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CORRESP
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    Maurice Blanco

    +1-212-450-4086

    maurice.blanco@davispolk.com

    Davis Polk & Wardwell
    llp

    450 Lexington Avenue

    New York, NY 10017

November 22, 2024

    Re:
    Arcos Dorados Holdings Inc.

Form 20-F for Fiscal Year Ended December 31, 2023

Form 6-K Submitted August 14, 2024

File No. 001-35129

U.S. Securities and Exchange Commission

Division of Corporation Finance

Office of Trade & Services

100 F Street, N.E.

Washington, D.C. 20549

    Attn:
    Keira Nakada

    Rufus Decker

Dear Keira Nakada and Rufus Decker:

On behalf of our client, Arcos Dorados Holdings
Inc. (the “Company”), this letter sets forth the Company’s responses to the comment letter of the staff (the
“Staff”) of the Division of Corporation Finance of the Securities and Exchange Commission (the “Commission”)
dated November 8, 2024, relating to the Company’s annual report on Form 20-F for the fiscal year ended December 31, 2023 (the “20-F”)
and the Company’s current report on Form 6-K submitted on August 14, 2024 (the “6-K”).

For your convenience, we have reproduced the Staff’s
comments preceding the Company’s responses below. All capitalized terms used and not defined herein shall have the meaning given
to them in the 20-F. All references to page numbers in the Company’s responses are to pages in the as-filed version of the 20-F,
unless noted otherwise.

Form 20-F for Fiscal Year Ended December 31, 2023

Item 3. Key Information

A. Selected Financial Data, page 2

 1. When you present and/or discuss non-GAAP measures, please also present and/or discuss the comparable GAAP measures. Please present
net income attributable to Arcos Dorados Holdings Inc. and its margin on page 5 of your Form 20-F, where total adjusted EBITDA and its
margin are presented. Also, both the Form 6-K submitted August 14, 2024 and the investor presentation on your website dated August 14,
2024 should be revised, as applicable, to:

 · Present year-over-year growth in net income attributable to Arcos Dorados Holdings Inc., if you present year-over-year growth in
consolidated adjusted EBITDA;

 · Present the net debt to net income attributable to Arcos Dorados Holdings Inc. ratio, if you present the net debt to adjusted EBITDA
leverage ratio;

 · Present and discuss net income attributable to Arcos Dorados Holdings Inc. and its margin, if you present and discuss total adjusted
EBITDA and its margin; and

 · Start the adjusted EBITDA reconciliation with net income attributable to Arcos Dorados Holdings Inc., rather than operating income.

Refer to Item 10(e)(1)(i) of Regulation S-K, Rule 100(a)
of Regulation G and Question 103.02 of the Non-GAAP Financial Measures Compliance and Disclosure Interpretations, as applicable.

Response:

The Company respectfully acknowledges the Staff’s
comment and informs the Staff that it will revise its disclosure in future filings of the Company’s annual report on Form 20-F to
present net income attributable to the Company and its margin, wherever total adjusted EBITDA and its margin are presented (presently
contained on page 5 of the 20-F), as indicated below (with the underlined text and highlighted rows marking new text), updated as applicable
for any changes after the date of this letter:

 1

  Maurice Blanco

+1-212-450-4086

maurice.blanco@davispolk.com

 Davis Polk & Wardwell llp

450 Lexington Avenue
 New York, NY 10017

    For the Years Ended December 31,

    2023
    2022
    2021

    (in thousands of U.S. dollars, except percentages)

    Other Data:

    Total Revenues

    Brazil
    $ 1,701,547
    $ 1,429,105
    $ 1,002,781

    NOLAD
      1,132,912
      920,189
      780,866

    SLAD
      1,497,419
      1,269,608
      876,294

    Total
    $ 4,331,878
    $ 3,618,902
    $ 2,659,941

    Operating Income (Loss)

    Brazil
    $ 230,024
    $ 186,862
    $ 117,887

    NOLAD
      73,237
      61,832
      48,785

    SLAD
      121,683
      107,520
      48,614

    Corporate and others and purchase price allocation
      (110,905 )
      (91,792 )
      (75,767 )

