Consumer Portfolio Services, Inc.
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16355 Laguna Canyon
Road
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Irvine, California
92618-3801
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Telephone
(949)
753-6800
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Facsimile (949)
753-6897
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October
29, 2008
VIA EDGAR AND OVERNIGHT
DELIVERY
Mr.
Gregory Dundas
Senior
Counsel
Securities
and Exchange Commission
Division
of Corporate Finance
Mail Stop
4561
100 F
Street, N.E.
Washington,
D.C. 20549
Re: Consumer
Portfolio Services, Inc.
Registration Statement on Form
S-3
Filed August 12, 2008
File No. 333-152969
Dear Mr.
Dundas:
This letter
is the response of Consumer Portfolio Services, Inc., a California corporation
(the “Company”), to the comment of the Staff of the Securities and Exchange
Commission (the “Commission”) set forth in your letter dated August 18, 2008.
That letter commented on the Company’s above captioned Registration Statement on
Form S-3 filed with the Commission on August 12, 2008 (the “Form
S-3”). Earlier today, the Company filed via EDGAR Amendment No. 1 to
Form S-3 (“Amendment No. 1”), which contains the revisions described
below. Two copies of Amendment No. 1 are attached hereto to
facilitate your review.
For reference
purposes, the Staff’s comment has been reproduced below, followed by the
Company’s response. We appreciate the time and effort that the Staff
has dedicated to reviewing our disclosures.
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1.
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Staff’s
Comment: We note the
disclosure in footnote 1 that Citigroup Global Markets has identified
itself as a broker-dealer. Please revise the disclosure here or
in the Plan of Distribution section to state that Citigroup Global Markets
“is an underwriter.” We note the current disclosure on page 7
that each of the selling shareholders “may be deemed to be an
‘underwriter’….”
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Mr.
Gregory Dundas
Division
of Corporate Finance
October
29, 2008
Page 2 of
2
Response: The Company has amended the Form S-3 referenced above to indicate that, after a transfer of the warrant and the underlying common shares formerly held by Citigroup Global Markets, such securities are now held by Citigroup Financial Products Inc. (“CFPI”), an affiliate of Citigroup Global Markets. CFPI is not a broker-dealer and is not identified as such within footnote 1, as amended. Therefore, we believe that the Staff’s proposed revisions to the disclosure are no longer applicable.
We hope that
the foregoing has been responsive to the Staff’s comment. If you have
any questions in connection with our response to your comment, please contact me
at 888-785-6691.
Sincerely,
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/s/ Mark
Creatura
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Mark Creatura
cc: Charles
E. Bradley, Jr., President, Consumer Portfolio Services, Inc.
Alexander D. Lynch, Weil Gotshal &
Manges LLP
Mitchell S. Cohen, Irell & Manella
LLP