TEXT-EXTRACT 2 filename2.txt September 11, 2019 Lawrence D. McGovern Chief Financial Officer HERITAGE COMMERCE CORP 150 Almaden Boulevard San Jose, California 95113 Re: HERITAGE COMMERCE CORP Registration Statement on Form S-3 File No.333-233667 Filed September 9, 2019 Dear Mr. McGovern: This is to advise you that we have not reviewed and will not review your registration statement. Please refer to Rules 460 and 461 regarding requests for acceleration. We remind you that the company and its management are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. Please contact Jessica Livingston at 202-551-3448 with any questions. Sincerely, Division of Corporation Finance Office of Financial Services