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 April 9, 2025

 FOIA CONFIDENTIAL TREATMENT REQUESTED

 This letter omits confidential information included in the unredacted version of this letter

 that was delivered to the Staff.

 Redacted information is reflected with an “[*****].”

 VIA EDGAR

 United States Securities and Exchange Commission

 Division of Corporation Finance

 100 F Street, N.E.

 Washington, D.C. 20549

 Attn: William Schroeder and Michael Volley

 Re:

 Atlanticus Holdings Corporation

 Form 10-K for Fiscal Year Ended December 31, 2023

 Form 10-K for Fiscal Year Ended December 31, 2024

 Response Dated March 10, 2025

 File No. 001-40485

 Dear Mr. Schroeder and Mr. Volley:

 This letter is being submitted in response to the comments provided by the Staff of the Division of Corporation Finance of the United States Securities and Exchange Commission (the “SEC”) set forth in your letter dated March 26, 2025 (the “Comment Letter”) to William R. McCamey, Chief Financial Officer of Atlanticus Holdings Corporation (the “Company”), with respect to the Form 10-K for the fiscal year ended December 31, 2023 and Form 10-K for the fiscal year ended December 31, 2024 (the “2023 Form 10-K” and “2024 Form 10-K”, respectively).

 We are authorized by the Company to provide the responses contained in this letter on its behalf. The terms “we,” “us,” and “our” in the responses refer to the Company. For your convenience, we set forth each comment from the Comment Letter in bold typeface and include the Company’s response below it. The numbered paragraphs in this letter correspond to the numbered paragraphs of the Comment Letter. We note proposed additions and changes to our existing public disclosure using underlined text.

 Because of the commercially sensitive nature of certain information contained herein, this submission is accompanied by a request for confidential treatment for a portion of this letter. We have filed a separate letter with the Office of Freedom of Information and Privacy Act Operations (the “FOIA Office”) in connection with the confidential treatment request, pursuant to Rule 83 of the SEC’s Rules on Information and Requests [17 C.F.R. § 200.83] (“Rule 83”). For the Staff’s reference, we have enclosed a copy of our letter to the FOIA Office (the “Request”) with this copy of the correspondence marked to show the portions redacted from the version filed via EDGAR and for which the Company is requesting confidential treatment.

 In accordance with Rule 83, the Company requests confidential treatment of (a) the marked portions (the “Confidential Information”) of this response letter (this “Letter”) and (b) the accompanying Request (collectively, the “Confidential Material”). Please promptly inform the undersigned of any request for disclosure of the Confidential Material made pursuant to the Freedom of Information and Privacy Act or otherwise so that the undersigned may substantiate the Request for confidential treatment in accordance with Rule 83.

 Confidential Treatment Requested by Atlanticus Holdings Corporation

 AHC3 - 001

 United States Securities and Exchange Commission

 April 9, 2025

 Page 2

 In accordance with Rule 83, this Letter also has been clearly marked with the legend “Confidential Treatment Requested by Atlanticus Holdings Corporation” and each page is marked for the record with the identifying numbers and code “AHC3 – 001” through “AHC3 – 0010.”

 Form 10-K for Fiscal Year Ended December 31, 2024

 Changes in Fair Value, page 25

 1.

 We note your response to prior comment 1 and your statement that you will revise future filings to include disclosure related to changes in fair value of loans. We also note that this disclosure is not included in your subsequently filed December 31, 2024 Form 10-K. Please amend your December 31, 2024 Form 10-K to include disclosure, similar to your proposed disclosure included in your response, to quantify and discuss the underlying causes of each material loss or gain item impacting fair value on a gross basis recognized within “ Changes in fair value of loans at fair value, included in earnings. ”

 Company Response:

 The Company filed an amended Form 10-K/A on March 28, 2025 to correct the inadvertent omission of such information by our financial printing and EDGAR filing service provider.

 Critical Accounting Estimates – Measurements for Loans at Fair value, page 39

 2.

