May 24, 2019

Leslie J. Stretch
Chief Executive Officer
Medallia, Inc.
575 Market Street, Suite 1850
San Francisco, California 94105

       Re: Medallia, Inc.
           Amendment No 1 to Draft Registration Statement on Form S-1
           Submitted May 16, 2019
           CIK No. 0001540184

Dear Mr. Stretch:

      We have reviewed your amended draft registration statement and have the
following
comments. In some of our comments, we may ask you to provide us with
information so we
may better understand your disclosure.

       Please respond to this letter by providing the requested information and
either submitting
an amended draft registration statement or publicly filing your registration
statement on
EDGAR. If you do not believe our comments apply to your facts and circumstances
or do not
believe an amendment is appropriate, please tell us why in your response.

      After reviewing the information you provide in response to these comments
and your
amended draft registration statement or filed registration statement, we may
have additional
comments. References to prior comments are to those in our letter dated May 2,
2019.

Amendment No. 1 to Draft Registration Statement

Prospectus Summary
Overview, page 1

1.     We note your response to prior comment 1. Please explain further to us
your statement
       that you have "pioneered the automation of the Net Promoter System at
scale." To the
       extent your platform is not solely reliant on the Net Promoter System
(NPS), please revise
       to ensure that you provide a clear and balanced discussion of how NPS
impacts your
       business and platform. In this regard, it appears that in addition to
the Net Promoter Score,
       your platform also analyzes numerous other forms of data.
2.     We note your revised disclosures in response to prior comment 3. Please
revise further to
       explain how you define mobile daily active users for purposes of your
calculation, and
 Leslie J. Stretch
FirstNameInc.
Medallia, LastNameLeslie J. Stretch
Comapany NameMedallia, Inc.
May 24, 2019
May 24, 2019 Page 2
Page 2
FirstName LastName
         clarify how a user that logs into both the Mobile 2 and Mobile 3
applications or logs in
         multiple times during any given day from different mobile devices, is
counted. Also, tell
         us the date of measurement for the 48% currently disclosed and provide
comparable data
         for other periods presented.
Management's Discussion and Analysis of Financial Condition and Results of
Operations
Overview, page 68

3.       We note your response to prior comment 9. Please revise to include
your description of
         what constitutes a large and mid-sized business. In this regard, your
reference to large
         enterprise customers here could potentially be confused with your
disclosure of the
         number of Fortune Global 100 customers in the same paragraph.
4.       We note your revised disclosures in response to prior comment 8.
Please revise to
         provide the actual percentage of dollar-based net revenue retention
for each period
         presented and discuss any significant fluctuations in such rates.
Key Factors Affecting Our Performance, page 70

5.       Please refer to our prior comment 11. If each subsidiary that is
separately invoiced is
         making its own independent decision to purchase the company's products
and services,
         explain further why you consider all subsidiaries of a parent company
together when
         calculating your dollar-based net revenue retention rate. In this
regard, us how that
         represents a land and expand strategy for each entity you consider to
be a customer and
         why you believe this method of calculation best represents your land
and expand strategy.
         Further, tell us what the dollar- based net revenue retention rate
would be if you
         considered each invoiced entity separately for the purpose of this
calculation and tell us
         what your customer count would be if your calculations were based on
parent company
         information.
Business
Category-Defining Experience Management Platform, page 97

6.       In response to prior comment 16, you revised the disclosure to note
that "experiences,"
         "digital visits," and "social reviews" are separate measures captured
by your platform.
         Please further revise to explain how you define each of these
measures. For example,
         explain how you distinguish between "experiences" and "digital
visits."
Note 9. Equity Incentive Plans, page F-23

7.       You state in your response to prior comment 21 that in fiscal 2019,
the probability of an
         IPO was between 10-15% and increased to 85-90% by March 2019. Please
provide
         additional information regarding the factors that contributed to the
significant increase in
         fair value between the November 2018 and March 2019 grants. Also, tell
us what IPO
         probability was used in the November 2018 valuation and explain how
the hiring of new
 Leslie J. Stretch
Medallia, Inc.
May 24, 2019
Page 3
         executive management and commencement of the IPO readiness process
during such
         period factored into such assumption.
        You may contact Rebekah Lindsey, Staff Accountant, at (202) 551-3303 or
Kathleen
Collins, Accounting Branch Chief, at (202) 551-3499 if you have questions
regarding comments
on the financial statements and related matters. Please contact Matthew
Crispino, Staff Attorney,
at(202) 551-3456 or Barbara C. Jacobs, Assistant Director, at (202) 551-3735
with any other
questions.



                                                            Sincerely,
FirstName LastNameLeslie J. Stretch
                                                            Division of
Corporation Finance
Comapany NameMedallia, Inc.
                                                            Office of
Information Technologies
May 24, 2019 Page 3                                         and Services
FirstName LastName