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Correspondence Letter

SENT VIA FAX AND EXPRESS MAIL

February 1, 2011

 Craig D. Wilson

 Division of Corporation Finance

Securities and Exchange Commission

 100 F
Street, N.E.

 Washington, D.C. 20549

Re:
Visa Inc.

 Form I0-K for the
Fiscal Year Ended September 30, 2010

 File No. 001-33977

 Dear Mr. Wilson:

 In connection with Visa Inc.’s (the
“Company” or “Visa”) Form 10-K filed with the Securities and Exchange Commission (the “Commission” or the “Staff”) on November 19, 2010 (the “Form 10-K”), we are writing in response to the
Staff’s comments as transmitted to the Company by letter dated January 20, 2011. For convenience, we have reprinted the Staff’s comments below in bold, with the corresponding response set forth immediately below the applicable
comment.

 Form 10-K for the Fiscal Year Ended September 30, 2010

 Item 1. Business

 Government Regulation

Anti-Money Laundering and Anti-Terrorism, page 15

1.
We note in your disclosure that you are subject to OFAC regulations that restrict financial dealings with Cuba, Iran, Myanmar and Sudan. Please tell us why you have
not included disclosure of restrictions related to Syria.

 Cuba, Iran, and Sudan are subject to comprehensive
OFAC embargoes. The Myanmar sanctions incorporate a broad proscription on the export of financial services. Syria is not subject to such OFAC sanctions. Unlike these other countries, the sanctions in place against Syria do not generally prohibit US
persons, such as Visa, from engaging in transactions in or with Syria. Similar to our response dated February 4, 2008, to the SEC, the revenues generated from Syria remain an immaterial portion of the Company’s fiscal operating revenues.
Additionally, the Company has complied with and continues to comply with all applicable laws with regard to Syria, and the Company does not believe there is a qualitative basis for finding that restrictions related to Syria are material to the
Company or to investors.

 Visa

 P.O.
Box 194607

 San Francisco, CA 94119-4607

 U.S.A.

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2.
Please update us on your contacts with Iran, Syria, Sudan and Cuba, countries identified by the U.S. Department as state sponsors of terrorism, since your letters to
us of August 21, 2007 and February 4, 2008. For instance, we note from a September 2008 news article that you extended your Money Transfer service to cardholders in Indonesia and Singapore, making it easier and more secure for people in 13
countries in Europe, Asia and the Middle East including Syria and several other countries to send and receive funds. We note that your website lists 10 branches of the Commercial Bank of Syria under the ATM locator section. Your response should
describe any agreements, commercial arrangements, or other contracts you have had with the governments of Iran, Syria, Sudan or Cuba, or entities controlled by these governments.

In your response, please include a discussion of indirect contact with these countries whether through affiliates, partners, clients or
other indirect arrangements. For instance, we note from an October 2008 news release on your website that HSBC launched a Visa payWave-enabled debit card in the Middle East which represents an expansion of HSBC’s current credit card issuing
relationship with Visa. According to the news release, HSBC was to begin issuing the Visa cards by early 2009 and we note that HSBC has business contacts with Iran and Sudan including have a representative office in Iran. We also note from an
October 2009 news article that you and the National Bank of Kuwait partnered with Zain, a telecommunications operator in the Middle East and Africa to launch the first Near Field Communication mobile payment trial in the Persian Gulf. Zain provides
communications services in Iran, Syria and Sudan and the National Bank of Kuwait began obtaining licenses to open a branch in Syria and has helped arrange funding for an expansion of a telecom company’s business operations in Sudan.

 Our representations regarding our contacts, or lack of them, with Iran, Syria, Sudan, and Cuba provided on August 21,
2007 and February 4, 2008 remain accurate. Visa has no agreements, commercial arrangements or other contracts with the governments of Iran, Sudan or Cuba or with entities controlled by these governments.

We note that doing business with the government of Syria is generally permitted. However, we now have only one (compared to two mentioned
in our August 21, 2007 letter to the SEC) member bank that is wholly-owned or majority-owned by the Syrian government. The Company believes that it recognized revenues of approximately $106,000 from Real Estate Bank in Syria in fiscal year
2010. We have no other agreements, commercial arrangements, or other contracts with the government of Syria or with entities controlled by it.

