March 17, 2005

Mail Stop 0409

Byron Webb
Chairman of the Board and Chief Executive Officer
Webb Mortgage Depot, Inc.
155 Wilson Lake Road
Mooresville, North Carolina  28117

Re:	Webb Mortgage Depot, Inc.
	Preliminary Proxy Statement
	Filed February 2, 2005
	File No. 333-72376


Dear Mr. Webb:

      This is to advise you that we have conducted only a limited
review of your registration statement.  Based on that limited
review,
we have the following comments.

General

1. Please tell us whether you intend to have the subsidiary
register
the spin-off or provide us with your analysis as to why your
subsidiary does not have to register the spin-off.  Please refer
to
Staff Legal Bulletin No.4 in your analysis.

2. Your disclosure indicates that by approving the Share for Share
Exchange Agreement, shareholders are also voting to, among other
things, the election of certain directors in the surviving
company.
In accordance with Rule 14a-4(a)(3), please unbundle this
provision
to provide shareholders the opportunity to vote on this matter
separately from the proposal regarding the Share for Share
Exchange
Agreement.  For further guidance, please see the Fifth Supplement
to
the Division of Corporation Finance`s Manual of Publicly Available
Telephone Interpretations (September 2004).   Please ensure that
consistent revisions are made elsewhere in the proxy statement and
on
the proxy card.

3. We note that pursuant to the Share for Share Exchange Agreement
you will issue to the Medical Connection shareholders 444,600
shares
of your common stock.  We also note that Section 1.4(a)(i) of the
Share Exchange Agreement states that you intend to issue the
shares
privately.  Please tell us the exemption from registration on
which
you intend to rely and provide us with an analysis that supports
your
reliance on the exemption.

*  *  *  *

      As appropriate, please amend your filing in response to
these
comments.  You may wish to provide us with marked copies of the
amendment to expedite our review.  Please furnish a cover letter
with
your amendment that keys your responses to our comments and
provides
any requested supplemental information.  Detailed cover letters
greatly facilitate our review.  Please understand that we may have
additional comments after reviewing your amendment and responses
to
our comments.

      We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filings reviewed by the staff to
be
certain that they have provided all information investors require
for
an informed decision.  Since the company and its management are in
possession of all facts relating to a company`s disclosure, they
are
responsible for the accuracy and adequacy of the disclosures they
have made.

	Before the amended registration statement is declared
effective
pursuant to Section 8 of the Securities Act, the company should
provide us a letter, acknowledging 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 company from its full responsibility for the adequacy
and
accuracy of the disclosure in the filing; and

?	the company 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.

	In addition, please be advised that the Division of
Enforcement
has access to all information you provide to the staff of the
Division of Corporation Finance in connection with our review of
your
filing or in response to our comments on your filing.


	If you have any questions, please call Jeffrey Shady at (202)
942-1901 or me at (202) 942-2987.

Sincerely,



Peggy Kim
Senior Counsel

cc:	Jeffrey Klein (via facsimile)
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Webb Mortgage Depot, Inc.
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