October 2, 2018

Kathleen Layton
Assistant General Counsel
Oportun Financial Corp
2 Circle Star Way
San Carlos, CA 94070

       Re: Oportun Financial Corp
           Amendment No. 1 to
           Draft Registration Statement on Form S-1
           Submitted September 21, 2018
           CIK No. 0001538716

Dear Ms. Layton:

      We have reviewed your amended draft registration statement 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 this letter by providing the requested information and
either submitting
an amended draft registration statement or publicly filing your registration
statement on
EDGAR. If you do not believe our comments apply to your facts and circumstances
or do not
believe an amendment is appropriate, please tell us why in your response.

      After reviewing the information you provide in response to these comments
and your
amended draft registration statement or filed registration statement, we may
have additional
comments.

Amended Draft Registration Statement on Form S-1

Selected Consolidated Financial Data
Non-GAAP Financial Measures, page 77

1.     You refer to interest income, net of charge-offs, as "risk adjusted
revenue." Please
       provide non-GAAP financial disclosures for this financial metric. Please
refer to the
       updated Compliance and Disclosure Interpretations issued on May 17,
2016.
 Kathleen Layton
FirstName LastNameKathleen Layton
Oportun Financial Corp
Comapany 2018
October 2, NameOportun Financial Corp
October 2, 2018 Page 2
Page 2
FirstName LastName
Management's Discussion and Analysis of Financial Condition and Results of
Operations
Understanding an Oportun loan, page 85

2.       We note your response to comment 11 in our letter dated August 10,
2018. We also note
         your risk factor disclosure on page 29 that in order for you to
maintain or improve your
         operating results, it is important that you continue to extend loans
to returning customers
         who have successfully repaid their previous loans and your disclosure
under Our Business
         Model on page 127 that your returning customers experience a lower
default rate. Given
         that loans to returning customers comprised 79% of your owned
principal balance
         outstanding as of June 30, 2018, please tell us how the requested
credit metrics (net
         charge-off rate, past due loan receivables delinquency status, ALLL,
etc.) for returning
         customers versus new customers does not provide any basis for a
potential investor to
         adequately evaluate and understand your business. Please also
reconcile how you do not
         believe this information is material to an investor, but yet could
cause competitive harm to
         the Company.
Critical Accounting Policies and Significant Judgments and Estimates
Fair Value of Loans Held for Investment, page 117

3.       Please revise your next amendment to include the disclosure
requirements in ASC 820-10-
         50-2(f) related to your loans that are fair valued. Refer to ASC
820-10-55-105 for more
         specific disclosure recommendations. Please also revise your
disclosures under 'Results
         of Operations' in MD&A to provide a more fulsome discussion and
analysis of the net
         changes in fair value as a result of the fair value option on your
loans, including the
         impact on your customer acquisition costs, for the periods presented.
Critical Accounting Policies and Significant Judgments and Estimates
Allowance for Loan Losses, page 117

4.       We note your response to comment 12 from our letter dated August 10,
2018. Please tell
         us the following regarding the removal of number of months on book as
a key factor to
         measure the likelihood of a credit loss:

             Why number of months on book was included as a key factor in the
DRS filed July 18,
             2018;
             When number of months on book ceased to be used as a key factor to
measure the
             likelihood of a credit loss; and
             What changed that ceased your reliance on number of months on book
as a key factor
             to measure the likelihood of a credit loss.
Business
Our Competition, page 137

5.       We note your revised disclosure on page 138 stating that "[g]enerally,
competitors
 Kathleen Layton
Oportun Financial Corp
October 2, 2018
Page 3
         targeting borrowers with limited or no credit history are not pursuing
responsible lending
         models". Please revise to indicate that this statement is your
opinion, or provide support.
       You may contact David Irving at 202-551-3321 or Gus Rodriguez at
202-551-3752 if you
have questions regarding comments on the financial statements and related
matters. Please
contact Erin Purnell at 202-551-3454 or Michael Clampitt at 202-551-3434 with
any other
questions.



FirstName LastNameKathleen Layton                              Sincerely,
Comapany NameOportun Financial Corp
                                                               Division of
Corporation Finance
October 2, 2018 Page 3                                         Office of
Financial Services
FirstName LastName