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SEC Company Response from MID PENN BANCORP INC (MPB) (CIK 0000879635) (MPB) — Jun 15, 2018

MID PENN BANCORP INC (MPB) (CIK 0000879635)
Date: June 15, 2018 · CIK: 0000879635 · Accession: 0001193125-18-193791

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File numbers found in text: 333-225304

Date
May 31, 2018
Author
Rory G. Ritrievi
Form
CORRESP
Company
MID PENN BANCORP INC (MPB) (CIK 0000879635)

Letter

VIA EDGAR Division of Corporation Finance Attention: David Lin, Staff Attorney Washington, D.C. Re: Mid Penn Bancorp, Inc. Registration Statement on Form S-4 filed on May 31, 2018, as amended File No. 333-225304

Dear Mr. Lin:

Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, Mid Penn Bancorp, Inc. (the “Company”), hereby requests that the effective date of the Company’s above-referenced Registration Statement on Form S-4 be accelerated by the U.S. Securities and Exchange Commission (the “Commission”) so that the Registration Statement will become effective on Tuesday, June 19, 2018 at 3:00 p.m., or as soon as practicable thereafter.

The Company understands 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.

Thank you for your attention to this matter. Please contact Kenneth J. Rollins, of Pillar Aught LLC, at (717) 308-9633 with any questions you may have concerning this request. In addition, please notify Mr. Rollins by telephone when this request for acceleration has been granted.

Very truly yours,
MID PENN BANCORP, INC.

Show Raw Text
CORRESP
1
filename1.htm

Acceleration Request

 MID PENN BANCORP, INC.

349 Union Street

Millersburg, Pennsylvania 17061

 June 15,
2018

 VIA EDGAR

 Division of Corporation
Finance

 Attention: David Lin, Staff Attorney

 U.S. Securities
and Exchange Commission

 100 F. Street, N.E.

 Washington, D.C.
20549

Re:
Mid Penn Bancorp, Inc.

 Registration Statement
on Form S-4 filed on May 31, 2018, as amended

 File No. 333-225304

 Dear Mr. Lin:

Pursuant to Rule 461 promulgated under the Securities Act of 1933, as amended, Mid Penn Bancorp, Inc. (the “Company”), hereby
requests that the effective date of the Company’s above-referenced Registration Statement on Form S-4 be accelerated by the U.S. Securities and Exchange Commission (the “Commission”)
so that the Registration Statement will become effective on Tuesday, June 19, 2018 at 3:00 p.m., or as soon as practicable thereafter.

The Company understands 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.

 Thank you for your attention to this matter. Please contact Kenneth J. Rollins, of Pillar
Aught LLC, at (717) 308-9633 with any questions you may have concerning this request. In addition, please notify Mr. Rollins by telephone when this request for acceleration has been granted.

 Very truly yours,

 MID PENN BANCORP, INC.

By:

/s/ Rory G. Ritrievi

Name:

Rory G. Ritrievi

Title:

President and Chief Executive Officer

cc.
Kenneth J. Rollins, Esq.

 David W. Swartz, Esq.