SecProbe.io

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 August 12, 2025

Randall M. Chesler
Chief Executive Officer
Glacier Bancorp, Inc.
49 Commons Loop
Kalispell, MT 59901

 Re: Glacier Bancorp, Inc.
 Registration Statement on Form S-4
 Filed August 1, 2025
 File No. 333-289156
Dear Randall M. Chesler:

 This is to advise you that we have not reviewed and will not review your
registration
statement.

 Please refer to Rules 460 and 461 regarding requests for acceleration.
We remind you
that the company and its management are responsible for the accuracy and
adequacy of their
disclosures, notwithstanding any review, comments, action or absence of action
by the staff.

 Please contact Robert Arzonetti at 202-551-8819 with any questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Finance
cc: David Post
</TEXT>
</DOCUMENT>

CORRESP
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 filename1.htm

 CORRESP

 GLACIER BANCORP, INC.
 August 12, 2025 VIA EDGAR
 Division of Corporation Finance United States Securities and
Exchange Commission 100 F Street, NE Washington, DC 20549
 Attention: Robert Arzonetti

 Re:
 Glacier Bancorp, Inc.

  
 Registration Statement on Form S-4

  
 File No. 333-289156

  
 Request for Acceleration
 Ladies and Gentlemen: In accordance with Rule
461 under the Securities Act of 1933, as amended, Glacier Bancorp, Inc. (the “Company”) hereby respectfully requests acceleration of the effectiveness of the Company’s Registration Statement on Form S-4 filed on August 1, 2025
(File No. 333-289156), as amended by Form S-4/A filed on August 12, 2025 (the “Registration Statement”), so that the Registration Statement shall become effective at 4:30 p.m. Eastern Time on August 14, 2025, or as
soon as possible thereafter. We would appreciate notification by telephone of the effective date of the Registration Statement and
confirmation of such effectiveness in writing. If you should have any questions about the foregoing request, please contact our counsel,
Mr. David G. Post of Miller Nash LLP at (503) 224-5858, or the undersigned at (406) 751-4722. Thank you for your cooperation in this matter.

 Very truly yours,
 GLACIER BANCORP, INC.

 By:

 /s/ Randall M. Chesler

 Randall M. Chesler President and Chief
Executive Officer
 cc: David G. Post, Miller Nash LLP

CORRESP
 1
 filename1.htm

 CORRESP

 GLACIER BANCORP, INC.
 March 14, 2025 VIA EDGAR
 Division of Corporation Finance United States Securities and
Exchange Commission 100 F Street, NE Washington, DC 20549
 Attention: Robert Arzonetti

 Re:
 Glacier Bancorp, Inc.

  
 Registration Statement on Form S-4

  
 File No. 333-285388

  
 Request for Acceleration
 Ladies and Gentlemen: In accordance with Rule
461 under the Securities Act of 1933, as amended, Glacier Bancorp, Inc. (the “Company”) hereby respectfully requests acceleration of the effectiveness of the Company’s Registration Statement on Form
 S-4 filed on February 27, 2025 (File No. 333-2385388), as amended by Form S-4/A filed on March 14, 2025 (the
“Registration Statement”), so that the Registration Statement shall become effective at 5:00 p.m. Eastern Time on March 14, 2025, or as soon as possible thereafter.
 We would appreciate notification by telephone of the effective date of the Registration Statement and confirmation of such effectiveness in
writing. If you should have any questions about the foregoing request, please contact our counsel, Mr. David G. Post of Miller
Nash LLP at (503) 224-5858, or the undersigned at (406) 751-4722. Thank you for your cooperation in this matter.

 Very truly yours,

 GLACIER BANCORP, INC.

 By:

 /s/ Randall M. Chesler

 Randall M. Chesler

 President and Chief Executive Officer
 cc: David G. Post, Miller Nash LLP

March 7, 2025
Randall M. Chesler
President and CEO
Glacier Bancorp, Inc.
49 Commons Loop
Kalispell, MT 59901
Re:Glacier Bancorp, Inc.
Registration Statement on Form S-4
Filed February 28, 2025
File No. 333-285388
Dear Randall M. Chesler:
            This is to advise you that we have not reviewed and will not review your registration
statement.
            Please refer to Rules 460 and 461 regarding requests for acceleration. We remind you
that the company and its management are responsible for the accuracy and adequacy of their
disclosures, notwithstanding any review, comments, action or absence of action by the staff.
            Please contact Robert Arzonetti at 202-551-8819 with any questions.
Sincerely,
Division of Corporation Finance
Office of Finance
cc:David G. Post

United States securities and exchange commission logo
May 24, 2024
Ron J. Copher
Executive Vice President and CFO
Glacier Bancorp, Inc.
49 Commons Loop
Kalispell, MT 59901
Re:Glacier Bancorp, Inc.
Form 10-K for Fiscal Year Ended December 31, 2023
File No. 001-41170
Dear Ron J. Copher:
            We have completed our review of your filing. We remind you that the company and its
management are responsible for the accuracy and adequacy of their disclosures, notwithstanding
any review, comments, action or absence of action by the staff.
Sincerely,
Division of Corporation Finance
Office of Finance

CORRESP
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CORRESP

 GLACIER BANCORP, INC.

May 13, 2024

 Via EDGAR

Office of Finance

 Division of Corporation Finance

United States Securities and Exchange Commission

 Washington,
D.C. 20549

Re:
 Glacier Bancorp, Inc.

File No. 001-41170

Ladies and Gentlemen:

 This letter is submitted
in response to the comments contained in the letter dated April 12, 2024, from the Office of Finance of the Division of Corporation Finance (the “Staff”) of the Securities and Exchange Commission (the “SEC”) to Ron Copher,
Executive Vice President and CFO of Glacier Bancorp, Inc. (the “Company”), regarding the Company’s Form 10-K for the Fiscal Year Ended December 31, 2023 filed on February 23, 2024 (the
“Form 10-K”).

 Due to the fact that the Company had not received the letter dated
April 12, 2024 until May 1, 2024, during an oral discussion between Ron Copher, Angela Dose, Chief Accounting Officer of the Company, and Victor Cecco, SEC Staff Accountant, the time for responding to the letter was extended to
May 15, 2024, ten business days after the Company received the letter.

 For convenience and ease of review, we have reprinted below
the text of each comment in your correspondence, followed by the Company’s response.

 Form 10-K for the
Fiscal Year Ended December 31, 2023

 Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations;
Lending Activity, page 36

1.
 We note from your tabular disclosure that commercial real estate (“CRE”) loans increased
$506 million, or 5% during the fiscal year ended December 31, 2023 and represents a significant portion of your total loan portfolio. We also note disclosure on page 16 that your loan portfolio contains a
significant number of CRE loans with relatively large balances and the deterioration of one or more of these loans may cause a significant increase in non-performing loans and could result in a loss from
earnings, an increase in the provision for credit losses, or an increase in charge-offs, which could have a material adverse impact on your business. Please revise, in future filings, to further disaggregate the composition of our CRE loan portfolio
to address geographic

 United States Securities and Exchange Commission

 Page
 2
 of 2

and other concentrations to the extent material to an investor’s understanding of your CRE loan portfolio. In this regard, provide quantitative and qualitative disclosure regarding
current weighted average and/or range of loan-to-value ratios and occupancy rates and disclose the extent of your exposure by borrower type, such as office, retail,
hotel and multifamily.

 Company Response: The Company acknowledges the Staff’s comment and confirms that it
will

 revise its disclosures in future filings as requested, including to disaggregate the composition of

its CRE loan portfolio to address geographic and other concentrations and to provide the other

requested disclosures.

2.
 Additionally, we note your disclosure on page 16 that federal bank regulators have highlighted the increased
risk associated with CRE loans, including with respect to the higher vulnerability of these credits to pressure as interest rates remain elevated and market conditions in many large metropolitan areas continue to show signs of stress. Please revise
to clarify the specific risk management policies, procedures, or other actions undertaken by management in response to the current environment.

Company Response: The Company acknowledges the Staff’s comment and confirms that it will revise its disclosures in future filings as
requested, including discussion of specific risk management policies, procedures and other actions undertaken by management in response to the current CRE environment.

Sincerely,

GLACIER BANCORP, INC.

 /s/ Ron J. Copher

Ron J. Copher

Executive Vice President and

Chief Financial Officer

 cc: David G. Post, Miller Nash LLP

United States securities and exchange commission logo
April 12, 2024
Ron J. Copher
Executive Vice President and CFO
Glacier Bancorp, Inc.
49 Commons Loop
Kalispell, MT 59901
Re:Glacier Bancorp, Inc.
Form 10-K for Fiscal Year Ended December 31, 2023
File No. 001-41170
Dear Ron J. Copher:
            We have limited our review of your filing to the financial statements and related
disclosures and have the following comments.
            Please respond to this letter within ten business days by providing the requested
information or advise us as soon as possible when you will respond. If you do not believe a
comment applies to your facts and circumstances, please tell us why in your response.
            After reviewing your response to this letter, we may have additional comments.
Form 10-K for Fiscal Year Ended December 31, 2023
Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations
Lending Activity, page 36
1.We note from your tabular disclosure that commercial real estate (“CRE”) loans increased
$506 million, or 5% during fiscal year ended December 31, 2023 and represents a
significant portion of your total loan portfolio. We also note disclosure on page 16 that
your loan portfolio contains a significant number of CRE loans with relatively large
balances and the deterioration of one or more of these loans may cause a significant
increase in non-performing loans and could result in a loss from earnings, an increase in
the provision for credit losses, or an increase in charge-offs, which could have a material
adverse impact on your business. Please revise, in future filings, to further disaggregate
the composition of your CRE loan portfolio to address geographic and other
concentrations to the extent material to an investor’s understanding of your CRE loan
portfolio. In this regard, provide quantitative and qualitative disclosure regarding current
weighted average and/or range of loan-to-value ratios and occupancy rates and disclose
the extent of your exposure by borrower type, such as office, retail, hotel and multifamily.

 FirstName LastNameRon J. Copher
 Comapany NameGlacier Bancorp, Inc.
 April 12, 2024 Page 2
 FirstName LastName
Ron J. Copher
Glacier Bancorp, Inc.
April 12, 2024
Page 2
2.Additionally, we note your disclosure on page 16 that federal bank regulators have
highlighted the increased risk associated with CRE loans, including with respect to the
higher vulnerability of these credits to pressure as interest rates remain elevated and
market conditions in many large metropolitan areas continue to show signs of stress.
Please revise to clarify the specific risk management policies, procedures or other actions
undertaken by management in response to the current environment.
            In closing, we remind you that the company and its management are responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or
absence of action by the staff.
            Please contact Victor Cecco at 202-551-2064 or John Spitz at 202-551-3484 with any
questions.
Sincerely,
Division of Corporation Finance
Office of Finance

CORRESP
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CORRESP

 GLACIER BANCORP, INC.

September 28, 2023

 VIA EDGAR

Division of Corporation Finance

 United States Securities and
Exchange Commission

 100 F Street, NE

 Washington, DC 20549

 Attention: John Stickel

Re:
 Glacier Bancorp, Inc.

Registration Statement on Form S-4

File No. 333-274515

Request for Acceleration

 Ladies and
Gentlemen:

 By letter dated September 27, 2003, and in accordance with Rule 461 under the Securities Act of 1933, as amended, we
requested acceleration of the effectiveness of Glacier Bancorp, Inc.’s Registration Statement on Form S-4 filed on September 14, 2023 (File
No. 333-274515), as amended on September 27, 2023 (the “Registration Statement”), so that the Registration Statement would become effective at 5:00 p.m. Eastern Time on
October 2, 2023, or as soon as possible thereafter. Following up on the call between the staff and our counsel, this letter updates our prior acceleration request to request that the Registration Statement become effective at
5:00 p.m. Eastern Time on September 29, 2023, or as soon as possible thereafter.

We would appreciate notification of the effective date of the Registration Statement.

If you have any questions about the foregoing request, please contact our counsel, David Post of Miller Nash LLP, at (503) 224-5858, or the undersigned at (406) 751-4722. Thank you for your assistance with this matter.

Very truly yours,

GLACIER BANCORP, INC.

By:

 /s/ Randall M. Chesler

Randall M. Chesler

President and Chief Executive Officer

 cc: David G. Post, Miller Nash LLP

CORRESP
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CORRESP

 GLACIER BANCORP, INC.

September 27, 2023

 VIA EDGAR

Division of Corporation Finance

 United States Securities and
Exchange Commission

 100 F Street, NE

 Washington, DC 20549

 Attention: John Stickel

Re:
 Glacier Bancorp, Inc.

Registration Statement on Form S-4

File No. 333-274515

Request for Acceleration

 Ladies and
Gentlemen:

 In accordance with Rule 461 under the Securities Act of 1933, as amended, Glacier Bancorp, Inc. (the “Company”)
hereby respectfully requests acceleration of the effectiveness of the Company’s Registration Statement on Form S-4 filed on September 14, 2023 (File
No. 333-274515) as amended on September 27, 2023 (the “Registration Statement”) so that the Registration Statement shall become effective at 5:00 p.m. Eastern Time on
October 2, 2023, or as soon as possible thereafter.

 We would appreciate notification by telephone of the effective
date of the Registration Statement and confirmation of such effectiveness in writing.

 If you should have any questions about the
foregoing request, please contact our counsel, Mr. David G. Post of Miller Nash LLP at (503) 224-5858, or the undersigned at (406) 751-4722. Thank you for your
cooperation in this matter.

Very truly yours,

GLACIER BANCORP, INC.

By:

 /s/ Randall M. Chesler

Randall M. Chesler

President and Chief Executive Officer

 cc: David G. Post, Miller Nash LLP

United States securities and exchange commission logo
September 25, 2023
Randall Chesler
President and Chief Executive Officer
Glacier Bancorp, Inc.
49 Commons Loop
Kalispell, Montana 59901
Re:Glacier Bancorp, Inc.
Registration Statement on Form S-4
Filed September 14, 2023
File No. 333-274515
Dear Randall Chesler:
            This is to advise you that we have not reviewed and will not review your registration
statement.
            Please refer to Rules 460 and 461 regarding requests for acceleration.  We remind you
that the company and its management are responsible for the accuracy and adequacy of their
disclosures, notwithstanding any review, comments, action or absence of action by the staff.
            Please contact John Stickel at 202-551-3324 with any questions.
Sincerely,
Division of Corporation Finance
Office of Finance

CORRESP
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CORRESP

 GLACIER BANCORP, INC.

July 16, 2021

 VIA EDGAR

Division of Corporation Finance

 United States Securities and
Exchange Commission

 100 F Street, NE

 Washington, DC 20549

 Attention: John Stickel

Re:
 Glacier Bancorp, Inc.

Registration Statement on Form S-4

File No. 333-257662

Request for Acceleration

 Ladies and
Gentlemen:

 In accordance with Rule 461 under the Securities Act of 1933, as amended, Glacier Bancorp, Inc. (the “Company”)
hereby respectfully requests acceleration of the effectiveness of the Company’s Registration Statement on Form S-4 filed on July 2, 2021 (File
No. 333-257662) as amended on July 16, 2021 (the “Registration Statement”) so that the Registration Statement shall become effective at 5:00 p.m. Eastern Time on
July 20, 2021, or as soon as possible thereafter.

 We would appreciate notification by telephone of the effective
date of the Registration Statement and confirmation of such effectiveness in writing.

 If you should have any questions about the
foregoing request, please contact our counsel, Mr. Stephen M. Klein of Miller Nash LLP at (206) 618-5335, or the undersigned at (406) 751-4722. Thank you
for your cooperation in this matter.

Very truly yours,

GLACIER BANCORP, INC.

By:

 /s/ Randall M. Chesler

Randall M. Chesler

President and Chief Executive Officer

 cc: Stephen M. Klein, Miller Nash LLP

United States securities and exchange commission logo
July 12, 2021
Randall M. Chesler
President and Chief Executive Officer
Glacier Bancorp, Inc.
49 Commons Loop
Kalispell, MT 59901
Re:Glacier Bancorp, Inc.
Registration Statement on Form S-4
Filed July 2, 2021
File No. 333-257662
Dear Mr. Chesler:
            This is to advise you that we have not reviewed and will not review your registration
statement.
            Please refer to Rules 460 and 461 regarding requests for acceleration.  We remind you
that the company and its management are responsible for the accuracy and adequacy of their
disclosures, notwithstanding any review, comments, action or absence of action by the staff.
            Please contact John Stickel at 202-551-3324 with any questions.
Sincerely,
Division of Corporation Finance
Office of Finance

CORRESP
1
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CORRESP

 GLACIER BANCORP, INC.

October 11, 2019

 VIA EDGAR

Division of Corporation Finance

 United States Securities and
Exchange Commission

 100 F Street, NE

 Washington, DC 20549

 Attention: Sonia Bednarowski

Re:
 Glacier Bancorp, Inc.

Registration Statement on Form S-4

File No. 333-234110

Request for Acceleration

 Ladies and
Gentlemen:

 In accordance with Rule 461 under the Securities Act of 1933, as amended, Glacier Bancorp, Inc. (the “Company”)
hereby respectfully requests acceleration of the effectiveness of the Company’s Registration Statement on Form S-4 filed on October 4, 2019 (File
No. 333-234110) as amended on October 11, 2019 (the “Registration Statement”) so that the Registration Statement shall become effective at 5:00 p.m. Eastern Time on
October 16, 2019, or as soon as possible thereafter.

 We would appreciate notification by telephone of the
effective date of the Registration Statement and confirmation of such effectiveness in writing.

 If you should have any questions about
the foregoing request, please contact our counsel, Mr. Stephen M. Klein of Miller Nash Graham & Dunn LLP at (206) 618-5335, or the undersigned at (406)
751-4722. Thank you for your cooperation in this matter.

Very truly yours,

GLACIER BANCORP, INC.

By:

 /s/ Randall M. Chesler

Randall M. Chesler

President and Chief Executive Officer

 cc: Stephen M. Klein, Miller Nash Graham & Dunn LLP

October 10, 2019
Randall M. Chesler
Chief Executive Officer
Glacier Bancorp, Inc.
49 Commons Loop
Kalispell, Montana 59901
Re:Glacier Bancorp, Inc.
Registration Statement on Form S-4
Filed October 4, 2019
File No. 333-234110
Dear Mr. Chesler:
            This is to advise you that we have not reviewed and will not review your registration
statement.
            Please refer to Rules 460 and 461 regarding requests for acceleration.  We remind you
that the company and its management are responsible for the accuracy and adequacy of their
disclosures, notwithstanding any review, comments, action or absence of action by the staff.
            Please contact Sonia Bednarowski at 202-551-3666 with any questions.
Sincerely,
Division of Corporation Finance
Office of Finance

CORRESP
1
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CORRESP

 GLACIER BANCORP, INC.

May 31, 2019

 VIA EDGAR

Division of Corporation Finance

 United States Securities and
Exchange Commission

 100 F Street, NE

 Washington, DC 20549

 Attention: David Linn

Re:
 Glacier Bancorp, Inc.

