July 31, 2024

Kyle Beilman
Chief Financial Officer
Dave Inc.
1265 South Cochran Ave
Los Angeles, CA
90019

       Re: Dave Inc.
           Form 10-K for fiscal year ended December 31, 2023
           Filed March 5, 2024
           File No. 001-40161
Dear Kyle Beilman:

       We have reviewed your filing and have the following comments.

       Please respond to this letter 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 a
comment applies to your facts and circumstances, please tell us why in your
response.

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

Form 10-K for fiscal year ended 12/31/2023
Demand Deposit Account: Dave Banking, page 8

1.     We note the statement on page 8 regarding your digital demand deposit
account issued by
       Evolve. We also note disclosure on your website, including the Dave
Spending Account
       Deposit Agreement, which states that customer funds become eligible for
FDIC insurance
       immediately upon placement into a "Sub-Deposit Account at a Priority
Bank." Please
       revise future filings here or under "Regulation of our bank partnership
model" on page 16
       to summarize and further explain your key third party relationships,
including with the
       Priority Bank and Sub-Account entities. Disclose the relevant third
parties and material
       terms of the relationships used to provide services to your customers.
In this regard,
       advise us with a view toward future disclosure of:
           the extent to which your customers' funds are moved between or held
in custodian or
           other accounts;
           whether any of your products and services or third-party vendors
hold funds
           temporarily or indefinitely without FDIC insurance (for example, we
note the
 July 31, 2024
Page 2

            referenced on page 10 to Galileo);
              when the funds deposited via the Dave app become subject to FDIC
insurance;
              what conditions or regulatory requirements must be satisfied for
such insurance
            coverage to apply;
              whether you work with processors other than Galileo and whether
the funds are
            insured when held by processors; and
              whether your agreements with third parties, including with Evolve
and Galileo, are
            material agreements under Item 601(b)(1) of Regulation S-K.
Our Business Model, page 9

2.     We note the statement on page 19 that you use artificial intelligence in
your operations
       and product offerings. We also note the discussion of AI in the last
risk factor on page 21.
       In the future please further clarify how you and your third-party
vendors deploy and
       utilize AI in your business. For example, it is unclear if you use AI in
your underwriting
       criteria, as discussed in the second risk factor on page 22.
Regulatory Environment , page 14

3.     Reference is made to the sixth sentence of the first paragraph. In the
future, clarify how
       you are "subject to bank regulators with supervisory authority over
Evolve." If material,
       your revised disclosure should (1) further clarify the regulatory
environment generally for
       nonbank operators as well as how regulations apply to your particular
operations and (2)
       reconcile the statement on page 14 with your disclosure in the
penultimate risk factor on
       page 35, where you state that you are "not currently directly subject to
laws and
       regulations applicable to traditional banks."
State licensing requirements and regulation , page 14

4.     We note the statement that the application of state licensing
requirements to your business
       model is not always clear. You also indicate that state regulators may
request or require
       that you obtain licenses or otherwise comply with additional
requirements in the future,
       and you state on page 35 that "[c]ertain" states have adopted laws
regulating licensing,
       registration, notice filing, or other approval. You also state that you
have (1) received
       inquiries from state regulatory agencies regarding requirements to
obtain licenses, (2)
       responded to inquiries from "various states," and (3) entered into a
2021 MOU with
       California. With a view to disclosure in future filings, please advise
us whether there are
       any significant updates to the status of state regulatory requirements
materially impacting
       you.
If our present or any future key banking relationships are terminated..., page
25

5.     We note this risk factor discusses your reliance on Evolve Bank. Advise
us whether you
       believe your risk factor should be updated in future filings to address
the Cease and Desist
       Order of June 11, 2024 consented to by Evolve with its regulators. For
example, it is
       unclear if the order significantly alters the likelihood that you could
be subject to new
       "material limitations."
 July 31, 2024
Page 3
We are exposed to losses from Dave banking Member accounts. , page 28

6.     In the future, please clarify the disclosure in the first sentence,
including which "banking
       regulations and payment network rules" may subject you to liability.
Revise "Other
       regulatory requirements" on page 16 in future filings to summarize
whether and how
       your agreements with third parties designate individual or shared
responsibility for the
       various bank and other regulatory oversight, such as KYC and AML. In
this regard, we
       note the statement on page 10 that Galileo "implements certain fraud
control processes
       and procedures."
Management's Discussion and Analysis, page 47

7.     We note the reference on page 50 to "lower tip engagement" from members
and
       "relatively flat" change in the percentage of members who chose to pay a
processing fee
       for expedited advances. We also note the reference to member growth and
activity on
       page 48 in the discussion of Key Factors Affecting Operating Results. In
future filings,
       please revise to provide an approximate quantification of the
percentages of members who
       leave tips and/or choose to pay an optional instant transfer fee and, if
the variability of
       such revenues differs materially compared to the other revenue streams,
further clarify the
       key drivers for optional fees. In this regard, it is unclear what is
meant by tip engagement.

        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.

       Please contact Todd Schiffman at 202-551-3491 or James Lopez at
202-551-3536 with
any questions.



                                                             Sincerely,

                                                             Division of
Corporation Finance
                                                             Office of Finance