Ownership Submission
FORM 3
 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  KEELEY RUPERT
 2. Date of Event Requiring Statement (Month/Day/Year)
07/22/2009		 3. Issuer Name and Ticker or Trading Symbol
VISA INC. [V]
(Last)
(First)
(Middle)
C/O VISA INC., P.O. BOX 8999		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Glb Hd of Strategy & Corp Dev
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

SAN FRANCISCO, CA 94128-8999		 6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)		 2. Amount of Securities Beneficially Owned
(Instr. 4)		 3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)		 4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Class A Common Stock 22,690 (1)
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)		 2. Date Exercisable and Expiration Date
(Month/Day/Year)		 3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)		 4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)		 6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (right to buy)   (2) 03/18/2018 Employee Stock Option 114,414 $ 44 D  
Employee Stock Option (right to buy)   (3) 11/05/2018 Employee Stock Option 30,280 $ 56.47 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
KEELEY RUPERT
C/O VISA INC.
P.O. BOX 8999
SAN FRANCISCO, CA 94128-8999		       Glb Hd of Strategy & Corp Dev  

Signatures

Jenny Kim, Attorney-in-Fact 07/22/2009
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) Includes 6,309 shares which were granted as restricted stock pursuant to the Visa Inc. 2007 Equity Incentive Compensation Plan on November 5, 2008. The restricted stock vests in the three equal installments on each of the first three anniversaries of the date of the grant, subject to earlier vesting in full in limited circumstances specified in the award agreement.
(2) The option vests in three equal annual installments. The first installment vested on March 18, 2009, and the remaining two installments vest on March 18, 2010 and March 18, 2011, subject to earlier vesting in full in limited circumstances as specified in the award agreement.
(3) This option vests in three equal annual installments. The first installment vests on November 5, 2009 and the remaining two installments vest on November 5, 2010 and Noveember 5, 2011, subject to earlier vesting in full in limited circumstances as specified in the award agreement.

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