Item 8.01 Other Events.

On June 30, 2009, Visa Inc. (the "Company") issued a press release announcing that the Company has decided to deposit $700 million ("Loss Funds") into the litigation escrow account previously established under the Company's retrospective responsibility plan (the "Plan"). Under the terms of the Plan, when the Company funds the litigation escrow, its U.S. financial institutions, the sole holders of Class B shares, bear a corresponding financial impact via a reduction in their as converted share count. As a result, the deposit of Loss Funds has the effect of a repurchase by the Company of $700 million of Class A Common Stock on an as converted basis. The deposit of the Loss Funds will be conducted in accordance with the Company's Certificate of Incorporation currently in effect.

A copy of the press release issued on June 30, 2009 is attached as Exhibit 99.1 to this Current Report on Form 8-K. All information in the press release is furnished but not filed.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits

99.1 Press Release issued by Visa Inc., dated June 30, 2009.

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