 We note your disclosure that you forecast cash flows based on the individual offer type or if two or more offer types share similar performance criteria you aggregate those receivables into a single pool for evaluation and that for each identified pool, valuation models are used to calculate a stream of expected cash flows which are then discounted to derive a net present value. Please tell us in detail and revise future filings to provide additional information regarding how many pools you have, how they are determined, how often they are aggregated and whether they are stratified by vintage. Additionally, clarify if you have specific assumptions for each pool or whether you determine assumptions at the portfolio level. If you have specific assumptions for each pool, please revise your discussion of the changes in assumptions and the impact of these changes on fair value of loans, included in earnings and disclosed on page 26, to focus on the changes of assumptions at the pool level and its impact on fair value of loans, included in earnings as opposed to the overall weighted-average measure of the assumption that does not necessary explain the reasons for changes at the pool level and impact on earnings.

 Company Response:

 When we calculate the fair value of our loans at fair value, we forecast the performance of the underlying receivables using pools of homogenous loans. These pools are typically based on individual offer type (for both general purpose credit cards and private label credit). Each offer is designed in collaboration with our bank partners to match a consumer’s risk profile and to meet certain return requirements. This approach generally creates pools of receivables that perform in a similar manner. For offer types/retail partners that have an immaterial amount of loans at fair value, we may aggregate the receivables into a single pool for fair value calculation purposes. Currently, we forecast using 41 different pools, which further include monthly vintages within each pool. Each pool is then valued based on the historical performance of receivables within each pool. The expected cash flows from each of these pools are then discounted using discount rates applicable to each pool and which best reflect return requirements used by third-party market participants. We re-assess our identified pools quarterly to determine whether they should continue to be individually considered, further disaggregated or combined with other similar pools. Given the large number of pools, we do not believe that discussion of assumptions at the pool level would be meaningful in disclosing the results of operations (except in situations where the underlying performance of a particular pool changes significantly and then such discussion would be included) and instead believe that discussion of macro impacts driving weighted average shifts in inputs provide the best measure, as changes in the reported performance of fair value receivables are more often driven by macro shifts that may impact multiple pools. For instance, changes in consumer delinquency behavior are generally noted across all pools, as are consumer payment patterns and are impacted by seasonal behavior shifts and macro-economic events (like inflation). Conversely, certain metrics we report on a weighted basis may simply be impacted by a change in the underlying mix of receivables instead of changes in performance specific to a pool of receivables. For example, increases in the Total managed yield ratio may be driven by increases in the acquisition of receivables associated with an individual pool that consists of higher yielding receivables, thus becoming a larger percentage of the aggregated pools.

 Confidential Treatment Requested by Atlanticus Holdings Corporation

 AHC3 - 002

 United States Securities and Exchange Commission

 April 9, 2025

 Page 3

 In future filings, we will modify our disclosure within Critical Accounting Estimates – Measurements for Loans at Fair value, to include the following:

 Our valuation of loans at fair value is based on the present value of future cash flows using a valuation model of expected cash flows and the estimated cost to service and collect those cash flows. Our valuation model uses inputs that are not observable but reflect our best estimates of the assumptions a market participant would use to calculate fair value and are primarily based on historical performance of similar receivables. These internally-developed estimates of assumptions third-party market participants would use in determining fair value include estimates of gross yield billed by our bank partner, payment rates by consumers, expected credit loss rates due to nonpayment on the receivables, expected servicing costs to collect cash flows, and discount rates which estimate required returns by a purchaser of expected cash flows. We forecast our cash flows based on the individual offer type (for both general purpose credit cards and private label credit) or if two or more offer types share similar performance criteria we may further aggregate those receivables into a single pool for evaluation. While product return requirements among different offers are similar, the individual product offerings (APR, merchant fees, annual fees, etc.) necessary to achieve those returns is often unique to each offer and retailer based on several factors including acceptance rates of the offers by consumers and consumer performance data which often varies by offer type. We currently generate forecasted cash flows associated with over 40 pools (and the individual vintages within those pools) using the above criteria. For each of these identified pools, valuation models are then used to calculate a stream of expected cash flows which are then discounted to derive a net present value. Each pool has a discount rate applied that best reflects return requirements used by third-party market participants. These discount rates are primarily impacted by the relative risk profile of each pool, with those pools that generate higher yields and correspondingly higher charge-offs typically having a higher associated discount rate. These pools are re-assessed quarterly to determine if the existing pools should continue to be individually assessed, further disaggregated or combined with other similar pools.

