD
                      
                      $
                      417
                      
                      
                      $
                      115
                      
                      
                      $
                      417SUPPLEMENTAL
      DISCLOSURES OFCASH
      FLOW INFORMATIONCASH
      PAID FOR:Interest
                      
                      $
                      -
                      
                      
                      $
                      -
                      
                      
                      $
                      -Income
      Taxes
                      
                      $
                      -
                      
                      
                      $
                      -
                      
                      
                      $
                      -NON-CASH
      FINANCING ACTIVITIESRelated
      party advances contributed to capital
                      
                      $
                      71,726
                      
                      
                      $
                      -
                      
                      
                      $
                      71,726




The
accompanying notes are an integral part of these financial
statements.


5


VALLEY
HIGH MINING COMPANY


(An
Exploration Stage Company)


Notes to
the Financial Statements





NOTE
1 - BASIS OF PRESENTATION





The
accompanying financial statements have been prepared by the Company without
audit.  In the opinion of management, all adjustments (which include
only normal recurring adjustments) necessary to present fairly the financial
position, results of operations, and cash flows at September 30, 2010, and for
all periods presented herein, have been made.





Certain
information and footnote disclosures normally included in financial statements
prepared in accordance with accounting principles generally accepted in the
United States of America and with the instructions to Form 10-Q and Article 8 of
Regulation S-X of the Securities and Exchange Commission for Interim Reporting
have been condensed or omitted.  It is suggested that these condensed
financial statements be read in conjunction with the financial statements and
notes thereto included in the Company's December 31, 2009 audited financial
statements included in Form 10-K.  The results of operations for the
interim periods ended September 30, 2010 are not necessarily indicative of the
operating results for the full year.





NOTE
2 - GOING CONCERN





The
Company's financial statements are prepared using generally accepted accounting
principles in the United States of America applicable to a going concern which
contemplates the realization of assets and liquidation of liabilities in the
normal course of business. The Company has a working capital deficit and has not
yet established an ongoing source of revenues sufficient to cover its operating
costs and allow it to continue as a going concern. These factors raise
substantial doubt regarding the Company’s ability to continue as a going
concern. The ability of the Company to continue as a going concern is dependent
on the Company obtaining adequate capital to fund operating losses until it
becomes profitable. If the Company is unable to obtain adequate capital, it
could be forced to cease operations.





In order
to continue as a going concern, the Company will need, among other things,
additional capital resources. Management's plan is to obtain such resources for
the Company by obtaining capital from management and significant shareholders
sufficient to meet its minimal operating expenses and seeking equity and/or debt
financing. However management cannot provide any assurances that the Company
will be successful in accomplishing any of its plans.





The
ability of the Company to continue as a going concern is dependent upon its
ability to successfully accomplish the plans described in the preceding
paragraph and eventually secure other sources of financing and attain profitable
operations. The accompanying financial statements do not include any adjustments
that might be necessary if the Company is unable to continue as a going
concern.





NOTE
3 – SIGNIFICANT ACCOUNTING POLICIES





Use of
Estimates


The
preparation of financial statements in conformity with accounting principles
generally accepted in the United States of America requires management to make
estimates and assumptions that affect the reported amounts of assets and
liabilities at the date of the financial statements and the reported amounts of
revenue and expenses during the reporting period. Actual results could differ
from those estimates.





Financial
Instruments


The
Company’s financial instruments consist principally of cash, amounts due to a
related party, accounts payable and accrued expenses, and derivative
liabilities. ASC 820, Fair Value Measurements and Disclosures and ASC 825,
Financial Instruments establish a framework for measuring fair value,
establishes a fair value hierarchy based on the quality of inputs used to
measure fair value, and enhances disclosure requirements for fair value
measurements.


6


VALLEY
HIGH MINING COMPANY


(An
Exploration Stage Company)


Notes to
the Financial Statements





NOTE
3 – SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)





Financial Instruments
(continued)


The
Company generally does not use derivative financial instruments to hedge
exposures to cash-flow risks or market-risks that may affect the fair values of
its financial instruments. The Company utilizes various types of financing to
fund its business needs, including warrants not indexed to the Company’s stock.
The Company is required to record its derivative instruments at their fair
value. Changes in the fair value of derivatives are recognized in earnings in
accordance with ASC 815.





The fair
value of the derivative instruments are determined based on “Level 3” inputs,
which consist of inputs that are both unobservable and significant to the
overall fair value measurement. We believe that the recorded values of all of
our other financial instruments approximate their current fair values because of
their nature and respective relatively short maturity dates or
durations.





