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STARMED GROUP, INC

STARMED GROUP, INC.
2029 Century Park East
Suite
1112
Los Angeles, CA 90067
(310) 226-2555
(310)
551-2724

August 12, 2005
VIA EDGAR
United States Securities and Exchange Commission
100 F Street,
N.E.
Washington, D.C.  20549

Attn:

Jeffrey Riedler, Assistant Director

Mail Stop 6010

Re:

StarMed Group, Inc.

10-KSB for the Period Ending December 31, 2004

Ladies and Gentlemen:
       We are writing to respond to the
Staff's letter dated July 20, 2005, relating to our Annual Report on Form 10-KSB
for the year ended December 31, 2004 (the "Annual Report").
       We understand that, in response to
certain of the Staff's comments, we may be required to file an amendment to the
Annual Report; however, we respectfully propose to defer filing the amendment
until such time as the Staff has reviewed our responses set forth below and
provided any further comments, so that any necessary revisions to the Annual
Report can be provided in one amendment.
       The following numbered responses
correspond to the Staff's numbered comments in its July 20, 2005 letter.
General
       1.     We propose to amend the
Annual Report to include the signature of our chief accounting officer or
controller, and chief financial officer.  We understand that any person required
to sign the Annual Report who occupies more than one of the specified positions,
should indicate each capacity in which he or she signs the Annual Report.
Business of Issuer, Page 3
       2.     We propose to amend the
Annual Report to disclose the following, under a new caption "Description of
Business - Government Regulation":
           "Government
Regulation

The composition and labeling of dietary supplements,
which comprise a significant majority of our products, are primarily subject to
the jurisdiction of the FDA under the provisions of the Federal Food, Drug, and
Cosmetic Act, or FFDC Act.  The FFDC Act, the Nutrition Labeling and Education
Act of 1990, or NLEA, and the Dietary Supplement Health and Education Act of
1994, or DSHEA, may all impact our products.  Certain of our activities and may
also fall under the jurisdiction of various agencies of the states, localities
and foreign countries to which our products may be distributed and in which our
products may be
sold.

United States Securities and Exchange Commission
August 12,
2005
Page 2 of 5

To our knowledge, the manufacture and sale of our
natural medicinal products does not require filings with or approvals, licenses
or permits from any regulatory authority.  However, product claims are regulated
by the Federal Food and Drug Administration and we are required to state on our
product labels that: "These statements have not been evaluated by the Food and
Drug Administration.  This product is not intended to diagnose, treat, cure or
prevent any disease."  We believe that all advertising and marketing of
medicinal products in the United States is being performed in strict compliance
with applicable U.S. government regulations.  We are not marketing or
manufacturing any of our products in any foreign country at present, and
therefore, we are not required to comply with any foreign regulations.

We do not believe that our proposed StarMed Wellness
Centers will engage in the practice of medicine and, therefore, will not be
subject to regulations relating to the practice of medicine or licensing
requirements applicable to physicians.  However, any medical clinics that
participate in the planned network of StarMed Wellness Centers will be subject
to Federal and state regulation and licensing requirements in the same manner as
is applicable to all medical clinics and doctors under their
jurisdiction.

We believe that we comply and will continue to comply
with all government regulations applicable to our operations."

3.     We propose to amend
the Annual Report to disclose the following, under the caption "Description of
Business - The Company's Products:"

"Our medicinal products are formulated on our behalf
by Herman Rappaport and Dr. Steven Rosenblatt, based upon research published in
authoritative journals.  Our products are currently manufactured to our
formulated specifications by American Supplement Technologies of Tempe, Arizona,
a full service contract manufacturer of dietary supplements.  American
Supplement Technologies manufactures our medicinal products on a purchase order
basis, and we have no long-term commitments with American Supplement
Technologies or any other manufacturer, although we believe that there are
numerous sources of production for our products and we do not believe we are
dependent upon this or any other manufacturer.  During the production process,
private labels containing our "Sierra" brand name are affixed to our medicinal
products by the manufacturer.

Raw materials contained in our medicinal products
include vitamins, minerals and herbal supplements.  Raw materials are available
from a variety of sources, on a purchase order basis, and we are not dependent
upon any one source for these materials, except our sole supplier of Phase2
starch blocker material is Pharmachem Labs in New Jersey.  We have no long-term
supply agreement with Pharmachem Labs or any supplier of raw materials."

We also propose to amend the Annual Report to disclose
the following, under the caption "Description of Business - Marketing:"

"To date, the substantial portion of our revenues has
been derived from third-party sales of our proprietary starch blocker product.
The principal customer for our starch blocker product is Natural Health Trends
Corporation, who accounted for approximately 69% and 97% of our revenues for the
years ended December 31, 2004 and 2003, respectively.  We have entered into a
preliminary agreement with Natural Health Trends Corporation under which Natural
Health Trends' Lexxus International, Inc. subsidiary has been granted the
exclusive right to market a version of our starch blocker product formulated
specifically for them in network or multilevel marketing to international
sources.  The preliminary agreement contemplates that the parties will enter
into a more definitive agreement with respect to marketing rights for our starch
blocker product; however, until such time as a more definitive agreement is
entered into, our relationship with Natural Health Trends Corporation is defined
by the preliminary agreement.  No definitive agreement has been entered into and
the parties are not currently negotiating the terms of a definitive
agreement."

