Mail-Stop 4561
								December 13, 2006

Via facsimile and U.S. Mail
Mr. Aubrey L. Dunn, Jr.
President and Chief Executive Officer
First Federal Banc of the Southwest, Inc.
300 North Pennsylvania Avenue
Roswell, New Mexico 88201

Re:    First Federal Banc of the Southwest, Inc.
                     Revised Preliminary Proxy Statement
	         File No. 0-51243
                     Filed December 1, 2006

Dear Mr. Dunn:

      We have reviewed your filing and have the following
comments.
Where indicated, we think you should revise your document 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
supplemental information so we may better understand your
disclosure.
After reviewing this information, we may or may not raise
additional
comments.

      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.

Preliminary Proxy
Summary Term Sheet or Q&A
1. Noting the revised discloses regarding the financial interests
of
Directors and executive officers, revise to either add a Q&A or
add
disclosure to the Summary section and briefly disclose therein the
amounts to be paid to Directors and Executive Officers under
employment agreements, non-compete and non-solicitation agreements
and conversion of stock options. In addition, disclose that a new
severance pay plan and retention pay plan were adopted in October
2006 and may also result in additional benefits for Directors and
Executive Officers.

Financial Interests of Directors and Executive Officers ..., page
26
1. Revise the disclosures for the Employment Agreement of Mr.
Rosenbaum to disclose the gross up amount or indicate there is
none.
2. With regard to the revised disclosures under "Conversion of
Stock
Options", supplementally provide the staff with the number of
options
and dollar value under the Agreement, for options that would not
have
been vested before January 31, 2007.

Closing Comments

      As appropriate, please amend your filing 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 amendment to expedite our review.  Please furnish a cover
letter
with your amendment 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 amendment and responses to our
comments.

	 We urge all persons who are responsible for the accuracy and
adequacy of the disclosure in the filing to be certain that the
filing includes all information required under the Securities
Exchange Act of 1934 and that they have provided all information
investors require for an informed investment 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.

	In connection with responding to our comments, please
provide,
in writing, a statement from the company acknowledging that:

* the company is responsible for the adequacy and accuracy of the
disclosure in the filing;

* staff comments or changes to disclosure in response to staff
comments do not foreclose the Commission from taking any action
with
respect to the filing; and

* 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.

      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 our review of your filing or in
response to our comments on your filing.
	Any questions regarding the comments may be directed to
Michael
Clampitt at (202) 551-3434 or to me at (202) 551-3419.

						Sincerely,


						Christian Windsor
						Special Counsel
						Financial Services Group



CC:	Via U.S. Mail and Fax: (202) 362-2902
	Edward A. Quint, Esq.
	Luse Gorman Pomerank & Schick, P.C.
	5335 Wisconsin Avenue, NW
	Washington, DC 20015
Mr. Aubrey L. Dunn Jr.
First Federal Banc of the Southwest, Inc.
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