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CORRESP
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SEC Correspondence

 September 30, 2011

Suzanne Hayes

 Assistant Director

United States Securities and Exchange Commission

 Washington,
D.C. 20549

Re:
 Canadian Imperial Bank of Commerce

 Form 40-F for the Fiscal Year Ended October 31, 2010

 Filed December 6, 2010

 Forms 6-K

 Filed May 26, 2011 and July 29, 2011

 File No. 1-14678

 Dear Ms. Hayes:

 Thank you for your letter dated August 30, 2011, addressed to Kevin
Glass of Canadian Imperial Bank of Commerce (“we”, “us”, “CIBC” or “the Company”), setting forth comments of the staff of the Division of Corporation Finance (the “Staff”) on CIBC’s Form 40-F
for the fiscal year ended October 31, 2010 filed on December 6, 2010 and Forms 6-K filed on May 26, 2011 and July 29, 2011.

 We appreciate the effort that went into the Staff’s comments. We have provided our responses in the order the comments appeared in the Staff’s comment letter, which we have reproduced in bold face text.
Our responses follow each comment.

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 Form 40-F filed
December 6, 2010

 Exhibit B.3(b) - Audited annual financial statements for the year ended October 31, 2010

 Note 6 Securitizations and Variable Interest Entities, page 133

1.
 We note here that you securitize insured residential mortgage loans through the creation of MBS under the Canadian Mortgage Bond program.

 The securitization process that we follow for our residential mortgage loans is a two-step
process:

 First, residential mortgage loans that we originate are pooled together based on criteria
laid out by the Canada Mortgage and Housing Corporation (“CMHC”) and then assigned to the CMHC, under a legal process specified within the National Housing Act (“NHA”) Mortgage Backed Securities (“MBS”) Program, in
exchange for a mortgage-backed security.

 In the second step, these mortgage-backed securities may then
be sold to the Canada Housing Trust (“CHT”) which in turn issues a Canada Mortgage Bond (“CMB”) to external investors to fund the purchase of the mortgage-backed securities.

Please address the following:

Ÿ

 For your residential mortgage loans, tell us and revise your future filings to disclose whether you or the borrower is required to obtain mortgage
loan insurance. If the response depends on the terms of the loan then clearly state this and discuss the key terms that drive mortgage insurance like the loan to value ratio.

Specific mortgage insurance requirements are covered under the Bank Act (Canada) (the “Act”) which regulates financial
institutions. Under the Act, we are permitted to originate mortgages meeting specified credit criteria including those with a loan-to-value (“LTV”) ratio of less than 80% at origination, without requiring the mortgagor (or borrower) to
obtain mortgage insurance. Where mortgage loans do not meet these specified credit criteria, the Act requires the mortgagors to obtain individual mortgage insurance. The mortgages which require insurance must be insured either by the CMHC or a
qualifying mortgage insurance company that meets certain requirements laid out by the CMHC. The majority of our mortgages are insured by the CMHC.

As mentioned above, in order to access the NHA MBS Program we need to first pool qualifying mortgages based on
criteria laid out by the CMHC. If we intend to sell the mortgage-backed security to CHT one of those criteria is

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insurance. Those mortgages with a LTV ratio of greater than 80% are insured by the borrower who owns the insurance. The borrower can take the insurance to another mortgage provider if they decide
to repay the mortgage provided by CIBC and refinance with another financial institution. Those mortgages with a LTV ratio of less than 80%, and which are part of a mortgage-backed security to be sold to the CHT, are insured under portfolio insurance
purchased by CIBC, mainly from the CMHC. This insurance remains the property of CIBC and can be reallocated to any new qualifying mortgages that may be used to “top-up” the program.

We will revise future filings to provide this information.

Ÿ

 Explain to us the insurance claims process for both your residential mortgage loans held and those securitized under the Canadian Mortgage Bond
program. In addition, tell us and revise to disclose in future filings where applicable if any of the mortgage insurance policies provide less than 100% protection against credit losses.

The insurance claims process is not related to the CMB program in any way. The process is dictated by guidance laid out by the
CMHC and is the same whether the mortgage is part of a mortgage-backed security ultimately sold to the CHT or not.

