SecProbe.io

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                                 April 13, 2005

Securities and Exchange Commission
Division of Corporate Finance
450 Fifth Street, N.W., Mail Stop 0409
Washington, D.C. 20549
Attention:  Gregory Dundas

    Re:     CONSUMER PORTFOLIO SERVICES, INC.
            FORM S-2 FILED JANUARY 7, 2005
            FILE NO. 333-121913

            FORM 10-K FOR THE YEAR ENDED DECEMBER 31, 2003 AND RELATED DOCUMENTS
            FILE NO. 1-14116

Dear Mr. Dundas:

         On behalf of Consumer Portfolio Services, Inc. we submit this response
letter to the staff's comment letter dated February 4, 2005 addressed to the
registrant.

         Our responses to the staff's comments in the February 4, 2005 comment
letter are set forth below. To facilitate your review, each comment of the staff
has been set forth below in italics and is followed by our response.

                                    FORM S-2
                                    --------

       General
       -------

1.     PLEASE PROVIDE US SUPPLEMENTALLY WITH YOUR LEGAL ANALYSIS OF HOW THE
       ROLLOVER FEATURE SATISFIES THE 1933 SECURITIES ACT. IT APPEARS THAT THE
       NOTES MAY BE RENEWED FOR UP TO TEN ADDITIONAL YEARS, AND THAT ANY
       SUBSEQUENT REQUEST TO HAVE THE NOTES REDEEMED MAY BE DENIED FOR ANY
       REASON.

       Pursuant to their terms, the notes may be renewed in perpetuity in
       increments of up to 10 years. We believe that any securities issued in
       connection with the automatic renewal of the notes pursuant to their
       terms would exempted securities for purposes of Section 3(a)(9) of the
       Securities Act since they would be securities exchanged by an issuer with
       its existing securityholders exclusively where no commission or other
       remuneration is paid or given directly or indirectly for soliciting such
       exchange. We note that, in the case of notes with original maturities of
       three years or less, payment of a portion of the commissions due to the
       underwriter may be contingent upon one or more renewals. The commission
       structure has been negotiated to make the program more economically
       feasible for the issuer. It is not intended to provide the underwriter
       with an incentive to solicit renewals of shorter term notes and the
       underwriter has advised the registrant that it does not intend to
       actively solicit renewals of the notes.

<PAGE>
Mr. Gregory Dundas
April 13, 2005
Page 2

2.     WE NOTE THAT THE SPECIFIC TERMS OF THE DEBT SECURITIES WILL BE DISCLOSED
       IN THE PROSPECTUS SUPPLEMENT. IF THE TERMS WILL BE NOVEL OR UNIQUE, WE
       MAY REVIEW THE SUPPLEMENT. IF YOU PROVIDE THE SUPPLEMENT TO US PRIOR TO
       ITS USE, WE WILL REVIEW IT ON AN EXPEDITED BASIS.

       The registrant is supplementally filing herewith an illustrative form of
       prospectus supplement that it intends to use in connection with the
       pricing of the debt securities offered under the registration statement
       from time to time. The registrant does not currently anticipate that the
       terms of the debt securities will be novel or unique. However, if the
       terms of any of the debt securities are novel or unique, the registrant
       will furnish a draft of the related prospectus supplement to the
       Commission prior to its use for an expedited review.

3.     PLEASE PROVIDE US WITH COPIES OF ALL MARKETING LITERATURE FOR OUR REVIEW,
       AS IT BECOMES AVAILABLE. WE MAY HAVE COMMENTS.

       The registrant is supplementally filing herewith copies of all marketing
       literature prepared by the underwriter (Sumner Harrington Ltd.) in
       connection with the marketing of the notes.

       Cover Page
       ----------

4.     PLEASE DISCLOSE THE NUMBER OF DAYS THAT AN INVESTOR WILL HAVE AVAILABLE
       AFTER MATURITY TO REQUEST THAT THE NOTES NOT BE RENEWED.

       On the cover page of the prospectus, we have specified on the number of
       days (15) that an investor will have available after maturity to request
       that the notes be repaid.

       Prospectus Summary - Page 1
       ---------------------------

5.     ALL REFERENCES TO THE COMPANY AND THE NOTES SHOULD BE CLEAR FROM THE
       CONTEXT. REFER TO RULE 421 OF REGULATION C. SHAREHOLDERS SHOULD BE ABLE
       TO ASCERTAIN THE MEANINGS OF THE TERMS USED WITHOUT THE DEFINITIONS IN
       THE LAST SENTENCE OF THE INTRODUCTION TO THE SUMMARY.