The
Company has categorized its financial instruments, based on the priority of
inputs to the valuation technique, into a three-level fair value
hierarchy.  The fair value hierarchy gives the highest priority to quoted
prices in active markets for identical assets or liabilities (Level 1) and
the lowest priority to unobservable inputs (Level 3).





Financial
assets and liabilities recorded on the balance sheet are categorized based on
the inputs to the valuation techniques as follows:





Level
1:  Financial assets and liabilities for which values are based on
unadjusted quoted prices for identical assets or liabilities in an active market
that management has the ability to access.





Level
2:  Financial assets and liabilities for which values are based on
quoted prices in markets that are not active or model inputs that are observable
either directly or indirectly for substantially the full term of the asset or
liability (commodity derivatives and interest rate swaps).





Level
3:  Financial assets and liabilities for which values are based on
prices or valuation techniques that require inputs that are both unobservable
and significant to the overall fair value measurement.  These inputs
reflect management’s own assumptions about the assumptions a market participant
would use in pricing the asset or liability.





When the
inputs used to measure fair value fall within different levels of the hierarchy,
the level within which the fair value measurement is categorized is based on the
lowest level input that is significant to the fair value measurement in its
entirety.  The Company conducts a review of fair value hierarchy
classifications on a quarterly basis.  Changes in the observability of
valuation inputs may result in a reclassification for certain financial assets
or liabilities.





The
following presents the Company’s fair value hierarchy for assets and liabilities
measured at fair value on a recurring basis at September 30, 2010.  These
items are included in “derivative liability” on the consolidated balance
sheet.





Fair Value Measurements on a Recurring BasisSeptember 30, 2010Level 1
                      
                      
                      Level 2
                      
                      
                      Level 3
                      
                      
                      TotalLiabilities:Derivative
      liability
                      
                      $
                      -
                      
                      
                      $
                      -
                      
                      
                      $
                      19,102
                      
                      
                      $
                      19,102Total
      liabilities at fair value
                      
                      $
                      -
                      
                      
                      $
                      -
                      
                      
                      $
                      19,102
                      
                      
                      $
                      19,102




7




VALLEY
HIGH MINING COMPANY


(An
Exploration Stage Company)


Notes to
the Financial Statements




NOTE
3 – SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)


The
following is a reconciliation of the beginning and ending balances for assets
and liabilities measured at fair value on a recurring basis using significant
unobservable inputs (Level 3) during the nine month  period ended
September 30, 2010:




Financial Instruments
(continued)


Derivatives
                      
                      
                      TotalBeginning
      balance
                      
                      $
                      -
                      
                      
                      $
                      -Total
      gains or losses (realized/unrealized):Included
      in earnings (or changes in net assets)
                      
                      
                      19,102
                      
                      
                      
                      19,102Included
      in other comprehensive income
                      
                      
                      -
                      
                      
                      
                      -Purchases,
      issuances, and settlements
                      
                      
                      -
                      
                      
                      
                      -Transfers
      in and/or out of Level 3
                      
                      
                      -
                      
                      
                      
                      -Ending
      balance
                      
                      $
                      19,102
                      
                      
                      $
                      19,102The
      amount of total gains or losses for the period included in earnings (or
      changes in net assets) attributable to the change in unrealized gains or
      losses relating to liabilities still held at September 30,
      2010
                      
                      $
                      19,102
                      
                      
                      $
                      19,102





Gains and
losses (realized and unrealized) included in earnings (or changes in net assets)
for the nine month period ended September 30, 2010, are reported in other
expenses as follows:




Other
                    ExpensesTotal
      gains or losses included in earnings (or changes in net assets) for the
      period ended September 30, 2010
                  
                  $
                  (19,102
                  )Change
      in unrealized gains or losses relating to liabilities still held at
      September 30, 2010
                  
                  $
                  19,102





Recently Issued Accounting
Pronouncements


In
January 2010, the FASB issued the FASB Accounting Standards Update No.
2010-06 “Fair Value
Measurements and Disclosures (Topic 820) Improving Disclosures about Fair Value
Measurements”, which provides amendments to Subtopic 820-10 that require
new disclosures as follows:





1.
            Transfers
      in and out of Levels 1 and 2. A reporting entity should disclose
      separately the amounts of significant transfers in and out of Level 1 and
      Level 2 fair value measurements and describe the reasons for the
      transfers.





2.
            Activity
      in Level 3 fair value measurements. In the reconciliation for fair value
      measurements using significant unobservable inputs (Level 3), a reporting
      entity should present separately information about purchases, sales,
      issuances, and settlements (that is, on a gross basis rather than as one
      net number).





