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Isabella Bank Corporation

401 N. Main Street

Mt. Pleasant, Michigan 48858

April 21, 2026

Via EDGAR

U.S. Securities and Exchange Commission

Division of Corporation Finance

100 F. Street, N.E.

Washington, D.C. 20549

Attention:  Madeleine Joy Mateo

Re:            Isabella Bank Corporation

                  Registration Statement on Form S-3 (File No. 333-295098)

Ladies and Gentlemen:

Pursuant to Rule 461 under the Securities Act of 1933, as amended (the “Securities Act”), Isabella Bank Corporation, a Michigan corporation (the “Registrant”), hereby requests that the effective date for the above-referenced Registration Statement on Form S-3 (File No. 333-295098) be accelerated so that it will be declared effective under the Securities Act at 4:00 p.m., Eastern Daylight Time, on Thursday, April 23, 2026, or as soon thereafter as practicable.

Please contact Josh T. McNulty of Hunton Andrews Kurth LLP, the Registrant’s legal counsel, at (214) 979-8223 with any questions or comments.  In addition, please notify Mr. McNulty via telephone when this request for acceleration has been granted.

Thank you for your assistance in this matter.

Sincerely,

Isabella Bank Corporation

By: /s/ Jerome E. Schwind

      Jerome E. Schwind

      President and Chief Executive Officer

cc:        Josh T. McNulty, Hunton Andrews Kurth LLP

<DOCUMENT>
<TYPE>TEXT-EXTRACT
<SEQUENCE>2
<FILENAME>filename2.txt
<TEXT>
 April 20, 2026

Jerome E. Schwind
Chief Executive Officer
Isabella Bank Corporation
401 N. Main Street
Mt. Pleasant, MI 48858

 Re: Isabella Bank Corporation
 Registration Statement on Form S-3
 Filed April 16, 2026
 File No. 333-295098
Dear Jerome E. Schwind:

 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 Madeleine Joy Mateo at 202-551-3465 with any questions.

 Sincerely,

 Division of
Corporation Finance
 Office of Finance
cc: Josh T. McNulty, Esq.
</TEXT>
</DOCUMENT>

February 26, 2025
William M. Schaefer
Chief Financial Officer
Isabella Bank Corporation
401 North Main Street
Mount Pleasant, MI 48858
Re:Isabella Bank Corporation
Form 10-K for the Fiscal Year Ended December 31, 2023
File No. 000-18415
Dear William M. Schaefer:
            We have completed our review of your filings. 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

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February 19, 2025

VIA EDGAR

U.S. Securities and Exchange Commission

Division of Corporate Finance

Office of Finance

Washington, D.C. 20549

Attention: Jee Yeon Ahn and Robert Klein

Re: Isabella Bank Corporation

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

Form 10-Q for the Fiscal Quarter Ended June 30, 2024

Form 8-K filed on October 24, 2024

File No. 000-18415

Dear Ms. Ahn and Mr. Klein:

This letter is submitted on behalf of Isabella Bank Corporation (the “Company”) as a supplementary response to the comment received from the staff (the “Staff”) of the Division of Corporate Finance of the Securities and Exchange Commission (the “Commission”), by letter dated October 31, 2024, regarding the Staff’s comment about the Company’s disclosure of “core net income” on page I of Exhibit 99.1 in the Company’s Current Report on Form 8-K filed October 24, 2024 with the Commission.

On November 12, 2024, the Company submitted a response letter to the Staff. Subsequent to submission of its response letter, representatives of the Company had a conference call with the Staff on February 14, 2025. Based on the Company’s further discussions with the Staff, the Company is providing further details about the non-recurring nature of the $1.6 million expense that was excluded from core net income.

In August 2024, the Company had one customer that conducted business transactions that well exceeded their deposit balances that caused overdrafts totaling $1.6 million. The Company also became aware that the customer had negative deposit account balances with other financial institutions. Upon learning this information along with an investigation into the transactions, the Company treated the situation as a check kiting event in accordance with its policies and procedures. Given the customer’s inability to satisfy the overdraft, the total negative deposit balance was charged off in the same manner as an uncollectable loan. Unlike other overdrawn accounts that are written off periodically, the facts and circumstances that gave rise to this unique overdraft are rare and the resulting expense is considered non-recurring and not part of the Company’s core business operations.

The Company acknowledges 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.

If you have any questions concerning this matter or require additional information, please contact the undersigned at (989) 779-6236 or wmschaefer@isabellabank.com.

Very truly yours,

Isabella Bank Corporation

/s/ William M. Schaefer

William M. Schaefer

Chief Financial Officer

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November 12, 2024

VIA EDGAR

U.S. Securities and Exchange Commission

Division of Corporate Finance

Office of Finance

Washington, D.C. 20549

Attention: Jee Yeon Ahn and Robert Klein

Re: Isabella Bank Corporation

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

Form 10-Q for the Fiscal Quarter Ended June 30, 2024

Form 8-K filed on October 24, 2024

File No. 000-18415

Ladies and Gentlemen:

On behalf of Isabella Bank Corporation (the “Company”), I am writing in response to the comments received from the staff (the “Staff”) of the Division of Corporation Finance of the Securities and Exchange Commission (the “Commission”) by letter dated October 31, 2024 (the “Comment Letter”), with respect to the Company’s above-referenced filings (File No. 000-18415).

For ease of reference, we have included each of the Staff’s comments in this letter in italics followed by the Company’s response.  The numbered responses set out below correspond to the numbered comments from the Staff.

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

Loans, page 28

1.We note that commercial real estate ("CRE") loans totaled $564.2 million and represented 41.8% of total loans as of December 31, 2023 and that the collateral for these loans are primarily in mid-Michigan counties. We also note your disclosure on page 53 disaggregating your CRE balance by owner and non-owner occupied, as well as 1-4 family investor and multifamily. Please revise your disclosures, in future filings, to further disaggregate the composition of your owner occupied and nonowner occupied

CRE loan portfolio by key borrower type (e.g., by office, manufacturing, retail, multifamily, etc.) and to disclose other relevant characteristics (e.g., current weighted average and/or range of loan-to-value ratios, occupancy rates, etc.) material to an investor’s understanding of your CRE loan portfolio.

Response:

The Company acknowledges the Staff's comment and confirms that it will revise its disclosures in future filings as requested, including presenting further disaggregation of the composition of our owner occupied and nonowner occupied CRE loan portfolio by key borrower type and other relevant characteristics material to an investor’s understanding of our CRE loan portfolio.  Revisions to future filings will begin with the Quarterly Report on Form 10-Q for the quarter ending September 30, 2024.

2.In addition, we note the statement on page 14 that you continue to monitor events to assure you are “prepared for any changes that might affect the bank, including the ability to timely address economic uncertainty.” We also note the statement on page 31 that the frequency and complexity of your liquidity stress testing “has increased due to economic uncertainty and changes within the interest rate and economic environment.” Please further revise your disclosures, in future filings, to describe the specific details of the risk management policies, procedures or other actions undertaken by management in response to economic uncertainty and the current environment.

Response:

The Company acknowledges the Staff's comment and confirms that it will revise its disclosures in future filings to describe the specific details of the risk management policies, procedures or other actions undertaken by the Company in response to economic uncertainty and the current environment.  Revisions to future filings will begin with the Quarterly Report on Form 10-Q for the quarter ending September 30, 2024.

