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Capital One Reports Net Income of $224.2 Million, Excluding the Impact of TARP Preferred Shares Redeemed in the Quarter

July 23, 2009 at 4:07 PM EDT

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Including the impact of TARP, loss per share in the second quarter was $0.65

                                  (diluted)






    MCLEAN, Va., July 23 /PRNewswire-FirstCall/ --

    Second Quarter Highlights
    --  Managed revenue increased 11.2 percent relative to the first quarter
        of 2009.
    --  Lower provision expense relative to the first quarter as an increase
        in charge-offs was more than offset by an allowance release of $166.2
        million.
    --  The allowance release was due to a $4.5 billion reduction in reported
        loan balances.
    --  Allowance as a percentage of reported loans for the company remained
        stable and strong at 4.84 percent.
    --  Pre-tax results included an expense of $80.5 million for the FDIC
        special assessment.
    --  Repurchased the $3.6 billion of preferred stock issued through
        Treasury's Capital Purchase Program (CPP) of the Troubled Asset Relief
        Program (TARP).

    --  Tangible common equity to tangible managed assets, or "TCE ratio,"
        increased to 5.7 percent, up 90 basis points from the March 31, 2009,
        ratio of 4.8 percent.

Capital One Financial Corporation (NYSE: COF) today announced net income for the second quarter of 2009 of $224.2 million, or $0.53 per common share (diluted) prior to the impact of the government's TARP preferred share investment. After including the $461.7 million impact of the June redemption of the preferred shares and the $38.0 million dividend payment on those shares in the quarter, Capital One posted a net loss available to common shareholders of $0.65 per common share (diluted).

"Second quarter results reflect the economic environment and our actions to decisively manage the company through the downturn for the benefit of our shareholders," said Richard D. Fairbank, Capital One's Chairman and Chief Executive Officer. "Despite turbulence in the marketplace, we believe that we remain well positioned to weather the storm, deliver shareholder value over the cycle, and achieve our vision of combining great local banking franchises with a high return credit card business."

    Total Company Results

    --  Total managed revenues in the second quarter of 2009 of $4.1 billion
        increased $418.2 million, or 11.2 percent, relative to the first
        quarter. Net interest income increased $215.4 million in the second
        quarter while non-interest income increased $202.8 million. The
        increase in revenue was driven by a number of factors, including a
        full quarter of Chevy Chase Bank results and an improvement in both
        net interest and revenue margins.

    --  Provision expense was down $228.1 million quarter over quarter as the
        expected increase in charge-offs in the second quarter was more than
        offset by the $166.2 million allowance release in the quarter versus
        an increase in allowance of $124.1 million in the first quarter.
        --  The allowance release was driven by a reduction in reported loan
            balances of $4.5 billion.

        --  Allowance as a percentage of reported loans remained at 4.84
            percent in the second quarter and increased 143 basis points from
            the second quarter of 2008.

    --  The full quarter effect of Chevy Chase Bank increased average deposits
        in the quarter by $7.5 billion, while total deposits on June 30, 2009,
        were $116.7 billion, a decline of $4.4 billion, or 3.6 percent, over
        the prior quarter, as the company allowed higher cost deposits to
        run-off as loans contracted in the quarter.
        --  Deposits represented 65.0 percent of the company's total funding
            at the end of the second quarter.

        --  Interest-bearing deposit costs decreased from 2.51 percent in the
            first quarter to 2.08 percent in the second quarter.


    --  The weighted average cost of funds decreased by 36 basis points, from
        2.76 percent in the first quarter to 2.40 percent in the second
        quarter.


    --  Managed loans held for investment decreased by $4.1 billion, or 2.7
        percent, from the first quarter of 2009 to $146.3 billion at June 30,
        2009, and decreased $996.0 million, or 0.7 percent, from the year ago
        quarter, primarily as a result of the weak economic environment.

    --  Non-interest expense increased $176.7 million in the second quarter of
        2009 as compared to the first quarter, primarily as a result of an
        expense of $80.5 million for the FDIC special assessment, which is
        recorded in the "Other" category, and from a full quarter of Chevy
        Chase Bank expenses.

        --  The managed efficiency ratio decreased 103 basis points to 45.28
            percent in the second quarter of 2009 from 46.31 percent in the
            first quarter of 2009.


    --  The company's TCE ratio was 5.7 percent on June 30, 2009, an
        improvement of 90 basis points from the first quarter level of 4.8
        percent. The Tier 1 risk-based capital ratio of an estimated 9.7
        percent reflects impact of the repayment of TARP preferred shares in
        the second quarter and continues to be well above the regulatory
        well-capitalized minimum.

"Our capital strength was evident in the quarter as we repaid the government's preferred share investment and increased our Tangible Common Equity ratio by 90 basis points to 5.7 percent," said Gary L. Perlin, Capital One's Chief Financial Officer. "In addition, the company's strong deposit franchise helped drive margin expansion through lower funding costs and will continue to serve as a cornerstone of our rock-solid balance sheet."

Segment Results

Local Banking Segment highlights

The Local Banking business posted a net loss of $0.2 million in the second quarter of 2009, an improvement of $36.0 million from the first quarter of 2009. (The results of Chevy Chase Bank are reported in the "Other" category.) The revenue increase in the quarter resulted from favorable loan and deposit pricing, higher average deposit balances, and improving deposit mix. Increases in non-performing loans and charge-offs in the Commercial Lending portfolio were driven primarily by worsening in the Middle Market portfolio, while increases in the Consumer charge-offs and non-performing loans were attributed to falling home prices in the residential mortgage portfolio.


    --  Local Banking reported a net loss for the second quarter of 2009 of
        $0.2 million, versus a net loss in the first quarter of 2009 of $36.2
        million.


    --  Revenues improved $43.3 million, or 5.5 percent, primarily due to an
        increase in deposit margins. Operating expenses increased $11.6
        million relative to the first quarter of 2009.


    --  Local Banking deposits declined $612.5 million, or 0.8 percent, during
        the second quarter of 2009 to $78.5 billion, while the net interest
        margin on deposits increased by 21 basis points to 2.08 percent.


    --  Loans held for investment of $43.7 billion declined $795.7 million, or
        1.8 percent, from the first quarter of 2009, primarily driven by the
        continued run-off of residential mortgage loans, and a decline in
        small business lending.


    --  The net charge-off rate increased 34 basis points to 1.10 percent in
        the second quarter of 2009 from 76 basis points in the first quarter
        of 2009, primarily as a result of the continuing difficult credit
        environment.


    --  Non-performing loans as a percentage of loans held for investment was
        2.35 percent, an increase of  58 basis points from 1.77 percent at the
        end of the first quarter of 2009. The Commercial Loan portfolio's rate
        increased 47 basis points in the quarter while Consumer Lending's rate
        increased 78 basis points.

National Lending Segment highlights

The National Lending segment contains the results of the company's U.S. Card, Auto Finance and International Lending businesses. For details on each of these subsegments' results, please refer to the Financial Supplement.

National Lending reported a profit of $270.8 million in the second quarter, up from $75.9 million in the prior quarter, but down relative to $407.6 million in the year ago quarter. Each business within National Lending also reported a profit in the second quarter of 2009 - U.S. Card delivered $168.4 million, the Auto Finance business reported $97.2 million, and International contributed $5.2 million.

