Mail Stop 4720
                                                           September 28, 2017


Via E-mail
Mr. Ismail Dawood
Chief Financial Officer
Santander Consumer USA Holdings Inc.
1601 Elm Street, Suite 800
Dallas, TX 75201

       Re:    Santander Consumer USA Holdings Inc.
              Form 10-K for the Fiscal Year Ended December 31, 2016
              Filed February 28, 2017
              Form 10-Q for the Fiscal Quarter Ended September 30, 2017
              Filed August 2, 2017
              File No. 001-36270

Dear Mr. Dawood:

       We have limited our review of your filing 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 the Fiscal Year Ended December 31, 2016

Item 7. Management's Discussion and Analysis of Financial Condition and Results
of
Operations, page 46

Year Ended December 31, 2015 Compared to Year Ended December 31, 2014, page 60

Provision for Credit Losses, page 61

1.     We note that on page 59 of the 2015 Form 10-K/A, you disclose that your
credit loss
       forecasting models were not calibrated for a higher concentration of
loans with limited
       bureau information and that you recorded a $149 million qualitative
adjustment to
       accommodate additional expected charge offs. We also note that on page
61 of your
 Mr. Ismail Dawood
Santander Consumer USA Holdings Inc.
September 28, 2017
Page 2

       2016 Form 10-K, you make reference to this qualitative adjustment
recorded during
       2015, but do not indicate whether such a qualitative adjustment
continues to be recorded.
       Please respond to the following:

           Tell us whether the models have been re-calibrated in 2016 or 2017.
If so, tell us
           when and describe for us the modeling and other changes made to
capture this in your
           credit loss forecasting models.

           Tell us whether you took a qualitative adjustment in either 2016 or
2017 related to
           this matter. If so, please quantify for us the amount of the
adjustments, and describe
           the changes in the level of the adjustment between 2015 and 2017, as
applicable.

Credit Quality, page 64

Deferrals and Troubled Debt Restructurings, page 66

2.     We note your disclosure that at the time a deferral is granted, all
delinquent amounts may
       be deferred or paid, resulting in the classification of the loan as
current and therefore not
       considered a delinquent account. Please respond to the following:

           Tell us whether there are instances where you would not consider all
delinquent
           amounts current at the time the deferral is granted, and quantify
those scenarios
           relative to the scenarios where all delinquent amounts are
considered current.

           Tell us whether you require a period of performance under the
deferral or modified
           terms prior to deciding whether to consider all delinquent amounts
current.


3.     We note that the level of deferrals on retail installment contracts that
have been deferred
       twice, deferred 3-4 times, and deferred greater than 4 times continues
to increase each
       period, such that at June 30, 2017, these deferrals make up 7.7%, 8.6%
and 0.3% of your
       deferral population. Please respond to the following:

           In light of the significance of the deferrals which are considered
troubled debt
           restructurings (TDRs), and the subsequent high levels of those which
require further
           deferral after that, please tell us why you only consider a TDR to
have subsequently
           defaulted upon charge-off at the earlier of the date of repossession
or 120 days past
           due (per page 108).

           We note your disclosure on page 24 of your June 30, 2017 Form 10-Q
that for TDR
           modifications, and for TDR modifications that subsequently default,
the allowance
           methodology remains unchanged. Please tell us how you factor in the
likelihood of
           default in your TDR allowance methodology, including the data
considered in this
           analysis, in light of the high level of subsequent deferrals which
would not be
           considered defaults of the original TDR based on your definition.
 Mr. Ismail Dawood
Santander Consumer USA Holdings Inc.
September 28, 2017
Page 3


Note 1   Description of Business, Basis of Presentation, and Significant
Accounting Policies and
Practices, page 89

Retail Installment Contracts, page 90

4.     We note your disclosure that you estimate future principal prepayments
in the calculation
       of the constant effective yield. Please respond to the following:

           Tell us the levels used for purposes of estimating the constant
effective yield. For
           example, describe whether you aggregate loans by period of
origination, collateral
           type or some other fashion.

           Please tell us, and revise future filings to disclose, the
quantitative assumptions used
           in estimating the prepayment estimate, in accordance with ASC
310-20-50-2.