       We have removed the last sentence of the introduction to the summary.

<PAGE>
Mr. Gregory Dundas
April 13, 2005
Page 3

6.     WE NOTE THE DISCLOSURE OF THE VALUE OF MOTOR VEHICLE CONTRACTS PURCHASED
       IN 2004. PLEASE BALANCE THIS AND OTHER FINANCIAL INFORMATION WITH
       DISCLOSURE REGARDING THE LOSSES THE COMPANY SUFFERED IN 2004.

       We have inserted the following language on page 1:

              We reported a loss in the amount of $15.9 million for the year
              ended December 31, 2004.

7.     PLEASE DISCLOSE ANY LIMITATIONS ON THE ABILITY OF THE COMPANY TO REFUSE
       REDEMPTION OF THE NOTES IF REQUESTED PRIOR TO MATURITY.

       The limitations on the company's ability to refuse redemption of the
       notes if requested prior to maturity are described in the second
       paragraph under "Prospectus Summary - The Offering - Optional Redemption
       or Repurchase".

       Risk Factors - Page 6
       ---------------------

8.     PLEASE DELETE THE DISCUSSION OF ADDITIONAL RISK FACTORS IN THE FIRST
       INTRODUCTORY PARAGRAPH. WHILE IT IS APPROPRIATE TO INCLUDE A DISCUSSION
       OF FACTORS THAT MAY CAUSE ACTUAL RESULTS TO DIFFER FROM THOSE EXPRESSED
       IN FORWARD-LOOKING STATEMENTS, THAT DISCUSSION SHOULD BE SEPARATE FROM
       THE RISK FACTOR SECTION. IN ADDITION, DISCUSSION OF NON-MATERIAL RISKS OR
       MATERIAL RISKS THAT ARE NOT YET KNOWN IS UNNECESSARILY CONFUSING TO THE
       INVESTOR, SIMILARLY, REVISE TO CLARIFY WHAT IS MEANT IN THE SECOND
       INTRODUCTORY PARAGRAPH BY "OTHER INFORMATION CONTAINED IN THIS
       PROSPECTUS."

       We have deleted the discussion of additional risk factors from the first
       introductory paragraph and we have moved the discussion of factors that
       may cause actual results to differ from those expressed in
       forward-looking statements to the "Forward Looking Statements" section of
       the prospectus. We have also revised the second (now first) introductory
       paragraph to clarify that the reference to "other information contained
       in this prospectus" refers to "other information regarding the notes and
       the company contained in this prospectus".

9.     WE NOTE THAT MANY OF YOUR SUBHEADINGS MERELY MAKE A STATEMENT ABOUT THE
       COMPANY AND DO NOT EXPRESS A CLEAR RISK. THE SUBHEADINGS TO THE RISK
       FACTORS SHOULD CLEARLY STATE A RISK TO THE POTENTIAL INVESTOR. YOU MAY
       FIND IT HELPFUL TO EXPRESS THIS IN TERMS OF CAUSE AND EFFECT, USING A
       "BECAUSE OF X, Y FOLLOWS" MODEL. AS AN EXAMPLE ONLY, WE NOTE THE
       SUBHEADING "THE NOTES WILL HAVE NO SINKING FUND, SECURITY, INSURANCE OR
       GUARANTEE." REVISE THE SUBHEADINGS THROUGHOUT THIS SECTION ACCORDINGLY,
       TO MAKE EXPLICIT THE RISK TO INVESTOR OR COMPANY.

       We have revised the subheadings to more clearly state the risks to the
       potential investors of an investment in the notes.

<PAGE>
Mr. Gregory Dundas
April 13, 2005
Page 4

       the Notes Will Automatically Renew...- Page 7
       ---------------------------------------------

10.    WE NOTE YOUR STATEMENT THAT "ANY REQUESTS FOR REPURCHASES AFTER YOUR
       NOTES ARE RENEWED WILL BE SUBJECT TO OUR APPROVAL." PLEASE EXPLAIN
       CLEARLY AND PROMINENTLY THAT THE NOTES MAY BE RENEWED AUTOMATICALLY FOR
       UP TO TEN ADDITIONAL YEARS UNLESS THE INVESTOR REQUESTS REDEMPTION WITHIN
       15 DAYS AFTER MATURITY, AND THAT ANY SUBSEQUENT REQUEST TO HAVE THE NOTES
       REDEEMED PRIOR TO MATURITY MAY BE DENIED FOR ANY REASON.