Form 10-Q for the Fiscal Quarter Ended June 30, 2024

Interim Condensed Consolidated Statements of Changes in Shareholders' Equity, page 7

3.Please revise your disclosures, in future filings, to provide interim statements of shareholders' equity for the current and comparative year-to-date periods, with subtotals for each interim period. Refer to Rule 8-03(a)(5) of Regulation S-X.

Response:

The Company acknowledges the Staff's comment and confirms that it will revise its disclosures in future filings as requested to provide interim statements of shareholders' equity for the current and comparative year-to-date periods, with subtotals for each interim period.  Revisions to future filings will begin with the Quarterly Report on Form 10-Q for the quarter ending September 30, 2024.

Form 8-K filed on October 24, 2024

Exhibit 99.1

Reconciliation of Non-GAAP Financial Measures, page I

4.We note your reconciliation of core net income, which excludes $1.6 million of Other expense, and the related non-GAAP measures (e.g., core diluted earnings per share, core return on average assets, core return on average shareholders' equity, core return on average tangible shareholders' equity) that are derived from core net income. Please address the following:

•Explain the nature of this Other adjustment being excluded from core net income and clarify if it relates to the $1.6 million provision for credit losses charge relating to overdrawn deposit accounts from a single customer.

•If this adjustment does relate to the exclusion of a portion of the provision for credit losses, provide us with your evaluation of whether this adjustment represents individually tailored recognition and measurement principles that are inconsistent with GAAP and therefore should be removed from presentation in future filings. Refer to Question 100.04 of the Non-GAAP Financial Measures Compliance and Disclosure Interpretations.

Response:

The Company acknowledges the Staff's comment and confirms the “Other” adjustment being excluded from core net income does relate to the $1.6 million provision for credit losses charge relating to overdrawn deposit accounts from a single customer.  The Company included the non-GAAP financial measure referenced in the Staff’s comment because it believes this presentation provides a deeper understanding of our ongoing operations and this non-GAAP presentation provides enhanced comparability across historic periods.

In reading and examining the interpretations in Question 100.04 of the Non-GAAP Financial Measures Compliance & Disclosure Interpretations, the Company confirms the non-GAAP measure in question does not change the recognition and measurement principles required to be applied in accordance with GAAP.  The Company considers this adjustment to be related to and result in normal, recurring activities of the Company and not individually tailored accounting.

The Company hereby acknowledges the Staff’s comments and confirms it will revise its disclosures in future filings as requested.  The Company believes the foregoing provides a complete response to the Comment Letter.

Further, the Company acknowledges that it is responsible for the accuracy and adequacy of its disclosures, notwithstanding any review, comments, action or absence of action by the Staff.

If you have any questions concerning this matter or require additional information, please contact the undersigned at (989) 779-6236 or wmschaefer@isabellabank.com.

Very truly yours,

Isabella Bank Corporation

/s/ William M. Schaefer

William M. Schaefer

Chief Financial Officer

October 31, 2024
William M. Schaefer
Chief Financial Officer
Isabella Bank Corporation
401 North Main Street
Mount Pleasant, MI 48858
Re:Isabella Bank Corporation
Form 10-K for the Fiscal Year Ended December 31, 2023
Form 10-Q for the Fiscal Quarter Ended June 30, 2024
Form 8-K filed on October 24, 2024
File No. 000-18415
Dear William M. Schaefer:
            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 the Fiscal Year Ended December 31, 2023
Item 7. Management's Discussion and Analysis of Financial Condition and Results of
Operations
Loans, page 28
We note that commercial real estate ("CRE") loans totaled $564.2 million and
represented 41.8% of total loans as of December 31, 2023 and that the collateral for
these loans are primarily in mid-Michigan counties. We also note your disclosure on
page 53 disaggregating your CRE balance by owner and non-owner occupied, as well
as 1-4 family investor and multifamily. Please revise your disclosures, in future
filings, to further disaggregate the composition of your owner occupied and non-
owner occupied CRE loan portfolio by key borrower type (e.g., by
office, manufacturing, retail, multifamily, etc.) and to disclose other relevant
characteristics (e.g., current weighted average and/or range of loan-to-value ratios,
occupancy rates, etc.) material to an investor’s understanding of your CRE loan 1.

October 31, 2024
Page 2
portfolio.
2.In addition, we note the statement on page 14 that you continue to monitor events to
assure you are “prepared for any changes that might affect the bank, including the
ability to timely address economic uncertainty.” We also note the statement on page
31 that the frequency and complexity of your liquidity stress testing “has increased
due to economic uncertainty and changes within the interest rate and economic
environment.” Please further revise your disclosures, in future filings, to describe the
specific details of the risk management policies, procedures or other actions
undertaken by management in response to economic uncertainty and the current
environment.
Form 10-Q for the Fiscal Quarter Ended June 30, 2024
Interim Condensed Consolidated Statements of Changes in Shareholders' Equity, page 7
3.Please revise your disclosures, in future filings, to provide interim statements of
shareholders' equity for the current and comparative year-to-date periods, with
subtotals for each interim period. Refer to Rule 8-03(a)(5) of Regulation S-X.
Form 8-K filed on October 24, 2024
Exhibit 99.1
Reconciliation of Non-GAAP Financial Measures, page I
4.We note your reconciliation of core net income, which excludes $1.6 million of Other
expense, and the related non-GAAP measures (e.g., core diluted earnings per share,
core return on average assets, core return on average shareholders' equity, core return
on average tangible shareholders' equity) that are derived from core net income.
Please address the following:
•Explain the nature of this Other adjustment being excluded from core net income
and clarify if it relates to the $1.6 million provision for credit losses charge
relating to overdrawn deposit accounts from a single customer.
•If this adjustment does relate to the exclusion of a portion of the provision for
credit losses, provide us with your evaluation of whether this adjustment
represents individually tailored recognition and measurement principles that are
inconsistent with GAAP and therefore should be removed from presentation in
future filings. Refer to Question 100.04 of the Non-GAAP Financial Measures
Compliance and Disclosure Interpretations.
            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 Jee Yeon Ahn at 202-551-3673 or Robert Klein at 202-551-3847 with
any questions.

October 31, 2024
Page 3
Sincerely,
Division of Corporation Finance
Office of Finance

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August 10, 2021

VIA EDGAR

Securities and Exchange Commission

Division of Corporation Finance

100 F. Street, N.E.

Washington, D.C. 20549

Re: Isabella Bank Corporation

Registration Statement on Form S-4

File No. 333-258102

Ladies and Gentlemen:

In accordance with Rule 461 under the Securities Act of 1933, as amended, the undersigned respectfully requests that the effective date of the above-referenced Registration Statement be accelerated so that the same will become effective at 4:00 p.m. on Thursday, August 12, 2021, or as soon thereafter as is practicable.

 Very truly yours,

 ISABELLA BANK CORPORATION

 By: /s/ Jae A. Evans

 Name: Jae A. Evans

 Title: President & CEO

United States securities and exchange commission logo
July 28, 2021
Jae A. Evans
Chief Executive Officer
Isabella Bank Corporation
401 N. Main St.
Mt. Pleasant, MI 48858-1649
Re:Isabella Bank Corporation
Registration Statement on Form S-4
Filed July 22, 2021
File No. 333-258102
Dear Mr. Evans:
            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 Tonya K. Aldave at (202) 551-3601 with any questions.
Sincerely,
Division of Corporation Finance
Office of Finance
cc:       Kimberly Baber, Esq.