Registration Statement on Form S-4

File No. 333-231241

Request for Acceleration

 Ladies and
Gentlemen:

 In accordance with Rule 461 under the Securities Act of 1933, as amended, Glacier Bancorp, Inc. (the “Company”)
hereby respectfully requests acceleration of the effectiveness of the Company’s Registration Statement on Form S-4 filed on May 6, 2019 (File
No. 333-231241) as amended on May 31, 2019 (the “Registration Statement”) so that the Registration Statement shall become effective at 5:00 p.m. Eastern Time on
June 4, 2019, or as soon as possible thereafter.

 We would appreciate notification by telephone of the effective
date of the Registration Statement and confirmation of such effectiveness in writing.

 If you should have any questions about the
foregoing request, please contact our counsel, Mr. Stephen M. Klein of Miller Nash Graham & Dunn LLP at (206) 618-5335, or the undersigned at (406)
751-4722. Thank you for your cooperation in this matter.

Very truly yours,

GLACIER BANCORP, INC.

By:

/s/ Randall M. Chesler

Randall M. Chesler

President and Chief Executive Officer

 cc: Stephen M. Klein, Miller Nash Graham & Dunn LLP

May 13, 2019
Randall M. Chesler
President and Chief Executive Officer
Glacier Bancorp, Inc.
49 Commons Loop
Kalispell, MT 59901
Re:Glacier Bancorp, Inc.
Registration Statement on Form S-4
Filed May 6, 2019
File No. 333-231241
Dear Mr. Chesler:
            This is to advise you that we have not reviewed and will not review your registration
statement.
            Please refer to Rules 460 and 461 regarding requests for acceleration.  We remind you
that the company and its management are responsible for the accuracy and adequacy of their
disclosures, notwithstanding any review, comments, action or absence of action by the staff.
            Please contact David Lin, Staff Attorney, at (202) 551-3552 with any questions.
Sincerely,
Division of Corporation Finance
Office of Financial Services

CORRESP
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Acceleration Request

 GLACIER BANCORP, INC.

March 13, 2019

 VIA EDGAR

Division of Corporation Finance

 United States Securities and
Exchange Commission

 100 F Street, NE

 Washington, DC 20549

 Attention: David Gessert

Re:
 Glacier Bancorp, Inc.

 Registration Statement on Form S-4

 File No. 333-229913

 Request for Acceleration

Ladies and Gentlemen:

 In accordance with Rule
461 under the Securities Act of 1933, as amended, Glacier Bancorp, Inc. (the “Company”) hereby respectfully requests acceleration of the effectiveness of the Company’s Registration Statement on Form
S-4 filed on February 27, 2019 (File No. 333-229913) as amended on March 13, 2019 (the “Registration Statement”) so that the Registration
Statement shall become effective at 5:00 p.m. Eastern Time on March 15, 2019, or as soon as possible thereafter.

We would appreciate notification by telephone of the effective date of the Registration Statement and confirmation of such effectiveness in
writing.

 If you should have any questions about the foregoing request, please contact our counsel, Mr. Stephen M. Klein of
Miller Nash Graham & Dunn LLP at (206) 618-5335, or the undersigned at (406) 751-4722. Thank you for your cooperation in this matter.

Very truly yours,

GLACIER BANCORP, INC.

By:

/s/ Randall M. Chesler

Randall M. Chesler

President and Chief Executive Officer

 cc: Stephen M. Klein, Miller Nash Graham & Dunn LLP

March 5, 2019
Randall M. Chesler
President and Chief Executive Officer
Glacier Bancorp, Inc.
49 Commons Loop
Kalispell, MT 59901
Re:Glacier Bancorp, Inc.
Registration Statement on Form S-4
Filed February 27, 2019
File No. 333-229913
Dear Mr. Chesler:
            This is to advise you that we have not reviewed and will not review your registration
statement.
            Please refer to Rules 460 and 461 regarding requests for acceleration.  We remind you
that the company and its management are responsible for the accuracy and adequacy of their
disclosures, notwithstanding any review, comments, action or absence of action by the staff.
            Please contact David Gessert at 202-551-2326 with any questions.
Sincerely,
Division of Corporation Finance
Office of Financial Services

CORRESP
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CORRESP

 GLACIER BANCORP, INC.

December 4, 2017

 VIA EDGAR

Division of Corporation Finance

 United States Securities and
Exchange Commission

 100 F Street, NE

 Washington, DC 20549

 Attention: Eric Envall, Staff Attorney

Re:
Glacier Bancorp, Inc.

 Registration Statement on Form S-4

File No. 333-221588

Request for Acceleration

 Ladies and
Gentlemen:

 In accordance with Rule 461 under the Securities Act of 1933, as amended, Glacier Bancorp, Inc. (the “Company”)
hereby respectfully requests acceleration of the effectiveness of the Company’s Registration Statement on Form S-4 filed on November 15, 2017 (File
No. 333-221588) as amended on December 4, 2017 (the “Registration Statement”) so that the Registration Statement shall become effective at 5:00 p.m. Eastern Time on
December 6, 2017, or as soon as possible thereafter.

 We would appreciate notification by telephone of the
effective date of the Registration Statement and confirmation of such effectiveness in writing.

 If you should have any questions about
the foregoing request, please contact our counsel, Mr. Stephen M. Klein of Miller Nash Graham & Dunn LLP at (206) 618-5335, or the undersigned at (406)
751-4722. Thank you for your cooperation in this matter.

Very truly yours,

GLACIER BANCORP, INC.

By:

 /s/ Randall M. Chesler

Randall M. Chesler

President and Chief Executive Officer

 cc: Stephen M. Klein, Miller Nash Graham & Dunn LLP

Mail Stop 4720
November 21, 2017

Via E -mail
Randall M. Chesler
President and Chief Executive Officer
Glacier Bancorp, Inc.
49 Commons Loop
Kalispell, MT 59901

Re: Glacier Bancorp, Inc.
  Registration Statement on Form S-4
Filed  November 15, 2017
  File No.  333-221588

Dear Mr. Chesler :

This is to advise you that we have not  reviewed and will not review your registration
statement .

Please refer to Rules 460 and 461 regarding requests for acceleration.  We remind you
that the company and its management are responsible for the accuracy and adequacy of their
disclosures, notwithstanding any review, comments, action or absence of action by the staff.

Please  contact Eric Envall , Staff Attorney,  at (202) 551 -3234  with any questions.

Sincerely,

 /s/ Era Anagnosti

 Era Anagnosti
Legal Branch Chief
Office of Financial Services

CORRESP
1
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CORRESP

 GLACIER BANCORP, INC.

August 17, 2017

 VIA EDGAR

Division of Corporation Finance

 United States Securities and
Exchange Commission

 100 F Street, NE

 Washington, DC 20549

 Attention:

David Lin, Staff Attorney

Re:

Glacier Bancorp, Inc.

Registration Statement on Form S-4

File No. 333–219659

Request for Acceleration

 Ladies and Gentlemen:

In accordance with Rule 461 under the Securities Act of 1933, as amended, Glacier Bancorp, Inc. (the “Company”) hereby
respectfully requests acceleration of the effectiveness of the Company’s Registration Statement on Form S-4 filed on August 3, 2017 (File
No. 333-219659) as amended on August 17, 2017 (the “Registration Statement”) so that the Registration Statement shall become effective at 5:00 p.m. Eastern Time on August 21,
2017, or as soon as possible thereafter.

 We would appreciate notification by telephone of the effective date of the Registration
Statement and confirmation of such effectiveness in writing.

 If you should have any questions about the foregoing request, please contact
our counsel, Mr. Stephen M. Klein of Miller Nash Graham & Dunn LLP at (206) 618-5335, or the undersigned at (406) 751-4722. Thank you for
your cooperation in this matter.

Very truly yours,

GLACIER BANCORP, INC.

By:

/s/ Randall M. Chesler

Randall M. Chesler

President and Chief Executive Officer

 cc: Stephen M. Klein, Miller Nash Graham & Dunn LLP

Mail Stop 4720

August 14, 2017

Randall M. Chesler
President and Chief Executive Officer
Glacier Bancorp , Inc.
49 Commons Loop
Kalispell, MT 59901

Re: Glacier Bancorp , Inc.
  Registration Statement on Form S -4
Filed August 3, 2017
  File No. 333 -219659

Dear Mr. Chesler :

This is to advise you that we have not reviewed and will not review your registration
statement .

Please refer to Rules 460 and 461 regarding requests for accelerat ion.  We remind you
that the company and its management are responsible for the accuracy and adequacy of their
disclosures, notwithstanding any review, comments, action or absence of action by the staff.

Please  contact me at (202) 551 -3552 with  any question s.

Sincerely,

/s/ David Lin

David Lin
Staff Attorney
Office of Financial Services

cc: Stephen  M. Klein, Esq.

CORRESP
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CORRESP

 GLACIER BANCORP, INC.

December 16, 2016

 VIA EDGAR

Division of Corporation Finance

 United States Securities and
Exchange Commission

 100 F Street, NE

 Washington, DC 20549

Attention:
Era Anagnosti

Re:
Glacier Bancorp, Inc.

Registration Statement on Form S-4; File No. 333–214970

Request for Acceleration

 Ladies and Gentlemen:

In accordance with Rule 461 under the Securities Act of 1933, I hereby request on behalf of Glacier Bancorp, Inc. (the “Company”)
that its Registration Statement on Form S-4 filed on December 8, 2016 (File No. 333-214970) as amended on December 16, 2016 (the “Registration Statement”) be made effective at 5:00 p.m. Eastern Daylight Time on
December 20, 2016, or as soon as possible thereafter.

 On behalf of the Company, I acknowledge 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 Registration Statement;

•

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 Registration Statement;

•

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; and

•

the Company is aware of its responsibilities under the Securities Act of 1933 and the Securities Exchange Act of 1934 as they relate to the proposed public offering of securities as specified in the Registration
Statement.

 We would appreciate it if you would notify us by telephone of the effective date of the Registration Statement
and would also confirm such advice in writing.

 If you should have any questions about the foregoing request, please do not hesitate to
contact our counsel, Mr. Stephen M. Klein of Miller Nash Graham & Dunn LLP at (206) 777-7506, or the undersigned at (406) 751-4701. Thank you for your cooperation in this matter.

Very truly yours,

By:

/s/ Michael J. Blodnick

Michael J. Blodnick

President and Chief Executive Officer

cc:
Stephen M. Klein, Miller Nash Graham & Dunn LLP

Mail Stop 4720

December 12, 2016

Via E -mail
Michael J. Blodnick
President and Chief Executive Officer
Glacier Bancorp, Inc.
49 Commons Loop
Kalispell, MT 59901

Re: Glacier Bancorp, Inc.
  Registration Statement on Form S-4
Filed  December 8, 2016
  File No.  333-214970

Dear Mr. Blodnick :

This is to advise you that we have not  reviewed and will not review your registration
statement .

Please refer to Rules 460 and 461 regarding requests for acceleration.  We remind you
that the company and its management are responsible for the accuracy and adequacy of their
disclosures, notwithstanding any review, comments, action or absence of action by the staff.

Please  contact Christopher Dunham, Staff Attorney, at (202) 551 -3783  with any
questions .

Sincerely,

 /s/ Era Anagnosti

Era Anagnosti
Legal Branch Chief
Office of Financial Services

cc: Stephen M. Klein, Esq.

CORRESP
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CORRESP

 GLACIER BANCORP, INC.

June 9, 2016

 VIA EDGAR

Division of Corporation Finance

 United States Securities and
Exchange Commission

 100 F Street, NE

 Washington, DC 20549

 Attention: Era Anagnosti

Re:
Glacier Bancorp, Inc.

Registration Statement on Form S-4; File No. 333–211678

Request for Acceleration

 Ladies and Gentlemen:

In accordance with Rule 461 under the Securities Act of 1933, I hereby request on behalf of Glacier Bancorp, Inc. (the “Company”)
that its Registration Statement on Form S-4 filed on May 27, 2016 (File No. 333-211678) as amended on June 9, 2016 (the “Registration Statement”) be made effective at 5:00 p.m. Eastern Daylight Time on June 10, 2016,
or as soon as possible thereafter.

 On behalf of the Company, I acknowledge 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 Registration Statement;

•

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 Registration Statement;

•

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; and

•

the Company is aware of its responsibilities under the Securities Act of 1933 and the Securities Exchange Act of 1934 as they relate to the proposed public offering of securities as specified in the Registration
Statement.

 United States Securities and Exchange Commission

 Page
 2

 We would appreciate it if you would notify us by telephone of the effective date of the
Registration Statement and would also confirm such advice in writing.

 If you should have any questions about the foregoing request,
please do not hesitate to contact our counsel, Mr. Stephen M. Klein of Miller Nash Graham & Dunn LLP at (206) 777-7506, or the undersigned at (406) 751-4701. Thank you for your cooperation in this matter.

 Very truly yours,

By:

/s/ Michael J. Blodnick

 Michael J. Blodnick

 President and Chief
Executive Officer

 cc: Stephen M. Klein, Miller Nash Graham & Dunn LLP

Mail Stop 4720

June 6, 2016

Via E -mail
Michael J. Blodnick
President and Chief Executive Officer
Glacier Bancorp, Inc.
49 Commons Loop
Kalispell, MT  59901

Re: Glacier Bancorp, Inc.
  Registration Statement on Form S -4
Filed May 27, 2016
  File No. 333-211678

Dear Mr. Blodnick :

This is to advise you that we have not  reviewed and will not review your registration
statement .

We urge all persons who are responsible for the accuracy and adequacy of the disclosure
in the filing to be certain that the filing includes the information the Securities Act of 193 3 and
all applicable Securities  Act rules require.   Since the company and its management are  in
possession of all facts relating to a company’s disclosure, they are responsible for the accuracy
and adequacy of the disclosures they have made.

In the event you request acceleration of the effective date of the pending regist ration
statement , please provide  a written statement from the company acknowledging 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 t o 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 effect iveness as a
defense in any proceeding initiated by the Commission or any person under the federal
securities laws of the United States.

Michael J. Blodnick
Glacier Bancorp, Inc.
June 6, 2016
Page 2

 Please refer to Rules 460 and 461 regarding requests for  acceleration .  We will consider a
written request for acceler ation of the effective date of the registration statement as confirmation
of the fact that those requesting acceleration are aware of their respective responsibilities under
the Securities Act of 1933 and the Securities Exchange Act of 1934 as they relate to the proposed
public offering of the registered securities .

Please  contact David Lin , Staff Attorney,  at (202) 551 -3552 with any question s.

Sincerely,

/s/ Era Anagnosti

Era Anagnosti
Legal Branch Chief
Office of Financial Services

cc: Bart E. Bartholdt, Esq.

CORRESP
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Acceleration Request

 GLACIER BANCORP, INC.

August 24, 2015

 VIA EDGAR

Division of Corporation Finance

 United States Securities and
Exchange Commission

 100 F Street, NE

 Washington, DC 20549

Attention:

Kathryn McHale

Re:

Glacier Bancorp, Inc.

Registration Statement on Form S-4; File No. 333–206372

Request for Acceleration

 Ladies and Gentlemen:

In accordance with Rule 461 under the Securities Act of 1933, I hereby request on behalf of Glacier Bancorp, Inc. (the “Company”)
that its Registration Statement on Form S-4 filed on August 14, 2015 (File No. 333-206372) as amended on August 24, 2015 (the “Registration Statement”) be made effective at 5:00 p.m. Eastern Daylight Time on
August 26, 2015, or as soon as possible thereafter.

 On behalf of the Company, I acknowledge 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 Registration Statement;

•

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 Registration Statement;

•

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; and

•

the Company is aware of its responsibilities under the Securities Act of 1933 and the Securities Exchange Act of 1934 as they relate to the proposed public offering of securities as specified in the Registration
Statement.

 United States Securities and Exchange Commission

Page 2

 We would appreciate it if you would notify us by telephone of the effective date of the
Registration Statement and would also confirm such advice in writing.

 If you should have any questions about the foregoing request,
please do not hesitate to contact our counsel, Mr. Stephen M. Klein of Miller Nash Graham & Dunn LLP at (206) 777-7506, or the undersigned at (406) 751-4701. Thank you for your cooperation in this matter.

Very truly yours,

By:

 /s/ Michael J. Blodnick

Michael J. Blodnick

President and Chief Executive Officer

 cc: Stephen M. Klein, Miller Nash Graham & Dunn LLP

Mail Stop 4720

August 19 , 2015

Michael J. Blodnick
President and Chief Executive Officer
Glacier Bancorp, Inc.
49 Commons Loop
Kalispell, Montana 59901

Re: Glacier Bancorp, Inc.
   Registration Statement on Form S -4
Filed August 14 , 2015
  File No. 333 -206372

Dear Mr. Blodnick :

This is to advise you that we have not  reviewed and will not review your registration
statement .

We urge all persons who are responsible for the accuracy and adequacy of the disclosure
in the filing to be certain that the filing includes the information the Securities Act of 193 3 and
all applicable Securities  Act rules require.   Since the company and its management are  in
possession of all facts relating to a company’s disclosure, they are responsible for the accuracy
and adequacy of the disclosures they have made.

In the event you request acceleration of the effective date of the pending regist ration
statement , please provide  a written statement from the company acknowledging 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 wit h 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 th e 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.

Michael J. Blodnick
Glacier Bancorp, Inc.
August 19 , 2015
Page 2

 Please refer to Rules 460 and 461 regarding requests for  acceleration .  We will consider a
written request for acceleration of the effective date of the registration statement as confirmation
of the fact that those requesting acceleration are aware of their respective responsibilities under
the Securities Act of 1933 and the Securities Exchange Act of 1934 as they relate to the proposed
public offering of the registered securities .

You may contact  Joshua Samples , Staff Attorney,  at (202) 551 -3199 with any questions.

Sincerely,

 /s/ Kathryn McHale

 Kathryn McHale
Senior Staff Attorney
Financial Services I

cc: Bart Bartholdt
Miller Nash Graham & Dunn LLP

February 15 , 2013

Via E -mail
Michael J. Blodnick
President and Chief Executive Officer
Glacier Bancorp, Inc.
49 Commons Loop
Kalispell, Montana 59901

Re: Glacier Bancorp, Inc.
Form 10-K for Fiscal Year ended December 31, 2011
Filed February 28, 2012
Form 10-Q for Fiscal Quarter ended September 30, 2012
Filed November 8, 2012
  File No. 000 -18911

Dear Mr. Blodnick :

We have completed our review of your filings .  We remind you  that our comments or
changes to disclosure in response to our comments do not foreclose the Commission from taking
any action with respect to the company or the filing s and the company may not assert staff
comments as a defense in any proceeding initiated  by the Commission or any person under the
federal securities laws of the United States.  We urge all persons who are responsible for the
accuracy and adequacy of the disclosure in the filing s to be certain that the filing s include the
information the Securities Exchange Act of 1934 and all applicable rules require.