       We believe that the existing disclosure accurately describes that the
       notes may be automatically renewed for the same term as the maturing
       notes and that such renewals may continue in perpetuity. We also believe
       that the suggested language would be misleading to investors since only
       the 10-year notes may be automatically renewed for subsequent 10-year
       periods. We have added language to clarify that the company may deny
       subsequent requests to have the notes redeemed prior to maturity for any
       reason.

       Renewal or Redemption On Maturity - Page 23
       -------------------------------------------

11.    IT IS NOT CLEAR UNDER WHAT CIRCUMSTANCES YOU WOULD NOT SEND INVESTORS A
       NEW PROSPECTUS, REQUIRING, THEM TO REQUEST ONE. PLEASE REVISE OR ADVISE.

       We have added language to clarify that a new prospectus will not be sent
       to investors unless the prospectus has changed since the delivery of the
       prospectus in connection with an investor's original subscription or any
       prior renewal.

                                 PROXY STATEMENT
                                 ---------------

12.    PLEASE TELL US WHERE YOU DISCUSS THE INDEPENDENCE OF THE AUDIT COMMITTEE
       MEMBERS. REFER TO ITEM 7(d)(2)(ii)(C) OF SCHEDULE 14A.

       We undertake to include such discussion prominently in our proxy
       statement for our 2005 annual meeting.

                 FORM 10-K FOR THE YEAR ENDED DECEMBER 31, 2003
                 ----------------------------------------------

       ITEM 1: BUSINESS - PAGE 1
       -------------------------

       Delinquency Experience Tables - Page 8-9
       ----------------------------------------

13.    WE NOTE YOUR DISCLOSURE ON PAGE F-10 THAT MANAGEMENT MAY AUTHORIZE A
       TEMPORARY EXTENSION OF PAYMENT TERMS IF COLLECTION APPEARS TO BE LIKELY
       DURING THE NEXT CALENDAR MONTH. SUPPLEMENTALLY TELL US WHETHER
       RECEIVABLES RECEIVING THESE OR ANY OTHER TEMPORARY EXTENSIONS ARE
       RE-AGED. TO THE EXTENT THAT RECEIVABLES HAVE BEEN RE-AGED, PLEASE REVISE
       YOUR 2004 10-K TO QUANTIFY RECEIVABLES THAT HAVE BEEN RE-AGED ONCE AND
       THOSE THAT HAVE BEEN RE-AGED MORE THAN ONCE.

<PAGE>
Mr. Gregory Dundas
April 13, 2005
Page 5

       The Company grants extensions of payment terms in cases where it believes
       the extension will ultimately increase the likelihood of collection of
       the contract. In such cases, the Contract's aging status is impacted by
       the terms of the extension. We have added two lines to the Delinquency
       Experience Tables to quantify contracts that have been extended once, and
       those that have been extended more than once, and have added language
       following the tables to clarify the Company's extension policy. In
       addition, we have omitted the word "temporary" from the description of
       extensions in Footnote 1 since in most cases such extensions are in fact
       permanent.

       Flow Purchase Program - Page 11
       -------------------------------

14.    WE NOTE THAT CONTRACTS PURCHASED FROM DEALERS IN YOUR FLOW PURCHASE
       PROGRAM WERE PURCHASED PRIMARILY FOR IMMEDIATE AND OUTRIGHT SALE TO THIRD
       PARTIES. WE ALSO NOTE THAT THESE CONTRACTS WERE SOLD AT A MARK-UP ABOVE
       THE AMOUNT PAID TO THE DEALER. PLEASE SUPPLEMENTALLY TELL US HOW YOU WERE
       ABLE TO SELL THESE CONTRACTS AT A GAIN IMMEDIATELY AFTER THEY WERE
       PURCHASED AT A DISCOUNT.

       The two flow purchasers were affiliates of Ford and General Motors. Each
       agreed to purchase a portion of our Contract purchases. We believe they
       were willing to do so as a way to explore the market for sub-prime
       credits. They recognized that we would be unwilling to sell Contracts
       other than for a mark-up, and the markup reflected services performed by
       us, notably our application of our credit criteria and our verification
       of credit information. We have added disclosure to that effect to the
       Amendment; that disclosure omits the names Ford and General Motors,
       because we do not wish to imply some level of endorsement that is not
       present.