Performance in the National Lending segment primarily reflects expected continued economic deterioration during the second quarter, although the pace of deterioration was partially offset by seasonal benefits and the company's ongoing efforts to aggressively manage credit risk.


    --  National Lending segment revenues of $3.1 billion were up $11.5
        million in the second quarter of 2009 compared to the first quarter of
        2009, but down $253.7 million compared to the second quarter of 2008.


    --  Revenue margin expanded from 12.43 percent in the first quarter of
        2009 to 13.03 percent in the second quarter for National Lending. The
        individual businesses also reported revenue margin expansion. The
        company now expects the full year U.S. Card revenue margin to be a bit
        below 15 percent.


    --  The managed net charge-off rate for the National Lending segment
        increased 49 basis points in the second quarter of 2009 to 8.04
        percent from 7.55 percent in the first quarter of 2009.

         - U.S. Card - 9.23 percent, an increase of 84 basis points over the
           first quarter of 2009

         - Auto Finance - 3.65 percent, a decline of 123 basis points from the
           first quarter

         - International - 9.32 percent, an increase of 202 basis points over
           the first quarter of 2009

    --  The delinquency rate for the segment was 5.82 percent as of June 30,
        2009, an increase of 12 basis points from 5.70 percent as of March 31,
        2009.
         - U.S. Card - 4.77 percent, a decline of 31 basis points over the
           first quarter of 2009

         - Auto Finance - 8.89 percent, an increase of 137 basis points from
           the first quarter

         - International - 6.69 percent, an increase of 44 basis points over
           the first quarter of 2009

    --  Managed loans held for investment declined $2.5 billion, or 2.6
        percent, to $93.3 billion from $95.8 billion at the end of the first
        quarter of 2009, and down 8.7 percent relative to the year-ago
        quarter.

         - U.S. Card - declined $2.3 billion, or 3.4 percent, to $64.8 billion

         - Auto Finance - declined $765.5 million, or 3.7 percent, to $19.9
           billion

         - International - increased $568.5 million, or 7.0 percent, to $8.6
           billion

The company generates earnings from its managed loan portfolio, which includes both on-balance sheet loans and securitized (off-balance sheet) loans. For this reason, the company believes managed financial measures to be useful to stakeholders. In compliance with Regulation G of the Securities and Exchange Commission, the company is providing a numerical reconciliation of managed financial measures to comparable measures calculated on a reported basis using generally accepted accounting principles (GAAP). Please see the schedule titled "Reconciliation to GAAP Financial Measures" attached to this release for more information.

Forward looking statements

The company cautions that its current expectations in this release, in the presentation slides available on the company's website and in its Form 8-K dated July 23, 2009; and the company's plans, objectives, expectations, and intentions, are forward-looking statements. Actual results could differ materially from current expectations due to a number of factors, including: general economic conditions in the U.S., the UK, or the company's local markets, including conditions affecting consumer income, confidence, spending, and savings which may affect consumer bankruptcies, defaults, charge-offs, deposit activity, and interest rates; changes in the labor and employment market; changes in the credit environment; the company's ability to execute on its strategic and operational plans; competition from providers of products and services that compete with the company's businesses; increases or decreases in the company's aggregate accounts and balances, or the growth rate and/or composition thereof; changes in the reputation of or expectations regarding the financial services industry or the company with respect to practices, products or financial condition; financial, legal, regulatory, tax or accounting changes or actions, including with respect to any litigation matter involving the company; and the success of the company's marketing efforts in attracting or retaining customers. A discussion of these and other factors can be found in the company's annual report and other reports filed with the Securities and Exchange Commission, including, but not limited to, the company's reports on Form 10-K for the fiscal year ended December 31, 2008 and report on Form 10-Q for the quarter ended March 31, 2009.

About Capital One

Capital One Financial Corporation (www.capitalone.com) is a financial holding company whose subsidiaries, which include Capital One, N.A., Capital One Bank (USA), N. A., and Chevy Chase F.S.B. collectively, had $116.7 billion in deposits and $146 billion in managed loans outstanding as of June 30, 2009. Headquartered in McLean, Virginia, Capital One offers a broad spectrum of financial products and services to consumers, small businesses and commercial clients. Capital One, N.A. and Chevy Chase Bank, F.S.B. have approximately 1,000 branch locations primarily in New York, New Jersey, Texas, Louisiana, Maryland, Virginia, and the District of Columbia. A Fortune 500 company, Capital One trades on the New York Stock Exchange under the symbol "COF" and is included in the S&P 100 index.

NOTE: Second quarter 2009 financial results, SEC Filings, and earnings conference call slides are accessible on Capital One's home page (www.capitalone.com). Choose "Investors" on the bottom of the home page to view and download the earnings press release, slides, and other financial information. Additionally, a podcast and webcast of today's 5:00 pm (ET) earnings conference call is accessible through the same link.



                    CAPITAL ONE FINANCIAL CORPORATION (COF)
                        FINANCIAL & STATISTICAL SUMMARY
                                 REPORTED BASIS