Sincerely,

 /s/ Amit Pande

Amit Pande
Accounting Branch Chief

CORRESP
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		CORR 02.05.13

Via EDGAR

February 5, 2013

Mr. Amit Pande

Accounting Branch Chief

United States Securities and Exchange Commission

Division of Corporation Finance

100 F. Street N.E.

Washington, D.C. 20549

RE:    Glacier Bancorp, Inc.

Form 10-K for Fiscal Year ended December 31, 2011

Filed February 28, 2012

Form 10-Q for Fiscal Quarter ended September 30, 2012

Filed November 8, 2012

File No. 000-18911

Dear Mr. Pande:

Consistent with the telephone conversations with Mr. John A. Spitz, Staff Accountant, and you, we have prepared the following response by Glacier Bancorp, Inc. (the “Company”) to your December 21, 2012 comment letter regarding the Form 10-K filed by the Company for the fiscal year ended December 31, 2011, and the Form 10-Q filed by the Company for the fiscal quarter ended September 30, 2012.  The time for responding to the comment letter was extended to February 5, 2013 in order to provide the Staff with a complete and comprehensive response to each of the comments.

For convenience and ease of review, we have reprinted below the text of the comment in your correspondence, followed by the Company's response.

Form 10-Q for Fiscal Quarter Ended September 30, 2012

Unaudited Condensed Consolidated Statement of Cash Flows, page 7

1.

 We note that you have not provided a detail of the net cash provided by your operating activities for any period for which you have filed a Form 10-Q during fiscal 2012.  Please tell us how your current disclosure is in accordance with ASC 230-10-45-28 through 32 and revise your future filings to present this information in your interim filings (i.e. Form 10-Qs) consistent with the cash flow statement provided on page 72 of your Form 10-K for the fiscal year ended December 31, 2011.

Mr. Amit Pande, Accounting Branch Chief

United States Securities and Exchange Commission

Page 2 of 15

Response:

The Company prepares a reconciliation of net income and net cash flow from operating activities in its annual Form 10-K as required by the Accounting Standards Codification ("ASC") 230-10-45-28 through 32.  The Company did not prepare a reconciliation of net income and net cash flow from operating activities during interim periods of fiscal year 2012 which is permissible under SEC Regulation S-X Rule 10-01 (a)(4) which states: The statement of cash flows may be abbreviated starting with a single figure of net cash flows from operating activities and showing cash changes from investing and financing activities individually only when they exceed 10% of the average of net cash flows from operating activities for the most recent three years.

Though encouraging publicly traded companies to provide cash flow information during interim periods, ASC 270-10-50-4 also permits the information to be in a condensed format.  In recognition that users of the Company's financial statements may gain a better understanding of the cash flow and income data presented, the Company will provide in its future interim filings a reconciliation of net income and net cash flow from operating activities on an interim basis.

Note 3. Loans Receivable, Net, page 17

2.

 You disclose on page 18 that your home equity loans totaled $406.9 million at September 30, 2012, which represents approximately 12% of your total loan portfolio.  We also note that the total allowance as a percentage of your home equity portfolio was 2.45% compared to a total allowance as a percentage of your residential real estate portfolio of 3.27% as of September 30, 2012.  Please respond to the following regarding your home equity loan portfolio:

•

 Tell us whether you are able to track the first lien position is in default regardless of whether you hold the first lien loan.  If so, please tell us the results of that data and consider providing disclosure of this information in future filings;

•

 If you do not have detailed information with respect to the performance of the first lien loan:

◦

 Please tell us in detail and revise future filings to discuss how you consider this in the determination of your allowance for loan losses for your home equity loan portfolio;

◦

 Consider revising future filings to include a risk factor or other disclosure addressing the risks in this portfolio, including how the lack of available information on the performance of first lien loans could impact the accuracy of your loan loss estimates, and the steps you are taking to address the risks;

◦

 Tell us and disclose in future filings the percentage of your home equity loan portfolio where you also hold the first lien loan;

◦

 Tell us whether the default and delinquency statistics for your home equity loan where you also hold the first lien loan show a different trend than situations where you do not hold the first lien loan; and

Mr. Amit Pande, Accounting Branch Chief

United States Securities and Exchange Commission

Page 3 of 15

◦

 Tell us and revise future filings to explain the nature of the loans in your home equity loan portfolio.  For example, detail the percentage that are open-end lines of credit, the percentage that are close-ended, the percentage that were originated at the same time the first mortgage was originated, describe how long the draw period is for open-ended line of credit, etc.

Response:

As stated in the Company's response herein to comment 5, the loan classes for financial statement purposes are based on the purpose of the loan and not the type of collateral reported for bank regulatory classification purposes on Page 44 of the Company's Form 10-Q for the fiscal quarter ended September 30, 2012.

At December 31, 2012, the Company's home equity loans totaled $403.9 million or 11.89% of the Company's total loans of $3.397 billion, compared to $406.9 million or 11.94% of the Company's total loans of $3.408 billion at September 30, 2012.

At December 31, 2012, the total allowance as a percentage of the Company's home equity loan portfolio was 2.64% compared to 2.45% as of September 30, 2012.

At December 31, 2012, the total allowance as a percentage of the Company's residential real estate loan portfolio class was 3.00% compared to 3.27% as of September 30, 2012.  The Company does not believe that the Company's total allowance for its residential real estate portfolio loan class is indicative, i.e., predictive of the probable credit losses in the Company's home equity loan portfolio class.

In originating home equity loans, the Company has not engaged in programmatic subprime home equity lending or originated higher risk home equity products.

As of September 30, 2012, the Company's $406.9 million of home equity loans consist of 1-4 family junior lien mortgages and first and junior lien lines of credit ("HELOC") secured by residential real estate.  Approximately 20% of the home equity loans are closed-end, amortizing loans and 80% are open-end, revolving HELOCs.  The home equity loan portfolio consists of 64% variable interest rate and 36% fixed interest rate loans.  Approximately 50%, or $203.5 million of the home equity loans, are in a first lien status with the remaining 50%, or $203.5 million, in junior lien status.

Mr. Amit Pande, Accounting Branch Chief

United States Securities and Exchange Commission

Page 4 of 15

HELOCs are generally originated with maturity terms from 10 to 15 years.  At origination, borrowers can choose a variable interest rate or fixed interest rate for the full term of the line of credit, or a fixed interest rate for the first 3 or 5 years from origination which then converts to a variable interest rate for the remaining term of the HELOC.  The draw period usually exists from origination to the maturity of the HELOC. During the draw period, a borrower with a variable interest rate term has the option of converting to a fixed interest rate for all or a portion of the remaining term to maturity.  During the draw period, the Company has home equity lines of credit where the borrowers pay interest only and home equity lines of credit where borrowers pay principal and interest.

For home equity loans originated by the Company in a subordinated lien position where the Company does not also hold the first lien, the Company is not typically notified about the status of the first lien position subsequent to origination.  Information about the first lien status is limited to that which can be obtained from external sources.  The Company has not contracted with a third-party service provider to provide updated loan, lien, and collateral data in recognition that the Company's volume of junior lien loans and HELOCs, i.e., $203.5 million at September 30, 2012 is (1) insignificant compared to the Company's entire loan portfolio of $3.4 billion, and (2) is expected to continue to decline in terms of both the outstanding balance and as a percentage of the Company's total loan portfolio (as noted later in this response).

Therefore, the Company does not track whether the default and delinquency statistics for its home equity loan class where it holds the first lien position shows a different trend than situations where the Company does not hold the first lien position.  The Company monitors the delinquency and default status of the first lien position when a foreclosure or bankruptcy notice is filed with respect to the first lien loan or the Company obtains a credit report (e.g., due to the delinquency status of the Company's junior lien loan or HELOC) that details the status of the first lien position.

The allowance methodology and analysis applied to each of the Company's loan classes, including the home equity loan class, consists of a specific allocation for loans identified as impaired and a general allocation component for probable credit losses inherent in the balance of each loan class.  When available information confirms that specific junior lien mortgages and junior lien HELOCs or portions thereof are uncollectible, such amounts are promptly charged-off against the allowance. The Company places junior lien mortgages and junior lien HELOCs on non-accrual status when it has evidence that the associated senior lien is 90 days past due or in the process of foreclosure, regardless of the junior lien delinquency status.

Mr. Amit Pande, Accounting Branch Chief

United States Securities and Exchange Commission

Page 5 of 15

Where the Company is in the junior lien position, the Company addresses the lack of available information about the performance of the first lien loans through the general allocation component of the allowance for the home equity loan class.  The adequacy of the general component of the allowance for home equity lending is evaluated by the Company based on the home equity loan class' previous 12 consecutive calendar quarters, i.e., a rolling 3 year historical loss experience adjusted for trends and changes in 9 environmental factors applicable to the Company's unimpaired home equity lending portfolio.  More specifically, the adequacy of the general component of the allowance for home equity lending is determined by the Company based on the historical loss experience adjusted by the combination of the 9 environmental factors rather than isolation of any one environmental factor.  The 9 environmental factors are identified in the Allowance for Loan and Lease Losses discussion in Footnote 1 to the Company's audited financial statements included in the Company's Form 10-K for fiscal year ended December 31, 2012.

On a quarterly basis, the Company updates the environmental factors considering the economic and housing market conditions that affect the Company's home equity loan class. Provided below are the more significant economic and housing market conditions that were specifically considered for the September 30, 2012 allowance for the Company's home equity loan class.  A similar analysis was also performed as of December 31, 2012 the results of which were not materially different than the analysis as of September 31, 2012.

As of September 30, 2012, the Company's home equity loan portfolio had experienced a 0.89% loss percentage over the previous 12 consecutive calendar quarters, such loss experience the lowest among the Company's 5 loan classes each of which are evaluated for allowance purposes.  The Company has determined that such low loss experience is attributable to the fact that approximately 50% of the home equity loan class is in the first lien position.  Additionally, the Company attributes the historical 0.89% loss experience for home equity lending to the Company's strong underwriting criteria at origination whereby the first and junior lien positions, with isolated exceptions, did not exceed 80% of the then current appraised value of the residential property.

Mr. Amit Pande, Accounting Branch Chief

United States Securities and Exchange Commission

Page 6 of 15

With respect to the Economic and Business Conditions qualitative environmental factor applied to the home equity loan class, the Company took into account the economic and housing market conditions, including the increased strains in the economy (and related consumer impact) attributable to the European sovereign debt crisis, highly polarized and divisive November 2012 U.S. Congressional and Presidential elections, and the higher unemployment statistic for the US nationally (8.1%) in relation to the lower Montana (6.3%), Idaho (7.3%) and Wyoming (5.6%) unemployment statistics.  (Over 90% of the Company's home equity loans are in Montana, Idaho and Wyoming).  The Company also evaluated the Total Housing Permit Growth, Housing Starts, and Housing Completions for new privately owned units, taking note that in the first nine months of 2012, Montana, Idaho, Colorado and Utah have each fared positively in relation to the US national statistic.  Further, the Company took note of the improvement in single family residential real estate building and sales reports for all of the Company's market areas.  Collectively, these considerations bode well to limit the probable credit losses within the Company's home equity loan class.

With respect to the Loan Volume qualitative environmental factor and the Loan Concentrations qualitative environmental factor each applied to the home equity loan class, the Company took into account the trend where the home equity loan class has decreased steadily in balances outstanding as a percentage of the total loan portfolio year over year since December 2010 and for each quarter-end in the first nine months of 2012.  At year end 2010, the home equity loan class was 12.88% of the Company's total loan portfolio, declining to 12.71% at year  end 2011, and declining further to 12.49%, 12.26% and 11.94% at the end of the first, second and third calendar quarters of 2012, respectively.  The decline is due to payments, including outstanding balances paid-off as borrowers with home equity loans have included such balances in refinancing their first lien loans. Lower outstanding balances bode well to limit the probable credit losses within the Company's home equity loan class.

With respect to the Past Due, Non-Performing, and Problem Loans qualitative environmental factor applied to the home equity loan class, the Company took into account the improvement in the past due and non-accrual home equity loans which improved from 3.59% of total home equity loans at year end 2011 to 3.42%, 3.19%, and 3.01% of total home equity loans at the end of the first, second and third calendar quarters of 2012, respectively.  In addition, the Company evaluated the steady decline since 2009 in both the Personal Bankruptcy Filings Rate as well as the number of Foreclosures Started in Montana, Idaho, and Wyoming.  Such improvements bode well to limit the probable credit losses within the Company's home equity loan class.

Mr. Amit Pande, Accounting Branch Chief

United States Securities and Exchange Commission

Page 7 of 15

With respect to the Value of

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		CORR 01.31.13

Via EDGAR

January 31, 2013

Mr. Amit Pande

Accounting Branch Chief

United States Securities and Exchange Commission

Division of Corporation Finance

Washington, D.C. 20549

Re:    Glacier Bancorp, Inc.

Form 10-K for Fiscal Year Ended December 31, 2011

Filed February 28, 2012

Form 10-Q for Fiscal Quarter ended September 30, 2012

Filed November 8, 2012

File No. 000-18911

Dear Mr. Pande:

Consistent with a telephone conversation with Mr. John A. Spitz, Staff Accountant, Glacier Bancorp, Inc. hereby  requests a further extension of time to respond on or before February 5, 2013 to the Staff's comment letter dated December 21, 2012.  The additional time is necessary in order to provide a complete and comprehensive response to the Staff's comments.

If this request is acceptable to you, we would appreciate your favorable response.  Thank you in advance for your consideration of this request.

Very truly yours,

Glacier Bancorp, Inc.

/s/ Ron J. Copher

Ron J. Copher

Executive Vice President and Chief Financial Officer

CC:    Mr. John A. Spitz, Staff Accountant

CORRESP
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		CORR 01.07.13

Via EDGAR

January 7, 2013

Mr. Amit Pande

Accounting Branch Chief

United States Securities and Exchange Commission

Division of Corporation Finance

Washington, D.C. 20549

Re:    Glacier Bancorp, Inc.

Form 10-K for Fiscal Year Ended December 31, 2011

Filed February 28, 2012

Form 10-Q for Fiscal Quarter ended September 30, 2012

Filed November 8, 2012

File No. 000-18911

Dear Mr. Pande:

Consistent with a telephone conversation with Mr. John A. Spitz, Staff Accountant, Glacier Bancorp, Inc. hereby  requests an extension of time to respond on or before January 31, 2013  to the Staff's comment letter dated December 21, 2012.  The additional time is necessary in order to provide a complete and comprehensive response to the Staff's comments.

If this request is acceptable to you, we would appreciate your favorable response.  Thank you in advance for your consideration of this request.

Very truly yours,

Glacier Bancorp, Inc.

/s/ Ron J. Copher

Ron J. Copher

Executive Vice President and Chief Financial Officer

CC:    Mr. John A. Spitz, Staff Accountant

December 21, 2012

Via E -mail
Michael J. Blodnick
President and Chief Executive Officer
Glacier Bancorp, Inc.
49 Commons Loop
Kalispell, Montana 59901

Re: Glacier Bancorp, Inc.
Form 10-K for Fiscal Year ended December 31, 2011
Filed February 28 , 2012
Form 10-Q for  Fiscal Quarter ended September 30, 2012
Filed November 8, 2012
  File No.  000-18911

Dear Mr. Blodnick :

We have reviewed your filing s 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 within ten business days by providing the requested
information or by advisin g us when you will provide the requested response.   Where we have
requested changes in future filings, please include a draft of your proposed disclosures that
clearly identifies new or revised disclosures.   If you do not believe our comments  apply to your
facts and circumstances, please tell us why in your response.

After reviewing the information you provide in response to these comments, including
the draft of your proposed disclosures, we may have additional comments.

Form 10 -Q for Fiscal Quarter Ended September 30, 2012

Unaudited Condensed Consolidated Statement of Cash Flows, page 7

1. We note that you have not provided a detail of the net cash provided by your operating
activities for any period for which you have filed a Form  10-Q during fiscal 2012.  Please tell
us how your current disclosure is in accordance with ASC 230 -10-45-28 through 32 and
revise your future filings to present this information in your interim filings (i.e. Form 10 -Qs)
consistent with the cash flow state ment provided on page 72 of your Form 10 -K for the fiscal
year ended December 31, 2011.

Michael J. Blodnick
Glacier  Bancorp, Inc.
December 21, 2012
Page 2

Note 3. Loans Receivable, Net, page 17

2. You disclose on page 18 that your home equity loans totaled $406.9 million at September 30,
2012 which represents approximatel y 12% of your total loan portfolio.  We also note that the
total allowance as a percentage of your home equity portfolio was 2.45% compared to a total
allowance as a percentage of your residential real estate portfolio of 3.27% as of September
30, 2012.  P lease respond to the following regarding your home equity loan portfolio:

 Tell us whether you are able to track whether the first lien position is in default regardless
of whether you hold the first lien loan. If so, please tell us the results of that dat a and
consider providing disclosure of this information in future filings;
 If you do not have detailed information with respect to the performance of the first lien
loan:
o Please tell us in detail and revise future filings to discuss how you consider this i n the
determination of your allowance for loan losses for your home equity loan portfolio;
o Consider revising future filings to include a risk factor or other disclosure addressing
the risks in this portfolio, including how the lack of available informatio n on the
performance of first lien loans could impact the accuracy of your loan loss estimates,
and the steps you are taking to address the risks;
o Tell us and disclose in future filings the percentage of your home equity loan
portfolio where you also hold the first lien loan;
o Tell us whether the default and delinquency statistics for your home equity loan
where you also hold the first lien loan show a different trend than situations where
you do not hold the first lien loan; and
o Tell us and revise future filings to explain the nature of the loans in your home equity
loan portfolio.  For example, detail the percentage that are open -end lines of credit,
the percentage that are close -ended, the percentage that were originated at the same
time the first mortga ge was originated, describe how long the draw period is for open -
ended line of credit, etc.

Note 4. Goodwill, page 22

3. We note your disclosure that on April 30, 2012 you combined the eleven bank subsidiaries
into a single commercial bank and that the elev en bank division reporting units are now
aggregated for assessment of goodwill.  We further note that these divisions are operating
with the same names and management teams as before the combination. We also note that
you recorded goodwill impairment charg es related to two of your wholly -owned banking
subsidiaries in 2011 (Mountain West and 1st Bank) and that as of December 31, 2011, 1st
Bank has $24.7 million of goodwill after you recorded a $17 million goodwill impairment
charge.  Please address the follo wing:

 Tell us the reason(s) for this change;

Michael J. Blodnick
Glacier  Bancorp, Inc.
December 21, 2012
Page 3

  Given that each of these banks have separate financial information that is evaluated
regularly by separate management teams in deciding how to allocate resources and in
assessing performance, please tell us how  you determined that these banks did not
represent separate reporting units for purposes of testing for goodwill impairment,
including your consideration of the guidance in ASC 280 -10-50-11 related to aggregation
criteria and paragraphs 33 to 38 of ASC 350 -20-35 relating to reporting units; and
 Tell us how all of these banks met the requirements of having similar economic
characteristics in accordance with ASC 280 -10-55-7A through 7C.