February 2 5, 2012

Via E -mail
Dennis P. Angner
President and Chief Financial Officer
Isabella Bank Corporation
401 North Main Street
Mt. Pleasant, Michigan 48858

Re: Isabella Bank Corporation
Form 10 -K for Fiscal Year Ended December 31, 2011
Filed March 12, 2012
  File No. 000 -18415

Dear Mr. Angner :

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

Sincerely,

 /s/ Marc Thomas

 Marc Thomas
 Staff  Accountant

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SEC Response Letter

 January 24, 2013

 VIA EDGAR

 Mr. Marc Thomas

 Reviewing Accountant

 Division of Corporation Finance

Securities and Exchange Commission

 100 F Street
NE

 Washington, DC 20549-4561

 Dear
Mr. Thomas:

Re:
Isabella Bank Corporation

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

 Filed March 12, 2012

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

 Filed November 7, 2012

 File No. 000-18415

This letter responds to your letter dated December 27, 2012 regarding the filings referenced above for Isabella Bank Corporation
(the “Corporation”). By letter dated December 27, 2012, the Corporation confirmed its counsel’s conversation of the same date with Mr. Paul Cline, Staff Accountant, regarding the Corporation’s request to extend
the time to respond to your letter. As discussed, the staff of the Securities and Exchange Commission (the “Commission”) allowed the Corporation to respond by January 25, 2013, instead of within the 10 business days indicated
in your December 27, 2012 letter.

 For your convenience, each of your comments in your December 27, 2012 letter is
set forth below in bold print immediately prior to the Corporation’s response.

 Mr. Marc Thomas

  Page
 2

 January 24, 2013

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

Loans Past Due and Loans in Non-Accrual Status, page 21

1.
Please revise future filings to disaggregate the 30-89 days loans past due and accruing category to disclose them in 30-59 days and 60-89 days categories. Refer to
ASC 310-10.

 Response: ASC 310-10-50-7A states that: “An entity shall provide an analysis of the
age of the recorded investment in financing receivables at the end of the reporting period that are past due, as determined by the entity’s policy.” It is the Corporation’s policy to analyze loans past due in the following categories:
30-89 days past due and still accruing, 90 or more days past due and still accruing, and loans in nonaccrual status. Accordingly, we believe the Corporation’s disclosures have complied with the requirements of ASC 310-10. However, since the
information is obtainable and pursuant to your request, the Corporation confirms that in future filings the Corporation will disaggregate the 30-89 days loans past due and accruing category to disclose them in 30-59 days and 60-89 days categories in
Note 6, “Loans and Allowance for Loan Losses.” Pursuant to the request in your December 27, 2012 letter, the Corporation is including as Attachment #1 an example proposed revised table for Note 6 on page 66 of the Form 10-K,
prepared as of December 31, 2011 which includes a proposed disaggregated disclosure. In addition, we will include the following disclosure in “Loans Past Due and Loans in Nonaccrual Status” in Management’s Discussion and
Analysis:

 Additional disclosures about loans past due and in nonaccrual status are included in “Note 6 – Loans
and Allowance for Loan Losses” of the Corporation’s consolidated financial statements.

 Mr. Marc Thomas

  Page
 3

 January 24, 2013

 Troubled Debt Restructurings, page 22

2.
Please revise future filings to discuss whether your troubled debt restructuring (TDR) programs are government or company sponsored and to specifically discuss
whether they are short-term or long-term modifications.

 Response: The Corporation acknowledges your
comment and confirms that in future filings the Corporation will provide discussion in Management’s Discussion and Analysis as to whether its troubled debt restructuring (TDR) programs are government or Corporation sponsored and will
specifically discuss whether they were short-term or long-term modifications. Pursuant to the request in your December 27, 2012 letter, the following is a draft proposed disclosure:

The Corporation restructures debt with borrowers who due to temporary financial difficulties are unable to service their debt on the
original terms. The Corporation may extend amortization, reduce interest rates, forgive principal, or a combination of these modifications. Typically, the modifications are for a period of five years or less. There are no TDR’s that were
Government sponsored as of December 31, 2011.

3.
Please revise future filings to discuss how loan modifications affect the timing of the recording of the allowance for loan losses.

Response: The Corporation acknowledges your comment and confirms that in future filings the Corporation will discuss how loan
modifications affect the timing of the recording of the allowance for loan losses. In Note 6 at page 71 in the Corporation’s Form 10-K, the Corporation disclosed that “Based on the Corporation’s historical loss experience, losses
associated with TDR’s are not significantly different than other impaired loans within the same loan segment.” Pursuant to the request in your December 27, 2012 letter, the Corporation proposes to add the following to that disclosure
in future filings:

 Losses associated with TDR’s, if any, are included in the estimation of the allowance for loan
losses in the quarter in which a loan is identified as a TDR, and the Corporation reviews the allowance estimation each reporting period to ensure its continued appropriateness.

 Mr. Marc Thomas

  Page
 4

 January 24, 2013

4.
Please revise future filings to disclose the amount of loan loss allowance recorded for TDR’s. Considering that these loans appear to constitute a significant
amount of impaired loans, provide disaggregated disclosure of TDR’s within your impaired loan disclosures.

 Response: The Corporation acknowledges your comment and proposes that in future filings the Corporation disclose, by total, outstanding balance, unpaid principal balance, and associated valuation
allowance for TDR’s and impaired loans for each required reporting period. Pursuant to the request in your December 27, 2012 letter, the Corporation is including as Attachment #2 the proposed management discussion and analysis
disclosure as of December 31, 2011.

5.
Noting your policy of returning TDR’s to accrual status after six months of performance under the modified terms, please revise future filings to discuss the
timing of loan restructurings such that only $1 million of these loans were classified as non-accrual at December 31, 2011 while $18.3 million in loans were restructured in 2011.

Response: The Corporation acknowledges your comment and confirms that in future filings the Corporation will discuss the timing of
loan restructurings as appropriate. Pursuant to the request in your December 27, 2012 letter, the Corporation is including as Attachment #3 a proposed management discussion and analysis disclosure which details activity for the period
ended December 31, 2011.

6.
Noting that you restructured $18.3 million in loans in 2011 and that restructured loans totaled $18.8 million at December 31, 2011, please revise future filings
to provide a discussion of the changes in TDR’s between periods, clarifying, for instance, how the $5.7 million in restructured loans at December 31, 2010 rolled through to the December 31, 2011 balance. It may be helpful to accompany
your discussion with a roll-forward of TDR’s between periods.

 Response: The Corporation
acknowledges your comment and confirms that in future filings the Corporation will provide a discussion of the changes in TDR’s between periods and include a roll forward summary within management’s discussion and analysis. Pursuant to the
request in your December 27, 2012 letter, the Corporation is including as Attachment #3 a proposed management discussion and analysis disclosure which details activity for the period ended December 31, 2011.

 Mr. Marc Thomas

  Page
 5

 January 24, 2013

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

General

7.
Please revise the footnotes to the financial statements in future filings on Form 10-Q to include the parent company only financial information of the bank holding
company.

 Response: The Corporation acknowledges your comment and confirms that in future filings the
Corporation will include parent only financial statements for the bank holding company. Attachment #4 contains a proposed disclosure as of September 30, 2012.

