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                             October 4, 2023

       Bryan R. McKeag
       Chief Financial Officer
       Heartland Financial USA, Inc.
       1800 Larimer Street
       Suite 1800
       Denver, Colorado 80202

                                                        Re: Heartland Financial
USA, Inc.
                                                            Form 10-Q for
Quarterly Period Ended June 30, 2023
                                                            Filed August 4,
2023
                                                            File No. 001-15393

       Dear Bryan R. McKeag:

            We have conducted a limited review of your quarterly report and
have the following
       comment.

              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-Q for Quarterly Period Ended June 30, 2023

       Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
       Non-GAAP Reconciliations

   1.                                                   We note your
presentation of a non-GAAP measure adjusted tangible common equity
                                                        (   Adjusted TCE   ),
which excludes the impact of accumulated other comprehensive
                                                        income (loss) (   AOCI
 ). Further, we note your disclosure that the measure is considered
                                                        to be a critical metric
to analyze and evaluate financial condition and capital strength
                                                        excluding the
variability of accumulated other comprehensive income (loss). Please
                                                        address the following:
                                                            Tell us and revise
your disclosures, in future filings, to more fully explain what the
                                                             measure represents
and how it is used to analyze and evaluate financial condition and
                                                             capital strength.
                                                            Tell us how you
determined the adjustment to exclude accumulated other
                                                             comprehensive
income (loss) is appropriate, including your consideration of whether
 Bryan R. McKeag
Heartland Financial USA, Inc.
October 4, 2023
Page 2
              the adjustment relates to normal, recurring activities of the
Company or if it results in
              individually tailored accounting. Refer to Question 100.04 of the
Division of
              Corporation Finance   s Compliance & Disclosure Interpretations
on Non-GAAP
              Financial Measures.
                Tell us whether you will continue to present this measure and
adjustment during
              periods where there is an accumulated other comprehensive gain
rather than a loss,
              which would result in a reduction to your Adjusted TCE. Refer to
Question 100.03
              of the Division of Corporation Finance   s Compliance &
Disclosure Interpretations on
              Non-GAAP Financial Measures.
                Tell us how you concluded it was appropriate to not also add
back the impact of
              AOCI to the denominator (total tangible assets) so that both the
numerator and
              denominator would be calculated on a consistent basis.

       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 Michael Henderson at 202-551-3364 or Robert Klein at
202-551-3847
with any questions.



FirstName LastNameBryan R. McKeag                               Sincerely,
Comapany NameHeartland Financial USA, Inc.
                                                                Division of
Corporation Finance
October 4, 2023 Page 2                                          Office of
Finance
FirstName LastName