Additional Management’s Discussion and Analysis

Lending Activity and P ractices, page 43

4. We note the table of your loan portfolio by regulatory classification provided on page 44.
Specifically, we note that your total land, lot, and other construction portfolio totaled $332.5
million, or 10% of total loans, as of September 30, 2012 and represented 49% and 46% of the
non-performing assets and non -accrual loans, respectively.  Given the significance of these
loans to your entire loan portfolio, please tell us how you determined that your land, lot, and
other construction loans  should not be classified as a separate class of financing receivable
pursuant to the guidance provided in paragraphs ASC 310 -10-55-16 through 18 for purposes
of providing the disclosures required by ASU 2010 -20.  If you do not believe disclosing this
loan portfolio as a separate class is warranted please provide us with credit quality
information (specific allowance, charge -offs, etc.) which supports your determination that
this portfolio does not represent significant credit risk.  Otherwise, please revis e your future
filings to provide these disclosures.  Also, please provide us with these disclosures as of
September 30, 2012.

5. As a related matter, we note that balances in the loan portfolio table presented by regulatory
classification on page 44 do not reconcile to your loan portfolio segments and classes of
financing receivables as presented in your financial statement footnotes beginning on page
17.  Please tell us the reasons for the observed differences in loan balances on a portfolio
class basis.

             We urge all persons who are responsible for the accuracy and adequacy of the disclosure
in the filing to be certain that the filing includes the information the Securities Exchange Act of
1934 and all applicable Exchange Act rules require.   Since the company and its management are
in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy
and adequacy of t he disclosures they have made.

            In responding to our comments, please provide  a written statement from the company
acknowledging that:

Michael J. Blodnick
Glacier  Bancorp, Inc.
December 21, 2012
Page 4

 the company is responsible for the adequacy and accuracy of the disclosure in the filing;

 staff comments or changes to disclosure in response to staff comments do not foreclose
the Commission from taking any action with respect to the filing; and

 the company may not assert staff comments as a defense in any proceeding initiated by
the Commission or any perso n under the federal securities laws of the United States.

You may contact John A. Spitz, Staff Accountant,  at (202) 551 -3484 or me at (202) 551 -
3423  with any questions.

Sincerely,

 /s/ Amit Pande

Amit Pande
Accounting Branch Chief

February 24, 2011
 Ron J. Copher  Senior Vice President and CFO  Glacier Bancorp, Inc.  49 Commons Loop  Kalispell, MT 59901
Re: Glacier Bancorp, Inc.
Form 10-K for the Fiscal Year Ended December 31, 2009 Filed March 1, 2010 Forms 10-Q for the Quarterl y Periods Ended March 31, 2010,
June 30, 2010, and September 30, 2010
  File No. 000-18911

Dear Mr. Copher:
We have completed our review of your fili ngs and do not have any further comments at
this time.

Sincerely,

Amit Pande Accounting Branch Chief

CORRESP
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VIA EDGAR

February 23, 2011

Mr. Amit Pande

Accounting Branch Chief

United States Securities and Exchange Commission

Division of Corporation Finance

100 F. Street N.E.

Washington, D.C. 20549

         Re:

    Glacier Bancorp, Inc.

Form 10-K for Fiscal Year Ended December 31, 2009

Filed March 1, 2010

Form 10-Q for the Quarterly Periods Ended March 31, 2010,

June 30, 2010, and September 30, 2010

File No. 0-18911

Dear Mr. Pande:

Consistent with telephone conversations of Monday, February 14 and Tuesday, February 22, 2011 with
Ms. Lindsay McCord, Accountant, and you, the following response has been prepared by Glacier
Bancorp, Inc. (the “Company”) to your February 9, 2011 comment letter regarding the Form 10-K filed
by the Company for the fiscal year ended December 31, 2009 and Forms 10-Q for the quarterly periods
ended March 31, 2010, June 30, 2010 and September 30, 2010.

For convenience and ease of review, we have reprinted below the text of the comment in your
correspondence, followed by the Company’s response.

Form 10-Q for the Fiscal Quarter Ended September 30, 2010

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of
Operations

Additional Management’s Discussion and Analysis

Non-Performing Assets, page 42

February 23, 2011

Mr. Amit Pande, Accounting Branch Chief

United States Securities and Exchange Commission

Page 2 of 12

    1.

    We note your response to prior comment four of our letter dated January 12,
2011, that after a partial charge-off is made on an impaired loan it could either be
designated as non-accrual or accrual. In addition, we note that if a loan is in the
process of collection and the loan is well-secured by collateral with sufficient fair
value to pay off the debt in full you will resume the accrual of interest on the loan.
It is not clear from this response whether a partially charged-off impaired loan is
returned to performing status or remains as non-performing. Please tell us and revise
your disclosures in future filings beginning with your 2010 Form 10-K to distinguish
between when a partially charged-off impaired loan will be designated as performing
versus when it would remain as non-performing. Specifically, state for partially
charged-off loans how you consider the delinquency status of the loan in your accrual
determination.

Response:

    The following is an expanded discussion consistent with the request that will be included in
future filings beginning with the Form 10-K filed by the Company for the fiscal year ended
December 31, 2010, as deemed necessary:

    Loans that are thirty days or more past due based on payments received and applied to the
loan are considered delinquent. Loans are designated non-accrual and the accrual of
interest is discontinued when the collection of the contractual principal or interest is
unlikely. A loan is typically placed on non-accrual when principal or interest is due and
has remained unpaid for ninety days or more. When a loan is placed on non-accrual status,
interest previously accrued but not collected is reversed against current period interest
income. Subsequent payments are applied to the outstanding principal balance if doubt
remains as to the ultimate collectability of the loan. Interest accruals are not resumed on
partially charged-off impaired loans. For other loans on non-accrual, interest accruals are
resumed only when they are brought fully current with respect to interest and principal and
when, in the judgment of management, the loans are estimated to be fully collectible as to
both principal and interest.

    2.

    We note that your general allowance decreased from $123.17 million at December 31, 2009
to $115.64 million at September 30, 2010. In addition, we note from your disclosure on
page 42 that the total non-accrual loans in the 1-4 family, home equity lines of credit,
consumer, and other categories actually increased from $29.41 million at December 31, 2009
to $30.99 million at September 30, 2010. Please tell us and revise your disclosure in
future filings beginning with your 2010 Form 10-K to more clearly bridge the gap between
the decline in your credit quality in these loan portfolios with the decrease in your
general allowance for loan losses.

February 23, 2011

Mr. Amit Pande, Accounting Branch Chief

United States Securities and Exchange Commission

Page 3 of 12

Response:

    The following is an expanded discussion consistent with the request that will be included in
future filings beginning with the Form 10-K filed by the Company for the fiscal year ended
December 31, 2010, as deemed necessary:

    In total, the ALLL has decreased $5.8 million, or 4 percent, from a year ago. The ALLL of
$137.1 million is 3.58 percent of total loans outstanding at December 31, 2010, up from 3.46
percent of total loans at the prior year end. While the overall amount of the ALLL
decreased, the increase in the ALLL as a percent of loans is the result of a continuing
overall upward increase in environmental factors upon each bank subsidiary’s historical loss
experience. Despite the overall continuing upward increase in environmental factors upon
each bank subsidiary’s historical loss experience, the general allocation of the Company’s
allowance decrease by $2.9 million due to the decrease of $304.7 million, or 7 percent, in
total loans at December 31, 2010 compared to the prior year end. For additional information
regarding the trends and conditions impacting the environmental factors, see “Item 7.
Management’s Discussion and Analysis of Financial Condition and Results of Operations.”

    Presented below are select aggregated statistics that are also considered when determining
the adequacy of the Company’s ALLL:

    Positive Trends

    •

    The provision for loan losses in 2010 was $84.7 million, a decrease of
$39.9 million from 2009.

    •

    Non-accrual construction loans (i.e., residential construction and
land, lot and other construction) was $117.7 million, or 61 percent, of the $192.5
million of non-accrual loans at year end 2010, a decrease of $9.7 million from the
prior year end. Non-accrual construction loans at year end 2009 accounted for 64
percent of the $198.3 million of non-accrual loans.

    •

    The allowance as a percent of non-performing loans was 70 percent at
year ends 2010 and 2009.

    •

    Early stage delinquencies (accruing loans 30-89 days past due)
decreased to $45.5 million at year end 2010 from $87.5 million at prior year end.

    Negative Trends

    •

    The $37.3 million total of non-accrual loans in the agriculture, 1-4
family, home equity lines of credit, consumer, and other loans at year end 2010
increased by $7.9 million from the year end 2009.

February 23, 2011

Mr. Amit Pande, Accounting Branch Chief

United States Securities and Exchange Commission

Page 4 of 12

    •

    Charge-offs, net of recoveries, in 2010 was $90.5 million, an increase
of $32.1 million from 2009.

    •

    Net charge-offs of construction loans was $58.7 million, or 65 percent,
of the $90.5 million of net charge-offs in 2010, compared to net-charge-offs of
construction loans of $41.8 million, or 71 percent, of the $58.4 million of net
charge-offs in 2009.

    •

    Impaired loans as a percent of total loans increased to 5.88 percent at
year end 2010 as compared to 5.30 percent at year end 2009.

    •

    Non-performing loans as a percent of total loans increased to 5.15
percent at year end 2010 as compared to 4.93 percent at year end 2009.

    3.

    We note your earnings release dated January 27, 2011, on your website that states
unaudited net charge-offs and provision for loan losses for 2010 were $90.51 million and
$84.69 million. In addition, we note that net charge-offs for 2009 totaled $58.43 million.
Given the significant increase in net charge-offs from 2009 to 2010 and the higher net
charge-offs than provision for loan losses in 2010, please tell us and provide enhanced
disclosures in future filings beginning with your 2010 Form 10-K, that bridge the gap
between observed changes in asset quality and resulting period end allowance and recorded
provision for loan losses.

Response:

    The following is an expanded discussion consistent with the request that will be included in
future filings beginning with the Form 10-K filed by the Company for the fiscal year ended
December 31, 2010, as deemed necessary:

    Presented below are select aggregated statistics that are also considered when determining
the adequacy of the Company’s ALLL:

    Positive Trends

    •

    The provision for loan losses in 2010 was $84.7 million, a decrease of
$39.9 million from 2009.

    •

    Non-accrual construction loans (i.e., residential construction and
land, lot and other construction) was $117.7 million, or 61 percent, of the $192.5
million of non-accrual loans at year end 2010, a decrease of $9.7 million from the
prior year end. Non-accrual construction loans at year end 2009 accounted for 64
percent of the $198.3 million of non-accrual loans.

February 23, 2011

Mr. Amit Pande, Accounting Branch Chief

United States Securities and Exchange Commission

Page 5 of 12

    •

    The allowance as a percent of non-performing loans was 70 percent at
year ends 2010 and 2009.

    •

    Early stage delinquencies (accruing loans 30-89 days past due)
decreased to $45.5 million at year end 2010 from $87.5 million at prior year end.

    Negative Trends

    •

    The $37.3 million total of non-accrual loans in the agriculture, 1-4
family, home equity lines of credit, consumer, and other loans at year end 2010
increased by $7.9 million from the year end 2009.

    •

    Charge-offs, net of recoveries, in 2010 was $90.5 million, an increase
of $32.1 million from 2009.

    •

    Net charge-offs of construction loans was $58.7 million, or 65 percent,
of the $90.5 million of net charge-offs in 2010, compared to net-charge-offs of
construction loans of $41.8 million, or 71 percent, of the $58.4 million of net
charge-offs in 2009.

    •

    Impaired loans as a percent of total loans increased to 5.88 percent at
year end 2010 as compared to 5.30 percent at year end 2009.

    •

    Non-performing loans as a percent of total loans increased to 5.15
percent at year end 2010 as compared to 4.93 percent at year end 2009.

    When applied to each bank subsidiary’s historical loss experience, the environmental factors
result in the provision for loan losses being recorded in the period in which the loss has
probably occurred. When the loss is confirmed at a later date, a charge-off is recorded.
The occurrence of confirming events in 2010 for previously recognized provision for loan
losses resulted in loan charge-offs, net of recoveries, exceeding the provision for loan
losses by $5.8 million. During 2009, the provision for loan losses exceeded loan
charge-offs, net of recoveries, by $66.2 million.

    4.

    In addition, in the future please file within the prescribed time limits a Form 8-K
under Item 2.02 — Results of Operations and Financial Condition when you make a public
announcement or release regarding your results of operations or financial condition for a
completed quarterly or annual fiscal period.

February 23, 2011

Mr. Amit Pande, Accounting Branch Chief

United States Securities and Exchange Commission

Page 6 of 12

Response:

    The Company’s Form 8-K reporting its net earnings for the quarter and for the year ended
December 31, 2010 was filed on Thursday, February 10, 2010.

    5.

    We note from your response to prior comment five of our letter dated January 12, 2011,
that you consider TDR (troubled debt restructuring) loans as impaired loans and that at
least quarterly you perform an updated and comprehensive assessment of the willingness and
capacity of the borrower(s) to timely and ultimately repay their total debt obligations.
Please tell us and revise future filings beginning with your 2010 Form 10-K to disclose
whether the total debt obligations due from a single or related party group of borrowers,
where at least one of the loans was is considered a TDR, is classified as impaired and
evaluated under the guidance of ASC 310-10-35.

Response:

    The Company has evaluated its evaluation and accounting for the subject matter in the above
comment and has determined that such is in accord with the guidance of ASC 310-10-35.

    The following is an expanded discussion consistent with the request that will be included in
future filings beginning with the Form 10-K filed by the Company for the fiscal year ended
December 31, 2010, as deemed necessary:

    The Company recognizes that while borrowers may experience deterioration in their financial
condition, many continue to be creditworthy customers who have the willingness and capacity
for debt repayment. In determining whether non-restructured or unimpaired loans issued to a
single or related party group of borrowers should continue to accrue interest when the
borrower has other loans that are impaired or troubled debt restructurings, the Company on a
quarterly or more frequent basis performs an updated and comprehensive assessment of the
willingness and capacity of the borrowers to timely and ultimately repay their total debt
obligations, including contingent obligations. Such analysis takes into account current
financial information about the borrowers and financially responsible guarantors, if any,
including for example:

February 23, 2011

Mr. Amit Pande, Accounting Branch Chief

United States Securities and Exchange Commission

Page 7 of 12

    •

    analysis of global, i.e., aggregate debt service for total debt obligations;

    •

    assessment of the value and security protection of collateral pledged
using current market conditions and alternative market assumptions across a variety
of potential future situations; and

    •

    loan structures and related covenants.

    Following is an example for illustrative purposes only and will not be included in
future filings including the Form 10-K filed by the Company for the fiscal year ended
December 31, 2010.

    For example, assume a borrower (or a related party group of borrowers) has two loans with a
subsidiary bank of the Company. One loan is for a land acquisition and development project
(“Real Estate Project”) and the other loan is to finance a commercial real estate office
building (“CRE Loan”) with a nationally recognized tenant. These loans are not
cross-collateralized and the loans do not guarantee each other. Assume further that the
real estate project has stalled and the borrower (or related party group of borrowers) does
not have the resources to keep contractual principal and interest current and the value of
the collateral property is insufficient to repay the loan. In such circumstance, the Real
Estate Project loan is placed on non-accrual status with concessions made by the bank
resulting in the loan designated as a TDR. Provided the lease income assigned to the bank
covers the CRE Loan’s debt service requirements and the collateral value supports the full
and timely repayment of the principal and interest, the CRE Loan would remain an accruing,
performing loan.

    6.

    We note your response to prior comment six of our letter dated January 12, 2011, and
also note in your “Credit Quality Summary” tabular disclosures in your news release dated
January 27, 2011, on your website that the categories residential construction and land,
lot and other construction loans account for 61% or $117.68 million of your total unaudited
non-accrual loans at December 31, 2010. In addition, we note these same categories
accounted for $58.73 million of 65% of your total unaudited non-accrual loans at December
31, 2010. In addition, we note these same categories accounted for $58.73 million or 65%
of your total unaudited net charge-offs for 2010. Given the concent

February 9, 2011
 Ron J. Copher  Senior Vice President and CFO  Glacier Bancorp, Inc.  49 Commons Loop  Kalispell, MT 59901
Re: Glacier Bancorp, Inc.
Form 10-K for the Fiscal Year Ended December 31, 2009 Filed March 1, 2010 Forms 10-Q for the Quarterl y Periods Ended March 31, 2010,
June 30, 2010, and September 30, 2010
  File No. 000-18911

Dear Mr. Copher:
 We have reviewed your response letter da ted January 31, 2010 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 within te n business days by providing the requested
information, including a draft of your proposed disclosures to be made in future filings, or by
advising us when you will provide the requested  response.  If you do not believe our comments
apply to your facts and circumstances or do not be lieve future revisions are appropriate, please
tell us why in your response.
 After reviewing the information you provide in response to these comments, including
the draft of your proposed disclosures, we may have additional comments.
            Form 10-Q for the Fiscal Qu arter Ended September 30, 2010

 Item 2. Management’s Discussion and Analys is of Financial Condition and Results of
Operations
 Additional Management’s Discussion and Analysis

Ron J. Copher
Glacier Bancorp, Inc.  February 9, 2011 Page 2

 Non-Performing Assets, page 42

1. We note your response to prior comment four  of our letter dated January 12, 2011 that
after a partial charge-off is made on an impair ed loan it could either be designated as non-
accrual or accrual.  In addition, we note that if  a loan is in the process of collection and
the loan is well-secured by collateral with suffi cient fair value to pay off the debt in full
you will resume the accrual of in terest on the loan.  It is not clear from this response
whether a partially charged-off impaired loan is returned to performing status or remains
as non-performing.  Please tell us and revise your disclosures in future filings beginning
with your 2010 Form 10-K to distinguish betw een when a partially charged-off impaired
loan will be designated as performing vers us when it would remain as non-performing.
Specifically, state for partially charged-off loans how you consider the delinquency status
of the loan in your accrual determination.
2. We note that your general allowance decreased from $123.17 million at December 31,
2009 to $115.64 million at September 30, 2010.  In addition, we note from your
disclosure on page 42 that the total non-accrual loans in the 1-4 family, home equity lines
of credit, consumer, and other categories  actually increased from $29.41 million at
December 31, 2009 to $30.99 million at Septembe r 30, 2010.  Please tell us and revise
your disclosure in future filings beginning with your 2010 Form 10-K to more clearly
bridge the gap between the decline in your cred it quality in the these loan portfolios with
the decrease in your general allowance for loan losses.

3. We note your earnings release dated Janua ry 27, 2011 on your website that states
unaudited net charge-offs and provision for loan losses for 2010 were $90.51 million and $84.69 million.  In addition, we note that net charge-offs for 2009 totaled $58.43 million.
Given the significant increase in net char ge-offs from 2009 to 2010 and the higher net
charge-offs than provision for loan losses in  2010, please tell us and provide enhanced
disclosures in future filings beginning w ith your 2010 Form 10-K, that bridge the gap
between observed changes in asset qualit y and resulting period end allowance and
recorded provision for loan losses.