 The insurance claim for credit losses incurred on mortgage loans requires CIBC to work with the borrower for a certain period of time to assess whether the credit problems can be resolved. Once it is determined
that no resolution can be arrived at with the borrower, the process follows specified legal steps which could ultimately lead to CIBC being given the right to take ownership of the property and the right to sell it. CIBC must make all reasonable
efforts to sell the property for market value. Once the property is sold, CIBC submits an insurance claim to the CMHC or the insurance company for any deficiency. CMHC or the insurance company then pays CIBC in the normal course.

Mortgage insurance covers 100% of incurred losses, including all reasonable legal and other direct costs incurred
to recover the mortgage balance.

 We will revise future filings to provide this information.

Ÿ

 Tell us and revise to disclose in future filings whether, as an issuer and servicer of these loans, you have to cover any shortfall in the amount
collected from the mortgagor, and if so, are these amounts fully reimbursed by the government or government agency that guarantees the securities or the insurer of the mortgage loan.

 3

 Under the NHA MBS
Program, we are required to make timely payment of principal and interest on the mortgage-backed security that we securitize/sell as the issuer and servicer regardless of whether we collect these cash flows from the underlying mortgages. If we do
not receive payment from the underlying mortgages in respect of interest and principal to permit ultimate payment to the mortgage-backed security holder, we submit a claim to the insurer and receive all owed interest and principal not recovered
through the foreclosure and sale process. If there is a delay between receipt of the insurance payment and when the payment is made to the mortgage-backed security holder, CIBC is responsible for ensuring that payment is made to the mortgage-backed
security holder.

 In addition, where we hold third party mortgage-backed securities as an investor, if
the issuer was unable to cover payment to us, the CMHC would be required to make the payment under the terms of the timely payment guarantee provided to the mortgage-backed security investor.

We will revise future filings to provide this information.

Ÿ

 Tell us and disclose in future filings if you have incurred losses on the residential mortgage loans securitized due to legal action on the
default of the mortgage and the amount of losses incurred in year ended October 31, 2010.

We had no losses, net of insurance claims, for the year ended October 31, 2010, on defaulted mortgage loans that we
securitized. The insurance claim can include all reasonable legal costs as well as other direct costs in order to complete the process of foreclosure and sale of the property. Costs that are not considered reasonable may be precluded from any claim
payment made in respect of defaulted mortgage loans, but these have been insignificant.

 If this amount becomes
significant in the future we will disclose it in future filings.

2.
 We note your disclosure on page 133 that you securitize residential mortgage loans and you sell these securities. In addition, we note that you retain
the responsibility for servicing the mortgages and you had a servicing liability of C$126 million at October 31, 2010. In an effort to provide clear and transparent disclosures on your securitization of loans and related servicing rights,
please tell us and consider revising your disclosures in future filings to discuss how you determine the prepayment rate assumption for your valuation of the retained interest

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in the securitization structure. Also, for the securitization that had a 15% prepayment rate assumption, please tell us the total amount of loans securitized and the value of the retained
interest and provide a description of the terms of the underlying residential mortgage loans.

U.S. mortgages are typically 30-year open term mortgages, whereas most Canadian mortgages have 5-year terms and amortize to a
balloon principal payment amount that must be refinanced by the mortgager (or borrower) at the end of the term, if not yet paid in full. The vast majority of Canadian fixed-rate mortgages include prepayment penalty provisions when the amount of
prepayment is above a specified threshold. When the threshold is breached the prepayment penalty provisions require penalty payments to be made by the mortgagor to the lender in order to immunize the lender for lost interest and for associated
administration costs. Variable rate mortgages also include a prepayment penalty.

 History has shown,
due to these penalties, that the decision to prepay is largely a non-economic decision made by the mortgagor and is driven more by life events such as death, divorce or re-location. Consequently, the historically observed prepayment rates are quite
stable with some minor variability for seasonality.

 We develop our prepayment rate expectations by
reviewing historical analysis of prepayment rates at the portfolio level for securitized mortgages, stratified by rate type (variable vs. fixed) and origination channel (branch vs. broker). This analysis also takes into account any available and
relevant information at the time, including current and future interest rate movement scenarios and views. The portfolio prepayment rate in our model is a constant parameter that represents the long term average expected prepayment rate, factoring
in seasonality.

 On a quarterly basis, we review the prepayment rate estimates for each of the
portfolios by comparing these estimates to the actual portfolio behavior to assess validity and to ensure the quality of the results. Realized portfolio prepayment rates should be within a 95% confidence band of the seasonally adjusted long-term
prepayment average that is being used to ensure that the prepayment assumption is valid.