    (in millions, except per share     2009            2009          2008
     data and as noted)                  Q2            Q1(8)           Q2
                                    -------          -------       -------
    Earnings (Reported Basis)
    Net Interest Income            $1,946.6         $1,786.8      $1,727.8
    Non-Interest Income (2)         1,231.7 (5)      1,090.3       1,622.3 (5)
                                    -------          -------       -------
    Total Revenue (1)               3,178.3          2,877.1       3,350.1
    Provision for Loan Losses         934.0          1,279.1         829.1
    Marketing Expenses                134.0            162.7         288.1
    Restructuring Expenses             43.4             17.6          13.6
    Operating Expenses (3)          1,744.4 (9)      1,564.8       1,517.9
                                    -------          -------       -------
    Income (Loss) Before Taxes        322.5           (147.1)        701.4
    Tax Rate                           28.6%            40.9%         34.1%
    Income (Loss)From Continuing
     Operations, Net of Tax          $230.2           $(86.9)       $462.5
    Loss From Discontinued
     Operations, Net of Tax            (6.0)           (25.0)         (9.6)
                                       ----            -----          ----
    Net Income (Loss)                $224.2          $(111.9)       $452.9
                                     ------          -------        ------
    Net Income (Loss) Available to
     Common Shareholders (F)        $(275.5)(11)     $(176.1)       $452.9
    ------------------------        -------          -------        ------
    Common Share Statistics
    Basic EPS: (G)
       Income (Loss) From
        Continuing Operations        $(0.64)          $(0.39)        $1.24
       Loss From Discontinued
        Operations                   $(0.01)          $(0.06)       $(0.03)
                                     ------           ------         ------
       Net Income (Loss)             $(0.65)          $(0.45)        $1.21
    Diluted EPS: (G)
       Income (Loss) From
        Continuing Operations        $(0.64)          $(0.39)        $1.24
       Loss From Discontinued
        Operations                   $(0.01)          $(0.06)       $(0.03)
                                     ------           ------        ------
       Net Income (Loss)             $(0.65)          $(0.45)        $1.21
    Dividends Per Common Share        $0.05           $0.375        $0.375
    Tangible Book Value Per Common
     Share (period end)              $25.34           $25.11        $30.77
    Stock Price Per Common Share
     (period end)                    $21.88           $12.24        $38.01
    Total Market Capitalization
     (period end)                  $9,826.3         $4,806.6     $14,280.4
    Common Shares Outstanding
     (period end)                     449.1            392.7         375.7
    Shares Used to Compute
     Basic EPS                        421.9            390.5         372.3
    Shares Used to Compute
     Diluted EPS                      421.9            390.5         373.7
    ------------                      -----            -----         -----
    Reported Balance Sheet
     Statistics
     (period average) (A)
    Average Loans Held for
     Investment                    $105,278         $103,445       $97,950
    Average Earning Assets         $151,400         $145,374      $131,629
    Average Assets                 $177,589         $168,454      $154,288
    Average Interest Bearing
     Deposits                      $107,040         $100,852       $78,675
    Total Average Deposits         $119,611         $112,138       $89,522
    Average Equity                  $27,658 (7),(10) $27,002       $24,839
    Return on Average Assets (ROA)     0.52%           (0.21)%        1.20%
    Return on Average Equity (ROE)     3.33%           (1.29)%        7.45%
    -----------------------------      ----            -----          ----
    Reported Balance Sheet
     Statistics (period end) (A)
    Loans Held for Investment      $101,074         $105,527       $97,065
    Total Assets                   $171,865         $177,357      $150,978
    Interest Bearing Deposits      $104,121         $108,696       $81,655
    Total Deposits                 $116,724         $121,119       $92,407
    --------------                 --------         --------       -------
    Performance Statistics
     (Reported) (A)
    Net Interest Income Growth
     (annualized)                       36%               (3)%         (19)%
    Non Interest Income Growth
     (annualized)                       52%              (81)%         (84)%
    Revenue Growth (annualized)         42%              (37)%         (54)%
    Net Interest Margin               5.14%             4.92%         5.25%
    Revenue Margin                    8.40%             7.92%        10.18%
    Risk Adjusted Margin (B)          5.44%             4.90%         7.77%
    Non Interest Expense as a %
     of Average Loans Held for
     Investment (annualized)          7.30%             6.75%         7.43%
    Efficiency Ratio ( C )           59.10%            60.04%        53.91%
    ----------------------           -----             -----         -----
    Asset Quality Statistics
     (Reported) (A)
    Allowance                       $4,482            $4,648        $3,311
    Allowance as a % of Reported
     Loans Held for Investment        4.84%(4)         4.84%(4)       3.41%
    Net Charge-Offs                 $1,119 (4)        $1,097(4)       $793
    Net Charge-Off Rate               4.66%(4)         4.41%(4)       3.24%
    Delinquency Rate (30+ days)       4.04%(4)         3.99%(4)       3.43%
    --------------------------        ----              ----          ----
    Full-time equivalent
     employees (in thousands)         26.6              27.5          24.0
    ------------------------          ----              ----          ----


                     CAPITAL ONE FINANCIAL CORPORATION (COF)
                        FINANCIAL & STATISTICAL SUMMARY
                                MANAGED BASIS (*)

                                 2009           2009            2008
    (in millions)                 Q2           Q1 (8)            Q2
    -------------               -------        ------          -------
    Earnings (Managed Basis)
    Net Interest Income        $2,959.2       $2,743.8        $2,788.0
    Non-Interest Income (2)     1,189.0 (5)      986.2         1,302.0 (5)
                                -------          -----         -------
    Total Revenue (1)           4,148.2        3,730.0         4,090.0
    Provision for Loan Losses   1,903.9        2,132.0         1,569.0
    Marketing Expenses            134.0          162.7           288.1
    Restructuring Expenses         43.4           17.6            13.6
    Operating Expenses (3)      1,744.4 (9)    1,564.8         1,517.9
                                -------        -------         -------
    Income (Loss) Before
     Taxes                        322.5         (147.1)          701.4
    Tax Rate                       28.6%          40.9%           34.1%
    Income (Loss) From
     Continuing Operations,
     Net of Tax                  $230.2         $(86.9)         $462.5
    Loss From Discontinued
     Operations, Net of Tax        (6.0)         (25.0)           (9.6)
                                   ----          -----            ----
    Net Income (Loss)            $224.2        $(111.9)         $452.9
                                 ------        -------          ------
    Net Income (Loss)
     Available to Common
     Shareholders (F)           $(275.5)(11)   $(176.1)         $452.9
    --------------------        -------        -------          ------
    Managed Balance Sheet
     Statistics
     (period average) (A)
    Average Loans Held for
     Investment                $148,609       $147,385        $147,716
    Average Earning Assets     $191,804       $186,817        $179,421
    Average Assets             $218,325       $210,133        $203,308
    Return on Average Assets
     (ROA)                         0.42%         (0.17)%          0.91%
    ------------------------       ----          -----            ----
    Managed Balance Sheet
     Statistics
     (period end) (A)
    Loans Held for Investment  $146,251       $150,335        $147,247
    Total Assets               $214,095       $219,883        $200,420
    Tangible Assets(D)         $200,110       $206,161        $187,059
    Tangible Common Equity (E)  $11,379         $9,862         $11,560
    Tangible Common Equity to
     Tangible Assets Ratio (H)     5.69%(6)       4.78%           6.18%
    % Off-Balance Sheet
     Securitizations                 31%            30%             34%
    --------------------             --             --              --
    Performance Statistics
     (Managed) (A)
    Net Interest Income
     Growth (annualized)             31%            (3)%           (25)%
    Non Interest Income
     Growth (annualized)             82%           (67)%           (76)%
    Revenue Growth
     (annualized)                    45%           (22)%           (43)%
    Net Interest Margin            6.17%          5.87%           6.22%
    Revenue Margin                 8.65%          7.99%           9.12%
    Risk Adjusted Margin (B)       4.29%          3.72%           5.70%
    Non Interest Expense as a
     % of Average Loans Held
     for Investment
     (annualized)                  5.17%          4.74%           4.93%
    Efficiency Ratio ( C )        45.28%         46.31%          44.16%
    ----------------------        -----          -----           -----
    Asset Quality Statistics
     (Managed) (A)
    Net Charge-Offs              $2,089 (4)     $1,991(4)       $1,533
    Net Charge-Off Rate            6.00%(4)      5.52%(4)         4.15%
    Delinquency Rate
     (30+ days)                    4.34%(4)      4.36%(4)         3.64%
    ---------------------          ----          ----             ----


    (*) The information in this statistical summary reflects the adjustment
        to add back the effect of securitization transactions qualifying as
        sales under generally accepted accounting principles. See accompanying
        schedule - "Reconciliation to GAAP Financial Measures".


                     CAPITAL ONE FINANCIAL CORPORATION (COF)
                     FINANCIAL & STATISTICAL SUMMARY NOTES

    (1) In accordance with the Company's finance charge and fee revenue
        recognition policy, the amounts billed to customers but not
        recognized as revenue were as follows: Q2 2009 - $571.9 million,
        Q1 2009 - $544.4 million and Q2 2008 - $476.0 million.

    (2) Includes the impact from the decrease in fair value of retained
        interests, including the interest-only strips, of $127.0 million in
        Q2 2009, $128.0 million in Q1 2009 and $71.7 million in Q2 2008.

    (3) Includes core deposit intangible amortization expense of $57.4
        million in Q2 2009, $49.2 million in Q1 2009 and $48.5 million in Q2
        2008, and integration costs of $8.8 million in Q2 2009, $23.6 million
        in Q1 2009 and $27.4 million in Q2 2008.