Ron J. Copher
Glacier Bancorp, Inc.  February 9, 2011 Page 3

4. In addition, in the future pleas e file within the prescribed time limits a Form 8-K under
Item 2.02 - Results of Operations and Financial Condition when you make a public announcement or release regarding your results  of operations or fi nancial condition for a
completed quarterly or annual fiscal period.

5. We note from your response to prior comment five of our letter dated January 12, 2011
that you consider TDR (troubled debt restruct uring) loans as impaired loans and that at
least quarterly you perform an updated and co mprehensive assessment of the willingness
and capacity of the borrower(s) to timely and ultimately repay their total debt obligations.
Please tell us and revise future filings be ginning with your 2010 Form 10-K to disclose
whether the total debt obligati ons due from a single or rela ted party group of borrowers,
where at least one of the loans was is consid ered a TDR, is classified as impaired and
evaluated under the guid ance of ASC 310-10-35.

6. We note your response to prior comment six of our letter dated January 12, 2011 and also
note in your “Credit Quality Summary” tabular  disclosures in your news release dated
January 27, 2011 on your website that the categori es residential constr uction and land, lot
and other construction loans account for 61%  or $117.68 million of your total unaudited
non-accrual loans at December 31, 2010.  In  addition, we note these same categories
accounted for $58.73 million or 65% of your to tal unaudited net charge-offs for 2010.
Given the concentration of credit risk in thes e loan categories, pleas e tell us and provide
the following information in future filings  beginning with your 2010 Form 10-K related
to your residential construction and land, lot and other constr uction non-performing
loans:
a. General information about the type of  collateral securing these non-performing
loans and the borrower;
b. If there is a concentration of 5% or more for these loans in a bank subsidiary or
geographic location of the underlying collateral;
c. Status of the construction project or development; and
d. The appraisal method for these loans (i .e. “as-is” versus at completion).

7. We note from your response to prior comment  seven in our letter dated January 12, 2011
that 37% of your commercial real estate lo an dollar balances as of December 31, 2010
were based on an appraisal greater than twelve  months.  Please tell us and disclose in
future filings beginning with your 2010 Form 10-K the following:
a. How you determine whether to order a new appraisal or rely on your internal
evaluation. We note from your policy that at  least quarterly you review appraisals
or evaluations (new or updated) for your  collateral-dependent impaired loans.

Ron J. Copher
Glacier Bancorp, Inc.  February 9, 2011 Page 4

b. The specific procedures you perform and third-party evidence you rely upon to
update the valuation of the underlying co llateral with an a ppraisal more than
twelve months old.
c. In instances where current valuations of the underlying collateral  are not available
for an impaired loan, how you factor into your impairment analysis known
depreciation in the collatera l values of similar properties.  For example, if you
receive an updated appraisal on a similar pr operty that reflects deterioration in the
market value of that property; do you make adjustments to the collateral values of
other properties in the same area to reflect the market deterioratio n? If not, please
tell us why you don’t believe this would be relevant information to be considered
in your impairment analysis.

You may contact Lindsay McCord at 202- 551-3417 or me at 202-551-3423 if you have
any questions.
Sincerely,

Amit Pande Accounting Branch Chief

CORRESP
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Via EDGAR

January 31, 2011

Mr. Amit Pande

Accounting Branch Chief

United States Securities and Exchange Commission

Division of Corporation Finance

100 F. Street N.E.

Washington, D.C. 20549

    Re:

     Glacier Bancorp, Inc.

Form 10-K for Fiscal Year Ended December 31, 2009

Filed March 1, 2010

Form 10-Q for the Quarterly Periods Ended March 31, 2010,

June 30, 2010, and September 30, 2010

File No. 000-18911

Dear Mr. Pande:

Consistent with telephone conversations with Ms. Lindsay McCord, Accountant, the following response
has been prepared by Glacier Bancorp, Inc. (the “Company”) to your January 12, 2011 comment letter
regarding the Form 10-K filed by the Company for the fiscal year ended December 31, 2009 and Forms
10-Q for the quarterly periods ended March 31, 2010, June 30, 2010 and September 30, 2010. The
time for responding to the comment letter was extended to January 31, 2011 in order to provide each
of the Company’s eleven bank subsidiaries sufficient time to separately accumulate certain
requested information and thereby provide the Staff with a complete and comprehensive response to
each of the comments.

For convenience and ease of review, we have reprinted below the text of the comment in your
correspondence, followed by the Company’s response.

Form 10-Q for the Fiscal Quarter Ended September 30, 2010

Note (12) Fair Value of Financial Instruments, page 22

    1.

    We note from your response to prior comments two and five of our letter dated June 25, 2010
that you rely either on new or updated appraisals and evaluations or you adjust the last
appraisal or evaluation to determine the valuation of your collateral-dependent

Mr. Amit Pande, Accounting Branch Chief

United States Securities and Exchange Commission

Page 2 of 13

    impaired loans and other real estate owned. We note the adjustments made to fair value
determined by appraisal or evaluation are based on other factors and events in the
environment including the timing of cash flows expected to be received. Please revise
future filings to include the above information that was provided in your response for both
impaired loans and other real estate owned.

Response:

In addition to the expanded discussion regarding the appraisal and evaluation process that
will be included (see below) in the Company’s Form 10-K for the year ended December 31,
2010, the following is an expanded discussion consistent with the request that will be
included in the fair value of financial instruments footnote in future filings as deemed
necessary:

Other real estate owned: other real estate owned is carried at the lower of fair value at
acquisition date or current estimated fair value, less estimated cost to sell. Estimated
fair value of other real estate owned is based on appraisals or evaluations. Other real
estate owned is classified within Level 3 of the fair value hierarchy.

Collateral-dependent impaired loans, net of ALLL: loans included in the Company’s financials
for which it is probable that the Company will not collect all principal and interest due
according to contractual terms are considered impaired in accordance with FASB ASC Topic
310, Receivables. Estimated fair value of collateral-dependent impaired loans is based on
the fair value of the collateral, less estimated cost to sell. Collateral-dependent
impaired loans are classified within Level 3 of the fair value hierarchy.

In determining fair values of the above “other real estate owned” and the
“collateral-dependent impaired loans” categories, the Company considers the appraisal or
evaluation as the starting point for determining fair value and the Company also considers
other factors and events in the environment that may affect the current fair value.

Provided below is the “Appraisal and Evaluation Process” discussion that will also be
included in the Company’s Form 10-K for the year ended December 31, 2010:

Appraisal and Evaluation Process

The Company reviews appraisals and evaluations, giving consideration to the highest and best
use of the collateral, with values reduced by discounts to consider lack of marketability
and estimated costs to sell. Although the Company considers the appraised value of
collateral as the starting point for determining fair value, the Company also considers
other factors and events in the environment that may affect the current fair value,
including the Company’s experience with whether the appraised values of impaired
collateral-dependent loans are actually realized, and

Mr. Amit Pande, Accounting Branch Chief

United States Securities and Exchange Commission

Page 3 of 13

the timing of cash flows expected to be received from the underlying collateral to the
extent such timing is significantly different than anticipated in the most recent appraisal.
After review and acceptance of the appraisal or evaluation (new or updated), adjustments to
an impaired loan’s value may occur. New or updated appraisals or evaluations are generally
obtained when it has been determined that a collateral-dependent loan has become impaired,
when it is likely that a real-estate loan will be foreclosed upon, and for other real estate
owned in connection with its transfer to the Company. Thereafter, appraisals or evaluations
(new or updated) are reviewed at least quarterly and more frequently based on current market
conditions, including deterioration in a borrower’s financial condition and when property
values may be subject to significant volatility.

The Company’s Loan Policy and credit administration practices adopt and implement the
applicable requirements of the Interagency Appraisal and Evaluation Guidelines (and the
Interagency Guidelines for Real Estate Lending Policies in Appendix A to Part 365 of Title
12, CFR) (collectively, the “Guidelines”) and the Uniform Standards of Professional
Appraisal Practice (“USPAP”) as established and amended by the Appraisal Standards Board.
The Company’s Loan Policy establishes criteria for obtaining appraisals or evaluations,
including transactions that are otherwise exempt from the appraisal requirements set forth
within the Guidelines. The time between ordering an appraisal or evaluation is typically
two to three weeks for residential property and four to six weeks for non-residential
property. For real estate properties that are of highly specialized or limited use,
significantly complex or large, additional time beyond the typical times may be required for
new appraisals or evaluations.

As part of the Company’s credit administration and portfolio monitoring practices, the
Company’s regular internal and external credit examinations review a significant number of
individual loan files. Appraisals and evaluations are reviewed to determine whether the
methods, assumptions, and findings are reasonable and in compliance with the Company’s Loan
Policy and credit administration practices, the Guidelines and USPAP standards. Such
reviews include the adequacy of the steps taken by the Company to ensure that the
individuals who perform appraisals and evaluations are appropriately qualified and are not
subject to conflicts of interest. Deficiencies, if any, are reported to the Board of
Directors and prompt corrective action is taken.

    2.

    In addition, we note your response to prior comment two of our letter dated June 25,
2010 that states the adjustments to the carrying value of an impaired loan can be made
through a provision for loan loss, a charge-off, or a recovery. Please tell us and revise
future filings to describe the facts and circumstances that would lead to an upward
adjustment or recovery in the carrying value of an impaired loan. In addition,

Mr. Amit Pande, Accounting Branch Chief

United States Securities and Exchange Commission

Page 4 of 13

    please tell us the total recoveries for the nine months ended September 30, 2010 due to
the adjustments made to the carrying value of a loan.

Response:

The following is an expanded discussion consistent with the request that will be included in
future filings as deemed necessary:

In determining the appropriate balance of the Allowance for Loan and Lease Losses (“ALLL”),
the Company attributes portions of the ALLL to loans that it evaluates and
determines to be impaired under FAS 114 and to groups of loans that it evaluates
collectively under FAS 5. However, the ALLL is available to cover all charge-offs that
arise from the loan portfolio.

At the time a loan is identified as impaired, it is measured for impairment and thereafter
reviewed and measured on at least a quarterly basis for additional impairment.
The amount of the impairment is measured based on the present value of expected future
cash flows discounted at the loan’s effective interest rate, except when it is determined
that repayment of the loan is expected to be provided solely by the underlying collateral.
For collateral-dependent loans, impairment is measured by the fair value of the collateral
less the estimated cost to sell. The Company measures impairment on collateral-dependent
loans on a loan-by-loan basis.

Facts and circumstances that would lead to an upward adjustment or recovery in the value of
an impaired loan where impairment is measured based on the present value of expected cash
flows includes an increase in the expected cash flows. For example, if the present value of
expected cash flows for an impaired loan (that is not collateral-dependent) increases by
$1,000,000, the specific portion of the ALLL attributed to such impaired loan may
decrease by an identical amount.

Facts and circumstances that would lead to an upward adjustment or recovery in the carrying
value of an impaired collateral-dependent loan includes (i) an appraisal or evaluation (new
or updated) that reflects an increase in the value of the collateral underlying the impaired
loan, or (ii) a decrease in the estimated costs to sell the underlying collateral. Like the
example in the prior paragraph, if the appraised value of real estate collateral underlying
a collateral-dependent loan increases by $1,000,000, the specific portion of the ALLL
attributed to such impaired loan may decrease by an identical amount.

However, upward adjustments or recoveries in the fair value of an impaired loan during 2009
and 2010 have been and are expected to continue to be very rare in occurrence in recognition
of the continuing economic downturn with its stress upon cash flows and collateral values,
especially real estate related. Upward adjustment

Mr. Amit Pande, Accounting Branch Chief

United States Securities and Exchange Commission

Page 5 of 13

or recovery in the fair value of an impaired loan is recognized by the Company only when
supported by independent third-party documented information.

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of
Operations.

Non-Interest Expense, page 31

    3.

    We note your response to prior comment five of our letter dated June 25, 2010 that you
considered taking aggressive efforts to market the real estate and other assets owned
(e.g., auctions of individual properties or combination of properties). In addition, we
note your disclosure on page 31 that the loss on sale of other real estate owned was $6.3
million for the nine months ended September 30, 2010. Please tell us and include in future
filings, how you considered these aggressive market strategies in your determination of
estimated selling costs for your real estate and other assets owned. In addition, please
expand your disclosures on the loss due to sale of other real estate owned to include a
discussion of the changes made in your marketing efforts and the amount of related loss.

Response:

The following is an expanded discussion consistent with the request. This expanded
discussion will be included in future filings as deemed necessary:

With respect to the $6.3 million of loss realized in the nine months ended September 30,
2010 from dispositions of other real estate owned, $3.1 million resulted from the sales of
individual or a combination of properties through auctions conducted by several of the bank
subsidiaries. Of the other real estate owned properties sold during the third quarter,
whether sold individually or through auction, several were sold at less than fair value,
such strategic decisions taking into account the potential for increases or decreases in the
property’s value over time and related holding period costs. Costs of the auctions,
including property-specific marketing costs and service fees paid to the third-party auction
firms, are aggregated with other directly-related selling costs in determining the loss
realized from disposition of the other real estate owned.

The use of auctions during the third quarter of 2010 was undertaken by the Company as a step
in evaluating strategic alternatives and consideration of more aggressive efforts to market
other real estate and other assets owned outside of the Company’s geographic operations to
attract additional interest. In addition to auctions, the Company utilizes real estate
companies (local and national franchises) as well as showcasing select properties through
the websites of the bank subsidiaries. Strategies for disposition of other real estate and
other assets owned

Mr. Amit Pande, Accounting Branch Chief

United States Securities and Exchange Commission

Page 6 of 13

by each subsidiary are developed specific to each property. The Company does not intend to
use auctions for disposition of other real estate or other assets owned until the second or
third quarters of 2011, if at all.

Additional Management’s Discussion and Analysis

Non-Performing Assets, page 42

    4.

    We note your disclosure on page 43 that most of the non-performing assets are secured
by real estate and based on current information Management determined that the value of the
underlying collateral is adequate to minimize significant charge-offs or losses. In
addition, we note that partial charge-offs totaling $25.8 million were made on impaired
loans that you continue to have concern about the collectability of the remaining balance
of $38.4 million at September 30, 2010. Due to the significant impact the collateral value
has to your valuation of impaired loans and charge-offs please disclose the following in
future filings:

    •

    How partially charged-off loans measured for impairment based on the collateral
value are classified and accounted for subsequent to receiving an updated
appraisal. For example, disclose whether the loans are returned to performing
status or whether they remain as nonperforming;

    •

    Describe how charge-offs for confirmed losses impact the coverage ratio (total
allowance for loan losses divided by total nonperforming loans). For example,
consider providing the following types of disclosure:

    •

    Nonperforming loans for which the full loss has
been charged-off to total loans;

    •

    Nonperforming loans for which the full loss has
been charged-off to total nonperforming loans;

    •

    Charge-off rate for nonperforming loans for which
the full loss has been charged-off;

    •

    Coverage ratio net of nonperforming loans for which
the full loss has been charged-off;

    •

    Total Allowance / (Total loans — Nonperforming
loans for which the full loss has been charged-off); and

    •

    Allowance for individually impaired loans / Total
loans that are individually impaired.

Response:

The following is an expanded discussion consistent with the request that will be included in
future filings as deemed necessary:

At the time a loan is identified as impaired, it is measured for impairment and thereafter
reviewed and measured on at least a quarterly basis for additional

Mr. Amit Pande, Accounting Branch Chief

United States Securities and Exchange Commission

Page 7 of 13

impairment. For collateral-dependent loans, impairment is measure

CORRESP
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Via EDGAR

January 25, 2011

Mr. Amit Pande

Accounting Branch Chief

United States Securities and Exchange Commission

Division of Corporation Finance

Washington, D.C. 20549

         Re:

    Glacier Bancorp, Inc.

Form 10-K for Fiscal Year Ended December 31, 2009

Filed March 1, 2010

Form 10-Q for the Quarterly Periods Ended March 31, 2010,

June 30, 2010, and September 30, 2010

File No. 000-18911

Dear Mr. Pande:

Consistent with telephone conversations with Ms. Lindsay McCord, Accountant, this will serve as a
formal request to extend the response date to the Staff’s comment letter dated January 12, 2011
until Monday, January 31, 2011. The additional time is necessary in recognition that each of
Glacier Bancorp, Inc.’s eleven bank subsidiaries must separately accumulate certain requested
information in order to provide the Staff with a complete and comprehensive response to the Staff’s
comments.

If this request is acceptable to you, we would appreciate your favorable response. Thank you in
advance for your consideration of this request.

    Very truly yours,

    Glacier Bancorp, Inc.

    /s/ Ron J. Copher

    Ron J. Copher

    Senior Vice President and Chief Financial Officer

    CC:

    Ms. Lindsay McCord

January 12, 2011
 Ron J. Copher  Senior Vice President and CFO  Glacier Bancorp, Inc.  49 Commons Loop  Kalispell, MT 59901
Re: Glacier Bancorp, Inc.
Form 10-K for the Fiscal Year Ended December 31, 2009 Filed March 1, 2010 Forms 10-Q for the Quarterl y Periods Ended March 31, 2010,
June 30, 2010, and September 30, 2010
  File No. 000-18911

Dear Mr. Copher:
 We have reviewed your response letter da ted September 3, 2010 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 within te n business days by providing the requested
information, including a draft of your proposed disclosures to be made in future filings, or by
advising us when you will provide the requested  response.  If you do not believe our comments
apply to your facts and circumstances or do not be lieve future revisions are appropriate, please
tell us why in your response.
 After reviewing the information you provide in response to these comments, including
the draft of your proposed disclosures, we may have additional comments.
            Form 10-Q for the Fiscal Qu arter Ended September 30, 2010

 Note (12) Fair Value of Fi nancial Instruments, page 22

1. We note from your response to prior comments tw o and five of our letter dated June 25,
2010 that you rely either on new or updated ap praisals and evaluati ons or you adjust the
last appraisal or evaluation to determine the valuation of your collateral-dependent
impaired loans and other real estate owned.  We note the adjustments made to the fair
value determined by the appraisal or evaluati on are based on other factors and events in
the environment including the timing of cash flows expected to be received.  Please

Ron J. Copher
Glacier Bancorp, Inc.  January 12, 2011 Page 2

revise future filings to include the above in formation that was provi ded in your response
for both impaired loans and othe r real estate owed.

