SecProbe.io

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Mail Stop 6010

      December 20, 2005

Dr. David Dalton
Chief Executive Officer
4810 Seton Drive
Baltimore, Maryland  21215

	Re:	Univec, Inc.
      Form 10-KSB, as amended, for the Year Ended December 31,
2004
      Forms 10-QSB for the Quarters Ended March 31, 2005 and June
30,
2005
      File No. 000-22413

Dear Dr. Dalton:

      We have reviewed your filings and your response letter dated
November 18, 2005 and we have the following comments.  Where
indicated, we think you should revise your documents in response
to
these comments.  If you disagree, we will consider your
explanation
as to why our comment is inapplicable or a revision is
unnecessary.
Please be as detailed as necessary in your explanation.  In some
of
our comments, we may ask you to provide us with information so we
may
better understand your disclosure.  After reviewing this
information,
we may raise additional comments.

      Please understand that the purpose of our review process is
to
assist you in your compliance with the applicable disclosure
requirements and to enhance the overall disclosure in your filing.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comments or on any other
aspect
of our review.  Feel free to call us at the telephone numbers
listed
at the end of this letter.

Amendment No. 1 to Form 10-KSB for the Year Ended December 31,
2004

Item 6.  Management`s Discussion and Analysis, page 11

General

1. We note that the 2003 information included in your MD&A has not
been updated to show the restated results reflected on your
audited
statement of operations on page F-4.  Please revise to ensure your
MD&A discusses the appropriate results of operations.

Item 8A.  Controls and Procedures, page 14

2. Please refer to prior comment 3.  Please note that Item 307 of
Regulation S-B requires disclosure of the conclusion of your
principal officers regarding the effectiveness of your disclosure
controls and procedures as of the end of the period covered by the
report.  Your current disclosure states that the conclusion is
based
on an evaluation as of a date within 90 days of the end of the
period
covered by the report.  As such, your current disclosure does not
fully comply with Item 307 of Regulation S-B.  Please revise the
filing to disclose management`s conclusion regarding the
effectiveness of your disclosure controls and procedures as of
December 31, 2004, which is the end of the period covered by the
report.

3. Further to the above, in order to avoid investor confusion,
please
remove your prior controls and procedures disclosure filed in your
Form 10-K filed on September 15, 2005.    Please also remove your
reference to the SEC Release 33-850 interpretative guidance as
that
guidance is not applicable to the disclosure controls and
procedures.

Consolidated Financial Statements, page F-1

Report of Independent Registered Public Accounting Firm, page F-2

4. Please refer to prior comment 6.   Your auditor states that it
has
audited the adjustments described in Note 2 that were applied to
restate the 2003 financial statements and that, in its opinion,
such
adjustments are appropriate and have been properly applied.  It is
unclear to us whether your auditor has audited the restated 2003
financial statements as required.  Please have your auditor modify
its explanatory paragraph included in its report to clarify that
it
has audited the 2003 restated financial statements and not just
the
restatement adjustments.

 -Consolidated Statement of Operations

5. Please refer to prior comment 7.  We note that you present a
columnar reconciliation of the original amounts reported,
adjustments
and restated results for 2003 on the face of your statements of
operations.  We believe this presentation may be confusing to
investors.  Please revise the consolidated statements of
operations
to present only your audited restated consolidated statements of
operations for each period required.  To the extent that you have
restated your financial statements from those previously reported,
you should label those financial statements as restated and
present a
reconciliation in Note 2 which discloses the effect of the
correction
of the error on income before extraordinary items, net income, and
the related per share amounts.  Refer to paragraph 37 of APB 20.

6. In addition, we note your discussion in Note 2 regarding the
restatement adjustments.  However, that discussion does not appear
to
address all of the restatement adjustments shown.  Please respond
to
the following:

* We note that you recorded certain adjustments that would appear
to
impact the reported net loss, such as the correction of the error
relating to the capitalized lease obligation.  However, we note
your
net loss has not changed from that originally reported.  Please
tell
us why these adjustments did not result in any change to the
reported
net loss.

* We note that you have included multiple restatement adjustments
for
revenues, cost of revenues, marketing and selling expenses,
general
and administrative expenses and interest expense.  However, you
have
not discussed the nature of these adjustments.  Please revise to
disclose the nature of each of the restatement adjustments shown
as
required by paragraph 37 of APB 20.

* We note that the impact of certain adjustments shown here does
not
reconcile with the table provided in Note 2.  Please revise the
filing to ensure these amounts reconcile.  Consideration should
also
be given to removing the table shown in Note 2 to the extent that
such disclosure is repetitious.

Consolidated Statement of Cash Flows, page F-6

7. The net loss presented for 2003 does not agree with the net
loss
presented on your restated 2003 statement of operations.  Please
revise the filing as appropriate to correct this error.