This
Update provides amendments to Subtopic 820-10 that clarify existing disclosures
as follows:


8


VALLEY
HIGH MINING COMPANY


(An
Exploration Stage Company)


Notes to
the Financial Statements





NOTE
3 – SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)





Recently Issued Accounting
Pronouncements (continued)


1.
            Level
      of disaggregation. A reporting entity should provide fair value
      measurement disclosures for each class of assets and liabilities. A class
      is often a subset of assets or liabilities within a line item in the
      statement of financial position. A reporting entity needs to use judgment
      in determining the appropriate classes of assets and
      liabilities.





2.
            Disclosures
      about inputs and valuation techniques. A reporting entity should provide
      disclosures about the valuation techniques and inputs used to measure fair
      value for both recurring and nonrecurring fair value measurements. Those
      disclosures are required for fair value measurements that fall in either
      Level 2 or Level 3.





The new
disclosures and clarifications of existing disclosures are effective for interim
and annual reporting periods beginning after December 15, 2009, except for the
disclosures about purchases, sales, issuances, and settlements in the roll
forward of activity in Level 3 fair value measurements. Those disclosures are
effective for fiscal years beginning after December 15, 2010, and for interim
periods within those fiscal years (early adoption is permitted). The Company
adopted FASB Accounting Standards Update No. 2010-06 for the three month period
ended September 30, 2010 and updated its disclosures as a result.





In
February 2010, the FASB issued the FASB Accounting Standards Update No.
2010-09 “Subsequent Events
(Topic 855) Amendments to Certain Recognition and Disclosure
Requirements”, which provides amendments to Subtopic 855-10 as
follows:





1.
            An
      entity that either (a) is an SEC filer or(b) is a conduit bond obligor for
      conduit debt securities that are traded in a public market (a domestic or
      foreign stock exchange or an over-the-counter market, including local or
      regional markets) is required to evaluate subsequent events through the
      date that the financial statements are issued. If an entity meets neither
      of those criteria, then it should evaluate subsequent events through the
      date the financial statements are available to be
  issued.





2.
            An
      entity that is an SEC filer is not required to disclose the date through
      which subsequent events have been evaluated. This change alleviates
      potential conflicts between Subtopic 855-10 and the SEC's
      requirements.





3.
            The
      scope of the reissuance disclosure requirements is refined to include
      revised financial statements only. The termrevised financial statementsis added to the glossary of Topic 855. Revised financial statements
      include financial statements revised either as a result of correction of
      an error or retrospective application of U.S. generally accepted
      accounting principles.





All of
the amendments in this Update are effective upon issuance of the final Update,
except for the use of the issued date for conduit debt obligors. That amendment
is effective for interim or annual periods ending after June 15, 2010. The
Company adopted FASB Accounting Standards Update No. 2010-009 for the nine month
period ended September 30, 2010 and updated its disclosures as a
result.





The
Company’s management does not believe that any other recently issued effective
pronouncements, or pronouncements issued but not yet effective, if adopted,
would have a material effect on the accompanying financial
statements.


9


VALLEY
HIGH MINING COMPANY


(An
Exploration Stage Company)


Notes to
the Financial Statements





NOTE
4 - CAPITAL STOCK





Common
Stock


The
Company has authorized 50,000,000 shares of common stock with a par value of
$0.001.  At September 30, 2010 and December 31, 2009, the Company had
15,281,346 and 5,281,346 shares issued and outstanding,
respectively.





On August
4, 2010 the Company issued 10,000,000 shares of common stock to the Company’s
primary shareholder for $10,000 in cash.





NOTE
5 - RELATED PARTY TRANSACTIONS





Management
Compensation


For the
nine month period ended September 30, 2010, the Company did not pay any
compensation to any officer or director of the Company.





Office
Space


The
Company has not had a need to rent office space.  An officer/shareholder of
the Company is allowing the Company to use his office as a mailing address, as
needed, at no expense to the Company.





Related Party
Advances


An
officer/shareholder of the Company has made advances to the Company and has
directly paid expenses on behalf of the Company.  During the nine months
ended September 30, 2010 the officer and shareholder forgave the balance of the
debt, which totaled $71,726.  Because the individual is a shareholder
and a related party of the Company, the forgiveness was recorded as contributed
capital.





Related Party Notes
Payable


On July
30, 2010, the Company entered into a $1,000 promissory note with a related
party.  The note bears interest at 10% per annum, is unsecured, and is
due on December 31, 2010. As of September 30, 2010, the Company has recorded $19
in accrued interest on this loan.