 The estimates for the above-mentioned assumptions significantly affect the reported amount (and changes thereon) of our loans at fair value on our consolidated balance sheets and consolidated statements of income. For a qualitative summary of how certain key inputs (derived from the above assumptions) to our valuation model have changed since December 31, 2024, refer to Item 7, Management's Discussion and Analysis of Financial Condition and Results of Operations, both included in this report. For more information regarding the potential impact that changes in these key inputs might have on our Income before income taxes on our Consolidated Statements of Operations, refer to Item 7A., "Quantitative and Qualitative Disclosures About Market Risk" included elsewhere in this report.

 Additionally, in future filings, we will modify our disclosure within Management’s Discussion and Analysis of Financial Condition and Results of Operations Critical Accounting Estimates – Changes in Fair Value of Loans, to include the following:

 Confidential Treatment Requested by Atlanticus Holdings Corporation

 AHC3 - 003

 United States Securities and Exchange Commission

 April 9, 2025

 Page 4

 As part of our analysis to determine the fair value of our receivables, we look at several key factors that may influence the overall fair value. Qualitative discussion of these factors is as follows:

 Gross yield, net of finance charge charge-offs – We utilize gross yield, net of finance charge charge-offs in our fair value assessments to best reflect the expected net collected yield on fee billings on our receivables. As the size and composition of our portfolio fluctuates, or as we experience periods of growth or decline in our acquisition of new receivables, this rate can fluctuate. We have experienced marginal declines in our weighted-average, Gross yield, net of finance charge charge-offs rate used in our fair value calculations as of December 31, 2024, when compared to rates used as of December 31, 2023 largely due to a shift in the overall portfolio mix towards private label credit receivables acquired that tend to have lower effective yields but also for which we have limited loss exposure due to agreements with retail partners. Our general purpose credit card receivables experienced an increase in this same rate for the noted periods due to the aforementioned product, policy, and pricing changes which contributed to the majority of the $176.9 million of increased year over year net gains noted above for the year ended December 31, 2024 compared to the year ended December 31, 2023 . As these product, policy and pricing changes continue to further impact both newly acquired and existing private label credit receivables and general purpose credit card receivables, we expect our gross yield, net of finance charge charge-offs rate to increase over time although the pace and timing of purchases for new general purpose credit card receivables, relative to those of private label credit receivables, could result in near term declines in this rate. The acquisition of private label credit receivables, particularly those noted above, is largely seasonal in nature, peaking in the second and third quarters of each year. As a result, we would expect this weighted average rate to decrease in those periods absent the offset of our higher yielding general purpose credit card receivables acquired during the same period. While our bank partners have enacted product, policy, and pricing changes on our existing receivables (and all newly acquired receivables), these changes will take several quarters to be fully realized.

 Payment Rate – Our total portfolio payment rate has declined marginally over time largely due to the increased relative weight of acquisitions of private label credit receivables to our overall pool of receivables and did not contribute meaningfully to shifts in the fair value of receivables noted above . These receivables tend to include less finance and fee billings that factor into monthly payment amounts (due to associated merchant fee billings that provide us adequate returns on the receivables) and have payment terms that extend over longer periods. As a result, payment rates on private label credit receivables are naturally lower than those associated with our general purpose credit card receivables. This was particularly influenced by strong growth in the aforementioned private label credit receivables acquired during the second and third quarters of 2024 that have limited loss exposure and tend to have longer associated terms and lower effective payment rates. This decline in payment rates is not evident in our credit card portfolio, which maintained relatively stable payment rates for the years ended December 31, 2024 and 2023.

 Servicing Rate – Our servicing rate has fluctuated marginally over time as we continue to implement processes and strategies to more efficiently and effectively service the accounts underlying our outstanding receivables portfolios. As delinquent accounts tend to have a higher cost of servicing, recent trending declines in our aggregate pool of receivables that are 90 or mo