    Total
    $ 314,039
    $ 264,422
    $ 139,519

    Operating Margin(1)

    Brazil
      13.5 %
      13.1 %
      11.8 %

    NOLAD
      6.5
      6.7
      6.2

    SLAD
      8.1
      8.5
      5.5

    Corporate and others and purchase price allocation
      (2.6 )
      (2.5 )
      (2.8 )

    Total
      7.2 %
      7.3 %
      5.2 %

    For the Years Ended December 31,

    2023
    2022
    2021

    (in thousands of U.S. dollars, except percentages)

    Adjusted EBITDA(2)

    Brazil
    $ 300,177
    $ 242,346
    $ 175,603

    NOLAD
      115,364
      95,290
      85,323

    SLAD
      160,380
      134,253
      77,573

    Corporate and others
      (103,617 )
      (85,325 )
      (66,741 )

    Total
    $ 472,304
    $ 386,564
    $ 271,758

    Net Income attributable to Arcos Dorados Holdings Inc.
    $ 181,274
    $ 140,343
    $ 45,486

    Adjusted EBITDA Margin(3)

    Brazil
      17.6 %
      17 %
      17.5 %

    NOLAD
      10.2
      10.4
      10.9

    SLAD
      10.7
      10.6
      8.9

    Corporate and others
      (2.4 )
      (2.4 )
      (2.5 )

    Total
      10.9 %
      10.7 %
      10.2 %

    Net Income attributable to Arcos Dorados Holdings Inc. Margin(4)
      4.2 %
      3.9 %
      1.7 %

    Other Financial Data:

    Working capital(5)
      (236,392 )
      (75,049 )
      (77,747 )

    Capital expenditures(6)
      362,178
      221,915
      115,077

    Cash Dividends declared per common share
    $ 0.19
    $ 0.15
    $ —

    Stock Dividends declared per every 70 common shares
      —
      —
      1

                                                     (1)

 Operating margin is operating income divided by revenues for each division, except for Corporate and others and purchase price
allocation which is calculated as Operating loss divided by Total Revenues, since there are no revenues assigned to this segment,
expressed as a percentage. Total Operating margin is calculated as Total Operating Income divided by Total Revenues, expressed as a
percentage.

 (2) Adjusted EBITDA is a measure of our performance that is reviewed by our management. Adjusted EBITDA does not have a standardized meaning
and, accordingly, our definition of Adjusted EBITDA may not be comparable to Adjusted EBITDA as used by other companies. Total Adjusted
EBITDA is a non-GAAP measure. For our definition of Adjusted EBITDA, see “Item 5. Operating and Financial Review and Prospects—A.
Operating Results—Key Business Measures.”

 (3) Adjusted EBITDA margin is Adjusted EBITDA divided by revenues for each division, except for Corporate and others which is calculated
as Adjusted EBITDA divided by Total Revenues, since there are no revenues assigned to this segment, expressed as a percentage. Total
Adjusted EBITDA margin is calculated as Total Adjusted EBITDA divided by Total Revenues, expressed as a percentage.

 (4) Net Income attributable to Arcos Dorados Holdings Inc. margin is Net Income attributable to Arcos Dorados Holdings Inc. divided
by Total Revenues, expressed as a percentage.

 (5) Working capital equals current assets minus current liabilities.

 (6) Includes property and equipment expenditures and purchase of restaurant businesses paid at the acquisition date.

 2

  Maurice Blanco

+1-212-450-4086

maurice.blanco@davispolk.com

 Davis Polk & Wardwell llp

450 Lexington Avenue
 New York, NY 10017

The Company does not determine net income by each
division since net income is not a measure of segment profit or loss reviewed by the chief operating decision maker in accordance with
ASC 280-10-50-22.

Additionally, the Company further advises the Staff
that it will revise its disclosure in future submissions of the Company’s current reports on Form 6-K and investor presentations
included in the Company’s website where required, to:

 · present year-over-year growth in net income attributable to the Company, wherever it presents year-over-year growth in consolidated
adjusted EBITDA.

