2008_Annual_Stockholder_Meeting_Final

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					            Annual Stockholder Meeting



April 24, 2008
Forward looking statements
Forward-Looking Information
Please note that the following materials containing information regarding Capital One’s financial performance speak only as of the
particular date or dates indicated in these materials. Capital One does not undertake any obligation to update or revise any of the
information contained herein whether as a result of new information, future events or otherwise.

Certain statements in this presentation and other oral and written statements made by the Company from time to time, are forward-
looking statements, including those that discuss strategies, goals, outlook or other non-historical matters; projections, revenues,
income, returns, earnings per share or other financial measures for Capital One and/or discuss the assumptions that underlie these
projections, including future financial and operating results, and the company’s plans, objectives, expectations and intentions. To
the extent that any such information is forward-looking, it is intended to fit within the safe harbor for forward-looking information
provided by the Private Securities Litigation Reform Act of 1995. Numerous factors could cause our actual results to differ materially
from those described in forward-looking statements, including, among other things: general economic and business conditions in
the U.S. and or the UK, including conditions affecting consumer income, spending and repayments, changes in the credit
environment in the U.S. and or the UK, including an increase or decrease in credit losses, changes in the interest rate environment;
continued intense competition from numerous providers of products and services that compete with our businesses; financial, legal,
regulatory or accounting changes or actions; changes in our aggregate accounts or consumer loan balances and the growth rate and
composition thereof; the amount of deposit growth; changes in the reputation of the credit card industry and/or the company with
respect to practices and products; the risk that Capital One’s acquired businesses will not be integrated successfully; the risk that
synergies from such acquisitions may not be fully realized or may take longer to realize than expected; disruption from the
acquisitions making it more difficult to maintain relationships with customers, employees or suppliers; the risk that the benefits of the
Company’s restructuring initiative, including cost savings, may not be fully realized; our ability to access the capital markets at
attractive rates and terms to fund our operations and future growth; losses associated with new products or services; the company’s
ability to execute on its strategic and operational plans; any significant disruption in our operations or technology platform; our
ability to effectively control our costs; the success of marketing efforts; our ability to recruit and retain experienced management
personnel; changes in the labor employment market; general economic conditions in the mortgage industry; and other factors listed
from time to time in reports we file with the Securities and Exchange Commission (the “SEC”), including, but not limited to, factors
set forth under the caption “Risk Factors” in our Annual Report on Form 10-K for the year ended December 31, 2007. You should
carefully consider the factors discussed above in evaluating these forward-looking statements. All information in these slides is
based on the consolidated results of Capital One Financial Corporation. A reconciliation of any non-GAAP financial measures
included in this presentation can be found in the Company’s most recent Form 10-K concerning annual financial results, available on
the Company’s website at www.capitalone.com in Investor Relations under “About Capital One.”


                                                   2008 Annual Shareholder Meeting
2007 was our first year of earnings decline

                                          COF Earnings per Share

 $9

 $8                                                                                                  $7.62

 $7                                                                                          $6.73           $6.55
                                                                                     $6.21
 $6
                                                                                                                     Excluding
                                                                             $4.85                                   Discontinued
 $5                                                                                                                  Operations
                                                                    $3.93
 $4                                                                                                              $3.97
                                                           $2.91
 $3
                                                   $2.24
 $2                                        $1.72
                                  $1.32
                  $0.77 $0.93
 $1   $0.48 $0.64

 $0
      1994   1995   1996   1997   1998     1999    2000     2001    2002     2003    2004    2005    2006    2007




                                           2008 Annual Shareholder Meeting
Our stock price has declined in the face of cyclical
headwinds
                                     Capital One Stock Price
                                 January 1, 2007-April 23, 2008

            $90

            $80

            $70

            $60

            $50
                                                                                                                    $45.92
            $40

            $30

            $20

            $10

               $0
                                                                     7
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Source: Factset                      2008 Annual Shareholder Meeting
The banking industry has been hit hard

                                                                               Total Shareholder Return
                                                                               January 1, 2007-April 23, 2008
              40%

              30%     26%


              20%

              10%
                          2%
                               0%
                0%
                                    -2% -2%
             -10%                             -6%
                                                    -9%
                                                      - 15 %
             -20%                                           - 18 %

                                                                        -
                                                                 - 2 6 %2 6 %2 6 %
             -30%                                                            -


