October 25, 2019

Ren  Lacerte
Chief Executive Officer
Bill.com Holdings, Inc.
1810 Embarcadero Road
Palo Alto, California 94303

       Re: Bill.com Holdings, Inc.
           Amendment No. 1 to Draft Registration Statement on Form S-1
           Submitted October 11, 2019
           CIK 0001786352

Dear Mr. Lacerte:

      We have reviewed your amended draft registration statement and have the
following
comments. In some of our comments, we may ask you to provide us with
information so we
may better understand your disclosure.

       Please respond to this letter by providing the requested information and
either submitting
an amended draft registration statement or publicly filing your registration
statement on
EDGAR. If you do 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 the information you provide in response to these comments
and your
amended draft registration statement or filed registration statement, we may
have additional
comments. Unless we note otherwise, our references to prior comments are to
comments in our
October 3, 2019 letter.

Amendment No. 1 to Draft Registration Statement on Form S-1

Management's Discussion and Analysis of Financial Condition and Results of
Operations
Net Dollar-Based Retention Rate, page 64

1.     In order to provide context to your current measure, revise to provide
comparative
       disclosure of your net dollar-based retention rate for each reported
period and discuss any
       significant fluctuations.
 Ren  Lacerte
FirstName LastNameRen  Lacerte
Bill.com Holdings, Inc.
Comapany NameBill.com Holdings, Inc.
October 25, 2019
Page 2
October 25, 2019 Page 2
FirstName LastName
Consolidated Financial Statements
Consolidated Statements of Cash Flows, page F-7

2.       We note your response to prior comment 9 and that you present cash
flows from the
         change in the customer fund deposits liability within investing
activities. Please tell us the
         specific guidance in ASC 230 you relied upon in your determination to
classify the cash
         flows associated with the liability as investing activities. In your
response, please tell us
         about the nature of the underlying cash flows and if you considered
alternative
         presentations as either operating or financing.
        You may contact Eiko Yaoita Pyles, Staff Accountant, at (202) 551-3587
or
Christine Dietz, Senior Staff Accountant, at (202) 551-3408 if you have
questions regarding
comments on the financial statements and related matters. Please contact Jeff
Kauten, Staff
Attorney, at (202) 551-3447 or Kathleen Krebs, Special Counsel, at (202)
551-3350 with any
other questions.



                                                                Sincerely,

                                                                Division of
Corporation Finance
                                                                Office of
Technology
cc:      James D. Evans, Esq.