In line with the Staff’s comment, the Company
has included year-over-year growth in Net Income in the “3rd Quarter 2024 Results” investor presentation included on the Company’s
website dated November 13, 2024 on pages 24 and 26, as shown below:

 i. Page 24

 3

  Maurice Blanco

+1-212-450-4086

maurice.blanco@davispolk.com

 Davis Polk & Wardwell llp

450 Lexington Avenue
 New York, NY 10017

 ii. Page 26

    For Three-Months ended

    September 30,

    2024
    2023

    Adjusted EBITDA Reconciliation

    Net income attributable to Arcos Dorados Holdings Inc.
    35.2
    59.7

    Net income attributable to non-controlling interests
    0.1
    0.4

    Income tax expense, net
    39.6
    28.1

    Other non-operating income (expenses), net
    (0.8)
    0.1

    Foreign currency exchange results
    (3.3)
    (1.3)

    (Loss) gain from derivative instruments
    0.5
    (0.9)

    Net interest expense and other financing results
    8.5
    5.0

    Depreciation and amortization
    45.4
    37.3

    Operating charges excluded from EBITDA computation
    (0.2)
    0.8

    Adjusted EBITDA
    125.0
    129.1

 · present the net debt to net income attributable to the Company ratio, wherever it presents the net debt to adjusted EBITDA leverage
ratio.

In line with the Staff’s comment, the Company
has presented Net Financial Debt to LTM Net Income attributable to the Company’s ratio in the Company’s report on Form 6-K
related to “3Q 2024 Results” dated November 13, 2024 on page 12, as indicated below:

    Figure 7. Consolidated Debt and Financial Ratios

(In thousands of U.S. dollars, except ratios)

    September 30,
    December 31,

    2024
    2023

    Total Cash & cash equivalents (i)
    120,807
    246,767

    Total Financial Debt (ii)
    719,068
    728,093

    Net Financial Debt (iii)
    598,261
    481,326

    LTM Adjusted EBITDA
    485,340
    472,304

    Total Financial Debt / LTM Adjusted EBITDA ratio
    1.5
    1.5

    Net Financial Debt / LTM Adjusted EBITDA ratio
    1.2
    1.0

    LTM Net income attributable to AD
    146,133
    181,274

    Total Financial Debt / Net income attributable to AD
    4.9
    4.0

    Net Financial Debt / Net income attributable to AD
    4.1
    2.7

    (i) Total cash & cash equivalents includes short-term investment

    (ii)Total financial debt includes short-term debt, long-term debt, accrued interest payable and
    derivative instruments (including the asset portion of derivatives amounting to $68.2 million and $46.5 million as a reduction of
    financial debt as of September 30, 2024 and December 31, 2023, respectively).

    (iii) Net financial debt equals total financial debt less total cash & cash equivalents.

 4

  Maurice Blanco

+1-212-450-4086

maurice.blanco@davispolk.com

 Davis Polk & Wardwell llp

450 Lexington Avenue
 New York, NY 10017

In addition, the Company has also presented Net
Debt to Net Income (leverage ratio) in the “3rd Quarter 2024 Results” investor presentation included in the Company’s
website dated November 13, 2024 on page 25, as shown below:

 · present and discuss net income attributable to the Company and its margin, wherever it presents and discusses total adjusted EBITDA
and its margin.

In line with the Staff’s comment, the Company
has presented Net Income and its margin in the Company’s report on Form 6-K related to “3Q 2024 Results” dated November
13, 2024 on pages 2, 5 and 17, as shown below:

 5

  Maurice Blanco

+1-212-450-4086

maurice.blanco@davispolk.com

 Davis Polk & Wardwell llp

450 Lexington Avenue
 New York, NY 10017

 i. Page 2

    Third Quarter 2024 Highlights

    •
    Consolidated revenues totaled $1.1 billion, rising in US dollars despite weaker local currencies.

    •
    Systemwide comparable sales rose 32.1% versus the third quarter of 2023, including the impact of high inflation in Argentina over the last 12 months.

    •
    Consolidated Adjusted EBITDA¹ reached $125.0 million, with an 11.0% margin.

    •
    Net Income was $35.2 million, with a 3.1% margin.

    •
    Net Debt to Adjusted EBITDA leverage ratio ended the third quarter at 1.2x, unchanged from the end of the previous quarter.