NOTE
6 - DERIVATIVE LIABILITY





In
connection with the change in control of the Company which occurred in February
2010, the Company issued a warrant with a term of three years which is
exercisable for a number of shares of Company Common Stock equal to 0.005 times
the total outstanding shares of common stock of the Company immediately
following a reverse merger or similar transaction and each subsequent financing
in the form of a public offering or private placement which occurs within (6)
months of the reverse merger.





Due to
the fact that the number of shares issuable under this warrant cannot be
determined, it is classified as a derivative liability and is valued on a
recurring basis.





The fair
value of the derivative liability at September 30, 2010 totaling $19,102 was
calculated using the following assumptions:


September 30,
                    2010Expected
      volatility
                  
                  
                  400
                  %Expected
      dividends
                  
                  
                  0
                  %Expected
      term (in years)
                  
                  
                  5Risk-free
      rate
                  
                  
                  .0019
                  %




10


VALLEY
HIGH MINING COMPANY


(An
Exploration Stage Company)


Notes to
the Financial Statements





NOTE
7 – SUBSEQUENT EVENTS





In
accordance with ASC 855, the Company evaluated subsequent events through the
date these financial statements were available to be issued. There were no
material subsequent events that required recognition or additional disclosure in
these financial statements.


11


Item  2. Management’s
Discussion and Analysis of Financial Condition and Results of
Operations





Forward-Looking
Statements





Certain
statements, other than purely historical information, including estimates,
projections, statements relating to our business plans, objectives, and expected
operating results, and the assumptions upon which those statements are based,
are “forward-looking statements” within the meaning of the Private Securities
Litigation Reform Act of 1995, Section 27A of the Securities Act of 1933
and Section 21E of the Securities Exchange Act of
1934.   These forward-looking statements generally are identified
by the words “believes,” “project,” “expects,” “anticipates,” “estimates,”
“intends,” “strategy,” “plan,” “August,” “will,” “would,” “will be,” “will
continue,” “will likely result,” and similar expressions.  We intend
such forward-looking statements to be covered by the safe-harbor provisions for
forward-looking statements contained in the Private Securities Litigation Reform
Act of 1995, and are including this statement for purposes of complying with
those safe-harbor provisions.  Forward-looking statements are based on
current expectations and assumptions that are subject to risks and uncertainties
which may cause actual results to differ materially from the forward-looking
statements. Our ability to predict results or the actual effect of future plans
or strategies is inherently uncertain.  Factors which could have a
material adverse affect on our operations and future prospects on a consolidated
basis include, but are not limited to: changes in economic conditions,
legislative/regulatory changes, availability of capital, interest rates,
competition, and generally accepted accounting principles. These risks and
uncertainties should also be considered in evaluating forward-looking statements
and undue reliance should not be placed on such statements.  We
undertake no obligation to update or revise publicly any forward-looking
statements, whether as a result of new information, future events or
otherwise.  Further information concerning our business, including
additional factors that could materially affect our financial results, is
included herein and in our other filings with the SEC.





Results
of Operations for the three months ended September 30, 2010 and September 30,
2009





We
generated no gross revenue for the three months ended September 30, 2010 and
September 30, 2009. Our Operating Expenses during the three month period ended
September 30, 2010 equaled $2,700, consisting primarily of $2,010 in
professional fees. We had interest expense of $19 for the period. We recognized
a loss of $12,500 relating to the change in fair value of a derivative
liability.  We therefore, recorded a net loss of $15,219 for the three
months ended September 30, 2010.





Our
Operating Expenses during the three month period ended September 30, 2009
equaled $2,208, consisting primarily of $1,920 in professional fees. We did not
have interest expense or any other income or expense amounts. We therefore,
recorded a net loss of $2,208 for the three months ended September 30,
2009.





Results
of Operations for the nine months ended September 30, 2010 and September 30,
2009





We
generated no gross revenue for the nine months ended September 30, 2010 and
September 30, 2009. Our Operating Expenses during the nine month period ended
September 30, 2010 equaled $12,845, consisting primarily of $8,601 in
professional fees and $3,684 in other reporting and public company costs. We had
interest expense of $19 for the period and we recognized a loss of $19,102
relating to the change in fair value of a derivative liability.  We
therefore, recorded a net loss of $31,966 for the nine months ended September
30, 2010.





Our
Operating Expenses during the nine month period ended September 30, 2009 equaled
$9,276, consisting primarily of $7,800 in professional fees. We did not have
interest expense or any other income or expense amounts. We therefore, recorded
a net loss of $9,276 for the nine months ended September 30,
2009.