United States Securities and Exchange Commission
August 12,
2005
Page 3 of 5
Form 10-KSB for the Fiscal Year Ended December 31, 2004
Item
7.  Financial Statements and Supplementary Data, page 14
Report of
Independent Registered Public Accounting Firm, page F-1
       4.      The auditor was able
to conclude that there was not substantial doubt about the Company's ability to
continue as a going concern based on the results of their procedures.  The
auditors complied with AU Section 341 by considering whether the results of the
procedures performed in planning, evidential matter gathered relative to the
various audit objectives, and upon completion of the audit identified conditions
or events that indicate a substantial doubt about the Company's ability to
continue as a going concern.  The auditors documented the increase in revenue
during the year ended and obtained additional information, including a product
distribution agreement, a budget, an agreement for consulting services to secure
financing, and an agreement for financing in final stages.  After reviewing
these documents and evaluating management's plans, the auditors concluded that
substantial doubt did not exist.  They concluded management's plans, and the
apparent feasibility of those plans as evidence by the agreements, to increase
ownership would likely provide the Company with the liquidity needed to continue
as a going concern.
             The
Company proposes to amend its Annual Report to disclose, under the caption
"Management's Discussion and Analysis or Plan of Operation," that (a) there are
no known trends, events or uncertainties that are reasonably likely to impact on
our liquidity, except that our ability to fund our business plans and meet our
obligations as they become due is dependent upon our ability to generate
revenues from the operation of our planned Wellness Centers and continued sales
of medicinal products, as to which there is no certainty, and (b) we currently
fund our operations through limited revenues from (i) sales of our medicinal
products and (ii) sales of our debt and equity securities and, we will likely
continue to do so until our revenues from operations are sufficient to satisfy
all of our cash needs.
Consolidated Statement of Shareholders' Equity (Deficit), page F-4
       5.         In accordance with
SFAS 123 "Accounting for Stock Based Compensation", the value attributed to the
shares issued was based on the fair value of the consideration received or the
fair value of the equity instruments issued, whichever is more reliably
measurable.  At the time the shares were issued, there was no public market for
the Company's shares.  Therefore, the value assigned to these shares was based
on the fair value of the services received as detailed in the invoices from the
vendor or as indicated in the signed agreement with the other party.
             The
Company became cleared for trading on March 17, 2005 and was first traded on
April 7, 2005 at a price of $1.10.  From that date through the date of this
letter, the stock has had a high of $1.10 and a low of $0.35 per share.  There
have been no shares issued subsequent to the Company being listed on a market.
The Company believes the value assigned to the shares issued for services during
the year ended December 31, 2004 cannot be progressively bridged to the value of
the shares when a market became available because over a year had elapsed and it
is a small-cap company subject to high volatility.

United States Securities and Exchange Commission
August 12,
2005
Page 4 of 5
Item 7.  Financial Statements and Supplementary Data, page 14
Notes
to Consolidated Financial Statements, page F-6
2.  Summary of
Significant Accounting Policies, page F-6
Revenue Recognition, page
F-6
       6.     We propose to amend the
revenue recognition policy footnote to read as follows:

"The Company has adopted SEC Staff Accounting Bulletin
Topic 13 "Revenue Recognition" (SAB 104) and, accordingly, recognizes revenue
when persuasive evidence of an agreement exits, upon shipment of the product to
customers, upon fulfillment of acceptance terms, if any, when no significant
contractual obligations remain, the price to the buyer is determinable, and
collection of the related receivable is reasonable assured."

4.  Long Term Debt, page F-8
Note Payable, page F-8
       7.     Debt of approximately
$467,000 was exchanged for 82,300 shares of the Company's common stock and the
guarantee that the shares could be sold in a brokered transaction for a per
share price of $3.50, which totals approximately $288,000.  Since the Company
stock was not traded on a market and had a nominal value, the gain on the
transaction of approximately $178,000 was treated as a forgiveness of debt.  The
Company eliminated the note payable and the related accrued interest, recorded
the common stock at par value, recorded a liability for the maximum amount to be
paid under the guarantee, and the remainder was recorded as a forgiveness of
debt.
             The
supporting accounting literature included FIN 45, "Guarantor's Accounting and
Disclosure Requirements for Guarantees, Including Indirect Guarantees of
Indebtedness of Others", which applies to "contracts that contingently require
the guarantor to make payments to the guaranteed party based on changes in an
underlying that is related to an asset, a liability, or an equity security of
the guaranteed party" (paragraph 3).  According to paragraph 9(b), the guarantor
should initially recognize a liability based on the fair market value of the
guarantee.  FAS 5, "Accounting for Contingencies", provides guidance on
recording a loss contingency.  Paragraph 8 states a loss should be accrued and
charged to income if both the loss is probable and can be reasonably
estimated.
             The
82,300 restricted shares issued on conversion of the note payable are reflected
in the equity accounts section of the balance sheet and the statement of
shareholders' equity (deficit) at December 31, 2004 and 2003.  The liability
associated with the guarantee is reflected as an accrued expense on the balance
sheet at December 31, 2004 and 2003 and the forgiveness of debt was reflected in
the consolidated statement of operations for the year ended December 31,
2003.
       We acknowledge that:
•     Should the Commission or the staff, acting
pursuant to delegated authority, declare the filing effective, it does not
foreclose the Commission from taking any action with respect to the filing;
•     The action of the Commission or the staff,
acting pursuant to delegated authority, in declaring the filing effective, does
not relieve the registrant from its full responsibility for the adequacy and
accuracy of the disclosure in the filing; and
•     The registrant may not assert staff
comments and the declaration of effectiveness as a defense in any proceeding
initiated by the Commission or any person under the federal securities laws of
the United States.

United States Securities and Exchange Commission
August 12,
2005
Page 5 of 5
       If you have any further questions or
comments, please contact us or our counsel, Steven I. Weinberger, Esq.,
Schneider Weinberger & Beilly LLP, 2200 Corporate Blvd., NW, Suite 210, Boca
Raton, FL 33432, (561) 362-9595 (telephone) and (561) 362-9612 (fax).

Very truly yours,

/s/ Herman Rappaport

Herman Rappaport

President and Chief Executive Officer