United States securities and exchange commission logo June 17, 2021 Russell A. Colombo Chief Executive Officer Bank of Marin Bancorp 504 Redwood Blvd., Suite 100 Novato, California 94947 Re: Bank of Marin Bancorp Registration Statement on Form S-4 Filed June 11, 2021 File No. 333-257025 Dear Mr. Colombo: 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 Julia Griffith at 202-551-3267 with any questions. Sincerely, Division of Corporation Finance Office of Finance