    •
    The Company opened 19 Experience of the Future (EOTF) restaurants in the quarter, all of them free-standing, including 11 in Brazil.

    •
    Digital channel sales grew 16%, including strong performances in Mobile App and Delivery as well as the continued growth of the Loyalty Program.

 ii. Page 5

    Figure 1. AD Holdings Inc Consolidated: Key Financial Results

(In millions of U.S. dollars, except as noted)

    3Q23

(a)
    Currency Translation

(b)
    Constant

Currency

Growth

(c)
    3Q24

(a+b+c)
    % As Reported
    % Constant Currency

    Total Restaurants (Units)
    2,339

    2,410

    Sales by Company-operated Restaurants
    1,075.3
    (416.5)
    424.6
    1,083.4
    0.8%
    39.5%

    Revenues from franchised restaurants
    49.8
    (14.1)
    14.6
    50.2
    0.9%
    29.3%

    Total Revenues
    1,125.1
    (430.7)
    439.2
    1,133.7
    0.8%
    39.0%

    Systemwide Comparable Sales

    32.1%

    Adjusted EBITDA
    129.1
    (33.7)
    29.6
    125.0
    -3.2%
    22.9%

    Adjusted EBITDA Margin
    11.5%

    11.0%
    -0.5 p.p.

    Net income (loss) attributable to AD
    59.7
                              2.8
    (27.3)
    35.2
    -41.0%
    -45.7%

    Net income attributable to AD Margin
    5.3%

    3.1%
    -2.2 p.p.

    No. of shares outstanding (thousands)
    210,655.0

    210,663.1

    EPS (US$/Share)
    0.28

    0.17

 6

  Maurice Blanco

+1-212-450-4086

maurice.blanco@davispolk.com

 Davis Polk & Wardwell llp

450 Lexington Avenue
 New York, NY 10017

 iii. Page 17

Third Quarter 2024 Consolidated Results

Figure 8. Third Quarter 2024 Consolidated
Results

(In thousands of U.S. dollars, except
per share data)

    For Three-Months ended
    For Nine-Months ended

    September 30,
    September 30,

    2024
    2023
    2024
    2023

    REVENUES

    Sales by Company-operated restaurants
    1,083,447
    1,075,328
    3,175,578
    3,016,212

    Revenues from franchised restaurants
    50,238
    49,782
    150,364
    140,211

    Total Revenues
    1,133,685
    1,125,110
    3,325,942
    3,156,423

    OPERATING COSTS AND EXPENSES

    Company-operated restaurant expenses:

    Food and paper
    (381,175)
    (376,023)
    (1,115,088)
    (1,061,634)

    Payroll and employee benefits
    (207,894)
    (200,904)
    (603,392)
    (580,286)

    Occupancy and other operating expenses
    (315,571)
    (300,456)
    (930,182)
    (843,176)

    Royalty fees
    (67,163)
    (65,058)
    (198,527)
    (180,317)

    Franchised restaurants - occupancy expenses
    (20,720)
    (21,424)
    (62,995)
    (60,053)

    General and administrative expenses
    (68,070)
    (67,806)
    (209,682)
    (202,924)

    Other operating income (expenses), net
    6,733
    (2,364)
    15,519
    4,219

    Total operating costs and expenses
    (1,053,860)
    (1,034,035)
    (3,104,347)
    (2,924,171)

    Operating income
    79,825
    91,075
    221,595
    232,252

    Net interest expense and other financing results
    (8,480)
    (4,973)
    (39,059)
    (26,960)

    (Loss) gain from derivative instruments
    (516)
    900
    733
    (13,220)

    Foreign currency exchange results
    3,292
    1,286
    (15,823)
    22,231

    Other non-operating income (expenses), net
    758
    (106)
    106
    (100)

    Income before income taxes
    74,879
    88,182
    167,552
    214,203

    Income tax expense, net
    (39,589)
    (28,072)
    (76,695)
    (87,922)

    Net income
    35,290
    60,110
    90,857
    126,281

    Net income attributable to non-controlling interests
    (76)
    (389)
    (502)
    (785)

    Net income  att