CORRESP

March 14, 2008

Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

Re: Visa Inc. Registration Statement on Form S-1 (File No. 333-147296)

Dear Sir/Madam:

Pursuant to Rule 461 of Regulation C promulgated under the Securities Act of 1933, as amended, Visa Inc. (the “Company”) hereby requests that the effective time of the above-referenced registration statement be accelerated to 3:00 pm Eastern Daylight Time on March 18, 2008, or as soon thereafter as practicable.

We enclose with this request a letter from the underwriters of the offering joining in the Company’s request for acceleration of the Registration Statement.

The Company hereby acknowledges that:

• should the Securities and Exchange Commission (the “Commission”) or the staff, acting pursuant to delegated authority, declare the filing effective, it does not foreclose the Commission from taking any action with respect to the filing;

• the action of the Commission or the staff, acting pursuant to delegated authority, in declaring the filing effective, does not relieve the Company from its full responsibility for the adequacy and accuracy of the disclosure in the filing; and

• the Company may not assert staff comments and the declaration of effectiveness as a defense in any proceeding initiated by the Commission or any person under the federal securities laws of the United States.

Should you have any questions regarding this request, please do not hesitate to contact Mark L. Mandel at (212) 819-8546, S. Ward Atterbury at (212) 819-8331 or Colin J. Diamond at (212) 819-8754 of White & Case LLP, counsel to the Company.

Very Truly Yours,
By:	/s/ Joseph W. Saunders
Name:	Joseph W. Saunders
Title:	Chairman and Chief Executive Officer
	Visa Inc.

CORRESP

March 17, 2008

Re: Visa Inc. Registration Statement on Form S-1 Registration File No. 333-147296

Securities and Exchange Commission

Division of Corporation Finance

100 F Street, N.E.

Washington, D.C. 20549

Dear Sir/Madam:

Pursuant to Rule 460 of the General Rules and Regulations under the Securities Act of 1933, as amended (the “Act”), we, as representatives of the several Underwriters, wish to advise you that we have effected the following distribution of Visa Inc.’s Preliminary Prospectus issued February 25, 2008 through the date hereof:

	No. of Copies
38 Prospective Underwriters	76,648
5 Dealers	7,522
1752 Institutions	5,256
Others	5,159
Total	94,585

We were advised on March 14, 2008 by the Corporate Financing Department of the Financial Industry Regulatory Authority, Inc. that it has reviewed the above-captioned proposed offering and that it has determined to raise no objections with respect to the fairness of the terms and arrangements of the offering.

We have been informed by the participating underwriters that they will comply with the requirements of Rule 15c2-8 under the Securities Exchange Act of 1934, as amended.

In accordance with Rule 461 of the Act, we hereby join in the request of Visa Inc. for acceleration of the effective date of the above-named Registration Statement so that it becomes effective at 3:00 pm New York City Time on March 18, 2008, or as soon thereafter as practicable.

2

Very truly yours,
	J.P. MORGAN SECURITIES INC. GOLDMAN, SACHS & CO. BANC OF AMERICA SECURITIES LLC CITIGROUP GLOBAL MARKETS INC. HSBC SECURITIES (USA) INC. MERRILL LYNCH, PIERCE, FENNER &     SMITH INCORPORATED UBS SECURITIES LLC WACHOVIA CAPITAL MARKETS, LLC
	Acting severally on behalf of themselves and the Representatives and the several Underwriters
By:		J.P. MORGAN SECURITIES INC.
	By:	/s/ Richard Sesny
		Name:  Richard Sesny
		Title:    Vice President
By:		GOLDMAN, SACHS & CO.
	By:	/s/ Goldman, Sachs & Co.
		(Goldman, Sachs & Co.)