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 *
  Centerbridge Associates II, L.P.
 2. Date of Event Requiring Statement (Month/Day/Year)
01/22/2014		 3. Issuer Name and Ticker or Trading Symbol
Santander Consumer USA Holdings Inc. [SC]
(Last)
(First)
(Middle)
C/O CENTERBRIDGE PARTNERS, L.P., 375 PARK AVENUE		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

NEW YORK, NY 10152		 6. Individual or Joint/Group Filing(Check Applicable Line)
___ Form filed by One Reporting Person
_X_ 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)
Common Stock, par value $0.01 per share 24,187,231.75
I
See footnotes (1) (2) (3)

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

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Centerbridge Associates II, L.P.
C/O CENTERBRIDGE PARTNERS, L.P.
375 PARK AVENUE
NEW YORK, NY 10152		     X    
Centerbridge GP Investors II, LLC
C/O CENTERBRIDGE PARTNERS, L.P.
375 PARK AVENUE
NEW YORK, NY 10152		     X    
CCP II AIV I, L.P.
C/O CENTERBRIDGE PARTNERS, L.P.
375 PARK AVENUE
NEW YORK, NY 10152		     X    
Sponsor Auto Finance Super Holdings, LLC
C/O CENTERBRIDGE PARTNERS, L.P.
375 PARK AVENUE
NEW YORK, NY 10152		     X    
Aronson Jeffrey
C/O CENTERBRIDGE PARTNERS, L.P.
375 PARK AVENUE
NEW YORK, NY 10152		     X    
Gallogly Mark T
C/O CENTERBRIDGE PARTNERS, L.P.
375 PARK AVENUE
NEW YORK, NY 10152		     X    

Signatures

SPONSOR AUTO FINANCE SUPER HOLDINGS, LLC, By: CCP II AIV I, L.P., By: Centerbridge Associates II, L.P.; By: Centerbridge GP Investors II, LLC, By: /s/ Mark T. Gallogly, Name: Mark T. Gallogly, Title: Authorized Signatory 01/22/2014
**Signature of Reporting Person Date
CCP II AIV I, L.P., By: Centerbridge Associates II, L.P., By: Centerbridge GP Investors II, LLC, By: /s/ Mark T. Gallogly, Name: Mark T. Gallogly, Title: Authorized Signatory 01/22/2014
**Signature of Reporting Person Date
CENTERBRIDGE ASSOCIATES II, L.P., By: Centerbridge GP Investors II, LLC, By: /s/ Mark T. Gallogly, Name:Mark T. Gallogly, Title: Authorized Signatory 01/22/2014
**Signature of Reporting Person Date
CENTERBRIDGE GP INVESTORS II, LLC, By: /s/ Mark T. Gallogly, Name: Mark T. Gallogly, Title: Authorized Signatory 01/22/2014
**Signature of Reporting Person Date
JEFFREY H. ARONSON, By: /s/ Jeffrey H. Aronson 01/22/2014
**Signature of Reporting Person Date
MARK T. GALLOGLY, By: /s/ Mark T. Gallogly 01/22/2014
**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) Sponsor Auto Finance Holdings Series LP ("Sponsor Holdings LP") holds 86,496,266 shares of common stock, par value $0.01 per share (the "Shares"), of Santander Consumer USA Holdings Inc. (the "Issuer"). Sponsor Auto Finance GP LLC ("Sponsor GP") is the general partner of Sponsor Holdings LP. A private investor group, including: (i) affiliates of each of Kohlberg Kravis Roberts & Co. L.P., Centerbridge Partners, L.P. and Warburg Pincus LLC; (ii) DFS Sponsor Investments LLC, an entity affiliated with the Chief Executive Officer of the Issuer; and (iii) the President and Chief Financial Officer of the Issuer hold interests in the Issuer through Sponsor Holdings LP.
(2) Sponsor Auto Finance Super Holdings, LLC may be deemed to indirectly beneficially own 24,187,231.75 Shares by virtue of its interests in Sponsor GP and Sponsor Holdings LP. The managing member of Sponsor Auto Finance Super Holdings, LLC is CCP II AIV I, L.P., and the sole general partner of CCP II AIV I, L.P. is Centerbridge Associates II, L.P. The sole general partner of Centerbridge Associates II, L.P. is Centerbridge GP Investors II, LLC. The managing members of Centerbridge GP Investors II, LLC are Jeffrey H. Aronson and Mark T. Gallogly.
(3) Each of the Reporting Persons, Sponsor GP and each of the other entities or persons described herein as having interests in Sponsor Holdings LP disclaims beneficial ownership of the securities reported herein, except to the extent of such person or entity's pecuniary interest therein. The filing of this statement shall not be deemed to be an admission that, for purposes of Section 16 of the Securities Exchange Act of 1934 or otherwise, such persons or entities are the beneficial owners of any securities reported herein.

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