    (4) Excludes the impact from the Chevy Chase Bank, FSB acquired loan
        portfolio. See accompanying schedule Impact of Chevy Chase Bank, FSB
        (CCB) Acquisition.

    (5) In Q2 2009 and 2008 the Company elected to convert and sell 404,508
        shares and 154,991 shares of MasterCard class B common stock,
        respectively. The Company recognized gains of $65.5 million and $44.9
        million in non-interest income from those transactions, respectively.

    (6) The Q2 2009 TCE ratio reflects the issuance of 56,000,000 common
        shares on May 14, 2009 at $27.75 per share.

    (7) Average equity includes the impact of the Company's participation
        in the U.S. Treasury's Capital Purchase Program. On June 17, 2009,
        the Company repurchased all 3,555,199 preferred shares issued in Q4
        2008 for approximately $3.57 billion, including accrued dividends.
        The warrants to purchase common shares of $491.5 million remain
        outstanding and are included in paid-in capital on the balance sheet.

    (8) Effective February 27, 2009 the Company acquired Chevy Chase Bank,
        FSB for $475.9 million, which included $9.8 billion in loans and
        $13.6 billion in deposits.  The Company paid cash of $445.0 million
        and issued 2.6 million shares valued at $30.9 million.

    (9) Includes the FDIC Special Assessment of $80.5 million.

    (10) Average equity includes the impact of the issuance of 56,000,000
         common shares on May 14, 2009 at $27.75 per share.

    (11) The calculation of net income (loss) available to common
         shareholders includes the impact from dividends on preferred shares
         of $38.0 million and from the accretion of the discount on preferred
         shares of $461.7 million. With the repayment of the preferred shares
         to the U.S. Treasury, the remaining accretion was accelerated to Q2
         2009 and treated as a dividend.

          STATISTICS / METRIC DEFINITIONS

    (A)   Based on continuing operations.  Average equity and return on equity
          are based on the Company's stockholders' equity.

    (B)   Risk adjusted margin equals total revenue less net charge-offs as a
          percentage of average earning assets.

    ( C ) Efficiency ratio equals non-interest expense less restructuring
          expense divided by total revenue.

    (D)   Tangible assets include managed assets less intangible assets and is
          considered a non-GAAP measure. See accompanying schedule
          Reconciliation To GAAP Financial Measures for a reconciliation of
          tangible assets.

    (E)   Includes stockholders' equity less preferred shares less intangible
          assets and related deferred tax liabilities.  Tangible Common
          Equity on a reported and managed basis is the same and is considered
          a non-GAAP measure. See accompanying schedule Reconciliation To GAAP
          Financial Measures for a reconciliation of tangible common equity.

    (F)   Net income (loss) available to common shareholders equals net
          income (loss) less dividends on preferred shares.

    (G)   Earnings per share is based on net income (loss) available to
          common shareholders.

    (H)   Tangible Common Equity to Tangible Assets Ratio ("TCE Ratio") is
          considered a non-GAAP measure. See accompanying schedule
          Reconciliation To GAAP Financial Measures for a reconciliation of
          the TCE Ratio.



                     CAPITAL ONE FINANCIAL CORPORATION (COF)
                IMPACT OF CHEVY CHASE BANK, FSB (CCB) ACQUISITION

                                                          Q2 2009
                                                          -------
    (in millions, except per share data and                       COF w/out
     as noted)                                    COF      CCB       CCB
    ---------------------------------------       ---      ---       ---
    Earnings (Reported Basis)
    Total Revenue                              $3,178.3   $179.3   $3,999.0
    Provision for Loan Losses                     934.0      2.8      931.2
    Marketing Expenses                            134.0      1.8      132.2
    Restructuring Expenses                         43.4        -       43.4
    Operating Expenses                          1,744.4    151.1    1,593.3
                                                -------    -----    -------
    Income (Loss) From Continuing Operations,
     Net of Tax                                   230.2     15.3      214.9
    Loss From Discontinued Operations, Net of
     Tax                                           (6.0)       -       (6.0)
                                                   ----      ---       ----
    Net Income (Loss)                            $224.2    $15.3     $208.9
                                                 ------    -----     ------
    Net Income (Loss) Available to Common
     Shareholders                               $(275.5)   $15.3    ($290.8)
    -------------------------------------       -------    -----    -------
    Common Share Statistics
    Diluted EPS                                  $(0.65)             $(0.69)
    Shares Used to Compute Diluted EPS            421.9               419.3
    ----------------------------------            -----               -----
    Reported Balance Sheet Statistics
     (period end) (2)
    Loans (1)                                  $101,378   $9,010    $92,368
    Less:  Allowance for Loan and Lease
     Losses                                     $(4,482)     $(3)   $(4,479)
                                                -------      ---    -------
    Net Loans                                   $96,896   $9,007    $87,889
    Goodwill                                    $13,381   $1,405    $11,976
    Core Deposit Intangible                        $958     $223       $735
    Total Assets                               $171,865  $15,396   $156,469
    Total Deposits                             $116,724  $13,873   $102,851
    Borrowings                                  $23,338     $932    $22,406
    ----------                                  -------     ----    -------
    Return on Average Assets (ROA)
     (period average) (2)
    ROA (Reported)                                 0.52%               0.52%
    ROA (Managed)                                  0.42%               0.41%
    -------------                                  ----                ----
    Managed Balance Sheet Statistics
     (period end) (2)
    Loans (1)                                  $146,555   $9,010   $137,545
    Tangible Assets                            $200,110            $186,298
    Tangible Common Equity                      $11,379             $12,936
    Tangible Common Equity to Tangible Assets
     Ratio                                         5.69%               6.94%
    -----------------------------------------      ----                ----
    Revenue & Expense Statistics
    Revenue Margin (Reported)                      8.40%               8.53%
    Revenue Margin (Managed)                       8.65%               8.77%
    ------------------------                       ----                ----
    Reconciliation of Credit Mark
      Balance at beginning of period -
        March 31, 2009                                    $2,165
      Charge-offs applied to credit mark                    $151
                                                            ----
      Balance at end of period - June 30, 2009            $2,014
      ----------------------------------------            ------
    Acquired Loan Portfolio Information
      Loans 30 to 89 days past due                          $254
      Loans 90+ days past due                             $1,117
      Foreclosed assets                                     $162
      -----------------                                     ----

     (1) Loans include loans held for investment of $8.7 billion and loans
         held for sale of $304.0 million. Loans represent acquired and
         originated loans. Loans held for investment originated since
         acquisition total $301.3 million. Total loans are inclusive of the
         credit mark of $2.0 billion at June 30, 2009.
     (2) Based on continuing operations.




