SecProbe.io

Mail Stop 3561

October 30, 2006

Via U.S. Mail

Harold E. Rolfe, Esq.
Senior Vice President,
General Counsel and Secretary
Hertz Global Holdings, Inc.
225 Brae Boulevard
Park Ridge, New Jersey 07656-0713

Re:  Hertz Global Holdings, Inc.
 Amendment No. 4 to Registra tion Statement on Form S-1
 Filed October 27, 2006
 File No. 333-135782

Dear Mr. Rolfe,

We have the following comments in addi tion to the oral comments issued on
October 27, 2006.

General

1. We note from public reports and your company website that you may have
operations in Syria, a country identified as  a state sponsor of terrorism by the State
Department and subject to export contro ls and sanctions administered by the
Commerce Department’s Bureau of Indus try and Security and the Treasury
Department’s Office of Foreign Assets Control.  Your Form S-1 identifies
operations in the Middle East but does not contain information relating specifically to operations in or contacts with Syria.   Please describe your current, past and
anticipated operations in and contacts with Syria, if any, including through
subsidiaries, licensees, affiliates and ot her direct and indirect arrangements.

2. Discuss the materiality to you of the ope rations and contacts  described in your
response to the foregoing comment, in light of Syria’s status as a state sponsor of
terrorism.  Please also discuss whether the operations or contacts constitute a material investment risk to your security holders.  Please desc ribe the extent to
which the government of Syria or entities controlled by it are intermediaries or
receive financing in connection with your operations associated with that country.

Harold E. Rolfe, Esq.
Hertz Global Holdings, Inc.
October 30, 2006 Page 2

3. Your materiality analysis should addre ss materiality in quantitative terms,
including the approximate dollar amount of revenues, assets and liabilities
associated with Syria.  Please address materi ality in terms of qualitative factors that
a reasonable investor would deem important in making an investment decision,
including the potential impact of cor porate activities upon yo ur reputation and
share value.

 For example, we note that Arizona an d Louisiana have adopted legislation
 requiring their state retirement systems to  prepare reports regarding state pension
 fund assets invested in, and/or permitti ng divestment of state pension fund assets
 from, companies that do business with c ountries identified as state sponsors of
 terrorism.  The Missouri Investment Trus t has established an equity fund for the
 investment of certain state-held monies th at screens out stocks of companies that do
 business with U.S.-designated state sponsor s of terrorism.  We note also that the
 Pennsylvania legislature has adopted a re solution directing its Legislative Budget
 and Finance Committee to report annually to the General Assembly regarding state
 funds invested in companies that have tie s to terrorist-sponsoring countries.  Your
 materiality analysis should address the potential impact of the investor sentiment
 evidenced by such actions directed to ward companies operating in Syria.

 Please also address the impact of your regulatory compliance programs, such as
 programs designed to prevent terrori sm funding, which cover operations and
 contacts associated with Syria, and a ny internal risk assessment undertaken in
 connection with business in Syria.

* * * * *

As appropriate, please amend the regist ration statement in response to these
comments.  You may wish to provide us with marked copies of the amendment to expedite
our review.  Please furnish a c over letter with your amendment that keys your responses to
our comments and provides any requested supplemental information.  Detailed cover
letters greatly facilitate our review.  Please understand that we may have additional
comments after reviewing your amendmen t and responses to our comments.

We direct your attention to Rules 460 and 461 regarding requesting acceleration of
a registration statement.  Please allow adequate  time after the filing of any amendment for
further review before submitting a request for acceleration.  Please provide this request at
least two business days in advance of the requested effective date.

Harold E. Rolfe, Esq.
Hertz Global Holdings, Inc.
October 30, 2006 Page 3

You may contact Jeffrey S ears at (202) 551-3302 or Mi chael Fay at (202) 551-3812
if you have questions regarding comments on the financial statements and related matters.
Please contact H. Yuna Peng at (202) 551- 3391or me at (202) 551-3454 with any other
questions.

Regards,

Sara D. Kalin
Branch Chief - Legal

cc: Steven J. Slutzky, Esq.
Debevoise & Plimpton LLP
 via facsimile:  (212) 909-6836