 Specific to the 2008 news article, Visa would like to clarify that the 13 countries did not include Syria and would direct the SEC to the actual press release by Visa Inc. on July 30, 2008
(http://corporate.visa.com/media-center/press-releases/press807.jsp). The 13 countries referenced in our press release were France, Georgia, Greece, India, Indonesia, Kazakhstan, Malaysia, Russia, Singapore, Sweden, Switzerland, Ukraine and the
United Arab Emirates.

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Visa notes that the article referenced was published by Al Bawaba (Middle East) Ltd and was inaccurate.

 Specific to our website that listed 10 branches of the Commercial Bank of Syria under the ATM locator section, the information was incorrect and out-dated. The Commercial Bank of Syria’s licenses
were suspended in September 2007 pursuant to a decision by Visa. Following the designation of the Commercial Bank of Syria by the US Treasury under Section 311 of the USA PATRIOT Act as a “financial institution of primary money-laundering
concern,” Visa required the Commercial Bank of Syria to undergo an independent audit of its anti-money laundering controls. When the bank did not comply by the date set, Visa suspended the licenses of the bank, resulting in the ceasing of all
Visa activity associated with that entity. These ATMs do not accept Visa cards and have now been removed from our website.

Please refer to our response in Item 3 for a discussion of any indirect contacts with Iran, Cuba, Syria or Sudan.

3.
Please discuss the materiality of your contacts with Iran, Cuba, Syria or Sudan, as applicable described in response to our prior comment and whether those contacts
constitute a material investment risk for your security holders. You should address materiality in quantitative terms, including the approximate dollar amounts of any associated revenues, assets, and liabilities for the last three fiscal years and
subsequent interim period. Also, address materiality in terms of qualitative factors that a reasonable investor would deem important in making an investment decision, including the potential impact of corporate activities upon a company’s
reputation and share value. As you may be aware, various state and municipal governments, universities, and other investors have proposed or adopted divestment or similar initiatives regarding investment in companies that do business with
U.S.-designated state sponsors of terrorism. Your materiality analysis should address the potential impact of the investor sentiment evidenced by such actions directed toward companies that have operations associated with Iran, Cuba, Syria and
Sudan. Please also discuss the potential for reputational harm from your relationships with HSBC, Zain and the National Bank of Kuwait.

 From a quantitative standpoint, the Company believes that its contacts with Real Estate Bank in Syria are de minimis. The Company’s total related revenues were approximately $74,000, $96,000,
$106,000 and $16,000 for fiscal years 2008, 2009, 2010, and the quarter ending December 31, 2010, respectively. Visa has no assets or liabilities designated to Real Estate Bank. Compared to Visa Inc.’s 2010 operating revenues of
approximately $8 billion, the revenues associated with Real Estate Bank are de minimis. In addition, from a qualitative standpoint, the Company believes that it complies with all applicable law with regard to Syria. As noted above, the Company has
no direct contacts with Iran, Cuba, or Sudan. In summary, based on both quantitative and qualitative factors, the Company believes that any contacts with Iran, Cuba, Syria and Sudan would not be considered material to a reasonable investor in making
an investment decision and, accordingly, these operations will not materially affect the Company’s reputation or share value.

 As to indirect contacts through affiliates, clients, partners, or other arrangements, certain non-U.S. Visa members located in countries not subject to U.S. jurisdiction have very

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limited Visa activity with Visa branded cards in Cuba, Iran, Sudan and Syria. For each of the last three fiscal years, Visa recognized annual revenue of less than $3 million and $1 million in
connection with Cuba and Syria, respectively. For the quarter ended December 31, 2010, Visa recognized revenue of less than $750,000 and $250,000, respectively in connection with these countries. Visa did not recognize more than $1,000 in
revenue in connection with Iran or Sudan in any of these periods. Given the de minimis nature of this business and Visa’s compliance with applicable OFAC sanctions, Visa does not regard this as constituting a material investment risk either
quantitatively or qualitatively.

 Specific to potential for reputational harm from our relationships with HSBC, Zain and the
National Bank of Kuwait, Visa does not foresee reputational harm due to the following reasons. Visa has a risk assessment process that is designed to ensure that the Visa system is not used to facilitate money laundering or terrorist financing. More
specifically, Visa has conducted due diligence on HSBC and National Bank of Kuwait as clients. HSBC and National Bank of Kuwait are not licensed to issue Visa cards or acquire merchants out of Syria, Sudan or Iran. The Zain pilot was specifically
engaged with Zain-Kuwait and the National Bank of Kuwait in October 2009 approximately four months after Zain’s mobile phone license was terminated by the Iranian Government per public news sources. Furthermore, the pilot through National Bank
of Kuwait’s Visa license was limited to Kuwait. Visa feels confident that the risk of reputational harm is mitigated by the restricted authority given to the National Bank of Kuwait and Visa’s due diligence processes.