 Note 12. Fair Value, page 33

8.
It is not clear to us why you believe that your loans should be categorized as level 2 assets considering their unique characteristics and the various assumptions
made in determining their fair values, including credit quality. We believe these assets fall under the level 3 category. Please revise future filings accordingly or provide us a detailed explanation of why you believe they should be categorized
under level 2.

 Response: The Corporation acknowledges your comment and confirms that in future
filings the Corporation will categorize loans as level 3 assets. Pursuant to the request in your December 27, 2012 letter, the Corporation is including as Attachment #5 a proposed disclosure that includes this re-categorization as of
September 30, 2012, and replaces “Note 12 – Fair Value” on page 33 through 39 of the Form 10-Q.

 Mr. Marc Thomas

  Page
 6

 January 24, 2013

9.
It is not clear to us why you believe that your foreclosed assets should be categorized as level 2 considering their unique characteristics and the various
assumptions made in determining their fair values, including the numerous assumptions made in the appraisal process. We believe these assets fall under the level 3 category. Please revise future filings accordingly or provide us a detailed
explanation of why you believe they should be categorized under level 2.

 Response: The Corporation
acknowledges your comment and confirms that in future filings the Corporation will categorize foreclosed assets as level 3 assets. Pursuant to the request in your December 27, 2012 letter, the Corporation is including as Attachment #5 a
proposed disclosure that includes this re-categorization as of September 30, 2012, and replaces “Note 12 – Fair Value” on page 33 through 39 of the Form 10-Q.

10.
Please revise future filings to disclose the acquisition dates and nature of the operations of Investment Corporate Settlement Solutions and Valley Financial
Corporation, which you classify as equity securities without readily determinable fair values. Discuss the procedures specific to each of these investments that you follow to determine their fair values each balance sheet date. Clarify why you have
not classified them in your table disclosing the fair value hierarchy since you reference level 3 in your narrative.

 Response: Footnote (1) for the line item “Equity securities without readily determinable fair values” in the table included as part of the disclosure “Estimated Fair Values of
Financial Instruments Not Recorded at Fair Value in their Entirety on a Recurring Basis” states that “Due to the characteristics of equity securities without readily determinable fair values, they are not disclosed under a specific fair
value hierarchy.” The Corporation’s reference to these investments on page 35 of its narrative is that in the event a nonrecurring fair value measurement would be required for other-than-temporary impairment, it would be classified as
Level 3. The Corporation is including Attachment #5 which includes amended disclosure that further clarifies the details associated with these investments as of September 30, 2012, and replaces “Note 12 – Fair Value” on
page 33 through 39 of the Form 10-Q.

 Mr. Marc Thomas

  Page
 7

 January 24, 2013

 The Corporation acknowledges that: (1) the Corporation is responsible for the adequacy and accuracy of its disclosures in the Corporation’s filings; (2) staff comments or changes to
disclosure in response to staff comments do not foreclose the Commission from taking any action with respect to the Corporation’s filings; and (3) the Corporation 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 we have adequately
addressed your comments. However, should you have additional comments after reviewing our responses, please contact us and we will address those promptly.

 Sincerely,

 ISABELLA BANK CORPORATION

 /s/ Dennis P. Angner

 Dennis P. Angner

 President and
Chief Financial Officer

 Principal Financial Officer

 ATTACHMENT #1 - This Would Replace the table on page 66 of Note 6 in the Footnote
Disclosure

 Our primary credit quality indicator for residential real estate and consumer loans is the individual loan’s past due
aging. The following tables summarize the Corporation’s past due and current loans as of December 31:

2011

Accruing Interest

Total
Past Due
and
Nonaccrual

and Past Due:

30-59

60-89

90 Days

Days

Days

or More

Nonaccrual

Current

Total

 Commercial

 Commercial real estate

$
1,721

$
—

$
364

$
4,176

$
6,261

$
251,834

$
258,095

 Commercial other

388

38

3

25

454

107,165

107,619

 Total commercial

2,109

38

367

4,201

6,715

358,999

365,714

 Agricultural

 Agricultural real estate

—

—

99

189

288

44,395

44,683

 Agricultural other

—

2

—

415

417

29,545

29,962

 Total agricultural

—

2

99

604

705

73,940

74,645

 Residential real estate

 Senior liens

2,668

336

124

1,292

4,420

213,181

217,601

 Junior liens

203

32

40

94

369

20,877

21,246

 Home equity lines of credit

185

—

125

198

508

39,005

39,513

 Total residential real estate

3,056

368

289

1,584

5,297

273,063

278,360

 Consumer

 Secured

127

31

5

—

163

26,011

26,174

 Unsecured

20

3

—

—

23

5,375

5,398

 Total consumer

147

34

5

—

186

31,386

31,572

 Total

$
5,312

$
442

$
760

$
6,389

$
12,903

$
737,388

$
750,291

 ATTACHMENT #2 - This Would Be An Addition to Existing Impaired Loan Disclosures in the
MD&A

 The following is a summary of information pertaining to impaired loans as of and for the year ended December 31, 2011:

Unpaid

Outstanding

Principal

Valuation

Balance

Balance

Allowance

 TDR’s

 Commercial real estate

$
8,862

$
9,055

$
1,853

 Commercial other

1,047

1,078

271

 Agricultural other

2,779

2,779

822

 Residential real estate senior liens

5,882

6,377

922

 Residential real estate junior liens

101

137

18

 Consumer secured

85

85

—

 Total TDR’s

18,756

19,511

3,886

 Other impaired loans

 Commercial real estate

4,136

6,657

28

 Commercial other

52

116

—

 Agricultural real estate

190

190

—

 Agricultural other

415

535

—

 Residential real estate senior liens

1,389

2,450

189

 Residential real estate junior liens

94

123

17

 Home equity lines of credit

198

498

—

 Consumer secured

20

29

—

 Total other impaired loans

6,494

10,598

234

 Total impaired loans

$
25,250

$
30,109

$
4,120

 ATTACHMENT #3 - This Would Be An Addition to MD&A TDR Disclosures

The following table provides a rollforward of TDR’s for the year ended December 31, 2011:

Accruing Interest

Nonaccrual

Total

Number

Number

Number

of

of

of

Loans

Balance

Loans

Balance

Loans

Balance

 January 1, 2011

35

$
 5,075

10

$
 688

45

$
 5,763

 New modifications

93

17,827

3

481

96

18,308

 Principal payments and pay-offs

(12
)

(4,874
)

(2
)

(254
)

(14
)

(5,128
)

 Balances charged off (1)

—

(15
)

—

(51
)

—

(66
)

 Transfers to ORE

(2
)

(35
)

(1
)

(86
)

(3
)

(121
)

 Transfers to accrual status

2

54

(2
)

(54
)

—

—

 Transfers to nonaccrual status

(4
)

(293
)

4

293

—

—

 December 31, 2011

112

$
17,739

12

$
1,017

124

$
18,756

(1)
Balances charged off in 2011 represent a partial charge off. As such, the number of loans was unaffected.

