THE CORPORATE LIBRARY

Related Party Transactions and Outside Related Director Information

Capital One Financial Corporation (COF)

3/21/2005 and 3/23/2006 Proxy Information

No related party transactions or special relationships reported for this company. Director relationships marked "Outside Related" at this firm will most often be former executives of the company. Additional information regarding these relationships will be added during our regular updates.

3/17/2004 Proxy Information

From time to time, Capital One has retained American Management Systems, Inc., a consulting company specializing in information technology, applications and systems integration, to provide certain services. Mr. Gross, a director of Capital One, was a director and principal executive officer of AMS until November 24, 2002 and served as a Senior Advisor to AMS until February 2004. Capital One and its subsidiaries entered into an agreement with AMS on April 5, 1995. Under this agreement, AMS agreed to perform general consulting and other tasks agreed to through work orders. During 2003, Capital One paid AMS a total of $162,586 for services under this agreement. Capital One intends to continue its relationship with AMS in the future and believes that the terms of existing AMS agreements are, and that any future arrangements will be, fair and reasonable and no less favorable to Capital One than those we could obtain from unrelated third parties.

The Board of Directors has reviewed the arrangement between Capital One and AMS and has determined in its business judgment that it did not interfere with Mr. Gross’ exercise of independent judgment as a member of the Board or the Audit and Risk Committee. In discharging its responsibility for making this determination under New York Stock Exchange listing standards, the Board of Directors considered, among other factors, the materiality of the relationship to Capital One, to Mr. Gross, and to AMS.

3/18/2003 Proxy Information

From time to time, Capital One has retained American Management Systems, Inc., a consulting company specializing in information technology, applications and systems integration, to provide certain services. Mr. Gross, a director of Capital One, was a director and principal executive officer of AMS until November 24, 2002 and remains a Senior Advisor to AMS. Capital One and its subsidiaries entered into an agreement with AMS on April 5, 1995. Under this agreement, AMS agreed to perform general consulting and other tasks agreed to through work orders. During 2002, Capital One paid AMS a total of $194,428 for services under this agreement. Capital One intends to continue its relationship with AMS in the future and believes that the terms of existing AMS agreements are, and that any future arrangements will be, fair and reasonable and no less favorable to Capital One than those we could obtain from unrelated third parties.

The Board of Directors has reviewed the arrangement between Capital One and AMS and has determined in its business judgment that it did not interfere with Mr. Gross’ exercise of independent judgment as a member of the Audit Committee. In discharging its responsibility for making this determination under the New York Stock Exchange listing standards, the Board of Directors considered, among other factors, the materiality of the relationship to Capital One, to Mr. Gross, and to AMS.

David M. Willey was Capital One’s Executive Vice President and Chief Financial Officer until he resigned on March 3, 2003. His spouse was employed during 2002 as a Vice President of Capital One. During 2002, Mr. Willey’s spouse resigned from her position and forfeited certain options which had not yet vested in accordance with the terms of her option agreements. Vesting and/or exercise of other options was extended consistent with Capital One’s separation practices. Mr. Willey’s spouse had been employed by Capital One or its predecessor since 1990. During 2002, Mr. Willey’s spouse earned a total salary and bonus of approximately $593,713. She also received 4,683 options to purchase stock. From time to time, Mr. Willey’s spouse has exercised stock options that have been granted to her during the course of her career with Capital One. Capital One believes that she has been compensated fairly and reasonably for her services as compared to similarly situated executives at Capital One.