                    CAPITAL ONE FINANCIAL CORPORATION (COF)
       SEGMENT FINANCIAL & STATISTICAL SUMMARY FOR CONTINUING OPERATIONS
                               MANAGED BASIS (1)

                              2009               2009               2008
    (in thousands)             Q2                 Q1                 Q2
    --------------           -------            -------            -------

    Local Banking (6):
      Interest Income     $1,317,886         $1,324,980         $1,489,612
      Interest Expense       680,503            725,951            899,907
                             -------            -------            -------
      Net interest
       income               $637,383           $599,029           $589,705
      Non-interest
       income                189,475            184,510            192,758
      Provision for loan
       losses                195,765            219,369             92,043
      Other non-interest
       expenses              631,417            619,854            587,211
      Income tax
       provision                (113)           (19,490)            36,123
                                ----            -------             ------
      Net income (loss)        $(211)          $(36,194)           $67,086
                               =====           ========            =======

      Loans Held for
       Investment        $43,662,945        $44,458,675        $44,270,734
      Average Loans Held
       for Investment    $44,171,188        $44,836,954        $44,250,451
      Core Deposits(2)   $68,118,408        $67,848,575        $63,407,571
      Total Deposits     $78,502,170        $79,114,684        $74,245,677

      Loans Held for
       Investment Yield         5.32%              5.36%              6.35%
      Deposit Interest
       Expense Rate             1.59%              1.80%              2.28%
      Net Interest
       Margin - Loans(3)        2.20%              2.25%              1.99%
      Net Interest
       Margin - Deposits(4)     2.08%              1.87%              2.04%
      Efficiency Ratio(5)      76.36%             79.11%             75.05%
      Net charge-off rate       1.10%              0.76%              0.34%
      Non Performing
       Loans              $1,026,177           $785,279           $359,017
      Foreclosed Assets       72,116             63,173             29,607
                              ------             ------             ------
      Non Performing
       Assets (8)         $1,098,293           $848,452           $388,624
      Non Performing
       Loans as a % of
       Loans Held for
       Investment               2.35%              1.77%              0.81%
      Non Performing
       Asset Rate (8)           2.51%              1.91%              0.88%

      Number of Active
       ATMs                    1,345 (9)          1,338 (9)          1,303
      Number of
       Locations (10)            732 (11)           728 (11)           725


    National Lending:
      Interest Income     $2,880,617         $2,837,945         $3,181,773
      Interest Expense       710,301            776,254          1,014,244
                             -------            -------          ---------
      Net interest
       income             $2,170,316         $2,061,691         $2,167,529
      Non-interest
       income                908,301          1,005,446          1,164,810
      Provision for loan
       losses              1,646,258          1,848,955          1,470,642
      Other non-interest
       expenses            1,016,331          1,100,770          1,236,567
      Income tax
       provision             145,198             41,532            217,496
                             -------             ------            -------
      Net income (loss)     $270,830            $75,880           $407,634
                            ========            =======           ========

      Loans Held for
       Investment        $93,300,970        $95,753,037       $102,201,802
      Average Loans Held
       for Investment    $94,481,457        $98,680,911       $102,629,246
      Core Deposits(2)            $-               $478             $1,954
      Total Deposits      $1,281,217         $1,279,562         $1,644,241

      Loans Held for
       Investment Yield        12.20%             11.50%             12.40%
      Net Interest Margin       9.19%              8.36%              8.45%
      Revenue Margin           13.03%             12.43%             12.99%
      Risk Adjusted Margin      4.99%              4.88%              7.31%
      Non-Interest
       Expenses as a % of
       Average Loans Held
       for Investment           4.30%              4.46%              4.82%
      Efficiency Ratio(5)      33.01%             35.89%             37.11%
      Net charge-off rate       8.04%              7.55%              5.67%
      Delinquency Rate
       (30+ days)               5.82%              5.70%              4.87%

      Number of Loan
       Accounts (000s)        40,697             42,549             45,812


    Other (6):
      Net interest
       income               $151,494            $83,033            $30,761
      Non-interest
       income                 91,239           (203,804)           (55,594)
      Provision for loan
       losses                 61,950             63,633              6,342
      Restructuring
       expenses               43,374             17,627             13,560
      Other non-interest
       expenses              230,634              6,841            (17,737)
      Income tax
       provision
       (benefit)             (52,807)           (82,265)           (14,776)
                             -------            -------            -------
      Net income (loss)     $(40,418)         $(126,607)          $(12,222)
                            ========          =========           ========

      Loans Held for
       Investment         $9,286,809        $10,123,282           $774,724
      Core Deposits(2)   $34,755,086        $37,853,289        $14,800,701
      Total Deposits     $36,940,803        $40,724,652        $16,517,143


    Total:
      Interest Income     $3,994,692         $3,888,885         $4,270,572
      Interest Expense     1,035,499          1,145,132          1,482,577
                           ---------          ---------          ---------
      Net interest
       income             $2,959,193         $2,743,753         $2,787,995
      Non-interest
       income              1,189,015            986,152          1,301,974
      Provision for loan
       losses              1,903,973          2,131,957          1,569,027
      Restructuring
       expenses               43,374             17,627             13,560
      Other non-interest
       expenses            1,878,382          1,727,465          1,806,041
      Income tax
       provision              92,278            (60,223)           238,843
                              ------            -------            -------
      Net income (loss)     $230,201           $(86,921)          $462,498
                            ========           ========           ========

      Loans Held for
       Investment       $146,250,724       $150,334,994       $147,247,260
      Core Deposits(2)  $102,873,494       $105,702,342        $78,210,226
      Total Deposits    $116,724,190       $121,118,898        $92,407,061


                     CAPITAL ONE FINANCIAL CORPORATION (COF)
            LOCAL BANKING SEGMENT FINANCIAL & STATISTICAL INFORMATION



                                          2009         2009         2008
    (in thousands)                         Q2           Q1           Q2
    --------------                      ---------    ---------    ---------

    Loans Held for Investment:

      Commercial Lending
        Commercial and Multi-Family
         Real Estate                  $13,646,921  $13,619,009  $12,948,037
        Middle Market                   9,755,280    9,850,735    8,923,233
        Specialty Lending               3,469,699    3,489,813    3,693,532
                                        ---------    ---------    ---------
             Total Commercial Lending $26,871,900  $26,959,557  $25,564,802

      Small Ticket Commercial Real
       Estate                          $2,503,034   $2,568,395   $2,746,931

      Small Business Lending           $4,561,896   $4,729,266   $4,555,432

      Consumer Lending
        Mortgages                      $6,438,461   $6,831,471   $7,803,032
        Branch Based Home Equity &
         Other Consumer                 3,486,990    3,593,638    3,887,936
                                        ---------    ---------    ---------
             Total Consumer Lending    $9,925,451  $10,425,109  $11,690,968

        Other                           $(199,336)   $(223,652)   $(287,399)

                                      -----------  -----------  -----------
      Total Loans Held for Investment $43,662,945$44,458,675$44,270,734
                                      ===========  ===========  ===========


    Non Performing Asset Rates (8):

      Commercial Lending
        Commercial and Multi-Family
         Real Estate                         2.24%        1.98%       0.87%
        Middle Market                        1.21%        0.57%       0.31%
        Specialty Lending                    1.97%        1.16%       0.25%
                                             ----         ----         ----
             Total Commercial Lending        1.83%        1.36%       0.58%

      Small Ticket Commercial Real
       Estate                               10.08%        8.00%       2.74%

      Small Business Lending                 2.20%        1.95%       1.17%

      Consumer Lending
        Mortgages                            3.56%        2.36%       1.22%
        Branch Based Home Equity &
         Other Consumer                      0.61%        0.58%       0.39%
                                             ----         ----         ----
             Total Consumer Lending          2.53%        1.75%        0.95%