The Corporation has taken aggressive actions to avoid foreclosures on borrowers who are willing to work with the Corporation in modifying their loans,
thus making them more affordable. These loan modifications have allowed borrowers to develop a payment structure that will allow them to continue makin

CORRESP
1
filename1.htm

Correspondence

 December 27, 2012

 VIA EDGAR

 Mr. Paul Cline

 Staff Accountant

 Division of Corporate Finance

Securities and Exchange Commission

 100 F Street
NE

 Washington, DC 20549-4561

Re:
Isabella Bank Corporation

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

Filed March 12, 2012

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

Filed November 7, 2012

File No. 000-18415

 Dear Mr. Cline:

This letter is to confirm our counsel’s conversation of today with you regarding Isabella Bank Corporation’s (“Isabella”) request to
extend its time to respond to the letter from Mr. Marc Thomas dated December 27, 2012. As communicated to you by our counsel, several of Isabella and its advisors’ staff members who will assist with preparing Isabella’s response to the
letter are out of the office due to the holidays. Accordingly, our counsel requested today that Isabella be allowed to respond to the letter by January 25, 2013, instead of within the 10 business days as indicated in the letter. Isabella understands
that its request has been approved.

 Thank you.

 Very truly yours,

 ISABELLA BANK CORPORATION

 /s/ Peggy L. Wheeler

Peggy L. Wheeler

 cc: Dennis P. Angner

 ISABELLA BANK CORPORATION    P.O. Box 100 Mt.Pleasant, MI 48804-0100    989-772-9471www.isabellabank.com

December 2 7, 2012

Via E -mail
Dennis P. Angner
President and Chief Financial Officer
Isabella Bank Corporation
401 North Main Street
Mt. Pleasant, Michigan 48858

Re: Isabella Bank Corporation
Form 10 -K for Fiscal Year Ended December 31, 2011
Filed March 12, 2012
Form 10 -Q for Fiscal Quarter Ended September 30, 2012
Filed November 7, 2012
  File No. 000-18415

Dear Mr. Angner :

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 amending your filings, by
providing the requested  information, or by advising us when you will provide the requested
response.   Where we have asked for revisions or changes in future filings, please include a draft
of your proposed disclosures that clearly identifies new or revised disclosures.   If you d o not
believe our comments apply to your facts and circumstances or do not believe an amendment is
appropriate, please tell us why in your response.

After reviewing any amendment to your filings and the information you provide in
response to these comme nts, including the draft of your proposed disclosures,  we may have
additional comments.

Form 10 -K

Loans Past Due and Loans in Non -Accrual Status, page 21

1. Please revise future filings to disaggregate the 30 -89 days loans past due and accruing
category to  disclose them in 30 -59 days and 60 -89 days categories.  Refer to ASC 310 -
10.

Dennis P.  Angner
Isabella Bank Corporation
December 2 7, 2012
Page 2

Troubled Debt Restructurings, page 22

2. Please revise future filings to discuss whether your troubled debt restructuring (TDR)
programs are government or company sponsored and to  specifically discuss whether they
are short -term or long -term modifications.

3. Please revise future filings to discuss how loan modifications affect the timing of the
recording of the allowance for loan losses.

4. Please revise future filings to disclose the  amount of loan loss allowance recorded for
TDR’s.  Considering that these loans appear to constitute a significant amount of
impaired loans, provid e disaggregated disclosure of TDR’s within your impaired loan
disclosures.

5. Noting your policy of returning TDR’s to accrual status after six months of performance
under the modified terms, please revise future filings to discuss the timing of loan
restructurings such that only $1 million of these loans were classified as non -accrual at
December 31, 2011 while $ 18.3 million in loans were restructured in 2011.

6. Noting that you restructured $18.3 million in loans in 2011 and that restructured loans
totaled $18.8 million at December 31, 2011, please revise future filings to provide a
discussion of the changes in TDR ’s between periods, clarifying, for instance, how the
$5.7 million in restructured loans at December 31, 2010 rolled through to the December
31, 2011 balance.  It may be helpful to accompany your discussion with a roll -forward of
TDR’s between periods.

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

General

7. Please revise the footnotes to the financial statements in future filings on Form 10 -Q to
include the parent company only financial information of the bank holding company.

Note 12.  Fair Value,  page 33

8. It is not clear to us why you believe that your loans should be categorized as level 2
assets considering their unique characteristics and the various assumptions made in
determining their fair values, including credit quality.  We believe these assets fall under
the level 3 category.  Please revise future filings accordingly or provide us a detailed
explanation of why you believe they should be categorized under level 2.

9. It is not clear to us why you believe that your foreclosed assets should be  categorized as
level 2 considering their unique characteristics and the various assumptions made in

Dennis P.  Angner
Isabella Bank Corporation
December 2 7, 2012
Page 3

 determining their fair values, including the numerous assumptions made in the appraisal
process.  We believe these assets fall under the level 3 category.  Please revise future
filings accordingly or provide us a detailed explanation of why you believe they should
be categorized under level 2.

10. Please revise future filings to disclose the acquisition dates and nature of the operations
of Investment Corporate  Settlement Solutions and Valley Financial Corporation, which
you classify as equity securities without readily determinable fair values.  Discuss the
procedures specific to each of these investments that you follow to determine their fair
values each bala nce sheet date.  Clarify why you have not classified them in your table
disclosing the fair value hierarchy since you reference level 3 in your narrative.

We urge all persons who are responsible for the accuracy and adequacy of the disclosure
in the fili ng 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 the disclosures they have made.

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

 the company is responsible for the adequacy and accuracy of t he 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 person under the federal securities laws of the United States.

You may contact Paul Cline , Staff Accountant , at (202)551 -3851 or me at (202)551 -
34523474 if you have questions .

Sincerely,

 /s/ Marc Thomas

 Marc Thomas
Reviewing Accountant

August  2, 2010

Dennis P. Angner
President and Chief  Financial  Officer
Isabella Bank Corporation
401 N. Main Street
Mt. Pleasant, Michigan 48858

Re: Isabella Bank Corporation
Form 10 -K
Filed  March 11, 2010
File No.  000-18415

Form 10 -Q
Filed  May 7, 2010
File No.  000-18415

Dear Mr. Angner :

We have completed our review of your Form 10 -K, related filings and amendments and
have no further comments at this time.

Please contact Jessica  Livingston  at 202-551-3448  or me at 202-551-3464  with any o ther
questions.

Sincerely,

Kathryn McHale
Attorney -Advisor

CORRESP
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corresp

July 22, 2010

VIA EDGAR

Ms. Kathryn McHale

Attorney-Advisor

Division of Corporation Finance

Securities and Exchange Commission

100 F Street NE

Washington, DC 20549-4561

    Re:

    Isabella Bank Corporation

    Form 10-K

    Filed March 11, 2010

    File No. 000-18415

    Form 10-Q

    Filed May 7, 2010

    File No. 000-18415

Dear Ms. McHale:

     This letter responds to your letter of June 30, 2010 regarding the filings referenced above
for Isabella Bank Corporation (the “Corporation”). By letter dated July 6, 2010, the
Corporation confirmed its counsel’s conversation of the same date with Ms. Chris Harley regarding
the Corporation’s request to extend the time to respond to your letter. As discussed with Ms.
Harley, the staff of the Securities and Exchange Commission (the “Staff”) allowed the
Corporation to respond by July 22, 2010, instead of within the 10 business days indicated in your
June 30, 2010 letter.

     For your convenience, each of your comments in your June 30, 2010 letter is set forth below in
bold print immediately prior to the Corporation’s response.

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

Item 1A. Risk Factors

    1.

    Please review your risk factor headings and revise future filings to clearly identify the
actual risk to shareholders in the heading of each risk factor.