12





Results
of Operations for the Period from April 24, 2004 (date of re-entering the
exploration stage) until September 30, 2010





For the
period from April 24, 2004 (Date of re-entry of the exploration stage) until
September 30, 2010, we generated no revenue.  Our Operating Expenses
during the period equaled $82,309, consisting primarily of $62,408 in
professional fees and $17,309 in other reporting and public company costs. We
had interest expense of $19 for the period and we recorded a loss on a
derivative of $19,102. We therefore, recorded a net loss of $101,430 for the
period from April 24, 2004 (Date of re-entry of the exploration stage) until
September 30, 2010.





Liquidity
and Capital Resources





As of
September 30, 2010, we had total current assets of $417, all in Cash. Our total
current liabilities as of September 30, 2010 were $20,121, consisting of $19 in
Accounts Payable and Accrued Expenses, $1,000 in Related Party Advances and
$19,102 in a derivative liability.  Thus, we have a working capital
deficit of $19,704 as of September 30, 2010.





Operating
activities used $13,060 and $9,276 in cash for the nine months ended September
30, 2010 and 2009 and $82,309 from April 24, 2004 (Date of re-entry of the
exploration stage) until September 30, 2010, respectively.





Financing
Activities generated $13,434 in cash for the nine months ended September 30,
2010 from $3,434 related party advances, and $10,000 from the sale of common
stock.   During the nine months ended September 30, 2009, the
Company’s financing activities generated $9,375 from related party
advances.  Financing activities generated $82,726 in cash during the
period from April 24, 2004 (Date of re-entry of the exploration stage) until
September 30, 2010, due to proceeds of $72,726 from related party advances and
$10,000 from the sale of common stock.





As of
September 30, 2010, we have insufficient cash to operate our business at the
current level for the next twelve months and insufficient cash to achieve our
business goals. The success of our business plan during the next 12 months and
beyond is contingent upon us obtaining additional financing. We will attempt to
obtain operating capital through the use of private equity fundraising,
shareholders loans, or a business combination. We do not have any formal
commitments or arrangements for the sales of stock or the advancement or loan of
funds at this time. There can be no assurance that such additional financing
will be available to us on acceptable terms, or at all.





Search
for a Target Company





Valley
High Mining Company ("VHMC") will search for target companies as potential
candidates for a business combination.





VHMC
has not entered into agreements with any third parties to locate potential
merger candidates.





VHMC
may seek to locate a target company through solicitation. Such solicitation may
include newspaper or magazine advertisements, mailings and other distributions
to law firms, accounting firms, investment bankers, financial advisors and
similar persons, the use of one or more World Wide Web sites and similar
methods. If VHMC engages in solicitation, no estimate can be made as to the
number of persons who may be contacted or solicited. VHMC may utilize
consultants in the business and financial communities for referrals of potential
target companies. There is no assurance that VHMC will locate a target company
or that a business combination will be successful.





Management
of VHMC





VHMC
has no full time employees. There is one officer and director – John
Hickey.


13





Mr.
Hickey has agreed to allocate a limited portion of his time to the activities of
VHMC. Potential conflicts may arise with respect to the limited time commitment
by Mr. Hickey and the potential demands of the activities of VHMC.





The
amount of time spent by management on the activities of VHMC is not predictable.
Such time may vary widely from an extensive amount when reviewing a target
company and effecting a business combination to an essentially quiet time when
activities of management focus elsewhere. It is impossible to predict the amount
of time management will actually be required to spend to review a suitable
target company. Management estimates that the business plan of VHMC can be
implemented by devoting approximately 10 to 25 hours per month over the course
of several months, but such figure cannot be stated with precision.




General
Business Plan





The
purpose of VHMC is to seek, investigate and, if such investigation warrants,
acquire an interest in a business entity which desires to seek the perceived
advantages of a corporation which has a class of securities registered under the
Exchange Act. VHMC will not restrict its search to any specific business,
industry, or geographical location and VHMC may participate in a business
venture of virtually any kind or nature. Management anticipates that it will be
able to participate in only one potential business venture because VHMC has
nominal assets and limited financial resources. This lack of diversification
should be considered a substantial risk to the stockholders of VHMC because it
will not permit VHMC to offset potential losses from one venture against gains
from another.





VHMC
may seek a business opportunity with entities which have recently commenced
operations, or which wish to utilize the public marketplace in order to raise
additional capital in order to expand into new products or markets, to develop a
new product or service, or for other corporate purposes.