             -40%                                                               - 3 6 %3 6 % 3 7 %
                                                                                       -    -
                                                                                                 - 4 0 %4 0 % 4 1%
                                                                                                        -    -    -42%
                                                                                                                     -43%
             -50%                                                                                                        -46%
                                                                                                                            -48%
                                                                                                                                - 5 1% 5 1%
                                                                                                                                      -
                                                                                                                                                  -
                                                                                                                                           - 5 3 %5 3 %
                                                                                                                                                              -
                                                                                                                                                       - 5 5 %5 5 %
             -60%                                                                                                                                                  -58%
                                                                                                                                                                       - 6 1%
             -70%
                                                                                                                                                                            -70%
                                                                                                                                                                                -74%
             -80%                                                                                                                                                                  -77%
                                                                                                                                                                                             -
                                                                                                                                                                                       - 8 1% 8 1% 8 3 %
                                                                                                                                                                                                  -
             -90%                                                                                                                                                                                      -86%
                                                                                                                                                                                                           - 9 1%
                                                                                                                                                                                                                 -94%
            -100%
                                   T
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Note: Discover began trading on June 14, 2007
Source: Factset                                                                      2008 Annual Shareholder Meeting
Home prices became clearly unsustainable and the
correction may be prolonged
             Indexed Median House Prices and 60th Percentile Household Income, 1975-2007
                                                                               Indexed to 1975

           700



           600



           500                                                                                                                        60th
                                                                                                                                      Percentile
                                                                                                                                      Household
           400                                                                                                                        Income



           300



           200



           100
                  1975         1978         1981         1984         1987          1990         1993     1996   1999   2002   2005


Source: Census Bureau and Banc of America Securities LLC Estimates (Presentation to GFS SLT Sept. 2007)
                                                                     2008 Annual Shareholder Meeting
Home prices became clearly unsustainable and the
correction may be prolonged
             Indexed Median House Prices and 60th Percentile Household Income, 1975-2007
                                                                               Indexed to 1975

           700



           600



           500                                                                                                                            60th
                                                                                                                                          Percentile
                                                                                                          Median                          Household
           400                                                                                            House Prices                    Income



           300



           200



           100
                  1975         1978         1981         1984         1987          1990         1993         1996   1999   2002   2005


Source: Census Bureau and Banc of America Securities LLC Estimates (Presentation to GFS SLT Sept. 2007)
                                                                     2008 Annual Shareholder Meeting
Home prices became clearly unsustainable and the
correction may be prolonged
             Indexed Median House Prices and 60th Percentile Household Income, 1975-2007
                                                                               Indexed to 1975

           700

                                                                                                                                      Median
                                                                                                                                      House Prices
           600



           500                                                                                                                        60th
                                                                                                                                      Percentile
                                                                                                                                      Household
           400                                                                                                                        Income



           300



           200



           100
                  1975         1978         1981         1984         1987          1990         1993     1996   1999   2002   2005


Source: Census Bureau and Banc of America Securities LLC Estimates (Presentation to GFS SLT Sept. 2007)
                                                                     2008 Annual Shareholder Meeting
We are the nations’ 13th largest deposit-taking bank


                                                                  Q4 2007 U.S. Deposits ($B)

                                                      1.     Bank of America Corporation                   $688.6
                                                      2.     JPMorgan Chase & Co.                          $505.6
                                                      3.     Wachovia Corporation                          $423.1
                                                      4.     Wells Fargo & Company                         $292.8
                                                      5.     Citigroup, Inc.                               $265.9
                                                      6.     Washington Mutual, Inc.                       $186.7
                                                      7.     U.S. Bancorp                                  $121.1
                                                      8.     SunTrust Banks, Inc.                          $113.6
                                                      9.     Citizens                                      $96.0
                                                     10.     National City                                 $90.7
                                                     11. Regions Financial                                 $86.1

                                                     12. HSBC                                              $81.6
                                                     13. Capital One                                       $79.3
                                                     14. BB&T                                              $78.9
                                                     15. PNC                                               $75.3




Note: Based upon total aggregated domestic deposits for parent company
Sources: SNL, FDIC                                                       2008 Annual Shareholder Meeting
The capital markets have shut down in many sectors