     Response: The Corporation acknowledges the Staff’s comment and confirms that in
future filings the Corporation will, where appropriate, revise its risk factor headings to clearly
identify the actual risks to shareholders.

Ms. Kathryn McHale

Page 2

July 22, 2010

Item 10. Executive Compensation

Compensation Discussion and Analysis, page 8

    2.

    We note your disclosure in response to Item 402(s) of Regulation S-K on page 8 of your proxy
statement. Please describe the process you undertook to reach the conclusion that the
Corporation’s compensation programs are not reasonably likely to have a material adverse
effect on the Corporation’s results of operations.

     Response: During the first quarter of 2010, the management of the Corporation
(“Management”) conducted an analysis of the Corporation’s compensation programs as of
December 31, 2009 to determine whether such programs are reasonably likely to have a material
short- or long-term adverse effect on the Corporation’s results of operations. Management believes
that incentive compensation programs have the potential to encourage excessive or imprudent risk
taking of a material nature. Accordingly, although Management reviewed all of the Corporation’s
compensation programs, Management paid particular attention to the Corporation’s incentive
compensation programs that provide for variable incentive payments tied to performance measures.

     The Corporation had one incentive compensation program as of December 31, 2009, the Senior
Executive and Management Incentive Compensation Plan (the “Executive Incentive Plan”).
Effective January 1, 2010, the Corporation adopted a new incentive program for full-time employees
who are not eligible to participate in the Executive Incentive Plan (the “Non-Executive
Incentive Plan”). Management analyzed the risks associated with each of these two incentive
compensation plans (collectively, the “Incentive Plans”) primarily in light of the Proposed
Incentive Compensation Guidance released by the Board of Governors of the Federal Reserve System in
October of 2009 (the “Guidance”).1 Management considered in its analysis the
Guidance’s general principle that incentive compensation should not reward short-term revenue or
profits in a manner that creates a misalignment of employee interest with the long-term well being
and safety and soundness of the Corporation. Management focused its analysis of the Incentive
Plans by applying the following three specific principles in the Guidance with which incentive
compensation plans should comply, and concluded as follows.

Principle One: Incentive compensation plans should provide incentives that do not encourage
excessive risk taking beyond the Corporation’s ability to effectively identify and manage.

Management found that neither of the Incentive Plans encourages excessive risk taking. The
Guidance instructs that the potential for an incentive compensation plan to encourage
employees to take excessive risks may be high if employees’ incentive compensation payments
are

    1

    On June 21, 2010, the Board of Governors of
the Federal Reserve System announced that it was adopting the Guidance in final
form and retaining the same key principles embodied in the proposed Guidance
with a number of adjustments and clarifications that address matters raised in
comments on the proposed Guidance.

Ms. Kathryn McHale

Page 3

July 22, 2010

determined by firm-wide performance measurements, such as profitability. Additionally, the
Guidance instructs that an incentive compensation program is less likely to affect an
employee’s risk-taking behavior if incentives represent a small portion of an employee’s
total compensation. Management applied these concepts to the Incentive Plans and found that
(1) incentive compensation paid pursuant to the Non-Executive Incentive Plan will be based
entirely on Corporation-wide performance measures, (2) 65% of the incentive compensation
paid pursuant to the Executive Incentive Plan is based on Corporation-wide performance
measures and 35% is based on personal performance measures, and (3) incentive compensation
paid pursuant to the Executive Incentive Plan does not, and incentive compensation paid
pursuant to the Non-Executive Incentive Plan will not, represent a significant portion of
any employee’s total compensation. Accordingly, Management concluded that, in accordance
with the Guidance, neither of the Incentive Plans encourages excessive risk taking.

Principle Two: Incentive compensation plans should be compatible with effective controls and
risk management.

Management found that all incentive compensation paid pursuant to the Non-Executive
Incentive Plan will be based on the Corporation’s financial results and that 65% percent of
the incentive compensation paid pursuant to the Executive Incentive Plan is based on the
Corporation’s financial results. Management concluded that controls over financial
reporting required by applicable law, including the Sarbanes-Oxley Act and the Federal
Deposit Insurance Corporation Improvement Act, provide a robust control structure for the
Corporation and mitigate risks related to the Incentive Plans. Additionally, Management
concluded that the Corporation’s internal risk committees for credit, investments, liquidity
and interest sensitivity as well as the Audit Committee provide adequate oversight of
significant risks and controls. Therefore, Management concluded that the Incentive Plans
are compatible with the Corporation’s effective controls and risk management.

Principle Three: Incentive compensation plans should be supported by strong corporate
governance, including active and effective oversight by the Board of Directors.

Management recognized that the Board of Directors designed the Incentive Plans pursuant to
the guiding principle that employees should be encouraged to be aware of and involved in the
Corporation’s financial performance. Management further recognized that the Board of
Directors specifically designed the Incentive Plans to align a small portion of employee
total compensation with the return to shareholders without taking excessive risks.
Management concluded that both of these facts indicate that the Board of Directors’ role in
the Incentive Plans was initially active and effective. In addition, Management recognized
that the Board of Directors has reviewed and approved the Executive Incentive Plan annually
and will review both of the Incentive Plans at least annually. Accordingly, Management
concluded that the Incentive Plans are supported by strong corporate governance, including
continued active and effective oversight by the Board of Directors.

Ms. Kathryn McHale

Page 4

July 22, 2010

     Based on its analysis under the Guidance and its review of the Corporation’s compensation
programs generally, Management concluded that the Corporation’s compensation programs are not
reasonably likely to have a material adverse effect on the Corporation’s results of operations.

     Management reported its analysis and conclusion to the Corporation’s Compensation and Human
Resource Committee (the “Committee”). The Committee thoroughly reviewed Management’s
report and independently determined that the Corporation’s compensation programs are not reasonably
likely to have a material adverse effect on the Corporation’s results of operations.

    3.

    Advise how the particular bonus awards were determined for 2009. In your response and in
future filings disclose any targets for EPS, operating performance, shareholder returns or
other strategic goals. Disclose the actual target and the actual performance obtained for
each target. See Instruction 4 to Item 402(b) of Regulation S-K.

     Response: Bonus awards shown in the Summary Compensation Table that were paid in 2009
were determined pursuant to the terms of the Executive Incentive Plan, as follows. Bonus awards
paid under the Executive Incentive Plan in 2009 were determined by reference to seven performance
measures that related to services performed in 2008. The maximum award that may be granted under
the Executive Incentive Plan to each eligible employee equals 10% of the employee’s base salary
(the “Maximum Award”). The payment of 35% of the Maximum Award was conditioned on the
eligible employee accomplishing personal performance goals that were established by such employee’s
supervisor as part of the employee’s annual performance review. Each of the employees who were
eligible to participate in the Executive Incentive Plan in 2008 accomplished his or her personal
performance goals and was accordingly paid 35% of the Maximum Award in 2009. The payment of the
remaining 65% of the Maximum Award was conditioned on the achievement of Corporation-wide targets
in the following six categories: (1) earnings per share (weighted 40%); (2) net operating expenses
to average assets2 (weighted 15%); (3) FTE net interest margin, excluding loan fees
(weighted 15%); (4) in-market deposit growth (weighted 10%); (5) loan growth (weighted 10%); and
(6) exceeding peer group return on average assets (weighted 10%). The following chart provides the
2008 target for each of the foregoing targets that were used to determine bonus awards that were
paid in 2009, as well as the performance obtained for each target.

