April 28, 2005

Mail Stop 0406

Mr. Joseph L. Mullen
Chief Executive Officer
Bottomline Technologies (de), Inc.
325 Corporate Drive
Portsmouth, New Hampshire 03801

RE:	Form 10-K for the fiscal year ended June 30, 2004
		Form 10-Q for the fiscal quarter ended September 30,
2004
      Form 10-Q for the fiscal quarter ended December 31, 2004
      File No. 000-25259

Dear Mr. Mullen:

		We reviewed your response letter dated April 15, 2005
and
have the following additional comment.  Please note that we have
limited the scope of our review to certain accounting policies and
practices in your financial statements and related disclosures.
Where indicated, we think you should revise your document in
response
to this comment.  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 our
comment, we ask you to provide us with supplemental information so
we
may better understand your disclosure.  After reviewing this
information, we may or may not raise additional comments.

	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 filing.
We look forward to working with you in these respects.  We welcome
any questions you may have about our comment or on any other
aspect
of our review.  Feel free to call us at the telephone numbers
listed
at the end of this letter.



Form 10-Q for the Quarterly Period Ended September 30, 2004

Note 6. Operations by Segments and Geographic Area, page 5

Prior Comment No. 2

1. We note that you intend to amend your Form 10-K for the year
ended
June 30, 2004 to restate your reportable segment disclosure for
that
annual period.  However, your response indicates that you did not
decide to report segment information regularly to your chief
operating decision maker until October 2004.  If this is correct,
your revised segment disclosure should be presented in the
registration statement or in a Form 8-K that is incorporated by
reference into the registration statement.  If however, you
conclude
that your chief operating decision maker regularly reviewed
operating
results to make decisions about resources to be allocated to the
segments and assess their performance during fiscal year 2004, it
may
be necessary for you to restate your financial statements.
Supplementally, tell us whether amending your historical financial
statements is appropriate and provide your basis for such
conclusion.
As part of your response, tell us how often the periodic segment
presentations were shared with your chief operating decision maker
in
fiscal year 2004 and whether the information was used to make
decisions about resources to be allocated to these segments and
assess the segments` performance.  Provide us with an example of a
periodic presentation of this information that was shared with
your
chief operating decision maker during fiscal year 2004.


Please respond to this comment within 10 business days and file
your
response letter via EDGAR.  Please understand that we may have
additional comments after reviewing your responses to our comment.

You may contact Christopher White, Staff Accountant, at (202) 942-
8645, Melissa Walsh, Senior Staff Accountant, at (202) 942-1822 or
me
at (202) 942-2949 if you have any questions regarding this
comment.


							Very truly yours,


							Craig Wilson
							Senior Assistant Chief
Accountant


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Bottomline Technologies (de), Inc.
April 28, 2005
page 1