Leased Vehicles, net, page 92

5.     We note your disclosure that the expected residual value, and
accordingly the monthly
       depreciation expense may change throughout the term of the lease. Your
disclosure goes
       on to state that you estimate expected residual values using independent
data sources and
       internal models that take into consideration economic conditions,
current auction results,
       your remarketing abilities and manufacturer vehicle and marketing
programs. Given
       your disclosures regarding the ongoing decline in used vehicle sale
prices, as discussed
       on pages 7-10, please tell us whether you have made any changes to your
depreciation
       rates since January 1, 2015. If so, please quantify those changes, the
class of leased
       assets impacted, and clearly indicate the periods the changes were
effective.

6.     We note your disclosure that you periodically evaluate your investment
in operating
       leases for impairment if circumstances, such as a general decline in
used vehicle values,
       indicate that impairment may exist. However, we also note your
disclosure on page 79
       that impairment of an operating lease asset is assessed upon the
occurrence of a triggering
       event, which you disclose are systemic, observed events impacting the
used vehicle
       market, such as shocks to oil and gas prices. Lastly, you state that you
have not taken
       any such impairment charges. Please respond to the following:

           In light of the similar reasons for adjusting depreciation expense,
and for assessing
           the operating lease for impairment, please tell us in more detail
how you would
           evaluate whether to adjust future depreciation rates versus take an
impairment charge.

           Given your disclosure of the ongoing decline in used vehicle sales
prices on pages 7-
           10, please tell us whether you have performed an impairment
assessment for your
           investment in operating leases.
 Mr. Ismail Dawood
Santander Consumer USA Holdings Inc.
September 28, 2017
Page 4

          Tell us whether you have a specific threshold that is considered when
evaluating the
          size of the general decline in used vehicle values and the necessity
for performing an
          impairment assessment.

Note 9   Other Assets, page 119

7.     We note that the upfront fee related to the Chrysler agreement totaled
$95.0 million as of
       December 31, 2016. We also note the significant disparity between the
penetration
       standards agreed to with Chrysler, and the actual penetration rates,
which, other than
       program year 1, have always remained well below the target penetration
rate, as disclosed
       on page 46. Please respond to the following:

          Tell us whether you performed an impairment assessment for this
upfront fee in light
          of the fact that you have been unable to meet the penetration
targets, and the fact that
          the disparity between the targets and actual have only continued to
grow. If so,
          please tell us how this assessment was performed, and if not, please
tell us why.

          We note your disclosure on page 46 that Chrysler Capital continues to
be focal point
          of your strategy, and that you remain committed to the Chrysler
agreement.
          However, we also note your disclosure on page 123 that Chrysler may
terminate the
          agreement if you do not meet the penetration rates for the first five
years of the
          agreement. Tell us whether Chrysler would be able to keep the
existing upfront fee if
          they chose to terminate the contract due to the targets not being
met.

          Tell us whether Chrysler has provided you with any indications that
it is considering
          canceling or amending this agreement.

Note 11   Commitments and Contingencies, page 123

Legal and Regulatory Proceedings, page 124

8.     We note your disclosure that you are unable to reasonably estimate your
potential
       exposure, if any, to the lawsuits, regulatory matters and other legal
proceedings at this
       time, but it is reasonably possible that actual outcomes or losses may
differ materially
       from your assessment, and adverse resolution of any of the matters could
have a material
       adverse effect on your financial position, liquidity, and results of
operation. However,
       we also note that in prior filings, including your September 30, 2016
Form 10-Q, and
       your December 31, 2015 Form 10-K/A, you conclude that you do not believe
there are
       any proceedings, threatened or pending, that if determined adversely,
would have a
       material adverse effect on your consolidated financial position, results
of operations, or
       liquidity. Please respond to the following:

          Given the change in your disclosure where you now conclude that
adverse resolution
          of any of the matters could have a material effect to you, please
tell us how you
 Mr. Ismail Dawood
Santander Consumer USA Holdings Inc.
September 28, 2017
Page 5

          concluded that you cannot estimate the reasonably possible additional
loss or range of
          loss, for at least certain of the matters.