    2

    For purposes of the Executive Incentive
Plan, net operating expenses equals the Corporation’s operating expenses, less:
FDIC insurance premiums, director fees, incentive compensation, voluntary
foundation contributions (amount in excess of withdrawals to cover “normal”
donations), deposit premium write-offs, gains from insurance death benefits,
and non-interest income excluding investment gains and losses.

Ms. Kathryn McHale

Page 5

July 22, 2010

    2008 Targets

    2008

    Target

    25.00%

    50.00%

    75.00%

    100.00%

    Performance

    Earnings per share

    $
    1.21

    $
    1.25

    $
    1.29

    $
    1.33

    $
    0.55

    Net operating expenses
to average assets

    2.19
    %

    2.18
    %

    2.17
    %

    2.16
    %

    2.25
    %

    FTE Net Interest Margin

    3.49
    %

    3.51
    %

    3.53
    %

    3.55
    %

    3.69
    %

    In market deposit growth

    4.50
    %

    5.00
    %

    5.50
    %

    6.00
    %

    -8.02
    %

    Loan growth

    5.50
    %

    6.00
    %

    6.50
    %

    7.00
    %

    4.14
    %

    Exceeding peer group
return on average
assets

    0.28
    %

    0.28
    %

    0.29
    %

    0.30
    %

    0.37
    %

     The Corporation confirms that in future filings the Corporation will disclose appropriate
targets and performance for its bonus awards pursuant to Item 402(b) of Regulation S-K.

    4.

    Please explain how the stock award determinations were made for 2009. Your CD&A should
explain how you determined the amounts and why you chose to award the stock. Please also
confirm that in future filings, you will include the disclosure required by Item 402(b) of
Regulation 10-K.

     Response: Since 2007, the Corporation has reported as Stock Awards the payment of
board fees of which inside directors defer pursuant to the terms of the Isabella Bank Corporation
and Related Companies Deferred Compensation Plan for Directors (the “Directors’ Plan”).
Pursuant to the terms of the Directors’ Plan, directors of the Corporation and its subsidiaries,
including inside directors who are executive officers of the Corporation, are required to defer at
least 25% of their earned board fees into the Directors’ Plan. The fees are converted to stock
based on the fair market value of a share of common stock as of the relevant valuation date. Stock
credited to a director’s account is eligible for stock and cash dividends as declared. Upon
retirement from the board or the occurrence of certain other distribution events, a director is
eligible to receive a lump-sum, in-kind distribution of all of the stock that is then in his or her
account, and any unconverted cash is converted to and rounded up to whole shares of stock and
distributed, as well. The Corporation determined in 2007 that, because the Directors’ Plan had
been amended to allow only for in-kind, stock settlement, amounts deferred under the Directors’
Plan were reportable as Stock Awards. Accordingly, the Corporation has since 2007 reported as
Stock Awards board fees of which inside directors defer to the Directors’ Plan. Prior to 2007, the
Corporation reported inside Directors’ deferred board fees as salary.

     Upon further review, the Corporation now believes that board fees the payment of which inside
directors defer to the Directors’ Plan are properly reportable as salary and should not be reported
as Stock Awards. The Corporation believes that this conclusion is consistent with the Instructions
to Item 402(c)(2)(iii) and (iv) of Regulation S-K and with the Staff’s response to Question 119.03
of the Compliance and Disclosure Interpretations: Regulation S-K.

Ms. Kathryn McHale

Page 6

July 22, 2010

     Therefore, based on the foregoing, the Corporation respectfully submits that the Corporation
does not provide Stock Awards as an element of its compensation program and that the Corporation’s
reporting regarding the Directors’ Plan has disclosed all material relevant information regarding
the Directors’ Plan and the benefits provided thereby. Therefore, the Corporation respectfully
advises the Staff that it believes that it is unnecessary for the Corporation to explain how stock
award determinations were made for 2009.

     The Corporation confirms that in future filings the Corporation will include all disclosures
required by Item 402(b) of Regulation S-K.

Summary Compensation Table, page 12

    5.

    In future filings include the aggregate grant date fair value of stock awards. See
Item 402(c).

     Response: The Corporation respectfully directs the Staff to the Corporation’s
response to Comment 4. The Corporation confirms that in future filings the Corporation will
include all disclosures required by Item 402(c) of Regulation S-K.

    6.

    In future filings, please provide the tables required by Items 402(d) and (f) of
Regulation S-K. Also provide an accompanying narrative discussion of the material factors
involved in any grants of stock or options, such as a general description of the criteria
applied in determining the amounts payable or a description of the performance-based
conditions and any other material conditions applicable to the award. Where appropriate,
quantify the objective and the a

CORRESP
1
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corresp

July 6, 2010

VIA EDGAR

Ms. Kathryn McHale

Attorney-Advisor

Division of Corporation Finance

Securities and Exchange Commission

100 F Street NE

Washington, DC 20549-4561

    Re:

    Isabella Bank Corporation

Form 10-K

Filed March 11, 2010

File No. 000-18415

    Form 10-Q

Filed May 7, 2010

File No. 000-18415

Dear Ms. McHale:

This letter is to confirm our counsel’s conversation of today with Ms. Chris Harley regarding
Isabella Bank Corporation’s (“Isabella”) request to extend the time to respond to your letter of
June 30, 2010. As discussed with Ms. Harley, Isabella will be allowed to respond by July 22, 2010,
instead of within the 10 business days as indicated in your letter.

Very truly yours,

ISABELLA BANK CORPORATION

    /s/ Peggy L. Wheeler

    Peggy L. Wheeler

cc: Dennis P. Angner

ISABELLA BANK CORPORATION    P.O. Box 100 Mt. Pleasant, MI 48804-0100    www.isabellabank.com

June 30, 2010

Dennis P. Angner
President and Chief  Financial  Officer
Isabella Bank Corporation
401 N. Main Street
Mt. Pleasant, Michigan 48858

Re: Isabella Bank Corporation
Form 10 -K
Filed  March 11, 2010
File No.  000-18415

Form 10 -Q
Filed  May 7, 2010
File No.  000-18415

Dear Mr. Angner :

We have reviewed your filing 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 w ithin ten business days by amending your filing, 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 circumstances or do not
believe an amendmen t is appropriate, please tell us why in your response.

After reviewing any amendment to your filing and the information you provide in
response to these comments, we may have additional comments.

Item 1A.  Risk Factors

1. Please review your risk facto r headings and revise future filings to clearly identify the actual
risk to shareholders in the heading of each risk factor.

Item 10.  Executive Compensation

Dennis P. Angner
 Isabella Bank Corp
 June 30, 2010
 Page 2

Compensation Discussion and Analysis , page 8

2. We note your disclosure in response to Item 402(s ) of Regulation S -K on page 8 of your
proxy statement.  Please describe the process you undertook to reach the conclusion that the
Corporation’s compensation programs are not reasonable likely to have a material adverse
effect of the Corporation’s results of operations.
3. Advise how the particular bonus awards were determined for 2009. In your response and in future
filings disclose any targets for EPS, operating performance, shareholder returns or other strategic
goals. D isclose the actual target and the act ual performance obtained for each target. See
Instruction 4 to Item 402(b) of Regulation S -K.