                                             ----         ----         ----
      Total Non Performing Asset Rate        2.51%        1.91%        0.88%
                                             ====         ====         ====

    Net Charge Off Rates:

      Commercial Lending
        Commercial and Multi-Family
         Real Estate                         0.95%        0.62%        0.10%
        Middle Market                        0.62%        0.07%        0.05%
        Specialty Lending                    0.99%        0.85%        0.16%
                                             ----         ----         ----
             Total Commercial Lending        0.83%        0.45%        0.09%

      Small Ticket Commercial Real
       Estate                                1.90%        1.75%       (0.03)%

      Small Business Lending                 1.99%        1.55%        0.91%

      Consumer Lending
        Mortgages                            0.86%        0.46%        0.35%
        Branch Based Home Equity &
         Other Consumer                      1.47%        1.42%        1.02%
                                             ----         ----         ----
             Total Consumer Lending          1.07%        0.79%        0.57%

                                             ----         ----         ----
      Total Net Charge Off Rate              1.10%        0.76%        0.34%
                                             ====         ====         ====


                    CAPITAL ONE FINANCIAL CORPORATION (COF)
       NATIONAL LENDING SUB-SEGMENT FINANCIAL & STATISTICAL SUMMARY FOR
                              CONTINUING OPERATIONS
                               MANAGED BASIS (1)

                                         2009         2009         2008
    (in thousands)                        Q2           Q1           Q2
    --------------                     ---------    ---------    ---------

    US Card:
      Interest Income                 $2,004,268   $1,971,389   $2,132,284
      Interest Expense                   417,582      466,694      608,655
                                         -------      -------      -------
      Net interest income             $1,586,686   $1,504,695   $1,523,629
      Non-interest income                794,440      883,891    1,010,177
      Provision for loan losses        1,336,736    1,521,997    1,099,453
      Non-interest expenses              785,273      862,915      910,619
      Income tax provision                90,691        1,286      183,307
                                          ------        -----      -------
      Net income (loss)                 $168,426       $2,388     $340,427
                                        ========       ======     ========

      Loans Held for Investment      $64,760,128  $67,015,166  $68,059,998
      Average Loans Held for
       Investment                    $65,862,569  $69,187,704  $67,762,384

      Loans Held for Investment
       Yield                               12.17%       11.40%       12.59%
      Net Interest Margin                   9.64%        8.70%        8.99%
      Revenue Margin                       14.46%       13.81%       14.96%
      Risk Adjusted Margin                  5.23%        5.42%        8.70%
      Non-Interest Expenses as a % of
       Average Loans Held for
       Investment                           4.77%        4.99%        5.38%
      Efficiency Ratio (5)                 32.98%       36.13%       35.94%
      Net charge-off rate                   9.23%        8.39%        6.26%
      Delinquency Rate (30+ days)           4.77%        5.08%        3.85%

      Purchase Volume (7)            $23,610,760  $21,601,837  $26,738,213
      Number of Loan Accounts (000s)      33,709       35,273       38,415

    --------------
    Auto Finance:
      Interest Income                   $596,900     $606,392     $666,499
      Interest Expense                   223,887      236,389      276,911
                                         -------      -------      -------
      Net interest income               $373,013     $370,003     $389,588
      Non-interest income                 10,861       19,965       15,672
      Provision for loan losses          125,966      166,169      230,614
      Non-interest expenses              108,315      113,884      123,021
      Income tax (benefit) provision      52,358       38,470       18,069
                                          ------       ------       ------
      Net income (loss)                  $97,235      $71,445      $33,556
                                         =======      =======      =======

      Loans Held for Investment      $19,902,401  $20,667,910  $23,401,160
      Average Loans Held for
       Investment                    $20,291,029  $21,110,528  $24,098,881

      Loans Held for Investment
       Yield                               11.77%       11.49%       11.06%
      Net Interest Margin                   7.35%        7.01%        6.47%
      Revenue Margin                        7.57%        7.39%        6.73%
      Risk Adjusted Margin                  3.91%        2.51%        2.88%
      Non-Interest Expenses as a % of
       Average Loans Held for Investment    2.14%        2.16%        2.04%
      Efficiency Ratio (5)                 28.22%       29.20%       30.36%
      Net charge-off rate                   3.65%        4.88%        3.84%
      Delinquency Rate (30+ days)           8.89%        7.52%        7.62%

      Auto Loan Originations          $1,341,583   $1,463,402   $1,513,686
      Number of Loan Accounts (000s)       1,584        1,610        1,710

    ---------------
    International:
      Interest Income                   $279,449     $260,164     $382,990
      Interest Expense                    68,832       73,171      128,678
                                          ------       ------      -------
      Net interest income               $210,617     $186,993     $254,312
      Non-interest income                103,000      101,590      138,961
      Provision for loan losses          183,556      160,789      140,575
      Non-interest expenses              122,743      123,971      202,927
      Income tax provision                 2,149        1,776       16,120
                                           -----        -----       ------
      Net income (loss)                   $5,169       $2,047      $33,651
                                          ======       ======      =======

      Loans Held for Investment       $8,638,441   $8,069,961  $10,740,644
      Average Loans Held for
       Investment                     $8,327,859   $8,382,679  $10,767,981

      Loans Held for Investment
       Yield                               13.42%       12.41%       14.23%
      Net Interest Margin                  10.12%        8.92%        9.45%
      Revenue Margin                       15.06%       13.77%       14.61%
      Risk Adjusted Margin                  5.75%        6.47%        8.54%
      Non-Interest Expenses as a % of
       Average Loans Held for
       Investment                           5.90%        5.92%        7.54%
      Efficiency Ratio (5)                 39.14%       42.96%       51.60%
      Net charge-off rate                   9.32%        7.30%        6.07%
      Delinquency Rate (30+ days)           6.69%        6.25%        5.35%

      Purchase Volume (7)             $2,136,039   $1,871,723   $2,879,223
      Number of Loan Accounts (000s)       5,404        5,666        5,687


                                           CAPITAL ONE FINANCIAL CORPORATION (COF)
                     SEGMENT AND NATIONAL LENDING SUB-SEGMENT
          FINANCIAL & STATISTICAL SUMMARY FOR CONTINUING OPERATIONS NOTES

    (1) The information in this financial and statistical summary reflects
        the adjustment to add back the effect of securitization transactions
        qualifying as sales under generally accepted accounting principles.
        See accompanying schedule - "Reconciliation to GAAP Financial
        Measures." In Q3 2007, the Company shutdown the mortgage origination
        operations of its wholesale mortgage banking unit, GreenPoint
        Mortgage. The results of the mortgage origination operation of
        GreenPoint have been accounted for as a discontinued operation and
        have been removed from the Company's results of continuing operations
        for all periods presented. The results of GreenPoint's mortgage
        servicing business are reported in continuing operations for all
        periods presented.  Effective Q4 2007, GreenPoint's held for
        investment commercial and consumer loan portfolio results are
        included in continuing operations.

    (2) Includes domestic non-interest bearing deposits, NOW accounts, money
        market deposit accounts, savings accounts, certificates of deposit of
        less than $100,000 and other consumer time deposits.

    (3) Net Interest Margin - Loans equals net interest income earned on loans
        divided by average managed loans.

    (4) Net Interest Margin - Deposits equals net interest income earned on
        deposits divided by average deposits.

