0001193125-16-716892.txt : 20161024 0001193125-16-716892.hdr.sgml : 20161024 20160922142155 ACCESSION NUMBER: 0001193125-16-716892 CONFORMED SUBMISSION TYPE: CORRESP PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20160922 FILER: COMPANY DATA: COMPANY CONFORMED NAME: MIDDLEFIELD BANC CORP CENTRAL INDEX KEY: 0000836147 STANDARD INDUSTRIAL CLASSIFICATION: STATE COMMERCIAL BANKS [6022] IRS NUMBER: 341585111 STATE OF INCORPORATION: OH FILING VALUES: FORM TYPE: CORRESP BUSINESS ADDRESS: STREET 1: 15985 E HIGH ST STREET 2: P O BOX 35 CITY: MIDDLEFILED STATE: OH ZIP: 44062-9263 BUSINESS PHONE: 4406321666 MAIL ADDRESS: STREET 1: 15985 EAST HIGH STREET STREET 2: P O BOX 35 CITY: MIDDLEFIELD STATE: OH ZIP: 44062-9263 CORRESP 1 filename1.htm Acceleration

Middlefield Banc Corp.

15985 East High Street

Middlefield, Ohio 44062-0035

September 22, 2016

Mr. Dietrich A. King

Assistant Director, Office of Financial Services

Division of Corporation Finance

Securities and Exchange Commission

100 F Street, N.E.

Washington, D.C. 20549

 

  Re: Middlefield Banc Corp.
     Registration Statement on Form S-3, File No. 333-213607

Dear Mr. King:

Middlefield Banc Corp. hereby requests acceleration of the effective date of its Registration Statement on Form S-3 (File No. 333-213607) to 5:00 p.m., Eastern Time, on Friday, September 23, 2016 or as soon thereafter as possible.

Middlefield Banc Corp. acknowledges its responsibilities under the Securities Act of 1933 and the Securities Exchange Act of 1934 regarding the public offering of the securities specified in Registration Statement No. 333-213607. In addition, Middlefield Banc Corp. acknowledges 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.

Please call Francis X. Grady of Grady & Associates, counsel to Middlefield Banc Corp., at (440) 356-7255 as soon as the Registration Statement is declared effective.

 

Sincerely,

/s/ James R. Heslop, II

James R. Heslop, II
Executive Vice President and Chief
Operating Officer