          If you continue to believe that you cannot estimate the reasonably
possible additional
          loss or range of loss, please supplementally: (1) explain to us the
procedures you
          undertake on a quarterly basis to attempt to develop a range of
reasonably possible
          loss for disclosure and (2) for each material matter, what specific
factors are causing
          the inability to estimate and when you expect those factors to be
alleviated. We
          recognize that there are a number of uncertainties and potential
outcomes associated
          with loss contingencies. Nonetheless, an effort should be made to
develop estimates
          for purposes of disclosure, including determining which of the
potential outcomes are
          reasonably possible and what the reasonably possible range of losses
would be for
          those reasonably possible outcomes.

Note 18   Investment Gains/Losses

9.     We note that lower of cost or market adjustments on your personal loans
are principally
       driven by customer default activity. Specifically, you recognized $429.1
million of lower
       of cost or market adjustments due to customer default activity, out of
$423.6 million of
       total lower of cost or market adjustments during the year ended December
31, 2016. We
       also note your disclosure on page 137 that these personal loans held for
sale are valued
       based on significant unobservable inputs on key assumptions, including
historical default
       rates and credit loss expectations. Please respond to the following:

          Tell us whether you are estimating customer default activity, or
whether you are
          measuring the impact of the defaults as they occur.

          In light of the fact that your gross personal loan balances continues
to decrease,
          please describe for us in further detail the significant drivers of
the continued write-
          downs due to customer default activity occurring during 2016 and the
six months
          ended June 30, 2017.

          Identify the specific assumptions that have the most significant
impact on the write-
          down to fair value and tell us whether they are one of the
unobservable inputs to the
          fair value disclosed on page 49 of your June 30, 2017 Form 10-K (and
which were
          not disclosed in the 2016 Form 10-K). If so, tell us the comparable
inputs to the fair
          value during 2015 and 2016.

Form 10-Q for the Fiscal Quarter Ended June 30, 2017

Note 4 - Credit Loss Allowance and Credit Quality, page 19

10.    We note your disclosure on page 21 regarding the differentiation between
required
       minimum payment amounts for receivables originated before and after
January 1, 2017
       for purposes of determining delinquency statistics. Specifically, you
revised the required
 Mr. Ismail Dawood
Santander Consumer USA Holdings Inc.
September 28, 2017
Page 6

      minimum payment to be 90% of the scheduled payment from the previously
used 50% of
      the scheduled payment for receivables acquired by the Company from an
unaffiliated
      third party originator or originated by the Company.

         Tell us the reason for this change and how you considered whether it
constituted a
         change in accounting policy or principle or a correction of an error
under ASC 250.

         Tell us whether you performed an analysis to evaluate the significance
of this change
         to your delinquency statistics for prior periods. If so, please tell
us the results of this
         analysis.

         In light of the fact that delinquencies are a direct input to your
allowance
         methodology, as disclosed on page 91 of your Form 10-K, please tell us
whether you
         evaluated the impact of this change to your allowance methodology.

11.   We note your disclosure on page 21 and elsewhere in the filing that
retail installment
      contracts and personal amortizing term loans are classified as
non-performing when they
      are greater than 60 days past due as to contractual principal or interest
payments. You
      also state on page 58 that you generally discontinue and reverse accrued
income once a
      loan becomes more than 60 days past due, with certain exceptions.
However, footnotes
      to your tabular delinquency disclosures, such as on page 21, state that
interest is accrued
      until 60 days past due, and delinquencies in your filing are shown for
balances over 59
      days past due. This seems inconsistent with your narrative, and the
quantitative
      presentation appears to differ from your approach in the 2016 10-K, in
which you show
      delinquencies in buckets of 0-60 days past due and over 60 days past due,
versus 31-59
      days past due and over 59 days past due in the Form 10-Q. In addition,
the year-end
      delinquency balances shown in the June 30, 2017 Form 10-Q appear to
differ from those
      shown on page 105 of the 2016 Form 10-K. Please address the following:

         Tell us why the total delinquent principal amounts shown as of
December 31, 2016
         differ from what was disclosed in the 2016 Form 10-K. For example,
total delinquent
         principal was $4.1 billion as of December 31, 2016 in the Form 10-K,
but $4.5 billion
         in the Form 10-Q.

         Tell us whether the whether the differences between the December 31,
2016
         delinquency amounts shown for each category in the Form 10-K and the
Form 10-Q
         are driven by the one day change in delinquency buckets.

         Explain the driver for the change in the tabular bucket breakout.

         Clarify your nonaccrual policy and what happens to loans that are 60
days past due.