                                                       U.S. Issuance of Asset-Backed Securities

           $B

        $1,000
                                                                                             $888
                                                              $874
                                                                $48                           $48
           $800                                                 $35                           $69
                                                                $64
                               $702                                                           $65
                                  $34
                                  $35
           $600                   $47
                                                                                                              $529   Global RMBS
                                                                                                              $38
                                                                                                              $66
                                                                $559                          $555
           $400                                                                                               $48
                                                                                                                     Home Equity
                                 $463
                                                                                                              $224
                                                                                                                        $188       Other
           $200                                                                                                          $0
                                                                                                                         $5
                                                                                                                         $32
                                                                                                                          $1       Student Loans
                                                                                                              $62        $42       Auto
                                                               $103                          $84
                                  $71
                                                                $66                                           $91        $108      Credit Card
                                  $51                                                         $66
               $0
                                 2004                         2005                           2006             2007       2008
                                                                                                                     (Q1 Annualized)

Q1 Actual                      $162B                         $181B                           $220B        $211B         $47B

Note: Other includes Equipment, floorplan, motorcycle, small business loans, aircraft etc.
Source: JP Morgan
                                                                            2008 Annual Shareholder Meeting
Lenders primarily reliant on the capital markets have
proven not to be resilient
                                                          Consumer Lending Monolines

                       Failed                                               Acquired                                     Remaining
            •   First Merchants                                     •   Arcadia                                                      Stock Performance
            •   Search Financial                                    •   Ugly Duckling                                                 Jan. 2007-Present
            •   The Money Store                                     •   Beneficial
            •   Western Fidelity                                    •   First USA                             •   IndyMac                 -91.3%
            •   Aegis                                               •   Rock Financial                        •   CompuCredit             -81.4%
            •   Reliance                                            •   Reliastar                             •   Advanta                 -78.1%
            •   National Auto                                       •   Autofinance Group                     •   Sallie Mae              -66.3%
            •   Monaco                                              •   First Fidelity                        •   Americredit             -55.2%
            •   Eagle
                                                                    •   First Investors                       •   Nelnet                  -56.0%
            •   Jayhawk
                                                                    •   MS Financial                          •   Discover*               -37.5%
            •   National Auto Finance
                                                                    •   Regional Acceptance                   •   American Express        -26.9%
            •   TFC enterprises
            •   First Enterprise                                    •   Heller Financial
            •   Mercury                                             •   GreenTree
            •   Aames                                               •   Household
            •   Iown                                                •   Onyx
            •   Finova                                              •   Providian
            •   Delta Financial                                     •   MBNA
            •   The Credit Store                                    •   WFS Financial
            •   NAL Financial                                       •   Metris
            •   Royal Acceptance                                    •   First Franklin
            •   Commercial Financial Services                       •   ResMae
            •   NextCard                                            •   Countrywide
            •   DVI
            •   New Century

Note: Publicly traded companies with a minimum of $1 billion in market cap in 1998
*Data sine June 2007 IPO; All other stock data are through April 23, 2008
Source: Factset                                                           2008 Annual   Shareholder Meeting
We have dramatically reduced our need for capital
markets funding as we’ve grown deposits

                                           % of Funding From Deposits
                            100%

                              90%

                              80%
                              70%

                              60%
                                                                                 50%
                              50%
                              40%
                              30%

                              20%
                              10%           6%

                                0%
                                            1995                                1Q 2008


Notes: Shown as % of Managed Liabilities
                                              2008 Annual Shareholder Meeting
Our banking transformation has been recognized by
ratings agencies

                                    Moody’s
                              Holding Company


                A3             Capital One (2006)


                Baa1           Capital One (Q4 2005)


                Baa2


                Baa3           Capital One (Q2 1999)


                Ba1            Capital One (1996)




                      2008 Annual Shareholder Meeting
  We have stable and fortified funding

           $B                                                     Readily Available Liquidity*
          $35

                                                                                                                  $30.1
                                                                                                         $29.4
          $30
                                                                                           $26.4

          $25

                                                              $20.4
          $20
                              $17.3

          $15


          $10


           $5


           $0
                              2004                            2005                         2006          2007    Q1 2008



*Includes unencumbered securities, undrawn committed conduits and undrawn FHLB capacity.
                                                                       2008 Annual Shareholder Meeting
 Our Card and Auto Loan charge-offs are increasing
                     Capital One Credit Card                                                                               Capital One Auto Finance
                        Charge-Off Rate                                                                                        Charge-Off Rate
     8%                                                                                            8%

     7%                                                                                            7%

                                                                                     5.85%
     6%                                                                                            6%

     5%                                                                                            5%
                                                                                                                                                                                   3.98%
     4%                                                                                            4%

     3%                                                                                            3%

     2%                                                                                            2%

     1%                                                                                            1%

     0%                                                                                            0%
                                                           06