VHMC
anticipates that the selection of a business opportunity in which to participate
will be complex and extremely risky. VHMC has not conducted any research to
confirm that there are business entities seeking the perceived benefits of a
reporting corporation. Such perceived benefits may include facilitating or
improving the terms on which additional equity financing may be sought,
providing liquidity for incentive stock options or similar benefits to key
employees, increasing the opportunity to use securities for acquisitions,
providing liquidity for stockholders and other factors. Business opportunities
may be available in many different industries and at various stages of
development, all of which will make the task of comparative investigation and
analysis of such business opportunities difficult and complex.





VHMC
has, and will continue to have, minimal capital with which to provide the owners
of business entities with any cash or other assets. However, VHMC offers owners
of acquisition candidates the opportunity to acquire a controlling ownership
interest in a reporting company without the time required to become a reporting
company by other means. VHMC has not conducted market research and is not aware
of statistical data to support the perceived benefits of a business combination
for the owners of a target company.





The
analysis of new business opportunities will be undertaken by, or under the
supervision of, the officer and director of VHMC, who are not professional
business analysts. In analyzing prospective business opportunities, VHMC may
consider such matters as the available technical, financial and managerial
resources; working capital and other financial requirements; history of
operations, if any; prospects for the future; nature of present and expected
competition; the quality and experience of management services which may be
available and the depth of that management; the potential for further research,
development, or exploration; specific risk factors not now foreseeable, but
which then may be anticipated to impact the proposed activities of VHMC; the
potential for growth or expansion; the potential for profit; the perceived
public recognition or acceptance of products, services, or trades; name
identification; and other relevant factors. This discussion of the proposed
criteria is not meant to be restrictive of the virtually unlimited discretion of
VHMC to search for and enter into potential business
opportunities.


14





VHMC
will not restrict its search for any specific kind of business entities, but may
acquire a venture, which is in its preliminary or development stage, which is
already in operation, or in essentially any stage of its business life. It is
impossible to predict at this time the status of any business in which VHMC may
become engaged, whether such business may need to seek additional capital, may
desire to have its shares publicly traded, or may seek other perceived
advantages which VHMC may offer.





Following
a business combination VHMC may benefit from the services of others in regard to
accounting, legal services, underwritings and corporate public relations. If
requested by a target company, VHMC may recommend one or more underwriters,
financial advisors, accountants, public relations firms or other consultants to
provide such services.





A
potential target company may have an agreement with a consultant or advisor
providing that services of the consultant or advisor be continued after any
business combination. Additionally, a target company may be presented to VHMC
only on the condition that the services of a consultant or advisor are continued
after a merger or acquisition. Such preexisting agreements of target companies
for the continuation of the services of attorneys, accountants, advisors or
consultants could be a factor in the selection of a target company.





Terms
of a Business Combination





In
implementing a structure for a particular business acquisition, VHMC may become
a party to a merger, consolidation, reorganization, joint venture, licensing
agreement or other arrangement with another corporation or entity. On the
consummation of a transaction, it is likely that the present management and
stockholders of VHMC will no longer be in control of VHMC. In addition, it is
likely that the officer and director of VHMC will, as part of the terms of the
business combination, resign and be replaced by one or more new officers and
directors.





It
is anticipated that any securities issued in any such business combination would
be issued in reliance upon exemption from registration under applicable federal
and state securities laws. In some circumstances, however, as a negotiated
element of its transaction, VHMC may agree to register all or a part of such
securities immediately after the transaction is consummated or at specified
times thereafter. If such registration occurs, it will be undertaken by the
surviving entity after VHMC has entered into an agreement for a business
combination or has consummated a business combination and VHMC is no longer
considered a blank check company. The issuance of additional securities and
their potential sale into any trading market which may develop in the securities
of VHMC may depress the market value of the securities of VHMC in the future if
such a market develops, of which there is no assurance.





While
the terms of a business transaction to which VHMC may be a party cannot be
predicted, it is expected that the parties to the business transaction will
desire to avoid the creation of a taxable event and thereby structure the
acquisition in a tax-free reorganization under Sections 351 or 368 of the
Internal Revenue Code of 1986, as amended.





Depending
upon, among other things, the target company's assets and liabilities, the
stockholders of VHMC will in all likelihood hold a substantially lesser
percentage ownership interest in VHMC following any merger or acquisition. The
percentage of ownership may be subject to significant reduction in the event
VHMC acquires a target company with substantial assets.





Any
merger or acquisition effected by VHMC can be expected to have a significant
dilutive effect on the percentage of shares held by the stockholders of VHMC at
such time.