    (5) Efficiency Ratio equals non-interest expenses divided by total
        managed revenue.

    (6) The balances and results of Chevy Chase Bank, FSB are included in the
        Other segment.

    (7) Includes all purchase transactions net of returns and excludes cash
        advance transactions.

    (8) Non performing assets is comprised of non performing loans and
        foreclosed assets. The non performing asset rate equals non
        performing assets divided by the sum of loans held for investment and
        foreclosed assets.

    (9) Excludes acquired Chevy Chase Bank, FSB ATM locations of 911 in Q2
        2009 and 907 in Q1 2009.

    (10) Excludes drive-up locations of 18 in Q2 2009, 18 in Q1 2009 and 19
         in Q2 2008.

    (11) Excludes acquired Chevy Chase Bank, FSB branches of 251 in Q2 2009
         and 250 in Q1 2009.



    CAPITAL ONE FINANCIAL CORPORATION
    Reconciliation to GAAP Financial Measures
    For the Three Months Ended June 30, 2009
    (dollars in thousands)(unaudited)

    The Company's consolidated financial statements prepared in accordance
    with generally accepted accounting principles ("GAAP") are referred to
    as its "reported" financial statements.  Loans included in
    securitization transactions which qualified as sales under GAAP have
    been removed from the Company's "reported" balance sheet.  However,
    servicing fees, finance charges, and other fees, net of charge-offs, and
    interest paid to investors of securitizations are recognized as
    servicing and securitizations income on the "reported" income statement.

    The Company's "managed" consolidated financial statements reflect
    adjustments made related to effects of securitization transactions
    qualifying as sales under GAAP.  The Company generates earnings from its
    "managed" loan portfolio which includes both the on-balance sheet loans
    and off-balance sheet loans.  The Company's "managed" income statement
    takes the components of the servicing and securitizations income
    generated from the securitized portfolio and distributes the revenue and
    expense to appropriate income statement line items from which they
    originated.  For this reason the Company believes the "managed"
    consolidated financial statements and related managed metrics to be
    useful to stakeholders.

                            Total Reported  Adjustments(1)  Total Managed(2)
    ------------------------------------------------------------------------
    Income Statement Measures(3)
    Net interest income         $1,946,586      $1,012,607        $2,959,193
    Non-interest income          1,231,687         (42,672)        1,189,015
                                 ---------         -------         ---------
    Total revenue                3,178,273         969,935         4,148,208
    Provision for loan and
     lease losses                  934,038         969,935         1,903,973
    Net charge-offs             $1,119,155        $969,935        $2,089,090
    ---------------             ----------        --------        ----------
    Balance Sheet Measures
    Loans held for
     investment               $101,073,629     $45,177,095      $146,250,724
    Total assets              $171,911,307     $42,229,427      $214,140,734
    Total liabilities         $146,585,646     $42,229,427      $188,815,073
    Average loans held for
     investment               $105,278,045     $43,331,087      $148,609,132
    Average earning assets    $151,416,846     $40,403,928      $191,820,774
    Average total assets      $177,589,212     $40,773,947      $218,363,159
    Average total
     liabilities              $149,931,060     $40,773,947      $190,705,007
    Delinquencies               $3,745,697      $2,241,752        $5,987,449
    -------------               ----------      ----------        ----------

    The table below presents a reconciliation of tangible common equity and
    tangible assets, which are the components used to calculate the tangible
    common equity "TCE" ratio. The Company believes the TCE ratio is an
    important financial measure of capital strength to our investors and
    readers even though it is considered to be a non-GAAP measure.


    (dollars in                     2009            2009             2008
     millions)(unaudited)            Q2              Q1               Q2
                                   -------         -------           -------

    Equity                         $25,326         $26,744           $24,921
    Less: preferred stock               38          (3,159)                -
    Less:  intangible
     assets (4)                    (13,985)        (13,723)          (13,361)
                                   -------         -------           -------
    Tangible common equity         $11,379          $9,862           $11,560
                                   =======          ======           =======

    Total assets                   214,141         219,914           200,556
    Less: discontinued ops
     assets                            (46)            (31)             (136)
                                       ---             ---              ----
    Total assets-
     continuing ops                214,095         219,883           200,420
    Less:  intangible
     assets (4)                    (13,985)        (13,723)          (13,361)
                                   -------         -------           -------
    Tangible assets               $200,110        $206,160          $187,059
                                  ========        ========          ========

    TCE ratio                         5.69            4.78              6.18

    (1) Income statement adjustments reclassify the net of finance charges
        of $1,153.9 million, past-due fees of $164.6 million, other interest
        income of $(38.5) million and interest expense of $267.4 million; and
        net charge-offs of $969.9 million from non-interest income to net
        interest income and provision for loan and lease losses, respectively
    (2) The managed loan portfolio does not include auto loans which have
        been sold in whole loan sale transactions where the Company has
        retained servicing rights.
    (3) Based on continuing operations.
    (4) Includes impact from related deferred taxes.


    CAPITAL ONE FINANCIAL CORPORATION
    Consolidated Balance Sheets
    (in thousands)(unaudited)

                                      As of          As of        As of
                                     June 30        Mar 31       June 30
                                      2009           2009         2008
                                   ----------    ----------    ----------

    Assets:
    Cash and due from banks        $3,001,944    $3,076,926    $2,280,244
    Federal funds sold and
     resale agreements                603,564       663,721     1,526,799
    Interest-bearing deposits
     at other banks                 1,166,419     4,013,678       718,070
                                    ---------     ---------       -------
      Cash and cash equivalents     4,771,927     7,754,325     4,525,113
    Securities available for
     sale                          37,667,165    36,326,951    25,028,355
    Securities held to maturity        87,545        90,990             -
    Mortgage loans held for sale      319,975       289,337       111,824
    Loans held for investment(1)  101,073,629   105,526,911    97,065,238
      Less:  Allowance for loan
       and lease losses            (4,481,827)   (4,648,031)   (3,311,003)
                                   ----------    ----------    ----------
    Net loans held for
     investment                    96,591,802   100,878,880    93,754,235
    Accounts receivable from
     securitizations                5,219,968     4,850,508     5,301,906
    Premises and equipment, net     2,824,785     2,790,733     2,321,487
    Interest receivable               951,201       815,738       778,595
    Goodwill(1)                    13,381,056    13,076,754    12,826,738
    Other(1)                       10,095,883    10,513,243     6,466,018
                                   ----------    ----------     ---------
      Total assets               $171,911,307  $177,387,459  $151,114,271
                                 ============  ============  ============


    Liabilities:
    Non-interest-bearing
     deposits                     $12,603,548   $12,422,456   $10,752,059
    Interest-bearing deposits     104,120,642   108,696,442    81,655,001
    Senior and subordinated
     notes                         10,092,619     8,258,212     8,506,339
    Other borrowings               13,260,589    14,610,092    19,302,185
    Interest payable                  659,784       656,769       621,489
    Other                           5,848,464     5,999,327     5,355,733
                                    ---------     ---------     ---------
      Total liabilities           146,585,646   150,643,298   126,192,806

    Stockholders' Equity:
    Preferred stock                         -     3,115,722             -
    Common stock                        5,019         4,425         4,223
    Paid-in capital, net           18,891,333    17,348,217    15,966,810
    Retained earnings and
     cumulative other
     comprehensive income           9,598,606     9,444,639    12,115,480
      Less:  Treasury stock, at
       cost                        (3,169,297)   (3,168,842)   (3,165,048)
                                   ----------    ----------    ----------
      Total stockholders' equity   25,325,661    26,744,161    24,921,465
                                   ----------    ----------    ----------
      Total liabilities and
       stockholders' equity      $171,911,307  $177,387,459  $151,114,271
                                 ============  ============  ============

    (1) Balances at June 30, 2009 reflect adjustments made to the allocation
    of purchase price of the Chevy Chase Bank acquisition. The balances at
    March 31, 2009 have not been adjusted, however, if the adjustments had
    been made at March 31, 2009, net loans held for investment would have been
    $100,410.3 million (a decrease of $468.6 million), goodwill would have
    been $13,367.9 million (an increase of $291.1 million) and other assets
    would have been $10,664.8 million (an increase of $151.6 million).   The
    allocation of purchase price is still preliminary and will be finalized
    upon completion of the analysis of the fair values of Chevy Chase Bank's
    assets and liabilities.


