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VIA OVERNIGHT DELIVERY

February 24, 2005

Mr. David S. Lyon
Division of Corporate Finance
U.S. Securities & Exchange Commission
450 Fifth Street, N.W.
Washington, D.C. 20549

Re:       Lakeside Mortgage Fund, LLC
          File No. 0-50893

Dear Mr. Lyon:

The following  paragraphs are responses to the comments contained in your letter
to Lakeside  Mortgage  Fund, LLC (the  "Company"),  dated February 17, 2005. The
paragraphs are numbered to correspond to your comments.

1. In the Company's  Form 10-KSB for December 31, 2004, the Company will provide
a description  of the exemptions on which we are relying in order to avoid being
classified as an investment  company,  and the consequences of no longer meeting
these  exemptions.  This text will appear in Part I, in "Item 1.  Description of
Business," in the subsection titled "VII. Regulation."

2. In Note 1 to the Financial Statements  accompanying the Company's Form 10-KSB
for December 31, 2004,  we will revise to fully  disclose the annual  redemption
limitation for membership interests.

3. With respect to the change in accounting policy regarding the amortization of
brokers' commissions,  we will not include a presentation of information because
the amount was  immaterial  ($2,300.00).  We will remove the  reference  to such
amortization   contained  in  Note  2  to  the  Financial   Statements  at  "(i)
Contra-Equity  Accounts:  Offering Costs and Commissions  Incurred in Connection
with Raising of Capital."

In accordance with your letter to Lakeside, we will file this letter on EDGAR.
In connection with responding to your comments, the Company hereby acknowledges
that:

o     The Company is responsible for the adequacy and accuracy of the disclosure
      in the filings;

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Mr. David S. Lyon
2/24/2005
Page 2

o     Staff  comments and changes to  disclosure in response to staff comment in
      the filings  reviewed by the staff do not  foreclose the  Commission  from
      taking any action with respect to the filing; and

o     The Company may not assert staff  comments as a defense in any  proceeding
      initiated by the  Commission  or any person  under the federal  securities
      laws of the United States.

Very truly yours,

/s/ William F. Webster
------------------------------------------------
    William F. Webster
    President of Lakeside Financial Group, Inc.,
    Manager of Lakeside Mortgage  Fund, LLC

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