VHMC
will participate in a business combination only after the negotiation and
execution of appropriate agreements. Although the terms of such agreements
cannot be predicted, generally such agreements will require certain
representations and warranties of the parties thereto, will specify certain
events of default, will detail the terms of closing and the conditions which
must be satisfied by the parties prior to and after such closing and will
include miscellaneous other terms.


15




If
VHMC stops or becomes unable to continue to pay the operating expenses of VHMC,
VHMC may not be able to timely make its periodic reports required under the
Exchange Act nor to continue to search for an acquisition target.





Undertakings
and Understandings Required of Target Companies





As
part of a business combination agreement, VHMC intends to obtain certain
representations and warranties from a target company as to its conduct following
the business combination. Such representations and warranties may include (i)
the agreement of the target company to make all necessary filings and to take
all other steps necessary to remain a reporting company under the Exchange Act
for at least a specified period of time; (ii) imposing certain restrictions on
the timing and amount of the issuance of additional free-trading stock,
including stock registered on Form S-8 or issued pursuant to Regulation S and
(iii) giving assurances of ongoing compliance with the Securities Act, the
Exchange Act, the General Rules and Regulations of the Securities and Exchange
Commission, and other applicable laws, rules and regulations.





A
potential target company should be aware that the market price and trading
volume of the securities of VHMC, when and if listed for secondary trading, may
depend in great measure upon the willingness and efforts of successor management
to encourage interest in VHMC within the United States financial community. VHMC
does not have the market support of an underwriter that would normally follow a
public offering of its securities. Initial market makers are likely to simply
post bid and ask prices and are unlikely to take positions in VHMC's securities
for their own account or customers without active encouragement and basis for
doing so. In addition, certain market makers may take short positions in VHMC's
securities, which may result in a significant pressure on their market price.
VHMC may consider the ability and commitment of a target company to actively
encourage interest in VHMC's securities following a business combination in
deciding whether to enter into a transaction with such company.




A
business combination with VHMC separates the process of becoming a public
company from the raising of investment capital. As a result, a business
combination with VHMC normally will not be a beneficial transaction for a target
company whose primary reason for becoming a public company is the immediate
infusion of capital. VHMC may require assurances from the target company that it
has, or that it has a reasonable belief that it will have, sufficient sources of
capital to continue operations following the business combination. However, it
is possible that a target company may give such assurances in error, or that the
basis for such belief may change as a result of circumstances beyond the control
of the target company.





Prior
to completion of a business combination, VHMC may require that it be provided
with written materials regarding the target company containing such items as a
description of products, services and company history; management resumes;
financial information; available projections, with related assumptions upon
which they are based; an explanation of proprietary products and services;
evidence of existing patents, trademarks, or service marks, or rights thereto;
present and proposed forms of compensation to management; a description of
transactions between such company and its affiliates during relevant periods; a
description of present and required facilities; an analysis of risks and
competitive conditions; a financial plan of operation and estimated capital
requirements; audited financial statements, or if they are not available,
unaudited financial statements, together with reasonable assurances that audited
financial statements would be able to be produced within a reasonable period of
time not to exceed 75 days following completion of a business combination; and
other information deemed relevant.





Competition





VHMC
will remain an insignificant participant among the firms which engage in the
acquisition of business opportunities. There are many established venture
capital and financial concerns which have significantly greater financial and
personnel resources and technical expertise than VHMC. In view of VHMC's
combined extremely limited financial resources and limited management
availability, VHMC will continue to be at a significant competitive disadvantage
compared to VHMC's competitors.


16




Off-Balance
Sheet Arrangements





VHMC does
not have any off-balance sheet arrangements that have or are reasonably likely
to have a current or future effect on financial condition, changes in financial
condition, revenues or expenses, results of operations, liquidity, capital
expenditures or capital resources that is material to investors.




Going Concern





The
Company's financial statements are prepared using generally accepted accounting
principles in the United States of America applicable to a going concern which
contemplates the realization of assets and liquidation of liabilities in the
normal course of business. The Company has a working capital deficit and has not
yet established an ongoing source of revenues sufficient to cover its operating
costs and allow it to continue as a going concern. These factors raise
substantial doubt regarding the Company’s ability to continue as a going
concern. The ability of the Company to continue as a going concern is dependent
on the Company obtaining adequate capital to fund operating losses until it
becomes profitable. If the Company is unable to obtain adequate capital, it
could be forced to cease operations.





In order
to continue as a going concern, the Company will need, among other things,
additional capital resources. Management's plan is to obtain such resources for
the Company by obtaining capital from management and significant shareholders
sufficient to meet its minimal operating expenses and seeking equity and/or debt
financing. However management cannot provide any assurances that the Company
will be successful in accomplishing any of its plans.