2. In addition, we note your response to prior comment two of our letter dated June 25, 2010
that states the adjustments to the carrying va lue of an impaired loan can be made through
a provision for loan loss, a charge-off, or a re covery.  Please tell us and revise future
filings to describe the facts a nd circumstances that would lead  to an upward adjustment or
recovery in the carrying value of an impaire d loan. In addition, pl ease tell us the total
recoveries for the nine months ended Sept ember 30, 2010 due to the adjustments made to
the carrying value of a loan.
Item 2. Management’s Discussion and Analys is of Financial Condition and Results of
Operations
 Non-Interest Expense, page 31

3. We note your response to prior comment five  of our letter dated June 25, 2010 that you
considered taking aggressive efforts to market  the real estate and other assets owned (e.g.,
auctions of individual properties or combina tion of properties).  In addition, we note your
disclosure on page 31 that the loss on sale of other real estate owned was $6.3 million for
the nine months ended September 30, 2010.  Plea se tell us and include in future filings,
how you considered these aggressive market stra tegies in your determination of estimated
selling costs for your real estate and other as sets owned.  In addition, please expand your
disclosures on the loss due to sale  of other real estate owned to include a discussion of the
changes made in your marketing effort s and the amount of related loss.
 Additional Management’s Discussion and Analysis

 Non-Performing Assets, page 42

4. We note your disclosure on page 43 that most  of the non-performing assets are secured
by real estate and based on current informati on Management determined that the value of
the underlying collateral is adequate to mini mize significant charge-offs or losses.  In
addition, we note that partial charge-offs totaling $25.8 million were made on impaired
loans that you continue to have concern about  the collectabil ity of the remaining balance
of $38.4 million at September 30, 2010.  Due to th e significant impact the collateral value
has to your valuation of impaired loans and charge-offs please disclose the following in
future filings:

Ron J. Copher
Glacier Bancorp, Inc.  January 12, 2011 Page 3

• How partially charged-off loans measured for impairment based on the collateral
value are classified and accounted for subs equent to receiving an updated appraisal.
For example, disclose whether the loans are returned to performing status or whether
they remain as nonperforming;
• Describe how charge-offs for confirmed lo sses impact the coverage ratio (total
allowance for loan losses divided by total nonperforming loans). For example,
consider providing the following types of disclosure:
o Nonperforming loans for which the full loss has been charged-off to total
loans;
o Nonperforming loans for which the full loss has been charged-off to total
nonperforming loans;
o Charge-off rate for nonperforming loans for which the full loss has been
charged-off;
o Coverage ratio net of nonperforming lo ans for which the full loss has been
charged-off;
o Total Allowance / (Total loans –Nonpe rforming loans for which the full loss
has been charged-off ); and
o Allowance for individually impaired loans / Total loans that are individually
impaired.

5. We note your response to prior comment one  of our letter dated June 25, 2010 and your
disclosure on page 44 that you had $30.6 million of loans that were issued to a single borrower or related party group of borrowers th at also had troubled  debt restructured
loans (TDRs) during the period that were classified as nonaccrual or partially charged-
off.  Please tell us and revise future filings  to disclose the factors you consider on an
ongoing basis to determine whether the non-re structured loans issued to the same
borrower(s) should continue  to accrue interest.

6. We note from your response to prior comment ten of our letter dated June 25, 2010 that
you consider new or updated appraisals or  evaluations, expected cash flows and the
timing thereof, and other current information in your determination of the fair value of
your construction and ADC loans.  Please revise  future filings to include the information
related to these portf olios from your response.  In addition, given that residential
construction and land, lot, and ot her construction portfolios acc ount for more than half of
your total net charge-offs and non-accrual lo ans, please provide enhanced disclosures
related to this concentration of credit risk and tell us the following for the five largest
loans in these portfolios:

Ron J. Copher
Glacier Bancorp, Inc.  January 12, 2011 Page 4

• General information about the borrower (i.e. commercial or residential land
developer, commercial  business, etc.);
• The type of collateral securing the loan;
• The amount of total credit exposure outstanding;
• The amount of the allowance allocate d to the credit relationship; and
• Additional information considered for suppor ting the allocated allowance for loan
loss for each credit.

7. We note your disclosure on page 44 that the majority of your commercial real estate
impaired loans had new or updated appraisals in the latter half of 2009 or 2010.  Please
tell us and include in future filings the a pproximate amount or percentage of impaired
loans for which the Company relied on a new or updated appraisal of  the collateral that
was not more than one year old to  assist in measuring impairment.

You may contact Lindsay McCord at 202- 551-3417 or me at 202-551-3423 if you have
any questions.
Sincerely,

Amit Pande Accounting Branch Chief

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Via EDGAR

September 3, 2010

Mr. Mark Webb

Legal Branch Chief

United States Securities and Exchange Commission

Division of Corporation Finance

Washington, D.C. 20549

    Re:

     Glacier Bancorp, Inc.

Form 10-K for Fiscal Year Ended December 31, 2009

Form 10-Q for the Quarterly Period Ended March 31, 2010

File No. 000-18911

Dear Mr. Webb:

Consistent with the telephone conversations with Mr. John Nolan, Senior Assistant Chief Accountant,
and Mr. Amit Pande, Accounting Branch Chief, the following response has been prepared by Glacier
Bancorp, Inc. (the “Company”) to your June 25, 2010 comment letter regarding the Form 10-K filed by
the Company for the fiscal year ended December 31, 2009 and Form 10-Q filed by the Company for the
quarterly period ended March 31, 2010. The time for responding to the comment letter was extended
to September 3, 2010 in order to provide each of the Company’s eleven bank subsidiaries sufficient
time to separately accumulate the requested information and thereby provide the Staff with a
complete and comprehensive response to each of the comments.

For convenience and ease of review, we have reprinted below the text of the comment in your
correspondence, followed by the Company’s response.

Form 10-K for the Fiscal Year Ended December 31, 2009

Business Section, Lending Activity

Non-performing loans and real estate owned, page 17

    1.

    We note that 85% and 10% of total $198.3 million of non-accrual loans as of December 31,
2009 in the table on page 17 (as revised on page 18 of the Form 10-K/A) were commercial
loans and real estate loans, respectively. We also note that 58% and 31% of

Mr. Mark Webb, Legal Branch Chief

United States Securities and Exchange Commission

Page 2 of 28

    charge-offs in 2009 were related to commercial and residential real state loans. Please tell us as
of March 31, 2010, and revise this section in future filings to provide the following
disclosure:

    •

    Disclose the dollar amount, extent of collateralization and date of the most recent
appraisals for the largest individual nonaccrual and/or impaired loans commercial and
real estate loans.

    •

    State, if applicable, the dollar amount of multiple nonaccrual and/or impaired loans
issued to a single or related party group of borrowers.

    •

    Disclose the dollar amount of nonaccrual and/or impaired loans that have had partial
charge-offs recorded during the period for which you continue to have concerns as to
the collectability of the remaining loan balance.

    •

    Disclose any restructured loans issued to single borrowers or related party groups
that are currently in nonaccrual status or that have been charged-off through March 31,
2010, but which continue to have other loans that are currently recorded on accrual
status.

    Response:

    Impaired loans of $218.7 million as of December 31, 2009, included $198.3 million of
non-accrual loans.

    Of the $218.7 million impaired loans as of December 31, 2009, there were 44 commercial real
estate loans that accounted for $110.9 million, or 51 percent, of the impaired loans. The
44 loans were collateralized by 112 percent of the loan value, the majority of which had
appraisals (new or updated) in the later half of 2009.

    Of the $218.7 million impaired loans as of December 31, 2009, there was $136.7 million, or
63 percent, of multiple impaired loans issued to a single or related party group of
borrowers.

    As of December 31, 2009, the amount of impaired loans that have had partial charge-offs
during the year for which the Company continues to have concern about the collectability of
the remaining loan balance was $35.6 million. Of these loans, there were charge-offs of
$21.4 million during 2009.

    The Company has troubled debt restructured loans issued to a single borrower or related
party groups that are currently in nonaccrual status or that have had charge-offs during the
year, but which continue to have other loans that are currently recorded on accrual status.
The amount of these troubled debt restructures is $11.5 million and $9.0 million as of
December 31, 2009 and March

Mr. Mark Webb, Legal Branch Chief

United States Securities and Exchange Commission

Page 3 of 28

    31, 2010, respectively, and the amount of the accruing loans is $6.4 million and $3.9
million as of December 31, 2009 and March 31, 2010, respectively.

    2.

    We refer to the last paragraph on page 18 that states most of the non-performing loans
are secured by real estate and management believes the underlying collateral is adequate to
minimize significant charge-offs or loss, based on current information available, including
appraisals where appropriate. We also refer to similar disclosure in the “Credit Quality
Summary” section on page 44. Considering $188.4 million or 95% of your non-performing loans as
of December 31, 2009 are collateral-dependent residential real estate and commercial loans,
please tell us and in future filings revise this section to include the following disclosure:

    •

    Describe the nature of the current information available that is used by management,
other than appraisals, to determine the adequacy of the fair value of the underlying
collateral. Discuss the basis for using this information instead of, or in addition to,
the appraised value of the properties.

    •

    Considering you state appraisals are used “where appropriate,” please describe
specific situations in which the Company has determined that appraisals would not be
appropriate for determining the fair value of the underlying collateral and what other
alternative valuation methods were used.

    •

    In situations where you do not use external appraisals to fair value the underlying
collateral of impaired loans, please provide us with a comprehensive discussion of the
process and procedures you have in place for estimating the fair value of the
collateral for these loans.

    •

    Expand your discussion regarding your methodology for determining fair value based
on external appraisals to include the following:

    •

    State how and when you obtain external appraisals and how this impacts
the amount and timing of your quarterly and annual periodic loans provision(s) and
charge-offs.

    •

    Describe the typical timing surrounding the recognition of a collateral
dependent loan as non-performing and impaired, when you order and receive an
appraisal, and the subsequent recognition of any provision or related charge-off.
Tell us if there have been any significant time lapses during this process.

    •

    Discuss any situations where you have charged-off an amount different
from what was determined to be the fair value of the collateral as presented in the
appraisal for any period presented. If so, please tell us the amount of the
difference and corresponding reasons for the difference, as applicable.

Mr. Mark Webb, Legal Branch Chief

United States Securities and Exchange Commission

Page 4 of 28

    Response:

    The referenced sentence in the last paragraph on Page 18 of the Form 10-K is presented below
in its entirety (with emphasis added by italicized text).

    Most of the Company’s non-performing assets are secured by real estate and, based on
the most current information available to management, including updated appraisals
where appropriate, the Company believes the value of the underlying real
estate collateral is adequate to minimize significant charge-offs or loss to the
Company.

    With respect to the italicized text, the following information provides the context in which
it was intended.

    Appraisal requirements promulgated by bank supervisory and regulatory agencies require the
Company’s subsidiary banks to obtain appraisals or evaluations of real property
collateral consistent with safe and sound banking practices. For commercial real estate
loans identified as problem loans, the applicable Interagency Appraisal and Evaluation
Guidelines and Appendix A to Part 365 of Title 12, CFR (the “Guidelines”) stipulate that the
financial institutions are required to obtain updated collateral values based on current
information, but can use a variety of valuation techniques for updating problem loan
collateral values. For instance, when performed by persons with the requisite experience
and training, adjustments to the original appraisal or evaluation assumptions to reflect
current changes in market conditions or delays in a project’s development and construction
may suffice for smaller, non-complex credits. Larger or more complex commercial real estate
loans typically need either a new appraisal or an update of the original appraisal.

    For residential real estate loans identified as problem loans, the Guidelines provide that
financial institutions can also use a variety of valuation techniques for updating problem
loan collateral values. For instance, bank management can use broker price opinions. Such
opinions assist management in assessing the range of recoveries under different loan
modification scenarios for properties facing potential foreclosure.

    In addition, the Interagency Policy Statement on Prudent Commercial Real Estate Loan
Workouts provides at Section III, subsection C (Assessing Collateral Values) that an updated
appraisal may not be necessary in instances where an internal evaluation by the institution
appropriately updates the original appraisal assumptions to reflect current market
conditions and provides an estimate of the collateral’s fair value for impairment analysis.

Mr. Mark Webb, Legal Branch Chief

United States Securities and Exchange Commission

Page 5 of 28

    The following is an expanded discussion consistent with the request. This expanded
discussion will be included in future filings as deemed necessary:

    A loan is considered impaired when, based upon current information and events, it is
probable that the Company will be unable to collect the scheduled payments of principal or
interest when due according to the contractual terms of the loan agreement. Impaired loans
include non-performing loans (i.e., non-accrual loans and accruing loans 90 days or more
overdue) and accruing loans under ninety days overdue where it is probable payments will not
be received according to the loan agreement. An insignificant delay or shortfall in the
amounts of payments would not cause a loan or lease to be considered impaired. The Company
determines the significance of payment delays and shortfalls on a case-by-case basis, taking
into consideration all of the facts and circumstances surrounding the loan and the borrower,
including the length and reasons for the delay, the borrower’s prior payment record, and the
amount of the shortfall in relation to the principal and interest due. At the time a loan
is identified as impaired, it is measured for impairment and thereafter reviewed and
measured on at least a quarterly basis for additional impairment.

    The amount of the impairment is measured based on the present value of expected future cash
flows discounted at the loan’s effective interest rate, except when it is determined that
repayment of the loan is expected to be provided solely by the underlying collateral. For
impairment based on expected future cash flows, the Company considers all information
available as of a measurement date, including past events, current conditions, potential
prepayments, and estimated costs to sell when such costs are expected to reduce the cash
flows available to repay or otherwise satisfy the loan. For alternative ranges of cash
flows, the likelihood of the possible outcomes is considered in determining the best
estimate of expected future cash flows. The effective interest rate for a loan restructured
in a troubled debt restructuring is based on the original contractual rate.

    For collateral-dependent loans and real-estate loans for which foreclosure or a deed-in-lieu
of foreclosure is probable, impairment is measured by the fair value of the collateral less
the estimated cost to sell. The Company measures impairment on collateral-dependent loans
on a loan-by-loan basis.

    Fair value of collateral-dependent loans (and other real estate acquired by foreclosure or
deed-in-lieu of foreclosure) is determined primarily based upon appraisal or evaluation of
the underlying real property value. New or updated appraisals or evaluations are generally
obtained when it has been determined that a collateral-dependent loan has become impaired,
when it is likely that a real-estate loan will be foreclosed upon, and for other real estate
owned in connection with its transfer to the Company. Thereafter, appraisals or evaluations
(new or updated) are reviewed at least quarterly and more frequently based on current market

Mr. Mark Webb, Legal Branch Chief

United States Securities and Exchange Commission

Page 6 of 28

    conditions, including deterioration in a borrower’s financial condition and when property
value may be subject to significant volatility.

    The Company reviews appraisals or evaluations, giving consideration to the highest and best
use of the collateral, with values reduced by discounts to consider lack of marketability
and estimated costs to sell. Although the Company considers the appraised value of
collateral as the starting point for determining its fair value, the Company also considers
other factors and events in the environment that may affect the current fair value,
including the Company’s experience with whether the appraised values of impaired
collateral-dependent loans are actually realized, and the timing of cash flows expected to
be received from the underlying collateral to the extent such timing is significantly
different than anticipated in the most recent appraisal. After review and acceptance of the
appraisal or evaluation (new or updated), adjustments to an impaired loan’s carrying value
may be made through provision for loan loss, charge-off, or recovery.

    Most of the Company’s impaired loans are secured by real estate and, based on the most
current information available to management, the Company believes the value of the
underlying real estate collateral less the estimated cost to sell is adequate to minimize
significant charge-offs or loss to the Company. Each bank subsidiary evaluates the level of
its impaired loans, and related impairment including the values of the underlying real
estate and other collateral, and related trends in net charge-offs. Through pro-active
credit administration, the Banks work closely with borrowers to seek favorable resolution to
the extent possible, thereby attempting to minimize net charge-offs or losses to the
Company.

    The Company’s Loan Policy and credit administration practices adopt and implement the
applicable requirements of the Interagency Appraisal and Evaluation Guidelines (and the
Interagency Guidelines for Real Estate Lending Policies in Appendix A to Part 365 of Title
12, CFR) (collectively, the “Guidelines”) and the Uniform Standards of Professional
Appraisal Practice (“USPAP”) as established and amended by the Appraisal Standards Board.
The Company’s Loan Policy establishes criteria for obtaining appraisals or evaluations,
including transactions that are otherwise exempt from the appraisal requirements set forth
within the Guidelines. The time between ordering an appraisal or evaluation is typically
two to three weeks for residential property and four to six weeks for non-residential
property. For real estate properties that are of highly specialized or limited use,
significantly complex or large, additional time beyond the typical times may be required for
new appraisals or evaluations.

    As part of the Company’s credit administration and portfolio monitoring practices, the
Company’s regular internal and external credit examinations review a significant number of
individual loan files. Appraisal

CORRESP
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August 27, 2010

VIA EDGAR and U.S. Post Office Mail

Mr. Mark Webb

Legal Branch Chief

U.S. Securities and Exchange Commission

Washington, D.C. 20549

    Re:

    Glacier Bancorp, Inc.

File No. 000-18911

Dear Mr. Webb:

Consistent with my phone call discussion with Mr. John Nolan, Senior Assistant Chief Accountant,
this will serve as a formal request to further extend the response date to the Staff’s comment
letter dated June 25, 2010 until September 3, 2010. By way of my letter of August 17,
2010, I had previously requested an extension of time until August 27, 2010. As discussed with Mr.
Nolan, the additional time is necessary in recognition that further analysis is required for the
information obtained from each of Glacier Bancorp, Inc.’s eleven bank subsidiaries in order to
provide the Staff with a complete and comprehensive response to each of the comments.

If this request is acceptable to you, we would appreciate your favorable response. Thank you in
advance for your cooperation.

    Very truly yours,

Glacier Bancorp, Inc.

    /s/ Ron J. Copher

    Ron J. Copher

    Senior Vice President and Chief Financial Officer

    CC:

    John Nolan

Amit Pande

CORRESP
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August 17, 2010

VIA EDGAR and U.S. Post Office Mail

Mr. Mark Webb

Legal Branch Chief

U.S. Securities and Exchange Commission

Washington, D.C. 20549

    Re:

    Glacier Bancorp, Inc.

File No. 000-18911

Dear Mr. Webb:

Consistent with my phone call discussions with Mr. Amit Pande, Accounting Branch Chief, this will
serve as a formal request to further extend the response date to the Staff’s comment letter dated
June 25, 2010 until August 27, 2010. By way of my letter of July 9, 2010, I had previously
requested an extension of time until August 18, 2010. As discussed with Mr. Pande, the additional
time is necessary in recognition that further analysis is required for the information obtained
from each of Glacier Bancorp, Inc.’s eleven bank subsidiaries in order to provide the Staff with a
complete and comprehensive response to each of the comments.

If this request is acceptable to you, we would appreciate your favorable response. Thank you in
advance for your cooperation.

Very truly yours,

Glacier Bancorp, Inc.

/s/ Ron J.
Copher

Ron J. Copher

Senior Vice President and Chief Financial Officer

    CC:

     Amit Pande

CORRESP
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    49 Commons Loop, Kalispell, MT 59901

    (406) 756-4200

July 9, 2010

VIA EDGAR and U.S. Post Office Mail

Mr. Mark Webb

Legal Branch Chief

U.S. Securities and Exchange Commission

Washington, D.C. 20549

    Re:
    Glacier Bancorp, Inc.