                                                                     07


                                                                               07


                                                                                         08
                   04




                                       05


                                                 06




                                                                                                                                                         06


                                                                                                                                                                   07


                                                                                                                                                                             07


                                                                                                                                                                                       08
         04




                             05




                                                                                                       04


                                                                                                                 04


                                                                                                                           05


                                                                                                                                     05


                                                                                                                                               06
                                                                                     20
                                   20


                                             20


                                                       20


                                                                 20


                                                                           20
               20


                           20




                                                                                                                                                     20


                                                                                                                                                               20


                                                                                                                                                                         20


                                                                                                                                                                                   20
                                                                                                    20


                                                                                                             20




                                                                                                                                           20
      20




                                                                                                                       20


                                                                                                                                 20
                                                                           3


                                                                                     1
                         1


                                   3


                                             1


                                                       3


                                                                 1
               3




                                                                                                   1




                                                                                                                                                     3


                                                                                                                                                               1


                                                                                                                                                                         3


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                                                                                                             3


                                                                                                                       1


                                                                                                                                 3


                                                                                                                                           1
                                                                Q


                                                                          Q


                                                                                    Q
                                                      Q
              Q


                        Q


                                  Q


                                            Q




                                                                                                  Q




                                                                                                                                                    Q


                                                                                                                                                              Q


                                                                                                                                                                        Q


                                                                                                                                                                                  Q
   Q




                                                                                                            Q


                                                                                                                      Q


                                                                                                                                Q


                                                                                                                                          Q
Note: Data is annualized                                                        2008 Annual Shareholder Meeting
 Our Local Banking losses are rising, but still at low
 levels
                                      Capital One Bank Charge-Off Rate

                           2.0%




                           1.5%




                           1.0%




                           0.5%
                                                                                 0.31%




                           0.0%
                             2007Q1   2007Q2          2007Q3          2007Q4      2008Q1




Note: Data is annualized                       2008 Annual Shareholder Meeting
Our U.S. Card business is generating solid earnings
in the face of significant cyclical headwinds
                                                    U.S. Card Net Income
            $M
          $2,500


                                                                                                               $2,116

          $2,000
                                                                                                      $1,824

                                                                                             $1,609
          $1,500                                                                  $1,387

                                                                     $1,181
                                                         $1,001
          $1,000
                                             $774
                                      $690
                           $515
             $500




                $0
                           1999       2000   2001         2002        2003            2004   2005     2006     2007



Note: Reported in U.S. Card segment                 2008 Annual Shareholder Meeting
Our auto finance business struggled in 2007, we’re
pulling back dramatically and repositioning the
business
                                  COF Auto Net Income
   $M
  $250                                                                       $234



  $200

                                                              $164

  $150                                                                $132

                                                   $99
  $100



   $50

                                      $10
    $0


          ($23)   ($21)
  ($50)                   ($35)                                                     ($34)
          1999    2000    2001        2002        2003         2004   2005   2006   2007


                                  2008 Annual Shareholder Meeting
Global Financial Services delivered valuable growth

                               GFS Net Income
    $M
   $320
                                                                    $299
                                                             $274
   $280


   $240
                                   $213

   $200                                              $186


   $160


   $120


    $80             $65

    $40


     $0
             ($8)
    ($40)
            2002    2003            2004              2005   2006   2007


                           2008 Annual Shareholder Meeting
Local Banking has become an anchor tenant

                              Local Banking Net Income
    $M
   $250




   $200                                                                       $192




                                                                    $145
   $150
                                                         $127
                                                                                        $112

   $100



            $43      $43       $46          $46
    $50




     $0
          Q1 2006   Q2 2006   Q3 2006     Q4 2006       Q1 2007    Q2 2007   Q3 2007   Q4 2007


                                 2008 Annual Shareholder Meeting
We have changed our logo




                 2008 Annual Shareholder Meeting
In March we launched the Capital One Bank brand in
metro New York




                   2008 Annual Shareholder Meeting
We can leverage our strong brand and very large
customer base
                                                                                                                        U.S. Customer
                                                                                                                          Accounts*
                                              Total Brand                                                      1.    Citi                  182 M

                                             Awareness (%)1                                                    2.    Bank of America       132 M

                                                                                                               3.    JPM Chase             92 M
                                                          97                                                   4.    HSBC                  60 M

                                                          96                                                   5.    Capital One           44 M

                                                                                                               6.    Discover              42 M
                                                          96
                                                                                                               7.    American Express      37 M
                                                          96                                                   8.    Washington Mutual**   24 M

                                                          96                                                   9.    Wells Fargo           23 M