In summary, Visa, itself, has no operations, subsidiaries or affiliate entities in Cuba, Iran, Sudan or Syria (other than as disclosed
above) and any arrangements by non-U.S. member banks with respect to such jurisdictions are de minimis, both individually and in the aggregate.

Item 7. Management’s Discussion and analysis of Financial Condition and Results of Operations

Contractual Obligations

Note (7), page 58

4.
We note that you have disclosed that the amount of your ultimate obligation cannot be reliably estimated and that the $267 million fair value of the Visa Europe put
option does not represent the amount or an estimate of the amount of your obligation in the event of exercise. We also note, however, that in numerous instances in your filing you state that this obligation “could be several billion dollars or
more.” Please explain why you have included no such statement within this footnote in light of its potential significance in the event of exercise.

 We did not previously include this disclosure in the contractual obligations table on page 58 because we believed that it was adequately covered in the liquidity discussion on page 55. However, we
acknowledge the benefit of also including this language in the table itself and therefore propose disclosing it in future filings.

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 Item 8. Financial Statements and Supplementary Data

Consolidated Financial Statements

Notes to Consolidated Financial Statements

 Note 13 – Settlement Guarantee Management, page 106

5.
We note that you refined your settlement risk policy during fiscal 2010 and that you have described settlement risk on page 12. Tell us what consideration you have
given to disclosing in MD&A whether the changes made to your policy during fiscal 2010 are indicative of a significant trend in your business. Please explain the relationship between the current economic environment in which you operate and the
reasons underlying your reduced exposure and collateral maintained at September 30, 2010.

 We believe
the disclosures in our MD&A are consistent with the overall objectives outlined in Reg. S-K Item 303, and provide management’s view into significant trends underlying the business. We do not believe that the refinements to our
settlement risk policy create material variability in our fiscal 2010 results, nor are they expected to create material variability in our future financial results, as further discussed below. As such, we do not believe they are indicative of a
significant trend in our business requiring further disclosure in MD&A. Rather, these policy refinements are simply reflective of enhanced risk management processes. As highlighted in our risk factors on page 31, from time to time, we review and
revise our risk management methodology and inputs as necessary.

 As disclosed in Note 13, during the fourth quarter of Fiscal
2010, we refined our policy for U.S. clients to decrease the number of safety margin days factored in calculating total exposure and increase the exposure threshold at which collateral is required. We concluded that these changes were appropriate
given: (i) enhancements in the systematic information received from the US Conservators, the Federal Deposit Insurance Corporation (FDIC) and National Credit Union Administration (NCUA), most significantly the receipt of more timely information
regarding financial institution closures, and (ii) greater decision making experience of Visa staff, primarily as a result of the increased number of bank failures during the recent economic crisis. This experience enables Visa to better assess
when further risk control measures, such as blocking authorization of Visa transactions, should be initiated. These further risk control measures are described on page 12 of our Form 10-K.

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 It may seem counterintuitive for Visa to make these changes following a period
characterized by such a difficult and uncertain economic climate. However, they represent refinements made in light of enhancements to both available information and our ability to assess risk. These changes in methodology were further supported by
analytical review. In 2008, 2009 and 2010, a total of 40, 163, and 178 financial institutions, respectively, failed in the U.S. Although most of these institutions were Visa clients, we suffered no settlement losses as a result of their failures.
This history indicates that our existing policies and procedures more than fully managed the settlement risk we undertook during this difficult economic period. An analysis of 2010 further indicates that had we applied our refined collateral
methodology, we still would have expected no settlement losses to occur. Furthermore, our analysis indicated that over 99% of settlement exposure during this time would have been settled during the shortened safety margin day factor reflected in our
revised methodology.

 As we have incurred no settlement losses from financial institution failures during the reported periods
and do not expect these refinements to our methodology to create material variability going forward, we do not believe that further discussion or disclosure in the MD&A is warranted.

 Note 22 – Legal Matters, page 124

6.
You disclose that you have not established reserves or ranges of possible loss related to the proceedings and contingencies