SecProbe.io

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November 1, 2005

Jack Draper
President
Firstplus Financial Group, Inc.
5100 N. O`Connor Boulevard
6th Floor
Irving, TX  75039

      Re:	Firstplus Financial Group, Inc.
      Definitive Additional Materials
Filed October 25, 2005
		File No. 1-13753

Dear Mr. Draper:

      We have the following comments on the above-referenced
filing.
1. Each statement or assertion of opinion or belief must be
clearly
characterized as such, and a reasonable factual basis must exist
for
each such opinion or belief.  In any future materials, clearly
characterize any statements of belief or opinions as such.
Support
for opinions or beliefs should be self-evident, disclosed in the
additional soliciting materials or provided to the staff on a
supplemental basis.  We note, for example:

* Your description of the proceeds of the sale of your interest in
Capital Lending as having provided a three-fold return in a
relatively short period of time (page 1 of the letter to
shareholders).
* Your disclosure that your "base continues to improve" (page 1 of
the letter).
* Your disclosure that you are "confident in [your] strengths"
(page
2 of the letter).
* Your disclosure that the company is "once again on the move" and
that this achievement is due to the efforts of a "committed and
untiring" board of directors (page 5 of the letter).
* Your disclosure that "FIRSTPLUS has within its reach
opportunities
that were unattainable several years ago.  FIRSTPLUS has
maintained
and, in some cases, enhanced its network relationships and has
received positive feedback from these relationships. . . . We
believe
that FIRSTPLUS can attain new heights" (page 5 of the letter).
* Your disclosure that in 2003 the company received a "substantial
return" on a small investment it had made (page 5 of the letter).

Provide support for these statements on a supplemental basis.
Note
that we may have further comments.
2. On a supplemental basis, provide support for the company`s
available "opportunities" and, with a view toward disclosure,
provide
additional information regarding your future plans.  In this
letter,
you state that the "areas for opportunity may include buying an
existing company, merging with a growing concern or entering into
a
joint venture."  Is management and/or the board certain that such
opportunities are available?
3. In future communications, where you make statements about the
accomplishments of your board and officers over the past few
years,
it appears that you should balance these statements with
information
regarding the company`s failure to file required annual and
periodic
reports during that time.  In addition, where you make statements
such as "[t]he minimal activity of FIRSTPLUS, driven by the dearth
of
working capital, also militated against incurring the expense of
calling a shareholders meeting," etc., it appears that you should
also inform security holders of other material reasons why the
company has not or could not hold a meeting.  For example, the
company could not hold an annual meeting because it could not
provide
audited financial statements.
4. Refer to the "home" page on your website,
www.firstplusgroup.com.
Provide us support for the statements in the penultimate paragraph
of
the letter to security holders and revise the website in accord
with
comment one above.
5. It appears that the information on your website, particularly
the
"home" page, is soliciting material that should have been filed on
the date of first use as required by Rule 14a-12 or Rule 14a-6.
Note
that Rule 14a-12 applies to communications made prior to the
filing
of your definitive proxy, and Rule 14a-6 applies to communications
after the definitive proxy is filed.  File the letter to
shareholders
in EDGAR under the appropriate Rule.  Also confirm that all future
written communications, including any scripts used in the
solicitation of proxies, will be filed on the date of first use.
6. Refer again to your website.  We remind you that you must avoid
statements that directly or indirectly impugn the character,
integrity, or personal reputation or make charges of illegal or
immoral conduct without factual foundation.  In this regard, note
that the factual foundation for such assertions must be
reasonable.
Refer to Rule 14a-9.  On a supplemental basis, provide us support
for
the statements in the third through ninth paragraph of the letter
on
your "home" page.

Closing Comments

      Please furnish a response letter with the amendment keying
your
responses to our comment letter and providing any supplemental
information we have requested.  You should transmit the letter via
EDGAR under the label "CORRESP."  In the event that you believe
that
compliance with the above comment is inappropriate, provide a
basis
for such belief to the staff in the response letter.

      You should contact the undersigned at (202) 551-3619 for
assistance with respect to the foregoing comments and your proxy
materials.  Direct all correspondence to the following ZIP code:
20549-3628.

Sincerely,

Daniel F. Duchovny
Attorney-Advisor
Office of Mergers and Acquisitions

cc:  Doug Berman, Esq. (via facsimile: (214) 855-4300)
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Jack Draper
Firstplus Financial Group, Inc.
November 1, 2005
Page 1

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549-3628

         DIVISION OF
CORPORATION FINANCE

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