         Tell us whether your nonaccrual policy changed from prior periods,
describe the
         driver for the change, and tell us how you considered ASC 250 or other
relevant
         accounting literature in making your determinations.
 Mr. Ismail Dawood
Santander Consumer USA Holdings Inc.
September 28, 2017
Page 7


           We note your definition of the "delinquency ratio" on page 62, which
is defined as
           the ratio of end of period delinquent principal over 60 days to end
of period gross
           balance of the respective portfolio, excluding capital leases.
Please tell us whether
           any changes are planned for the calculation of this ratio, in light
of the disclosure
           change to your delinquency buckets (to now be over 59 days past
due).

12.    We note your disclosure on page 23 that troubled debt restructurings
(TDRs) placed on
       nonaccrual status are considered for return to accrual when a "sustained
period" of
       repayment performance has been achieved. On page 108 of your 2016 10-K
filing, your
       disclosure states that they are returned to accrual "when the account is
60 days or less
       past due". Please tell us how you define "sustained period." If the
definition differs from
       your previously disclosed "60 days or less past due," please explain the
driver for the
       change and how you considered ASC 250 when making the change and
deciding on
       appropriate disclosures to reflect it.

Item 2   Management's Discussion and Analysis of Financial Condition and
Results of
Operations, page 51

Provision for Credit Losses, page 66

13.     We note your disclosure that during the three months ended June 30,
2107, you changed
       the model used for estimating the allowance for credit losses on
individually acquired
       retail installment contracts from the vintage loss model to a transition
based Markov
       model. Your disclosure states that the new model provides data on a more
granular and
       disaggregated/segment basis as it utilizes recently observed loan
transition rates from
       various loan statuses to forecast future losses. Lastly, you state that
the change did not
       have a significant impact on the amount of the allowance for loan losses
recognized
       during the six month period ended June 30, 2017. Please respond to the
following:

           Describe for us the data that is now provided on a more granular and
           disaggregated/segment basis, relative to the prior vintage loss
model.

           Tell us the potential risks that you now believe this level of
disaggregation is able to
           provide relative to the information based on your prior vintage loss
model.

           You state that the change was made during the three months ended
June 30, 2017, but
           state that the change did not have a significant impact on the
amount of the allowance
           recognized during the six month period ended June 30, 2017. Please
quantify for us
           the amount of the allowance change as of June 30, 2017 due to this
change in
           modeling.

           Tell us whether you evaluated the impact of the use of this model,
relative to the
           vintage loss model, for periods prior to June 30, 2017. If so,
describe for us the
           impacts.
 Mr. Ismail Dawood
Santander Consumer USA Holdings Inc.
September 28, 2017
Page 8


          Tell us whether the new granular and disaggregated/segment basis used
for this
          modeling will also be used for your troubled debt restructuring (TDR)
allowance
          methodology.

Deferrals and Troubled Debt Restructurings, page 123

14.    We note your disclosure that you have $2.6 billion and $1.4 billion of
modified loans
       which are not considered troubled debt restructuring (TDRs) as of June
30, 2017 and
       December 31, 2016 because they are comprised of loans modified by the
Company to
       adjust the interest rate quoted in a dealer-arranged financing. Your
disclosure goes on to
       state that beginning in the third quarter of 2016, in conjunction with
consumer practices,
       you reassess the contracted APR when changes in the deal structure are
made (e.g. higher
       down payment, lower vehicle price, etc.), and if any changes result in a
lower APR, the
       contracted rate is reduced. Please respond to the following:

          In light of the disclosed nature of the deal structure changes, tell
us why deal structure
          changes are occurring so frequently on your retail installment
contracts.

          Please tell us who initiates the deal structure changes.

          Tell us how long after the original retail installment contract is
signed can deal
          structure changes be made.

          Quantify for us the impact to the APR rate that you have typically
experienced as a
          result of these deal structure changes.

          Tell us more about the consumer practices during third quarter of
2016 that drove
          these changes.

        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 Cara Lubit at 202-551-5909 or me at 202-551-3512 with
any questions.

                                                            Sincerely,

                                                            /s/ Stephanie L.
Sullivan

                                                            Stephanie L.
Sullivan
                                                            Senior Technical
and Policy Advisor
                                                            Office of Financial
Services