SEC Form 3

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 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Santos Kleber (Last) (First) (Middle) 1680 CAPITAL ONE DRIVE (Street) MCLEAN VA 22102 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 03/24/2017	3. Issuer Name and Ticker or Trading Symbol CAPITAL ONE FINANCIAL CORP [ COF ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) Pres., Retail & Direct Banking	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

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	17,470	D

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: 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
Restricted Stock Units	02/15/2018(1)	02/15/2018(1)	Common Stock	3,487	0.0(1)	D
2015 Restricted Stock Units	(2)	(2)	Common Stock	502	0.0(3)	D
2017 Restricted Stock Units	(4)	(4)	Common Stock	3,789	0.0(3)	D
2016 Restricted Stock Units	(5)	(5)	Common Stock	3,272	0.0(3)	D

Explanation of Responses:

1. Each restricted stock unit will vest on January 1, 2018 and will be settled in cash on February 15, 2018 based on the Company's average fair market value of the underlying shares of common stock over the fifteen trading days preceding the settlement date.

2. These restricted stock units will vest in 1/3 increments beginning on February 15, 2016 and annually thereafter.

3. Each restricted stock unit will be settled in cash based on the Company's average fair market value of the underlying shares of common stock over the fifteen trading days preceding the vesting date.

4. These restricted stock units will vest in 1/3 increments beginning on February 15, 2018 and annually thereafter.

5. These restricted stock units will vest in 1/3 increments beginning on February 15, 2017 and annually thereafter.

Remarks:

	Cleo Belmonte (POA on file)	03/29/2017
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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Exhibit 24.1

POWER OF ATTORNEY


    The undersigned hereby constitutes and appoints John G. Finneran,
Jr., Shahin Rezai and Cleo Belmonte, each of them, as the true and lawful
attorneys-in-fact (with full power of substitution and revocation in
each) to:

       (1) execute, for and on behalf of the undersigned, any and all
statements and reports required or permitted to be filed by the
undersigned, in any and all capacities, under Section 16(a) of the
Securities Exchange Act of 1934, as amended, and the rules promulgated
thereunder (the "Act") with respect to the beneficial ownership of the
securities of Capital One Financial Corporation (the "Company"),
including without limitation Forms 3, 4, 5, and Form 144 required to be
filed by the undersigned under Rule 144 of the Securities Act of 1933, as
amended;

       (2) do and perform any and all acts for and on behalf of the
undersigned which may be necessary or desirable to complete and execute
any such statements and reports and file such statements and reports,
with all
amendments, supplements and exhibits thereto, with the Securities and
Exchange Commission, the New York Stock Exchange and/or any other stock
exchange or any similar authority and to deliver copies thereof to the
Company;

       (3) take any other action of any type whatsoever in connection
with the foregoing which, in the opinion of such attorney-in-fact, may be
of benefit to, in the best interest of, or legally required by, the
undersigned, it being understood that the documents executed by such
attorney-in-fact on behalf of the undersigned pursuant to this Power of
Attorney shall be in such form and shall contain such terms and
conditions as such attorney-in-fact may approve in his or her discretion;
and

       (4) request and receive from any broker (i) periodic reports
detailing
the undersigned's retail holdings of the Company's securities held in his
or her account(s) and (ii) confirmations of acquisitions or dispositions
of the
Company's securities, or other derivative instruments based on any of the
Company's equity, effected by such broker in or through his or her
account(s), with no obligation to receive further approval from the
undersigned for such request(s).

    The undersigned hereby grants to each such attorney-in-fact full
power and authority to do and perform any and every act and thing
whatsoever required, necessary, or proper to be done in the exercise of
any of the rights and powers herein granted, as fully as the undersigned
could do if personally present, with full power of substitution or
revocation, and hereby ratifies and confirms all that such attorneys-in-
fact shall lawfully do or cause to be done by virtue of this Power of
Attorney. The undersigned acknowledges that the foregoing attorneys-in-
fact, acting in such capacity at the request of the undersigned, are not
assuming, nor is the Company assuming, any of the undersigned's
responsibilities to comply with Section 16 of the Act.

    This Power of Attorney revokes all prior Powers of Attorney
submitted to the Company with respect to the matters expressed herein,
and shall remain in full force and effect until the undersigned is no
longer required to file statements or reports under Section 16(a) of the
Act with respect to holdings of and transactions in securities issued by
the Company, unless earlier revoked by the undersigned in a signed
writing delivered to the foregoing attorneys-in-fact.



    IN WITNESS WHEREOF, the undersigned has caused this Power of
Attorney to be executed as of this 24th day of March 2017.


                        /s/ Kleber Santos
                        Name: Kleber

    ACKNOWLEDGEMENT FOR POWER OF ATTORNEY

COMMONWEALTH OF Virginia        )
                    )      ss.
COUNTY OF Fairfax            )


The foregoing instrument was acknowledged before me this 24th day of
March, 2017 by Kleber Santos.


                        /s/ Hasmig Eskandarian
                        Notary Public

(SEAL)


My commission expires June 30, 2019.