                                                          91                                                   10.   Wachovia              15 M

                                                                                                               11.   US Bancorp            14 M
                                                          87
                                                                                                               12.   Countrywide            8M
                                                          78                                                   13.   Fifth Third            6M

                                                                                                               14.   Citizens               6M
        1 - Question: “When you think about companies or
        banks that offer financial services products such as                                                   15.   Regions                5M
        checking accounts, various types of savings accounts,
        credit cards and loans, which ones come to mind? Have                                                  16.   BB&T                   5M
        you seen or heard of (company)?”
                                                                                                               17.   National City          4M

                                                                                                               18.   Bank of the West       4M

*Represents most recent company disclosure ranging from YE2005 to YE2006                                       19.   PNC                    3M
**Calculated by aggregating the ~11M customers with card accounts, the ~9M households with banking accounts,
and the ~4M households with home loans                                                                         20.   Keycorp                2M
Sources: Millward Brown Financial Services Brand Health Wave 5, January 2008, Company reports, SEC filings
                                                                       2008 Annual Shareholder Meeting
We have completed a major transformation at
Capital One

       1990’s                2000’s                   Today

      • U.S. Card          • U.S. Card                • U.S. Card

                           • Auto Finance             • Auto Finance

                           • Small Business           • Small Business

                           • Installment Loans        • Installment Loans

                           • Home Equity              • Home Equity

                           • UK/Canada Card           • UK/Canada Card

                                                      • Mortgage

                                                      • Retail Banking

                                                      • Commercial Banking


     Credit Card       Diversified                    Diversified Bank
      Company       Consumer Lender

                    2008 Annual Shareholder Meeting
The capital generative power of our portfolio is
enhanced by reduced capital need and disciplined
capital management
                                           Annual Excess Tangible Common Equity Generated
            $M
         $2,500
                                                                                                                                                                 $2,199

         $2,000
                                                                                                                                                                           $1,607
                                                                                                                                                    $1,494
         $1,500


         $1,000                                                                                                                        $788


            $500
                                                                   $160                                                   $125
                                        $84
               $0
                          ($30)                      ($18)
                                                                                ($219)
           ($500)                                                                                          ($408)
                                                                                              ($481)

        ($1,000)
                          1996          1997          1998         1999          2000          2001         2002          2003          2004          2005         2006     2007

Note: Calculated as (Total NIAT − NIAT from in-period acquisitions + amortization of intangibles from prior period acquisitions) – Low end of TCE Target Range * (Change
in Tangible Assets – in-period acquired assets)
                                                                          2008 Annual Shareholder Meeting
We significantly raised the dividend

                         Capital One Dividend

   $2.00

   $1.80

   $1.60                                                  $1.50

   $1.40

   $1.20

   $1.00

   $0.80

   $0.60

   $0.40

   $0.20        $0.11

   $0.00
                2007                                      2008E

                        2008 Annual Shareholder Meeting
Our portfolio continues to generate capital
                                                       2007 Capital Generation (Consumption) as
                                                        % of Year-End Tangible Common Equity
          20.0%         17.4%

          15.0%                       11.6%
          10.0%                                      8.5%
                                                                   7.0%
                                                                                 5.2%
                                                                                               3.8%
           5.0%

           0.0%

          -5.0%                                                                                             -2.0%
                                                                                                                        -5.4%      -5.4%
         -10.0%

         -15.0%
                                                                                                                                           -16.2%
         -20.0%
                                                                                                                                                      -21.6%
         -25.0%

         -30.0%
                        Capital     JPMorgan         U.S.        SunTrust        BB&T          Wells      Wachovia       Bank of   PNC     National   Citigroup
                         One         Chase         Bancorp                                     Fargo                    America              City
 New Equity Capital
 Raised From Outside                                                                                       $12.8B*       $13B               $7B*       $19B
 Sources:

Capital Generation = [Net Income – (Dividends Paid + Capital Needed for Y-o-Y On-Balance Sheet Growth @ 5% TCE Rate)]
*Wachovia and National City include April announcements ($7B each)
Note: Does not include outside capital raising activities in capital generation calculation
                                                                     2008 Annual Shareholder Meeting
Our actions position Capital One to deliver
shareholder value over the cycle



    Entering the                                      Positioning for
                     Decisive Action in
   Downturn With                                        Long-term
                       the Downturn
     Strength                                           Trajectory




                    2008 Annual Shareholder Meeting
            Annual Stockholder Meeting



April 24, 2008

				
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