The
ability of the Company to continue as a going concern is dependent upon its
ability to successfully accomplish the plans described in the preceding
paragraph and eventually secure other sources of financing and attain profitable
operations. The accompanying financial statements do not include any adjustments
that might be necessary if the Company is unable to continue as a going
concern.





Item
3.    Quantitative and Qualitative Disclosures About Market
Risk





Not
applicable.





Item
4.     Controls and Procedures





(a)      Disclosure
Controls and Procedures.





Under the
supervision and with the participation of the Company’s management, including
the principal executive officer and principal financial officer, as of the end
of the period covered by this report, the Company conducted an evaluation of the
effectiveness of the design and operation of the Company’s disclosure controls
and procedures, as defined in Rule 13a-15(e) and 15d-15(e) under the Exchange
Act. The Company’s disclosure controls and procedures are designed to provide
reasonable assurance that the information required to be included in the
Company’s reports to the Securities and Exchange Commission (“SEC”) is recorded,
processed, summarized and reported within the time periods specified in SEC
rules and forms and to provide reasonable assurance that such information is
accumulated and communicated to our management, including our principal
executive officer and principal financial officer, as appropriate to allow
timely decisions regarding required disclosure. Based on this evaluation, the
Company’s principal executive officer and principal financial officer concluded
that, as of the period covered by this report, the Company’s disclosure controls
and procedures are not effective at these reasonable assurance levels due to the
lack of adequate segregation of duties and the absence of an audit
committee.  The Company has plans to address these material weaknesses
in internal control when funds become available to do
so.


17


Our
internal control system is designed to provide reasonable assurance regarding
the reliability of financial reporting and the preparation of financial
statements for external purposes in accordance with accounting principles
generally accepted in the United States. There is no assurance that our
disclosure controls or our internal controls over financial reporting can
prevent all errors. An internal control system, no matter how well designed and
operated, has inherent limitations, including the possibility of human error.
Because of the inherent limitations in a cost-effective control system,
misstatements due to error may occur and not be detected. We monitor our
disclosure controls and internal controls and make modifications as necessary.
Our intent in this regard is that our disclosure controls and our internal
controls will improve as systems change and conditions warrant.





(b)      Changes
in Internal Control over Financial Reporting





During
the three months ended September 30, 2010, there has been no change in internal
control over financial reporting that has materially affected, or is reasonably
likely to materially affect our internal control over financial
reporting.





PART
II-OTHER INFORMATION





Item
1. Legal  Proceedings.




We are
currently not involved in any litigation that we believe could have a material
adverse effect on our financial condition or results of operations. There is no
action, suit, proceeding, inquiry or investigation before or by any court,
public board, government agency, self-regulatory organization or body pending
or, to the knowledge of the executive officers of our company or any of our
subsidiaries, threatened against or affecting our company, our common stock, any
of our subsidiaries or of our companies or our subsidiaries’ officers or
directors in their capacities as such, in which an adverse decision could have a
material adverse effect.




Item
1A. Risk Factors.





None.





Item
2. Unregistered Sales of Equity Securities and Use of Proceeds





On August
4, 2010 the Company received $10,000 for the issuance of 10,000,000 shares of
its common stock to the Company’s primary shareholder, Coron Capital Management,
LLC.  The Board approved the issuance and instructed the Company’s
transfer agent to issue the shares on November 5, 2010. The
foregoing issuance of the shares was effectuated pursuant to the exemption from
the registration requirements of the Securities Act of 1933, as amended (the
“Securities Act”), provided by Section 4(2) of the Securities Act and/or
Regulation D promulgated thereunder.





Item
3. Defaults Upon Senior Securities.




None.




Item
4. Removed & Reserved




None




Item
5. Other Information.




None





18




Item
6.     Exhibits




EXHIBITNUMBER
            
            DESCRIPTION31.1
            
            Certification
      pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted
      pursuant to Section 302 of the Sarbanes-Oxley Act of
  2002;31.2
            
            Certification
      pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted
      pursuant to Section 302 of the Sarbanes-Oxley Act of
  2002;32.1
            
            Certification
      pursuant to 18 U.S.C. 1350, as adopted pursuant to Section 906 of the
      Sarbanes-Oxley Act of 2002.




SIGNATURES





Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant
has duly caused this report to be signed on its behalf by the undersigned,
thereunto duly authorized.





VALLEY HIGH MINING
  COMPANY(Registrant)Date:
      November  22, 2010/s/ John Hickey(Signature)John
      HickeyChief
      Executive Officer




19