4. Please explain how the stock award determinations were made for 2009. Your CD&A should
explain how you determined the amounts and why you chose to award the stoc k. Please also
confirm that in future filings, you will include the disclosure required by Item 402(b) of
Regulation 10 -K.

Summary Compensation Table , page 12
5. In future filings include the aggregate grant date fair value of stock awards. See Item 402(c).
6. In future filings, please provide the tables required by Items 402(d) and (f) of Regulation S -K. Also
provide an accompanying narrative discussion of the material factors involved in any grants
of stock or options, such as a general description of the cri teria applied in determining the
amounts payable or a description of the performance -based conditions and any other material
conditions applicable to the award. Where appropriate, quantify the objective and the actual
performance.

Part II
Signatures
7. Pleas e amend the signature page to identify either the Principal Accounting Officer or the
Controller, as required by General Instruction D(2)(a) of Form 10 -K.

We urge all persons who are responsible for the accuracy and adequacy of the disclosure
in the fi ling 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 the disclosures they have made.

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

Dennis P. Angner
 Isabella Bank Corp
 June 30, 2010
 Page 3

 the company is responsible for the adequacy and accuracy of the disclo sure 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 init iated by
the Commission or any person under the federal securities laws of the United States.

You may contact  Christina Harley at 202 -551-3695  or Marc Thomas  at 202-551-3452 if
you have questions regarding comments on the financial statements and related matters.  Pleas e
contact Jessica Livingston at 202 -551-3448 or me at 202-551-3464 with any other questions.

Sincerely,

Kathryn McHale
Attorney -Advisor

June 30, 2010

  Dennis P. Angner  President and Chief Financial Officer Isabella Bank Corporation 401 N. Main Street  Mt. Pleasant, Michigan 48858
Re: Isabella Bank Corporation
Form 10-K
Filed  March 11, 2010 File No.  000-18415  Form 10-Q Filed  May 7, 2010 File No.  000-18415
 Dear Mr. Angner:
 We have reviewed your filing 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 amending your filing, by
providing the requested information, or by advi sing us when you will provide the requested
response.  If you do not believe our comments apply to your fact s and circumstances or do not
believe an amendment is appropriate, pl ease tell us why in your response.

After reviewing any amendment to your filing and the information you provide in
response to these comments, we ma y have additional comments.
  Form 10-K for the Fiscal Year Ended December 31, 2009

Item 1A.  Risk Factors

1. Please review your risk factor h eadings and revise future filings to clearly identify the actual
risk to shareholders in the heading of each risk factor.

Dennis P. Angner
 Isabella Bank Corp
 June 30, 2010
 Page 2

 Item 10. Executive Compensation

Compensation Discussion and Analysis, page 8

2. We note your disclosure in response to Item  402(s) of Regulation S-K on page 8 of your
proxy statement.  Please describe the process you undertook to reach the conclusion that the
Corporation’s compensation programs are not reasonable likely to have a material adverse effect of the Corporatio n’s results of operations.
3.
Advise how the particular bonus awar ds were determined for 2009. In your response and in future
filings disclose any targets for EPS, operating performance, shareholder returns or other strategic
goals. D isclose the actual target and the actual performance obtained for each target. See
Instruction 4 to Item 402(b) of Regulation S-K.

4. Please explain how the stock award determina tions were made for 2009. Your CD&A should
explain how you determined the amounts and why you chose to award the stock. Please also
confirm that in future filings, you will incl ude the disclosure required by Item 402(b) of
Regulation 10-K.
 Summary
Compensation Table, page 12
5. In future filings include the aggregate grant da te fair value of stock awards. See Item 402(c).
6. In future filings, please provide the tables requi red by Items 402(d) and (f) of Regulation S-K. Also
provide an accompanying narrative discussion of the material factors involved in any grants
of stock or options, such as a general description of the criter ia applied in determining the
amounts payable or a description of the perfor mance-based conditions and any other material
conditions applicable to the award. Where appr opriate, quantify the obj ective and the actual
performance.
  Part II

Signatures
7. Please amend the signature page to identify ei ther the Principal Accounting Officer or the
Controller, as required by General In struction D(2)(a) of Form 10-K.
 Form 10-Q for the Quarterly Period Ended March 31, 2010

 Note 5 – Investment Securities, page 10

 8. Please expand the disclosure to present the contractual maturities of available for sale securities by major security type pursuant to ASC 320-10-50.

Dennis P. Angner
 Isabella Bank Corp
 June 30, 2010
 Page 3

Note 9 – Financial Instruments R ecorded at Fair Value, page 14
 9. Please tell us and revise your future filings to disclose how often you obtain updated appraisals for your collateral dependent loans.  If this policy varies  by loan type please
disclose that also.  Describe any adjustme nts you make to the appraised values, including
those made as a result of outdated appraisals .  Discuss how you consider the potential for
outdated appraisal values in your determination of the a llowance for loan losses.
 10. We note the disclosure under the heading Invest ment Securities which states that if quoted
prices are not available, fair values are measured using indepe ndent pricing models adjusted
for the security’s credit rating, prepayment assumptions and othe r factors such as credit loss
and liquidity assumptions.  Please expand future  filings to provide quantitative information
about the inputs noted and the nature of the item being measured.  Refer to ASC 820-10-55-
22A & B regarding implementation guidance and illustrations.
  11. Please revise your future filings to provide  the disclosures required by ASC 310-10-50-15a
for impaired loans.  Please note that such disc losures are required as of each balance sheet
date, including quarterly periods.
 Management’s Discussion and Analysis of Fi nancial Condition and Results of Operations

Non Performing Assets, page 24

12. Please tell us and expand future filings to include the following:

• a discussion of the composition of the e nding balance of non-accrual loans by type ;

• if a few large credit relationships make up the majority of your non-accrual loans a
discussion of general information about the borrower, type of co llateral securing the
loan, amount of total credit exposure outstan ding, amount of the allowance allocated
to the credit relationship, and why the company believes that the allowance is
appropriate to provide for losse s that may be incurred; and

• Consider disclosing delinquency information on your portfolio and how the specific
changes in delinquencies impacts your calculation of the allowance.

Restructured Loans,  page 24
 13. Please revise to address the following in future filings:

• Discuss how you identify loans to be restructured;

• Quantify the types of concessions you have ma de (e.g. reduction of interest rate, payment
extensions, forgiveness of principal, fo rbearance or other actions) and discuss your

Dennis P. Angner
 Isabella Bank Corp
 June 30, 2010  Page 4

success with the different types of concessions (qualitatively and quant itatively) for these
accruing restructured loans;

• Disclose your policy regarding how many pa yments the borrower needs to make on the
restructured loans before you return  the loan to accrual status.

 We urge all persons who are responsible for th e accuracy and adequacy of the disclosure
in the filing to be certain that the filing include s the information the Securities Exchange Act of
1934 and all applicable Exchange Act rules requir e.  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 responding to our comments, please provi de a written statement from the company
acknowledging that:
• the company is responsible for the adequacy and accuracy of the disclo sure 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 person under the federa l securities laws of  the United States.

You may contact Chris Harley at 202-551-3695 or Marc Thomas at 202-551-3452 if you
have questions regarding comments on the financial statements and related matters.  Please contact Jessica Livings ton at 202-551-3448 or me at 202- 551-3464 with any other questions.

Sincerely,

Kathryn McHale Attorney-Advisor