SecProbe.io

December 31 , 2013

Via E -mail
Steven W. Streit
Principal  Financial Officer
Green Dot Corporation
3465 E. Foothill Blvd.
Pasadena, California 91107

Re: Green Dot Corporation
Form 10-K for Fiscal Period Ended  December 31, 2012
Filed March 1, 2013
Form 10 -Q for the Period Ended September 30, 2013
Filed November 8, 2013
  File No. 001-34819

Dear Mr. Streit :

We have reviewed your filing an d have the following comments.  In some of our
comments, we may ask you to provide us with information so we may better understand your
disclosure.

Please respond to this letter within ten business days by amending your filing, by
providing the requested information, or by advising us w hen you will provide the requested
response.   If you do not believe our comments apply to your facts and circumstances or do not
believe an amendment is appropriate, please tell us why in your response.

After reviewing any amendment to your filing and the information you provide in
response to these  comments, we may have  additional comments.

Form 10 -K for Fiscal Period Ended December 31, 2012

Notes to Consolidated Financial Statements

Note 21 – Selected Unaudited Quarterly Financial Information, page 86

1. We note the disclosures that during the fourth quarter of 2012, the company implemented
new control procedures over the settlement of cardholder funds. As a result of these new
contro ls, an error was identified relating to the calculation of overdrawn account balances
that affected the financial results for the first, second and third quarters of 2012. The
company determined that the effects of the error were not material to any previo usly

Steven W. Streit
Green Dot Corporation
December 31 , 2013
Page 2

 reported period but the cumulative effect of correcting the error in the fourth quarter of
2012 would be material. As it relates to the error identified, please address the following:

 Address why the quarterly disclosures only address the 2012 inter im periods when the
fourth quarter of 2011 was also impacted by the error;
 Provide us with the adjust ing entry’s made to the 4th quarter of 2012 financial
statements to correct the error and any related memos that describe the nature of the
adjustments;
 Explain to us, in specific detail, the nature of the new internal controls implemented
that led to the identifi cation of the erro r relating to the overdrawn account balances ;
 Tell us whether the errors helped you to meet or exceed projected earnings for a ny of
the quarters impacted by the error, and
 Provide us with your materiality analysis for all of the periods impacted  by the error.

Form 10 -Q for the Period Ended September 30, 2013

Notes to Consolidated Financial Statements

Note 4 – Accounts Receivable

2. Please tell us and revise in future filings, to address the reasons for classifying accounts
receivable as both current and non -current assets.

Deposits

3. Please revise in future filings, to provide interim period informat ion on deposits similar to
the information provide in Note 8 to the year end audited financial statements.

We urge all persons who are responsible for the accuracy and adequacy of the disclosure in
the filing to be certain that the filing includes the information the Securities Exchange Act of
1934 and all applicable Exchange Act rules require.   Since the company and its management are
in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy
and adequacy of t he disclosures they have made.

            In responding to our comments, please provide  a written statement from the company
acknowledging that:

 the company is responsible for the adequacy and accuracy of the disclosure in the filing;

 staff comments or changes to disclosure in response to staff comments do not foreclose
the Commission from taking any action with respect to the filing; and

Steven W. Streit
Green Dot Corporation
December 31 , 2013
Page 3

  the company may not assert staff comments as a defense in any proceeding initiated by
the Commission or any perso n under the federal securities laws of the United States.

 Please address questions regarding all comments to Marc Thomas, Staff Accountant, at
(202) 551 -3452 or, if you thereafter need further assistance, to me at (202) 551 -3752.

Sincerely,

 /s/ Gus Rodriguez

Gus Rodriguez
Accounting Branch Chief