THE CORPORATE LIBRARY

Related Party Transactions and Outside Related Director Information

Providian Financial Corporation (Retired) (PVN.X)

3/31/2005 Proxy Information

Ms. Chen's spouse, Yu Wu, is a vice president in the Marketing Department of the Company. For 2004, the aggregate amount of his salary and bonus was $154,705, and in 2004 he also received a total of 1,900 shares of restricted stock with an aggregate dollar value of $26,064 (based on the respective closing market prices on the dates of grant) and an option to purchase 1,200 shares of the Company's Common Stock at an exercise price of $13.29 per share (based on the average of the high and low trading prices on the grant date).

Providian Financial retained Alston & Bird LLP to provide legal services prior to October 2003. Mr. Douglas is a Partner with Alston & Bird LLP (a law firm) and Chairman of its Financial Services Group.

3/19/2004 Proxy Information

James V. Elliott served as a consultant to Providian Financial Corporation from November 2000 to May 2001.

The Company is a party to a relocation services agreement (the "Relocation Services Agreement") with an independent third party (the "Provider") pursuant to which eligible employees receive certain relocation and related services. As part of the relocation benefits provided to Mr. Saunders under the Saunders Employment Agreement, the Company arranged for the Provider to purchase Mr. Saunders' Pennsylvania residence. In March 2002, the Provider signed a contract to purchase, and subsequently purchased, the property at a purchase price of $1,587,500, which was the price determined by independent appraisals of the property. Mr. Saunders and his family continued to use the residence until June 2002, and Mr. Saunders paid the carrying costs on the property during such period. In October 2003 the property was sold to a third party buyer at a purchase price of $1,050,000. The Company paid the Provider the difference between the purchase price paid by the Provider and the price at which the property was sold to the third party buyer, and also paid the Provider $296,819 for acquisition, carrying, and closing costs and fees and interest in connection with this arrangement.

The Company has also provided relocation services under the Relocation Services Agreement to Ms. Chen, Ms. Gleason, and Mr. Vuoto. Ms. Chen's, Ms. Gleason's, and Mr. Vuoto's residences were purchased at the respective purchase prices of $720,000, $948,750, and $1,625,000, as determined by independent appraisals of the property or an arm's length third party offer. The Company received net proceeds in the amount of $663,971 from the resale of Ms. Chen's property in 2002 and net proceeds in the respective amounts of $620,367 and $1,244,844 from the resale of Ms. Gleason's and Mr. Vuoto's properties in 2003.

Ms. Chen's spouse, Yu Wu, is a vice president in the Marketing Department of the Company. For 2003, the aggregate amount of his base salary and bonus was $147,000.

Mr. Douglas, a director of the Company since July 2003, is a partner in the law firm of Alston & Bird LLP. Mr. Douglas was appointed to the Audit and Compliance Committee of the Board in October 2003. Prior to October 2003, the Company retained Alston & Bird to provide legal services to the Company on various matters. Alston & Bird's representation on all matters was concluded or terminated, and all fees outstanding to Alston & Bird were paid, before Mr. Douglas' appointment to the Audit and Compliance Committee. The fees paid by the Company to Alston & Bird in 2003 for legal services did not exceed 5% of Alston & Bird's gross revenues for 2003. The Board of Directors determined at the time of Mr. Douglas' appointment and again in January 2004 that he did not have a material relationship with the Company and was therefore independent under the NYSE's corporate governance standards. The Company has put in place procedures designed to prevent any future engagement of Alston & Bird for so long as Mr. Douglas remains on the Board.

3/25/2003 Proxy Information

The Company is a party to a relocation services agreement (the "Relocation Services Agreement") with an independent third party (the "Provider") pursuant to which eligible employees receive certain relocation and related services. Pursuant to such agreement and as provided in the Saunders Employment Agreement, the Provider purchased Mr. Saunders' Philadelphia residence at a purchase price of $1,587,500, as determined by independent appraisals of the property, in June 2002. Mr. Saunders and his family continued to use the residence for several months after the contract of sale with the Provider was entered into, and Mr. Saunders paid the carrying costs on the property during such period. The Company reimbursed the Provider for the purchase price and will receive the proceeds of the resale of the home to a third-party buyer, net of fees and interest to be paid to the Provider in connection with this arrangement.

The Company has also provided relocation services under the Relocation Services Agreement to Ms. Chen, Ms. Gleason and Anthony Vuoto, the Company's Vice Chairman and Chief Financial Officer. Ms. Chen's, Ms. Gleason's and Mr. Vuoto's Pennsylvania residences were purchased at a purchase price of $720,000, $948,750, and $1,625,000, respectively, as determined by independent appraisals of the property or an arm's length third party offer. The Company reimbursed the Provider for the purchase price of each property and has received net proceeds in the amount of $663,971 from the resale of Ms. Chen's property. Similarly, the Company will receive the net proceeds of the resale of Ms. Gleason's and Mr. Vuoto's properties to a third-party buyer.