VIA EDGAR
September 20, 2021
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, NE
Washington, D.C. 20549
Attention: Eric Envall, Esq.
Re: | Farmers National Banc Corp. |
Registration Statement on Form S-4
Filed August 13, 2021,
as Amended on September 20, 2021
File No. 333-258811
Dear Mr. Envall:
Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended (the Securities Act), Farmers National Banc Corp. (the Registrant) hereby requests that the effectiveness pursuant to the Securities Act of its Registration Statement on Form S-4 filed with the Securities and Exchange Commission on August 13, 2021, as amended on September 20, 2021 (the Registration Statement), be accelerated to 4:30 p.m., Eastern Time, on September 22, 2021, or as soon as practicable thereafter. In connection with the foregoing request for acceleration of effectiveness, the Registrant hereby acknowledges the following:
| Should the U.S. Securities and Exchange Commission (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 Registrant from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and |
| The Registrant may not assert staff comments or 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. |
Please contact J. Bret Treier of Vorys, Sater, Seymour and Pease LLP at (330) 208-1015 or jbtreier@vorys.com with any questions you may have concerning this request. In addition, please notify Mr. Treier when this request for acceleration has been granted.
Sincerely, |
/s/ Kevin J. Helmick |
Kevin J. Helmick, President and Chief Executive Officer |
cc: J. Bret Treier, Esq., Vorys, Sater, Seymour and Pease LLP