File No. 000-18911

Dear Mr. Webb:

Consistent with my phone call discussions with Mr. Amit Pande, Accounting Branch Chief, and Mr.
Edwin Adames, Senior Staff Accountant, this will serve as a formal request to extend the response
date to the Staff’s comment letter of June 25, 2010 until August 18, 2010. As discussed with Mr.
Pande and Mr. Adames, the additional time is necessary in recognition that each of Glacier Bancorp,
Inc.’s eleven bank subsidiaries must separately accumulate the requested information in order to
provide the Staff with a complete and comprehensive response to each of the comments.

If this request is acceptable to you, we would appreciate your favorable response. Thank you in
advance for your cooperation.

    Very truly yours,

Glacier Bancorp, Inc.

    /s/ Ron J. Copher

    Ron J. Copher

    Senior Vice President and Chief Financial Officer

    CC:

    Amit Pande

Edwin Adames

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549

       DIVISION OF
CORPORATION FINANCE

June 25, 2010
By U.S. Mail and Facsimile to: (406) 751-4729

Ron J. Copher    Senior Vice President and CFO Glacier Bancorp, Inc. 49 Commons Loop Kalispell, MT 59901
Re: Glacier Bancorp, Inc.
Form 10-K for the Fiscal Year Ended December 31, 2009 Form 10-Q for the Quarterly Period Ended March 31, 2010 File No. 000-18911

Dear Mr. Copher:

We have reviewed your filings and have the following comments.  In some of our
comments, we may ask you to provide us w ith information so we may better understand
your disclosure.
 Please respond to this letter within te n business days by providing the requested
information or by advising us when you will provide the requested response.  If you do not believe our comments apply to your facts and circumstan ces, please tell us why in
your response.
 After reviewing the information you provide  in response to these comments, we
may have additional comments.
Form 10-K for the Fiscal Year Ended December 31, 2009

Business Section, Lending Activity

Non-performing loans and real estate owned, page 17

1. We note that 85% and 10% of total $ 198.3 million of non-accrual loans as of
December 31, 2009 in the table on page 17 (as revised on page 18 of the Form 10-K/A) were commercial loans and real estate loans, resp ectively.  We also note that
58% and 31% of charge-offs in 2009 were related to commercial and residential
real estate loans.  Please tell us as of  March 31, 2010, and revi se this section in
future filings to provide the following disclosure:

Ron J. Copher
Glacier Bancorp, Inc. June 25, 2010 Page 2

• Disclose the dollar amount, extent of collateralization and date of the most
recent appraisals for the largest indi vidual nonaccrual and/or impaired loans
commercial and real estate loans.

• State, if applicable, the dollar amount of multiple nonaccrual and/or impaired
loans issued to a single or re lated party group of borrowers.

• Disclose the dollar amount of nonaccrual  and/or impaired lo ans that have had
partial charge-offs recorded during the period for which you continue to have
concerns as to the collectability of the remaining loan balance.

• Disclose any restructured loans issued  to single borrowers or related party
groups that are currently in  nonaccrual status or that  have been charged-off
through March 31, 2010, but which continue  to have other loans that are
currently recorded on accrual status.
 2. We refer to the last paragraph on page 18 that states most of the non-performing
loans are secured by real estate a nd management believes the underlying
collateral is adequate to minimize significan t charge-offs or loss, based on current
information available, including appraisals where appropriate.   We also refer to
similar disclosure in the “Credit Qu ality Summary” section on page 44.
Considering $188.4 million or 95% of your non-performing loans as of December
31, 2009 are collateral-dependent  residential real estate  and commercial loans,
please tell us and in future filings revise this section to include the following disclosure:

• Describe the nature of the current in formation available that is used by
management, other than appraisals, to determine the adequacy of the fair
value of the underlying collateral.    Discuss the basis for using this
information instead of, or in addition to, the appraised value of the properties.
• Considering you state appraisals are used  “where appropriate”, please describe
specific situations in which the Company has determined that appraisals would not be appropriate for determin ing the fair value of the underlying
collateral and what other alternative valuation methods were used.

• In situations where you do not use exte rnal appraisals to fair value the
underlying collateral of impaired loans, please provide us with a comprehensive discussion of the   process and procedures you have in place for estimating the fair value of th e collateral for these loans.

• Expand your discussion regarding your  methodology for determining fair

Ron J. Copher
Glacier Bancorp, Inc. June 25, 2010 Page 3

value based on external appraisa ls to include the following:

o State how and when you obtain external  appraisals and how this impacts
the amount and timing of your quart erly and annual periodic loan
provision(s) and charge-offs.

o Describe the typical timing surroundi ng the recognition of a collateral
dependent loan as non-performing and impaired, when you order and
receive an appraisal, and the subsequent recognition of any provision or
related charge-off.  Tell us if there have been any significant time lapses
during this process.
o Discuss any situations where you have charged-off an amount different from what was determined to be th e fair value of the collateral as
presented in the appraisal for any period presented.  If so, please tell us the
amount of the difference and corresp onding reasons for the difference, as
applicable.
 3. We refer to the second paragraph on page 19 that states the combined total of lot
acquisition loans, other construction a nd land acquisition and development loans
was $883 million or 21% of total loans as  of December 31, 2009.  Please tell us
and revise future filings to reconcile this amount with the $673.3 million balance
as of December 31, 2009 in the table tit led “Land, Lot and other Construction
loans by Bank” on page 14.
 4. In light of the significant amount of construction and ADC loans in your loan
portfolio as of December 31, 2009, please te ll us and revise future filings, as
appropriate, to provide the following info rmation regarding the use of interest
reserves on these types of loans:

• Discuss the significant accounting policie s related to the use of loan-funded
interest reserves, including the terms for advancing funds as interest reserves
and how you account for interest charges paid with the funds advanced.

• Describe how you subsequently account  for interest reserves when the
collectability of the loan with the interest reserve is not reasonably assured, such as when ADC loans or constr uction loans become non-performing.

• Describe your underwriting process for loans with interest reserves, and
disclose any specific differences in how they are underwritten as compared to
loans that do not have interest reserves.
• Describe how you monitor the completion state of projects financed through
loans with interest reserves to ensure it is proper to continue capitalizing

Ron J. Copher
Glacier Bancorp, Inc. June 25, 2010 Page 4

interest on the loan.

• State the amount of loans with interest reserves as of December 31, 2009 and
any material increases in loan principal and interest reserve in subsequent periods.
• State the extent of any loans with inte rest reserve that have been extended,
renewed or restructured and for which the Company has continued to provide
interest reserves to keep the credit facility current.
• Describe the number and dollar amount of construc tion loans with interest
reserves that are current ly non-performing or which are potential problem
loans.
 5. We refer to the table of changes in real  estate and other assets on page 19 that
shows an increase of $45.7 million or 394% to $57.3 million as of December 31, 2009, as compared to $11.6 million in 2008. Plea se tell us and revise this section
in future filings to disclose the following information:

• Provide a summary of the acquisition co st for each major type of collateral
acquired as of December 31, 2009 cons idering the $72 million of properties
transferred into other real estate owned in 2009.
• Describe the major loan types and book value related to the collateral acquired
in foreclosure.
• Provide a breakdown of the $28.6 million reduction in 2009 between sales of
properties and write-downs due to subsequent impairments.

• Disclose the reasons for any material wr ite-downs recorded in 2009 and if this
is indicative of a trend which is likely to  affect the future operating results of
the Company.
• Describe the basis used to determine th e fair value of th e properties on the
date of transfer and any subsequent estim ated losses of net realizable value.

• Discuss management’s plans to dispose of these properties.
 6. Please tell us and revise this section in future filings, to describe for the most
recent period reported, in addition to currently non-performing loans, the nature and extent of any potential problem loans for which the Company has concerns as to their ability to comply with curren t loan repayment terms.  Refer to the
disclosure requirements of Item III.C.2 of Industry Guide 3.

Ron J. Copher
Glacier Bancorp, Inc. June 25, 2010 Page 5

7. Reconcile the total impaired loan s of $218.7 million and $79.9 million in 2009
and 2008, respectively, described in the first paragraph on page 19 with total non-accrual loans of $198.3 million and $64.3 million for those years in the table of
non-performing assets on page 17.
 8. We refer to the second paragraph on page 19 that states the Company had
troubled debt restructured loans for $64.6 million as of December 31, 2009 which are all in non-accrual status.  We also  note related disclosure on page 76 that
states troubled debt restructurings ch arged off in 2009 were $7.8 million.  Please
revise this section to provide the following information with respect to restructured commercial real estate loans as of December 31, 2009:

• Discuss the types of loan modifications made to these restructured loans and
the terms of the restructuring.
• Tell us whether you have any commercial loans that have repayment dates
extended at or near the original ma turity date and which you have not
classified as impaired, for reasons such as the existence of personal
guarantees.   If so, revise this section to discus s the following:

o The types of repayment extensions being made including the duration of
the extension period.
o The loan terms that have been adjusted from the original terms.
o Whether these loans are collateral depende nt and, if so, the nature of the
underlying collateral and the latest appraisal date.
 9. Revise this section to disclose whether any commercial real estate that were restructured resulted in the creation of multiple new loans (i.e., Note A, Note B
structure).  If so, please revi se this section to include the following information:

• Disclose the total dollar amount of loans that were restructured  using this type
of workout strategy.
• Discuss the benefits to the Company for using this strategy including the
impact on interest income and credit classification.
• Disclose the terms of the new loans, including how Notes A and B differ and
whether Note A is underwritten in accordance with your customary standards
and at current market rates.
• Clarify if Note B is immediately ch arged-offs upon restructuring.  If not,
discuss whether you combine the restruct ured notes in your evaluation as to
whether the notes should be returned to accrual status.
• Confirm that Note A is classified  as a TDR and explain your accounting
policies for removing these loans from TDR classification.

Ron J. Copher
Glacier Bancorp, Inc. June 25, 2010 Page 6

• Discuss your policies for returning Note  A to accrual status, including how
you consider the borrowers’ payment perf ormance prior to the restructuring.

Allowance for loan and lease losses, page 20

 10. We refer to the first paragraph on page 22 that states the incr ease in the allowance
for loan losses was basically due to the increase in non-performing loans since
December 31, 2008 and downturns in the gl obal, national and local economies.
We also note your refer to general fact ors such as loan portfolio growth,
composition, average loan size, credit quality considerations and other
environmental factors that will conti nue to determine the level of provision
expense.  Please tell us and in future f ilings expand your discussion of the factors
that influenced management’s evaluation of the provision and allowance for loans
losses in 2009:

• Disclose the specific, general and un allocated components of the allowance
for loan losses and how they were determined.
• Discuss how you determined the specific valuation allowance of $19.8 million or 9% of impaired loans tota ling $218.7 million. Refer to the “Non-
performing loans and real estate owned” section in the first paragraph on page
19.
• Explain what were the specific change s in the global, national and local
economies that affected your allowance for loan losses.   Discuss how you
factored into your allowance methodology the effects of recent decreases in
the fair value of the underlying collateral of the loans and regional increases in unemployment.
• Discuss how you considered the material  credit risk related to construction
loans and ADC loans that are dependent on future cash flows.  We note the Company had land lot loans, constr uction loans and land acquisition and
development loans totaling $883 million or  21% of total loans as of December
31, 2009.  Refer to the second paragraph of the “Non-performing loans and real estate owned” section on page 19.
• Discuss how you considered in your  anal ysis of the allowance for loan losses
the following:

o The allowance as a percentage of non-performing loans decreased to 70%
in 2009 as compared to 105% in 2008.
o Impaired loans as a percent of total loans increased to 5.93% in 2009 as

Ron J. Copher
Glacier Bancorp, Inc. June 25, 2010 Page 7

compared to 2.0% in 2008.

o Nonperforming loans as a pe rcent of total lo an increased to  4.93% in 2009
as compared to 1.76% in 2008.
o  The allowance for loan losses as a percent of gross loans increased to
3.46% in 2009 as compared to 1.86% in 2008.
 Financial Statements for the period ended December 31, 2009

 Note 1, Summary of Significant Accounting Policies, page 64

 Note 1, I, Temporary Versus Other- Than-Temporary Impairments, page 67

 11. Please tell us and in future filings revi se this footnote to include the methodology
for determining other-than-temporary impairments based on the amended guidance in FASB ASC 320, Investments, De bt and Equity Instruments effective
in June 2009.   Discuss the accounting for the non-credit portion of the other-than-temporary loss recorded in other comp rehensive income, based on the revised
intent to hold the security criteria that consider whether it is more likely than not
that the Company will be required to sell the security before recovery of its
amortized cost basis.
 Note 3, Investment Securities, Available-for-sale securities, page 70

 12. We refer to the summary on page 72 of i nvestments in an unrealized loss position
at December 31, 2009 that shows unreali zed losses of $12.3 million with a
duration of twelve months or more related to residential mortgage backed securities with a fair va lue of $39.8 million.  We also  note you state on page 74
that these losses relate to 39 securities of whic h 13 are non-guaranteed non-
Agency CMOs with an aggregate loss of $12.3 million.    Please tell us and revise
this section in future filings to include  the following information regarding your
investments in CMOs:

• Describe the analysis performed by th e Company to conclude that these
securities had no other-than-temporar y impairments as of December 31, 2009
taking into consideratio n, among other factors:
 o The non-guaranteed classification of the CMOs
o The credit rating classification of  the seniority of the CMOs,
o The degrees of subordination within the tranches in which the Company
has invested
o Payment, deferral and default information and
o The severity and durat ion of the loss.

Ron J. Copher
Glacier Bancorp, Inc. June 25, 2010 Page 8

• Refer in your response to th e fact that seven of the tranches are collateralized
by Alt-A residential mortgage loans as st ated in the last paragraph on page 54
of the “Critical Accounting Poli

Mail Stop 4561
                     September 18, 2008
 Michaael J. Blodnick Chief Executive Officer 49 Commons Loop Kalispell, Montana  59901
Re: Glacier Bancorp, Inc.
       Form S-4, filed September 12, 2008        File Number 333-153458

Dear Mr. Sarver:
We have monitored your Form S-4 with respect to the following comments.  All of these
comments are from our legal staff.  Our accounti ng staff is not looking at this filing.  Where
indicated, we think you should revise your documents in response to these comments.  If you disagree, we will consider your explanation as to why our comment is inapplicable or a revision is unnecessary.  Please be as detailed as necessary in your explanation.  In some of our comments, we may ask you to provide us with supplemental information so we may better understand your disclosure.  After reviewing this information we may have additional comments.
The purpose of our review process is to assist you in your compliance with the applicable
disclosure requirements and to enhance the overall disclosure in your filing.  We look forward to working with you in these respects.  We welcome any questions you may have about our comments or on any other aspect of our review.  Feel free to call us at the telephone numbers listed at the end of this letter.     Prospectus Cover

 1. Please revise the cover to give the trading price of SJ Bancorp shares as of the latest date feasible.

Glacier Bancorp, Inc.
September 18, 2008 Page 2
 2. If the closing capital position of SJ Bancorp is currently less than or equal to $11,350,000 disclose the actual level on the cover.  Also, disclose the per share impact of this situation.  In any event, disclose the current dollar level in the summary and include a risk factor on this situation or advise us why this is not warranted.

        *  *  *  *  *

Closing Comments

As appropriate, please amend your registration statement in response to these comments.
You may wish to provide us with marked copies of the amendment to expedite our review.
Please furnish a cover letter with your amendment that keys your responses to our comments and provides any requested supplemental information.  Detailed cover letters greatly facilitate our review.  Please understand that we may have additional comments after reviewing your amendment and responses to our comments.    We urge all persons who are responsible for the accuracy and adequacy of the disclosure in the filings reviewed by the staff to be certain that they have provided all information investors
require for an informed decision.  Since the company and its management are in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy and adequacy of the disclosures they have made.   Notwithstanding our comments, in the event the company requests acceleration of the effective date of the pending registration statement, it should furnish a letter, at the time of such request, acknowledging 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 this action as defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

In addition, please be advised that the Division of Enforcement has access to all
information you provide to the staff of the Division of Corporation Finance in connection with our review of your filing or in response to our comments on your filing.

Glacier Bancorp, Inc.
September 18, 2008 Page 3

We will consider a written request for acceleration of the effective date of the registration
statement as a confirmation of the fact that those requesting acceleration are aware of their
respective responsibilities under the Securities Act of 1933 and the Securities Exchange Act of
1934 as they relate to the proposed public offering of the securities specified in the above registration statement.  We will act on the request and, pursuant to delegated authority, grant acceleration of the effective date.
 We direct your attention to Rules 460 and 461 regarding requesting acceleration of a
registration statement.  Please allow adequate time after the filing of any amendment for further review before submitting a request for acceleration.  Please provide this request at least two business days in advance of the requested effective date.
 Please direct any questions to me at 202-551-3421.

      S i n c e r e l y ,
          David Lyon
Senior Financial Analysis
        By fax: Stephn M. Klein   Fax number 206-340-9599

<DOCUMENT>
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<TEXT>
<PAGE>

                              GLACIER BANCORP, INC.

September 23, 2008

VIA EDGAR

Division of Corporate Finance
Securities and Exchange Commission
100 F Street, N.E.
Washington, D.C. 20549

ATTN: MR. DAVID LYON

     RE:   GLACIER BANCORP, INC.
           REGISTRATION STATEMENT ON FORM S-4; FILE NO. 333-153458
           REQUEST FOR ACCELERATION

Ladies and Gentlemen:

     In accordance with Rule 461 under the Securities Exchange Act of 1933, I
hereby request on behalf of Glacier Bancorp, Inc., that its Registration
Statement on Form S-4 filed on September 12, 2008, be made effective on
September 25, 2008, or as soon as possible thereafter.

     We acknowledge 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 this action as defense in any proceeding
          initiated by the Commission or any person under the federal securities
          laws of the United States.

     We would appreciate it if you would notify us by telephone of the effective
date of the Registration Statement and would also confirm such advice in
writing.
<PAGE>

Securities and Exchange Commission
September 23, 2008
Page 2

     If you should have any questions about the foregoing request, please do not
hesitate to contact our counsel, Mr. Bart Bartholdt of Graham & Dunn PC at (206)
340-9647, or the undersigned at (406) 751-4701. Thank you for your cooperation
in this matter.

                                        Very truly yours,

                                        /s/ Michael J. Blodnick

                                        Michael J. Blodnick
                                        President and CEO

cc: Bart E. Bartholdt, Esq.
</TEXT>
</DOCUMENT>

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<PAGE>
                                                                  BART BARTHOLDT
                                                                  (206) 340-9647
September 22, 2008                                     bbartholdt@grahamdunn.com

VIA EDGAR

Mr. David Lyon
Senior Financial Analyst
Division of Corporation Finance
U.S. Securities and Exchange Commission
100 F. Street, N.E.
Washington, D.C. 20549-3628
Mail Stop 4561

RE:  GLACIER BANCORP, INC. ("GLACIER")
     REGISTRATION STATEMENT ON FORM S-4 FILED SEPTEMBER 12, 2008 ("FORM S-4")
     FILE NUMBER 333-153458

Dear Mr. Lyon:

Pursuant to our earlier telephone conversations, we understand that the Staff of
the Commission will not review the above-referenced Form S-4, but has monitored
the Form S-4. In the course of such monitoring, you have provided us with
certain comments and suggestions. Pursuant to your correspondence to Glacier
dated September 18, 2008, and our telephone conversations of September 19, 2008
and today, Glacier has revised the cover page of the proxy statement/prospectus
contained in the Form S-4, and has added certain disclosure to the Summary
regarding the SJ Bancorp Closing Capital.

