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                             November 10, 2020

       Scott Flaherty
       Chief Financial Officer
       Willis Lease Finance Corporation
       4700 Lyons Technology Parkway
       Coconut Creek, FL 33073

                                                        Re: Willis Lease
Finance Corporation
                                                            Form 10-K for the
Fiscal Year Ended December 31, 2019
                                                            Filed March 12,
2020
                                                            Form 10-Q for the
Fiscal Quarter Ended September 30, 2020
                                                            Filed November 4,
2020
                                                            File No. 001-15369

       Dear Mr. Flaherty:

              We have limited our review of your filings to the financial
statements and related
       disclosures and 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 these comments within ten business days by
providing the requested
       information or advise us as soon as possible when you will respond. If
you do not believe our
       comments apply to your facts and circumstances, please tell us why in
your response.

                                                        After reviewing your
response to these comments, we may have additional comments.

       Form 10-K for Fiscal Year Ended December 31, 2019

       Business
       Engine Leasing, page 5

   1.                                                   Please revise here or
in MD&A to disclose typical provisions of your leases, such as lease
                                                        terms and the basis for
payment (e.g., monthly, weekly, usage-based, etc.), and to provide
                                                        an indication of the
extent to which your leases are long-term and short-term. Specific to
                                                        lease rent revenue
(i.e., disregarding maintenance reserve revenue), please tell us whether
                                                        any rents are based on
usage or impacted by required utilization rates or operating
                                                        performance.
 Scott Flaherty
FirstName  LastNameScott  Flaherty
Willis Lease Finance Corporation
Comapany 10,
November   NameWillis
               2020    Lease Finance Corporation
November
Page  2    10, 2020 Page 2
FirstName LastName
Notes to Consolidated Financial Statements
Note 3. Revenue from Contracts with Customers, page 54

2.       Please revise to disaggregate lease rent revenue and maintenance
reserve revenue for
         consistency with the presentation on the face of the statements of
income.
Note 4. Equipment Held for Operating Leases, page 55

3.       We note your disclosure on page 47 of the description of the methods
used in computing
         depreciation with respect to major classes of depreciable assets
comprising equipment
         held for operating lease. Please disclose balances and accumulated
depreciation of major
         classes of equipment held for operating lease at the balance sheet
date. Refer to ASC 842-
         30-50-13 and ASC 360-10-50-1.
Form 10-Q for Fiscal Quarter Ended September 30, 2020

Noted to Condensed Consolidated Financial Statements
Note 1. Summary of Significant Accounting Policies
c) Risks and Uncertainties, page 10

4.       You disclose the granting of rent concessions to customers, which
provide lessees with
         payment deferral options or reduced rent. We note your disclosure that
the rent
         concessions with reduced rent qualify for the COVID-19 practical
expedient to account
         for the rent concessions outside of the modification framework. Please
tell us how
         you account for these rent lease concessions, with specific
consideration given to
         concessions resulting in payment deferrals. Please also disclose the
manner or pattern in
         which the effect is being recognized in earnings as well as the impact
on specific financial
         statement line items.
Management's Discussion and Analysis of Financial Condition and Results of
Operations
Results of Operations
Lease Rent Revenue, page 24

5.       We note lease rent revenue decreased by $27.6 million, or 19.4%, in
the nine months
         ended September 30, 2020 primarily due to lower utilization and rent
concessions. We
         note rent concessions totaled $5.2 million. Please revise to explain
the extent to which
         the impact from concessions is due to concessions in the form of (1)
reduced rent or (2)
         deferred payments accounted for as variable lease payments (which
result in lower lease
         revenue now and higher lease revenue in the future).

         Please also disclose the expected impact from these and future
concessions on your results
         of operations, cash flows, and liquidity.
Critical Accounting Policies and Estimates, page 24

6.       We note your disclosure that there have been no material changes to
your critical
 Scott Flaherty
Willis Lease Finance Corporation
November 10, 2020
Page 3
         accounting policies and estimates from the information provided in
your 2019 Form 10-
         K. We also note disclosure regarding the impact Covid-19 has had on
your business,
         including your statement that dramatically lower demand for air travel
presents significant
         risks to you. Based on this and the reduction in lease rent and
maintenance reserve
         revenue that has resulted from Covid-19, it is not clear why there
have been no material
         changes to your critical accounting estimates, particularly with
regarding to impairment
         testing assumptions resulting from any changes in expected use of
equipment held for
         operating lease. Please advise.

         To the extent there have been material changes in estimates (e.g.,
under recoverability
         tests or measurement tests), please revise to provide appropriate
disclosure, which may
         include key assumptions used and how the key assumptions were
determined, the degree
         of uncertainty associated with the key assumptions, and a description
of potential events
         and/or changes in circumstances that could reasonably be expected to
negatively affect the
         key assumptions.
Financial Position, Liquidity and Capital Resources
Contractual Obligations and Commitments, page 30

7.       Please tell us and disclose the expected or potential impact of
COVID-19 and the delays in
         the Federal Aviation Administration (FAA) recertification of the
Boeing 737 Max jet
         being returned to service on your commitment to purchase 17 LEAP-1B
engines. In this
         regard, we note disclosure in your 2019 Form 10-K that certain
purchase obligations are
         subject to escalation based on the closing date of each transaction.
We also note your
         disclosure that purchase agreements generally contain terms that allow
the Company to
         defer or cancel purchase commitments in certain situations. Please
disclose whether
         deferrals or cancelations would result in increased costs or
cancellation penalties.
       In closing, we remind you that the company and its management are
responsible for the
accuracy and adequacy of their disclosures, notwithstanding any review,
comments, action or
absence of action by the staff.

       You may contact Robert Shapiro at (202) 551-3273 or Lyn Shenk at (202)
551-3380 with
any questions.



FirstName LastNameScott Flaherty                              Sincerely,
Comapany NameWillis Lease Finance Corporation
                                                              Division of
Corporation Finance
November 10, 2020 Page 3                                      Office of Trade &
Services
FirstName LastName