SecProbe.io

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		February 17, 2005

Via facsimile and U.S. Mail

Mr. William F. Webster
President
Lakeside Mortgage Fund, LLC
443 Redding Drive, Suite 240
Redding, CA  96002

        Re:  Lakeside Mortgage Fund, LLC
     	        File No. 0-50893
	        Filed on October 6, 2004

Dear Mr. Webster:

	In light of your recent conversations with the staff we have
reconsidered amendment number 2, to your Form 10-SB, filed
November
19, 2004, and your amended Form 10-QSB for September 30, 2004,
filed
December 21, 2004, and have the following comments.  Please make
these changes in your future filings, beginning in your Form 10-
KSB
for December 31, 2004.  If you disagree, we will consider your
explanation as to why our comments are inapplicable or a revision
is
unnecessary.  Please be as detailed as necessary in your
explanation.

      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.

General
1. Where appropriate, please include the text discussed with the
Division of Investment Management.  That is, describe the
exemptions
on which you are relying in order to avoid being classified as an
investment company and describe the consequences for the company
if,
in the future, you no longer meet these exemptions.

Annual Financial Statements

Note 1. Organization and Description of Business

2. Please revise to fully disclose the annual redemption
limitations
of the membership units.

Note 2. Summary of Significant Accounting Policies

3. Please include a discussion regarding the change in your
accounting policy regarding the amortization of marketing/broker`s
fees as previously disclosed in your Form 10-QSB.  If you choose
to
exclude a presentation of restated information because the amount
was
immaterial, please clearly disclose this fact.

					*   *   *

      Please respond to these comments within 10 business days or
tell us when you will provide us with a response.  Please furnish
a
response letter that explains how you will address these comments
in
future filings.  Detailed letters greatly facilitate our review.
File your response letter on EDGAR.  If you believe a comment is
inappropriate or inapplicable, indicate your position and the
basis
for your position in your letter.  We may have additional comments
after we have reviewed your response to our comments.

	Questions on any accounting issues should be directed to
Heidi
Berg at           (202) 824-5463 or to Paul Cline, Senior
Accountant
at (202) 942-1782.  All other questions may be directed to Michael
Clampitt at (202) 942-1772, or me
at (202) 942-1796.

						Sincerely,

						David S. Lyon
						Senior Financial Analyst

By FAX: William Webster
                530-226-5853
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Lakeside Mortgage Fund, LLC
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