8. Please also revise to clearly label the 2003 information as
restated.

Notes to Consolidated Statements, page F-7

Note 2.  Restatement, page F-7

9. Please refer to prior comment 12.  Your response does not
appear
to fully address our original comment.  Please explain to us and
revise your filing to explain in greater detail the nature of the
error.  Explain to us in detail how you initially and subsequently
accounted for the capital lease.  In addition, tell us why the
correction resulted in the recording of an additional loss of
$115,031.  Refer to paragraph 37 of APB 20.

Note 4.  Significant Accounting Policies, page F-7

-Revenue Recognition, page F-8

10. Please refer to prior comment 15.  You previously disclosed
that
98% and 91% of your revenue for 2004 and 2003, respectively, was
derived from sales to one customer that is owned by your
president.
We have the following specific questions regarding your response:

* You state in your response that you have latitude in
establishing
the price of goods.  You also state that you have discretion in
supplier selection and that that you retain absolute control over
which product is provided to the user.  We note that your
president
is also the owner of your primary group purchasing operations
customer, PSI.  In addition, we note your disclosure on page 9
that
Univec employs only four persons and that you utilize employees of
PSI to provide certain administrative services.  Please provide us
with a revised analysis that takes into account the related party
nature of these transactions in evaluating the factors specified
in
EITF 99-19.

* Your response to prior comment 15 discusses latitude in
establishing prices in the context of the relationship between you
and the supplier.  Please note the guidance in EITF 99-19 in this
regard refers to the establishment of prices between you and the
customer.  Please provide us with a revised analysis of this
factor
as it relates to the relationship between you and your customer.
Your analysis should include specific discussion of how the
related
party nature of your negotiations with PPSI impacts this factor.

* We note that your gross profit margin was 1%, 1% and 0% for the
nine months ended September 30, 2005, the year ended December 31,
2004 and the year ended December 31, 2003 (restated),
respectively.
Please provide us with additional analysis of your latitude in
establishing prices that takes into account the low gross profit
margins reported in each period.

* You state that Univec holds inventory risk to the products.
However, we note that your inventory balances at your recent
reporting dates have been small in comparison to your revenues.
Further, it appears that the majority of the inventory balances
relate to the auto-disable and safety syringe business rather than
the group purchasing business.  Please provide us with an analysis
showing the portion of the December 31, 2004 and September 30,
2005
inventory balances that relate to the group purchasing operations
inventory held by PPSI.

* We note that you share office space with your primary group
purchasing customer, PSI.  Tell us whether you take title to the
inventory or if title transfers immediately to PSI.  In addition,
tell us how you segregate your inventory from that of PSI if you
share warehouse space.

* In light of the fact that PPSI does not have any employees,
please
tell us who is responsible for receiving and inspecting the
inventory
from the supplier.  Also, tell us who is responsible for shipping
these goods to the customer of PPSI.

Note 17.  Concentrations, page F-15

11. Please refer to prior comment 14.  You state that Pharmacy
Services, Inc. is not a related party as defined in SFAS 57.  You
further state that PSI is an affiliated private company wholly
owned
by the President of Univec.  Please note the definition of related
party in Appendix B of SFAS 57 includes affiliated parties, which
are
defined as "parties that, directly or indirectly through one or
more
intermediaries, control, are controlled by, or are under common
control with an enterprise."  We note from your disclosures on
page
18 of the Form 10-K/A that your president is the single largest
shareholder of Univec, owning 39.4% of the outstanding common
stock
of Univec as of August 31, 2004.  Based on these facts, it appears
that PSI is a related party as defined in SFAS 57.  Please revise
to
provide the required disclosures of paragraphs 2-4 of SFAS 57.

Forms 10-QSB for the quarter ended March 31, 2005, June 30, 2005,
and
September 30, 2005

12. Please refer to prior comment 26.  As previously requested,
please amend your quarterly reports on Form 10-QSB to address the
comments issued in this letter and in our letter dated September
29,
2005 as appropriate.

Form 8-K filed June 13, 2005

13. Please refer to prior comment 27.  The fact that Mr. Frank`s
resignation letter made no reference to any disagreement does not
address the disclosure required by Item 5.02(a)(1)(iii).  Please
amend your Form 8-K accordingly.

      As appropriate, please amend your December 31, 2004 Form 10-
KSB
and March 31, June 30, 2005 and September 30, 2005 Forms 10-QSB
and
respond to these comments within 10 business days or tell us when
you
will provide us with a response.  You may wish to provide us with
marked copies of the amendments to expedite our review.  Please
furnish a cover letter with your amendments that keys your
responses
to our comments and provides any requested information.  Detailed
cover letters greatly facilitate our review.  Please understand
that
we may have additional comments after reviewing your amendments
and
responses to our comments.

      You may contact Tara Harkins, Staff Accountant, at (202)
551-
3639 or me at (202) 551-3643 if you have questions regarding these
comments.  In this regard, please do not hesitate to contact
Michele
Gohlke, Branch Chief, at (202)551-3327.

      							Sincerely,

								Kevin Vaughn
								Reviewing Accountant

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Dr. David Dalton
Univec, Inc.
December 20, 2005
Page 6

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