SecProbe.io

December 30, 2011
 Via E-mail

Donald Gaiter Acting Chief Financial Officer; Chie f of Acquisitions and Strategy
NBH Holdings Corp. 101 Federal Street, 19th Floor Boston, MA 02110
Re: NBH Holdings Corp.
  Amendment No. 1 to Registra tion Statement on Form S-1
Filed December 23, 2011
  File No. 333-177971

Dear Mr. Gaiter:
 We have reviewed your amended registra tion 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 amending your registration statement and providing the
requested information.  Where you do not beli eve 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 any amendment to your re gistration statement and the information you
provide in response to these comments , we may have additional comments.
 General

1. Please refer to your response to comment 2 of our December 9, 2011 letter and tell us
when you intend to file the Statement of A ssets Acquired and Liab ilities Assumed of
Community Banks of Colorado.

Prospectus Summary
 Our Competitive Strengths, page 6

2. We note that the company’s strategy is to create long-term stockholder value through the
acquisition and operation of community banking franchises and that you state on page 59
that stock-based compensation expense will continue to be a significant recurring

Donald Gaiter NBH Holdings Corp. December 30, 2011 Page 2

 expense. Therefore, please revise your discussion of Non-GAAP financial measures
throughout the document to explain why, in vi ew of your long-term plans, excluding
these charges provides a measur e that accurately reflects management’s intended plan of
operations.

Management’s Discussion and Analysis of Fi nancial Condition and Results of Operations

 Financial Condition

 Non-performing Assets, page 76

3. Please revise the percentage of total non-perf orming covered loans to total covered loans
of 13.31% at September 30, 2011 to reflect the in formation presented.  It appears the ratio
is not correctly calculated.

Past Due Loans, page 77

4. Please revise the percentage of total past  due and nonaccrual loans non-covered to total
non-covered loans of 7% and the percentage  of total past due and nonaccrual loans
covered to total covered loans of 7% at September 30, 2011 to reflect the information
presented.  It appears the rati o is not correctly calculated.

Allowance for Loan Losses, page 80

5. Please revise the ratio of the allowance for loan losses to total non-performing loans at
period end of 30.25% and the ratio of the a llowance for loan losses to non-performing,
non-covered loans at period end of 19.40% included in the tabul ar presentation to reflect
the information presented.  It appears the ratio is not correctly calculated.

We urge all persons who are responsible for th e accuracy and adequacy of the disclosure
in the filing to be certain that the filing incl udes the information the Securities Act of 1933 and
all applicable Securities Act rules require.  Since the company and its management are in
possession of all facts relating to a company’s disc losure, they are responsible for the accuracy
and adequacy of the disclosures they have made.

Donald Gaiter NBH Holdings Corp. December 30, 2011 Page 3

 You may contact Christina Harl ey at (202) 551-3695 or Paul  Cline at (202) 551-3851 if
you have questions regarding comments on the fina ncial statements and related matters.  Please
contact Erin Purnell at (202)  551-3454 or me at (202) 551-343 4 with any other questions.

Sincerely,
   /s/ Kathryn McHale
Kathryn McHale Senior Staff Attorney
 cc. Via E-mail

 David E. Shapiro, Esq.  Wachtell, Lipton, Rosen & Katz