The revised cover page is attached hereto as Exhibit 1. Additionally, the proxy
statement/prospectus has been revised by adding the following disclosure, which
will be the third paragraph in the section of the Summary entitled "What SJ
Bancorp Shareholders Will Receive in the Merger":

         "Assuming for purposes of illustration only that the merger had closed
on September 1, 2008, the SJ Bancorp Closing Capital determined in accordance
with the merger agreement would have been approximately $11,223,000. This
estimate is based on certain assumptions regarding SJ Bancorp's transaction fees
and balance sheet adjustments, and does not take into account SJ Bancorp's
earnings from September 1, 2008 to the actual merger closing date. Based
<PAGE>
September 22, 2008
Page 2

on SJ Bancorp's earnings projections, assuming, for purposes of illustration
only, that the merger closes on November 30, 2008, the SJ Bancorp Closing
Capital would exceed $11,350,000."

The revisions to the Glacier Form S-4 described above will be reflected, with
updated information as appropriate, in the final proxy statement/prospectus,
which will be filed with the Commission pursuant to Rule 424.

We trust the foregoing is responsive to your suggestions.

Glacier will provide the Commission with a written request for acceleration of
the effectiveness of the Form S-4 under separate correspondence.

Thank you for your assistance.

Sincerely,

GRAHAM & DUNN PC

/s/ Bart Bartholdt

Bart Bartholdt

Enclosures
cc:      Michael J. Blodnick, Glacier Bancorp, Inc. (w/ Encl)
         Stephen M. Klein, Esq. (w/ Encl)
M38934-1096742

<PAGE>
                                                                       Exhibit 1

PROXY STATEMENT                                                    PROSPECTUS OF
OF BANK OF THE SAN JUANS BANCORPORATION                    GLACIER BANCORP, INC.

                 MERGER PROPOSED -- YOUR VOTE IS VERY IMPORTANT

Dear Bank of the San Juans Bancorporation Shareholders:

         The boards of directors of Bank of the San Juans Bancorporation and
Glacier Bancorp, Inc. have agreed on a merger of SJ Bancorp with and into
Glacier Bancorp. When the merger occurs, Bank of the San Juans, SJ Bancorp's
subsidiary, will continue to operate as Bank of the San Juans with the same
management, but as a wholly owned subsidiary of Glacier.

         Under the terms of the Plan and Agreement of Merger, dated August 19,
2008, Glacier will pay to SJ Bancorp shareholders, a total of 640,000 shares of
Glacier common stock, plus a cash payment equal to $9,000,000, with the cash
portion of the merger consideration being subject to adjustment as described in
the attached proxy statement/prospectus.

         Each outstanding share of SJ Bancorp common stock will be exchanged for
a fixed number of shares of Glacier common stock and a fixed amount of cash. The
total cash portion of the merger consideration will be reduced, on a dollar for
dollar basis, by the amount, if any, that SJ Bancorp's "Closing Capital" is less
than $11,350,000. If SJ Bancorp's Closing Capital exceeds $11,350,000, SJ
Bancorp may distribute the amount of the excess to its shareholders immediately
prior to the closing of the merger. Assuming for purposes of illustration only
that the cash payment made by Glacier is $9,000,000 and that all SJ Bancorp
stock options are exercised prior to the merger, you will receive $52.66 in a
combination of $18.004 in cash and 1.2803 Glacier common stock for each of your
SJ Bancorp shares. This valuation is based on the $27.07 closing price of
Glacier common stock on September 18, 2008. Assuming the exercise of all stock
options, SJ Bancorp shareholders will own approximately 1.2% of Glacier's
outstanding common stock following the merger. The most recent trade in SJ
Bancorp common stock, which occurred in March 2008 pursuant to SJ Bancorp's
buy-sell agreement, was at $22.95.

         Your board of directors believes the terms of the merger are fair and
in the best interest of SJ Bancorp and its shareholders. In reaching this
decision, the board considered numerous factors as described in the attached
proxy statement/prospectus, including the receipt of a fairness opinion from
Sandler O'Neill & Partners, L.P.

         We will hold a special shareholders' meeting to vote on the merger
proposal. THE SJ BANCORP SPECIAL SHAREHOLDERS' MEETING WILL BE HELD ON
___________, NOVEMBER __, 2008, AT ______ __.M. LOCAL TIME, AT _____________,
DURANGO, COLORADO. Whether or not you plan to attend the special meeting, please
take the time to vote by completing and mailing the enclosed form of proxy.

         On behalf of the SJ Bancorp board of directors, I recommend that you
vote FOR approval of the merger.

                                               Arthur C. Chase Jr.
                                               Chief Executive Officer

NEITHER THE FEDERAL DEPOSIT INSURANCE CORPORATION, SECURITIES AND EXCHANGE
COMMISSION, NOR ANY STATE SECURITIES COMMISSION HAS APPROVED THE SECURITIES TO
BE ISSUED BY GLACIER OR DETERMINED IF THIS PROXY STATEMENT/PROSPECTUS IS
TRUTHFUL OR COMPLETE. ANY REPRESENTATION TO THE CONTRARY IS A CRIMINAL OFFENSE.

                             ----------------------

THE SHARES OF GLACIER COMMON STOCK TO BE ISSUED IN THE MERGER ARE NOT SAVINGS OR
DEPOSIT ACCOUNTS OR OTHER OBLIGATIONS OF A BANK AND ARE NOT INSURED BY THE
FEDERAL DEPOSIT INSURANCE CORPORATION, THE FEDERAL DEPOSIT INSURANCE FUND OR ANY
OTHER GOVERNMENTAL AGENCY. SUCH SHARES ARE NOT GUARANTEED BY GLACIER OR SJ
BANCORP AND ARE SUBJECT TO INVESTMENT RISK, INCLUDING THE POSSIBLE LOSS OF
PRINCIPAL.

                             ----------------------

 This proxy statement/prospectus is dated October __, 2008, and is first being
            mailed to SJ Bancorp's shareholders on October __, 2008.

</TEXT>
</DOCUMENT>

July 3, 2008

Mail Stop 4561  Mr. Ron J. Copher Chief Financial Officer Glacier Bancorp, Inc. 49 Commons Loop Kalispell, MT 59901
Re: Glacier Bancorp Form 10-K for Fiscal Year Ended December 31, 2007 Filed February 29, 2008 Form 10-Q for the Fiscal Quarter Ended March 31, 2008 File No. 0-18911

Dear Mr. Copher:

 We have completed our review of your Form 10-K and related filings and have no
further comments at this time.
            S i n c e r e l y ,
John P. Nolan Accounting Branch Chief

CORRESP
1
filename1.htm

corresp

Via EDGAR

June 30, 2008

Mr. John Nolan

Branch Chief

United States Securities and Exchange Commission

Division of Corporation Finance

Washington, D.C. 20549

Mail Stop 4561

    Re:

    Glacier Bancorp, Inc.

Form 10-K for Fiscal Year Ended December 31, 2007

Filed: February 29, 2008

File No. 0-18911

Dear Mr. Nolan:

     Consistent with the telephone conversations between our counsel, Steve Klein of Graham & Dunn
and you and Mr. Don Walker, recently of your office, we have prepared the following response by
Glacier Bancorp, Inc. (the “Company”) to your March 20, 2008 comment letter regarding the Form 10-K
filed by the Company for the fiscal year ended December 31, 2007. For convenience and ease of
review, we have reprinted below the text of the comment in your correspondence, followed by the
Company’s response. As previously suggested by Mr. Walker, the Company filed its Form 10-Q for the
quarter ended March 31, 2008, to address the Staff’s comments on a prospective basis, prior to
submitting our response.

Mr. John
Nolan, Branch Chief

United States Securities and Exchange Commission

Page 2 of 5

Comment No.1:

Management’s Discussion and Analysis, page 28

Results of Operations, page 31

Provision for Loan Losses, page 32

1. We note the increase in nonperforming loans from $7.4 million as of December 31, 2006 to $11.2
million as of December 31, 2007, resulting in nonperforming loans to total loans of 0.23% and 0.32%
as of such dates. However, we note that your allowance as a percentage of total loans decreased
from 1.53% as of December 31, 2006 to 1.51% as of December 31, 2007. We could not find an
explanation in the document as to why your allowance decreased in 2007 despite the increase in
nonperforming loans.

    •

    Please tell us and revise future filings, as applicable, to explain how your
allowance and provisions are directionally consistent with changes in asset quality;

    •

    Quantify and explain how changes in loan concentrations, quality, and terms that
occurred during the period are reflected in the allowance;

    •

    Quantify and explain how changes in estimation methods and assumptions affected the
allowance, if applicable;

    •

    Quantify and explain why reallocations of the allowance (or lack of reallocations)
among different parts of the portfolio or different elements of the allowance
occurred; and

    •

    Quantify and explain how actual changes and expected trends in nonperforming loans
affected the allowance.

Response:

Within Form 10-Q for the period ended March 31, 2008, we have provided the requested, additional
discussion, quantification and disclosures, as applicable, within Item 2. Management’s Discussion
and Analysis of Financial Condition and Results of Operation (specifically at pages 21 through 28,
inclusive). Such information supports the directional consistency of changes to the Allowance for
Loan and Lease Losses (“Allowance”) and changes in asset quality.

The enhanced disclosures will be included in future filings.

2

Mr. John
Nolan, Branch Chief

United States Securities and Exchange Commission

Page 3 of 5

With respect to the Allowance at December 31, 2007 compared to December 31, 2006, please note that,
while the Allowance remained fairly constant as a percentage of loans outstanding, non-performing
loans only increased modestly by $3.8 million, which amount represented approximately .1 percent of
the $3.622 billion in total loans outstanding at December 31, 2007, as the Company and its
subsidiary banks have historically benefitted from stronger economies in the markets served.

Comment No. 2

2. As a related matter, please tell us and revise future filings to provide your accounting policy
for: loan fees, recognizing income on impaired loans, cash payments received on impaired loans, and
for charging off uncollectible loans. Refer to SFAS 91, 118 and SOP 01-6, as appropriate.

Response:

Within Form 10-Q for the period ended March 31, 2008, we have provided enhanced disclosure of the
accounting policies requested, as applicable, within the discussion presented under the heading of
“Allowance for Loan and Lease Losses” in Item 2. Management’s Discussion and Analysis of Financial
Condition and Results of Operation (specifically at pages 24 through 28, inclusive). For your
convenience, we have excerpted from the subject Form 10-Q and presented below the summary
descriptions of each accounting policy for which additional disclosure was requested. We have
parenthetically listed the pages within the subject Form 10-Q where the excerpted disclosures are
located.

The enhanced disclosures will be included in future filings.

Loan fees:       (Page 21)

Loan origination fees, net of certain direct origination costs, are deferred and recognized
as an adjustment of the related loan yield using the interest method.

Recognition of income on impaired loans and cash payments received on impaired loans:      (Page 28)

When the ultimate collectibility of the total principal on an impaired loan is in doubt,
all payments are applied to principal under the cost recovery method. When the ultimate
collectibility of the total principal on an impaired loan is not in doubt, contractual
interest is generally credited to interest income when received under the cash basis
method.

3

Mr. John
Nolan, Branch Chief

United States Securities and Exchange Commission

Page 4 of 5

Charge-offs of uncollectible loans:       (Page 26)

The banks’ charge-off policy is consistent with bank regulatory standards. Consumer loans
generally are charged off when the loan becomes over 120 days delinquent. Real estate
acquired as a result of foreclosure or by deed-in-lieu of foreclosure is classified as real
estate owned until such time as it is sold. When such property is acquired, it is recorded
at the lower of the unpaid principal balance or estimated fair value, not to exceed
estimated net realizable value. Any write-down at the time of recording real estate owned
is charged to the ALLL. Any subsequent write-downs are charged to current expense.

In addition to the above accounting policy disclosure for charging off uncollectible loans,
the table provided on Page 26 of the subject Form 10-Q reflects charge-off amounts as
decreases to the Allowance for Loan and Lease Losses. Recoveries of amounts previously
charged-off are reflected as increases to the Allowance for Loan and Lease Losses.

Comment No. 3

Note 21 — Operating Segment Information, page 74

3. We note your segment titled “other” includes the parent company, non-bank operating units and
eliminations. Please provide us with a break-out of the three components that make up the other
column and explain to us why you believe the eliminations are not significant enough to break out
in their own separate column. Refer to paragraph 32 of SFAS 131.

Response:

In combining the parent Company, non-bank operating units, and eliminations (of intercompany income
and balance sheet amounts) within the “Other” category within the Segment Information presented in
Note 21 — Operating Segment Information, at page 74 of the Company’s Form 10-K for the year ended
December 31, 2007, the Company did not believe that the parent Company amounts before elimination,
the elimination amounts, nor the non-bank operating unit amounts were “significant” reconciling
items in the context or meaning of paragraph 32 of SFAS 131. Nonetheless, future filings will
include the additional disclosures as presented in the referenced Form 10-Q.

4

Mr. John
Nolan, Branch Chief

United States Securities and Exchange Commission

Page 5 of 5

Within Form 10-Q for the period ended March 31, 2008, at Note 12 – “Segment Information” to the
Condensed Consolidated Financial Statements – Unaudited at page 16 of Part 1. Financial
Information, we have separately disclosed the identified segment information under the applicable
column headings for “Eliminations,” “Parent” and “Other.” The operating segment identified as
“Other” includes limited partnership interests that operate residential rental real estate
properties which have been allocated federal low income housing tax credits.

     In connection with this response, the Company acknowledges that: (1) it is responsible for the
adequacy and accuracy of the disclosure in the filing; (2) SEC staff comments or changes to
disclosure in response to staff comments do not foreclose the Commission from taking any action
with respect to the filing; and (3) the Company may not assert staff comments as a defense in any
proceeding initiated by the Commission or any person under the federal securities laws of the
United States.

     We trust that the above is fully responsive to your comments. However, if you have any
further questions or concerns, please do not hesitate to call our counsel Steve Klein directly at
(206) 340-9648 or call me directly at (406) 751-7706.

Sincerely,

Glacier Bancorp, Inc.

    /s/ Ron J. Copher

Ron J. Copher

    SVP/Chief Financial Officer

    cc:

    Ms. Babette Cooper, Securities and Exchange Commission

Stephen M. Klein, Graham & Dunn

Tammie Lowrie, BKD, LLP

5

Mail Stop 4561   March 20, 2008

  Ron J. Copher Chief Financial Officer Glacier Bancorp, Inc. 49 Commons Loop Kalispell, MT 59901

 Re:       Glacier Bancorp
   Form 10-K for Fiscal Year Ended
   December 31, 2007    Filed February 29, 2008    File No. 0-18911

Dear Mr. Copher :
 We have reviewed your filing and have the following comments.  We have
limited our review to only your financial statements and related disclosures and do not intend to expand our review to other portions of your documents.  Where indicated, we think you should revise the filing in response to these comments.  If you disagree, we will consider your explanation as to why our comment is inapplicable or revision is unnecessary.  Please be as detailed as necessary in your explanation.
Please understand that the purpose of our review process is to assist you in your
compliance with the applicable disclosure requirements and to enhance the overall disclosure in your filings.  We look forward to working with you in these respects.  We welcome any questions you may have about our  comments or on any other aspect of our
review.  Feel free to call me at the telephone number listed at the end of this letter.  Form 10-K for the Fiscal Year ended December 31, 2007

 Management’s Discussion and Analysis, page 28

 Results of Operations, page 31

 Provision for Loan Losses, page 32

Mr. Copher
Glacier Bancorp, Inc. March 20, 2008 Page 2
 1. We note the increase in nonperforming loans from $7.4 million as of December
31, 2006 to $11.2 million as of December 31, 2007, resulting in nonperforming loans to total loans of 0.23% and 0.32% as of such dates.  However, we note that your allowance as a percentage of total loans decreased from 1.53% as of December 31, 2006 to 1.51% as of December 31, 2007.  We could not find an explanation in the document as to why your allowance decreased in 2007 despite the increase in nonperforming loans.
• Please tell us and revise future filings, as applicable, to explain how your
allowance and provisions are directionally consistent with changes in asset quality;
• Quantify and explain how changes in loan concentrations, quality, and
terms that occurred during the period are reflected in the allowance;
• Quantify and explain how changes in estimation methods and
assumptions affected the allowance, if applicable;
• Quantify and explain why reallocations of the allowance (or lack of
reallocations) among different parts of the portfolio or different elements of the allowance occurred; and
• Quantify and explain how actual changes and expected trends in
nonperforming loans affected the allowance.
 2. As a related matter, please tell us and revise future filings to provide your
accounting policy for: loan fees, recognizing interest income on impaired loans, cash payments received on impaired loans, and for charging off uncollectible loans.  Refer to SFAS 91, 118 and SOP 01-6, as appropriate.
 Financial Statements

 Note 21 – Operating Segment Information, page 74

 3. We note your segment titled “other” includes the parent company, non-bank
operating units and eliminations.  Please provide us with a break-out of the three components that make up the other column and explain to us why you believe the eliminations are not significant enough to break out into their own separate column.  Refer to paragraph 32 of SFAS 131.

We urge all persons who are responsible for the accuracy and adequacy of the
disclosure in the filing reviewed by the staff to be certain that they have provided all information investors require for an informed decision.  Since the registrant and its management are in possession of all facts relating to a registrant’s disclosure, they are responsible for the accuracy and adequacy of the disclosures they have made.
 In connection with responding to our comments, please provide, in writing, a
statement from the registrant acknowledging that:

Mr. Copher
Glacier Bancorp, Inc. March 20, 2008 Page 3
 • the registrant is responsible for the adequacy and accuracy of the
disclosure in the filing;
• staff comments or changes to disclosure in response to staff comments
do not foreclose the Commission from taking any action with respect to the filing; and
• the registrant may not assert staff comments as a defense in any
proceeding initiated by the Commission or any person under the federal securities laws of the United States.

In addition, please be advised that the Division of Enforcement has access to all
information you provide to the staff of the Di vision of Corporation Finance in our review
of your filing or in response to our comments on your filing.
As appropriate, please respond to these comments within 10 business days or tell
us when you will provide us with a response.  Please furnish a cover letter with your response that provides any requested supplemental information.  Detailed cover letters greatly facilitate our review.  Please understand that we may have additional comments after reviewing your responses to our comments.
You may contact Babette Cooper at ( 202) 551-3396 or me at (202) 551-3490 if
you have any questions.
Sincerely,    Don Walker Senior Assistant Chief Accountant