##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON, D.C. 20549
 Form 10-K/A
 Amendment No. 3
 þ
    
    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF
THE SECURITIES EXCHANGE ACT OF 1934
 For the fiscal year ended December 31, 2007  Commission File Number 0-25135
 OR
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
 
 Bank of Commerce Holdings
  California
    
    94-2823865(State or jurisdiction of incorporation
    
    (I.R.S. Employer Identification Number)or organization)1901 Churn Creek RoadRedding, California
    
    96002(Address of principal executive offices)
    
    (Zip Code)
 
   Common Stock, No Par Value per share
    
    NASDAQ National Market
 o þ
 o þ
 þ o
 þ
  Large accelerated filer
o
    
    Accelerated filer o
    
    Non-accelerated filer  
þ
(Do not check if a smaller reporting company)
    
    Smaller reporting company
o
 o þ
   Class
    
    Outstanding at September 25, 2008Common Stock, No par value per share
    
    8,711,495




---



##### Table of Contents



1




---



TABLE OF CONTENTS  ITEM 9A. CONTROLS AND PROCEDURESITEM 9B. OTHER INFORMATIONSIGNATURESEXHIBIT 31.1EXHIBIT 31.2EXHIBIT 32.1    Table of Contents  
 ITEM 9A. CONTROLS AND PROCEDURES
  internal control over financial reporting
 
    
    Pertain the maintenance of records that in reasonable detail accurately and fairly
reflect the transactions and dispositions of the assets of the issuer;
    
    Provide reasonable assurance that transactions are recorded as necessary to permit
preparation of financial statements in accordance with GAAP, and that receipts and
expenditures of the Company are being made only in accordance with authorizations of
management and the Directors of the Company;
    
    Provide reasonable assurance regarding prevention or timely detection of unauthorized
acquisition, use or disposition of the Companys assets that could have a material effect
on the financial statements.
 key controls key control
  
    
    Minimum sample size was 5% of the transactions
    
    Sample size drawn from transactions and activities through out 2007
    
    Testing procedures included examination, inquiry, and observation, depending on the
nature of the control being tested
  2




---



##### Table of Contents



Effectiveness of Disclosure Controls and Procedures
    Managements Annual Report on Internal Control over Financial Reporting
   
    
    Pertain to the maintenance of records that in reasonable detail
accurately and fairly reflect the transactions and dispositions of our
assets;
    
    Provide reasonable assurance that transactions are recorded as
necessary to permit preparation of financial statements in accordance
with generally accepted accounting principles, and that our receipts
and expenditures are being made only in accordance with authorizations
of our management and directors; and
    
    Provide reasonable assurance regarding prevention or timely detection
of unauthorized acquisition, use or disposition of our assets that
could have a material effect on the financial statements.
  3




---



##### Table of Contents



ITEM 9B. OTHER INFORMATION
   4




---



##### Table of Contents



SIGNATURES
  BANK OF COMMERCE HOLDINGSBy
    /s/   Patrick J.  MotyPatrick J. MotyPresident, Chief Executive
Officer and Director of Redding Bank of Commerce 5




---



##### Table of Contents



POWER OF ATTORNEY
   Name
    
    Title
    
    Date/s/Patrick J. Moty

Patrick J. Moty
    
    President, Chief Executive
Officer Redding Bank of
Commerce and Director of
Redding Bank of Commerce
    
    September 26, 2008/s/Linda J. Miles

Linda J. Miles
    
    Executive Vice President and
Chief Financial Officer and
Assistant Secretary (Principal
Financial and Accounting
Officer)
    
    September 26, 2008/s/Kenneth R. Gifford, Jr.

Kenneth R. Gifford, Jr.
    
    Chairman
of the Board
    
    September 26, 2008/s/Welton L. Carrel

Welton L. Carrel
    
    Director
    
    September 26, 2008/s/Russell L. Duclos

Russell L. Duclos
    
    Director
    
    September 26, 2008/s/John C. Fitzpatrick

John C. Fitzpatrick
    
    Director
    
    September 26, 2008/s/Harry L. Grashoff, Jr.

Harry L. Grashoff, Jr.
    
    Director
    
    September 26, 2008/s/David H. Scott

David H. Scott
    
    Director
    
    September 26, 2008/s/
Lyle L. Tullis

Lyle L. Tullis
    
    Director
    
    September 26, 2008/s/Jon Halfhide

Jon Halfhide
    
    Director
    
    September 26, 2008/s/Orin Bennett

Orin Bennett
    
    Director
    
    September 26, 2008
 6