Ownership Submission
FORM 5
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
Form 3 Holdings Reported
Form 4 Transactions Reported
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

ANNUAL STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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1. Name and Address of Reporting Person *
O'NEIL ROBERT J
2. Issuer Name and Ticker or Trading Symbol
Bank of Commerce Holdings [BOCH]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
SVP/Regional President
(Last)
(First)
(Middle)

C/O BANK OF COMMERCE HOLDINGS, 1901 CHURN CREEK ROAD
3. Statement for Issuer's Fiscal Year Ended (Month/Day/Year)
12/31/2013
(Street)


REDDING, CA 96002
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Reporting
(check applicable line)

_X_ Form Filed by One Reporting Person
___ Form Filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned at end of Issuer's Fiscal Year
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Amount (A) or (D) Price
Common Stock     3(1)         D  
Common Stock 01/06/2014   A4 1,004 A $ 5.97 7,816 (3) D  

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. SEC 2270 (9-02)

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned at End of Issuer's Fiscal Year
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
(A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) $ 10.6 (4)     3     12/31/2004 06/15/2014 Common Stock
1,800
  1,800
D
 
Stock Option (Right to Buy) $ 6.5 (5)     3     10/14/2009(6) 10/14/2018 Common Stock
2,000
  2,000
D
 
Stock Option (Right to Buy) $ 4.05 (7)     3     03/01/2012(8) 03/01/2022 Common Stock
14,000
  14,000
D
 

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
O'NEIL ROBERT J
C/O BANK OF COMMERCE HOLDINGS
1901 CHURN CREEK ROAD
REDDING, CA 96002
      SVP/Regional President  

Signatures

Andrea Schneck, Attorney-in-Fact 02/14/2014
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) The reporting person became subject to the filing requirements of Section 16(a) on December 17, 2013, but a Form 3 was not timely filed. The reporting person beneficially owned 3,000 shares of Common Stock of the issuer on December 17, 2013.
(2) Since December 17, 2013, the reporting person has purchased 1,004 shares of Common Stock of the Issuer, and said transaction was reported timely on Form 4 filed with the SEC on January 8, 2014.
(3) This line of information was previously reported on Form 4, which was timely filed with the SEC on 1/6/2014. The holding is not new but is being reported again (i) to reflect a change in the total amount of securities beneficially owned following reported transaction due to a typographical error and (ii) to indicate that the total includes 3,812 shares of the issuers common stock acquired through the reporting persons 401(k) account.
(4) The Closing price of BOCH common stock on June 15, 2004 was $10.7083, as quoted on the NASDAQ Global Market.
(5) The Closing price of BOCH common stock on October 14, 2008 was $6.4999, as quoted on the NASDAQ Global Market.
(6) 20% of the options vest and become exercisable on each of October 14, 2009, 2010, 2011, 2012 and 2013.
(7) Closing price of BOCH common stock on March 1, 2012, as quoted on the NASDAQ Global Market.
(8) 20% of the options vest and become exercisable on each of March 1, 2012, 2013, 2014, 2015 and 2016.

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