 During fiscal
2010, we securitized $2.6 billion of mortgages that had a 15% prepayment rate assumption which generated a retained interest of $94 million. These were largely 5-year term variable rate mortgages.

We will revise future filings to provide this information.

 5

 Note 8 Goodwill, Software and Other
Intangible Assets, page 137

3.
 We note from your goodwill rollforward on page 137 that you have C$43 million of goodwill allocated to the Corporate and Other reporting unit. We note
also your description of the Corporate and Other segment in Note 28. In addition, we note your disclosure on page 90 within MD&A that Wealth Management and FirstCaribbean is a separate reporting unit for goodwill impairment test. Please tell us
and consider revising future filings to present the goodwill rollforward at the same level that the impairment test is performed at, reporting unit, instead of the segment level.

We conduct our goodwill impairment testing as at April 30 each year. As at October 31, 2010, the goodwill roll-forward
by reporting unit was as follows:

 $ millions, for the year ended

October 31, 2010

CIBC
FirstCaribbean

Wealth
management

Capital
markets

Other

 CIBC

Total

 Balance at beginning of year

$
984

$
878

$
            40

$
        95

$
        1,997

 Acquisitions

-

-

-

5

5

 Dispositions

-

-

-

(32
)

(32
)

 Adjustments
(1)

(56
)

-

-

(1
)

(57
)

 Balance at end of year

$
928

$
                878

$
40

$
67

$
1,913

(1)
 Includes foreign currency translation adjustments.

We will revise future filings to provide this information.

 Note 28 Segmented and Geographic Information, page 166

4.
 We note your disclosure beginning here regarding the recent changes in your segment allocations as well as the changes made in the first quarter of
fiscal 2011. For purposes of providing greater transparency for the reader, please revise your future filings to more clearly disclose how both the specific and general allowance for loan losses as well as provision for credit losses are allocated
to the segments.

 We will revise our future filings to include enhanced disclosure on how the
specific and general allowances for loan losses, as well as provision for credit losses, are allocated to the segments. Also beginning fiscal year 2012, when we adopt IFRS, we will disclose how the individually assessed and collectively assessed
allowances are allocated to the segments.

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 Note 30 Reconciliation of Canadian and U.S.
Generally Accepted Accounting Principles, page 169

5.
 We also note your disclosure that you believe the outcome of any legal proceedings, individually or in the aggregate, would not have a material adverse
effect on your consolidated financial position, but could be material to your operating results. Please tell us and revise the appropriate section of your future filings to provide the disclosures required by ASC 450. As part of such disclosure,
clearly disclose the range of reasonably possible loss in excess of amounts accrued or confirm in your disclosure that such amounts are not estimable.

We will enhance our disclosure in future filings in substantially the following form:

“In the ordinary course of business, CIBC and its subsidiaries are routinely named as defendants in legal
actions and regulatory matters. Claims for significant monetary damages are often asserted in many of these matters. It is inherently difficult to predict the eventual outcomes of such matters given their complexity and the particular facts and
circumstances. However, on the basis of our current knowledge and understanding, we do not believe that judgments or settlements, if any, arising from these matters (either individually or in the aggregate, after giving effect to applicable reserves
and insurance coverage), will have a material adverse effect on the consolidated financial position or liquidity of CIBC, although they could have a material effect on net income in a given period.

In view of the inherent unpredictability of outcomes in litigation and regulatory matters, particularly where:
(i) the damages sought are substantial or indeterminate; (ii) the proceedings are in the early stages; or (iii) the matters involve novel legal theories or a large number of parties, there is considerable uncertainty concerning
possible eventual loss, if any, associated with each such matter. In accordance with applicable accounting guidance, CIBC establishes reserves for litigation and regulatory matters when those matters proceed to a stage where they present loss
contingencies that are both probable and reasonably estimable. In such cases, there may be a possible exposure to loss in excess of any amounts accrued. CIBC will continue to monitor such matters for developments that could affect the amount of the
reserve, and will adjust the reserve amount as appropriate. If the loss contingency in question is not both probable and reasonably estimable, CIBC does not establish a reserve and the matter will continue to be monitored for any developments that
would make the loss contingency both probable and reasonably estimable. CIBC believes that its

 7

total accruals for legal proceedings are appropriate and in the aggregate, are not material to the consolidated financial position of CIBC, although future accruals could have a material effect
on net income i