       ITEM 7: MANAGEMENT'S DISCUSSION AND ANALYSIS - PAGE 19
       ------------------------------------------------------

       Result of Operations - Page 24
       ------------------------------

       General
       -------

15.    IN YOUR 2004 10-K WHERE YOU DESCRIBE TWO OR MORE BUSINESS REASONS THAT
       CONTRIBUTED TO A MATERIAL CHANGE IN A FINANCIAL STATEMENT LINE ITEM
       BETWEEN PERIODS, PLEASE QUANTIFY THE EXTENT TO WHICH EACH CHANGE
       CONTRIBUTED TO THE OVERALL CHANGE IN THAT LINE ITEM. FOR EXAMPLE, WITH
       RESPECT TO THE CHANGES IN INTEREST INCOME DURING 2003, PLEASE QUANTIFY
       THE EXTENT TO WHICH THE CHANGES ARE ATTRIBUTABLE TO THE CHANGE IN
       SECURITIZATION STRUCTURE, INTEREST EARNED ON THE PORTFOLIO OF CONTRACTS
       ACQUIRED IN THE TFC MERGER, INCREASE IN RESIDUAL INTEREST INCOME AND
       DECLINE IN THE BALANCE OF THE PORTFOLIO OF CONTRACTS ACQUIRED IN THE MFN
       MERGER. SEE ITEM 303(a) OF REGULATION S-K AND SEC RELEASE NO. 33-8350.

<PAGE>
Mr. Gregory Dundas
April 13, 2005
Page 6

       Additional disclosure has been added to the 10-K for 2004.

       The Year Ended December 31, 2003 Compared to the Year Ended December 31,
       ------------------------------------------------------------------------
       2002 Revenues
       -------------

16.    YOU STATE THAT THE 2003 GAIN ON SALE AMOUNT IS NET OF A NEGATIVE FAIR
       VALUE ADJUSTMENT OF $4.1 MILLION RELATED TO THE COMPANY'S ANALYSIS AND
       ESTIMATE OF THE EXPECTED ULTIMATE PERFORMANCE OF THE COMPANY'S PREVIOUSLY
       SECURITIZED POOLS. YOU ALSO STATE THAT THE DECREASE IN GAIN ON SALE FROM
       2002 TO 2003 IS PARTIALLY OFFSET BY A NEGATIVE FAIR VALUE ADJUSTMENT OF
       APPROXIMATELY $2.5 MILLION RECORDED DURING THE FIRST QUARTER OF 2002
       RELATED TO THE COMPANY RESIDUAL INTEREST IN SECURITIZATIONS. CLARIFY
       WHETHER THE FAIR VALUE ADJUSTMENT FOR 2003 RELATES TO RESIDUAL INTERESTS.
       IF NOT, TELL US THE ASSET THIS ADJUSTMENT RELATES TO. ALSO, TELL US WHICH
       LINE ITEM ON YOUR TABLE IN NOTE 10 INCLUDES THESE ADJUSTMENTS.

       The fair value adjustment of $4.1 million in 2003 relates to the residual
       interest in securitizations. The fair value adjustment has been
       reclassified in the 2004 financial statements such that they appear in
       the Expenses section as an Impairment loss on residual asset and no
       longer as a net to Gain on sale of contracts in the Revenue section. As a
       result of this reclassification, the negative fair value adjustments for
       2003 and 2002 no longer appear on the table in Note 10. Prior to this
       reclassification, they were reported as a reduction to Gain on sale of
       contracts in Note 10.

       Liquidity and Capital Resources - Page 29
       -----------------------------------------

17.    PLEASE REVISE YOUR 2004 10-K TO IDENTIFY THE MAJOR COVENANTS OF YOUR
       SECURITIZATION AND NON-SECURITIZATION RELATED DEBT FACILITIES. CONSIDER
       DISCLOSING, IN A TABULAR FORMAT, REQUIRED FINANCIAL RATIOS AND ACTUAL
       FINANCIAL RATIOS FOR EACH PERIOD PRESENTED.

       Responsive language has been added to the 10-K for 2004. A table was not
       added because the covenants required and the definitions and levels of
       such covenants vary depending upon the debt facility. Management believes
       that disclosing these details could negatively impact its negotiating
       position in future transactions and, consequently, potentially have an
       adverse impact on the common shareholders of the Company. More important,
       the fact that similar terms have different definiti