ConnectOne Bancorp, Inc. — Capital/Financing Update 2017

Nov 29, 2017

CORRESP 1 filename1.htm

November 29, 2017

VIA EDGAR

United States Securities and Exchange Commission Division of Corporation Finance 100 F Street, N.E. Washington, DC 20549

Re:
Registration Statement on Form S-3 (File No. 333-221705)
Request for Acceleration of
Effectiveness

Dear Ladies and Gentlemen:

In accordance with Rule 461 of the general Rules and Regulations under the Securities Act of 1933, as amended, and in connection with the offering described in the Prospectus contained in the above-captioned Registration Statement, ConnectOne Bancorp, Inc. (the “Company”) hereby requests that the above-captioned Registration Statement be declared effective at 4:00 p.m. Eastern Standard Time on Monday, December 4, 2017 or as soon thereafter as practicable.

In making the foregoing request, we hereby acknowledge that:

| ● | Should the 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 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. |

In addition, the Company represents that it will comply with such provisions of the Securities Act of 1933 and the Securities Exchange Act of 1934 as may apply to it for this offering.

| Very
truly yours, | |
| --- | --- |
| ConnectOne Bancorp, Inc. | |
| By: | /s/ William S. Burns |
| | Name: William S. Burns |
| | Title: EVP and Chief Financial
Officer |