    CAPITAL ONE FINANCIAL CORPORATION
    Consolidated Statements of Income
    (in thousands, except per share data)(unaudited)


                                                 Three Months Ended
                                           June 30      Mar 31     June 30
                                              2009        2009        2008
                                           -------     -------     -------

    Interest Income:
    Loans held for investment,
     including past-due fees            $2,233,808  $2,190,331  $2,297,709
    Investment securities                  412,845     394,780     281,084
    Other                                   67,982      63,117     113,064
                                            ------      ------     -------
      Total interest income              2,714,635   2,648,228   2,691,857

    Interest Expense:
    Deposits                               555,579     631,848     592,576
    Senior and subordinated notes           57,113      58,044     114,797
    Other borrowings                       155,357     171,585     256,728
                                           -------     -------     -------
      Total interest expense               768,049     861,477     964,101
                                           -------     -------     -------
    Net interest income                  1,946,586   1,786,751   1,727,756
    Provision for loan and lease losses    934,038   1,279,137     829,130
                                           -------   ---------     -------
    Net interest income after
     provision for loan and lease
     losses                              1,012,548     507,614     898,626

    Non-Interest Income:
    Servicing and securitizations          362,416     453,637     834,740
    Service charges and other customer-
     related fees                          491,763     506,125     524,209
    Mortgage servicing and other            13,163      23,380      16,552
    Interchange                            126,702     140,091     132,730
    Other                                  237,643     (32,899)    114,085
                                           -------     -------     -------
      Total non-interest income          1,231,687   1,090,334   1,622,316

    Non-Interest Expense:
    Salaries and associate benefits        633,819     554,431     578,572
    Marketing                              133,970     162,712     288,100
    Communications and data processing     194,578     199,104     195,102
    Supplies and equipment                 128,483     118,900     131,937
    Occupancy                              114,885     100,251      80,137
    Restructuring expense                   43,374      17,627      13,560
    Other                                  672,647     592,067     532,193
                                           -------     -------     -------
      Total non-interest expense         1,921,756   1,745,092   1,819,601
                                         ---------   ---------   ---------
    Income (loss) from continuing
     operations before income taxes        322,479    (147,144)    701,341
    Income taxes                            92,278     (60,223)    238,843
                                            ------     -------     -------
    Income (loss) from continuing
     operations, net of tax                230,201     (86,921)    462,498
    Loss from discontinued operations,
     net of tax                             (5,998)    (24,958)     (9,593)
                                            ------     -------      ------
    Net income (loss)                     $224,203   $(111,879)   $452,905
                                          ========   =========    ========
    Net income (loss) available to
     common shareholders                 $(275,515)  $(176,069)   $452,905
                                         =========   =========    ========



    Basic earnings per common share
    Income (loss) from continuing
     operations                             $(0.64)     $(0.39)      $1.24
    Loss from discontinued operations        (0.01)      (0.06)      (0.03)
                                             -----       -----       -----
    Net Income (loss) per common share      $(0.65)     $(0.45)      $1.21
                                            ======      ======       =====

    Diluted earnings per common share
    Income (loss) from continuing
     operations                             $(0.64)     $(0.39)      $1.24
    Loss from discontinued operations        (0.01)      (0.06)      (0.03)
                                             -----       -----       -----
    Net Income (loss) per common share      $(0.65)     $(0.45)      $1.21
                                            ======      ======       =====

    Dividends paid per common share          $0.05      $0.375      $0.375
                                             =====      ======      ======



                                             Six Months Ended
                                           June 30     June 30
                                              2009        2008
                                           -------     -------
    Interest Income:
    Loans held for investment,
     including past-due fees            $4,424,139  $4,806,102
    Investment securities                  807,625     538,825
    Other                                  131,099     226,455
                                           -------     -------
      Total interest income              5,362,863   5,571,382

    Interest Expense:
    Deposits                             1,187,427   1,202,965
    Senior and subordinated notes          115,157     255,767
    Other borrowings                       326,942     572,977
                                           -------     -------
      Total interest expense             1,629,526   2,031,709
                                         ---------   ---------
    Net interest income                  3,733,337   3,539,673
    Provision for loan and lease losses  2,213,175   1,908,202
                                         ---------   ---------
    Net interest income after
     provision for loan and lease
     losses                              1,520,162   1,631,471

    Non-Interest Income:
    Servicing and securitizations          816,053   1,917,802
    Service charges and other customer-
     related fees                          997,888   1,098,270
    Mortgage servicing and other            36,543      51,807
    Interchange                            266,793     284,632
    Other                                  204,744     326,283
                                           -------     -------
      Total non-interest income          2,322,021   3,678,794

    Non-Interest Expense:
    Salaries and associate benefits      1,188,250   1,189,852
    Marketing                              296,682     585,893
    Communications and data processing     393,682     382,345
    Supplies and equipment                 247,383     262,868
    Occupancy                              215,136     168,217
    Restructuring expense                   61,001      66,319
    Other                                1,264,714     986,384
                                         ---------     -------
      Total non-interest expense         3,666,848   3,641,878
                                         ---------   ---------
    Income (loss) from continuing
     operations before income taxes        175,335   1,668,387
    Income taxes                            32,055     573,334
                                            ------     -------
    Income (loss) from continuing
     operations, net of tax                143,280   1,095,053
    Loss from discontinued operations,
     net of tax                            (30,956)    (93,644)
                                           -------     -------
    Net income (loss)                     $112,324  $1,001,409
                                          ========  ==========
    Net income (loss) available to
     common shareholders                 $(451,584) $1,001,409
                                         =========  ==========


    Basic earnings per common share
    Income (loss) from continuing
     operations                             $(1.03)      $2.95
    Loss from discontinued operations        (0.08)      (0.25)
                                             -----       -----
    Net Income (loss) per common share      $(1.11)      $2.70
                                            ======       =====

    Diluted earnings per common share
    Income (loss) from continuing
     operations                             $(1.03)      $2.94
    Loss from discontinued operations        (0.08)      (0.25)
                                             -----       -----
    Net Income (loss) per common share      $(1.11)      $2.69
                                            ======       =====

    Dividends paid per common share         $0.425       $0.75
                                            ======       =====


    CAPITAL ONE FINANCIAL CORPORATION
    Statements of Average Balances, Income and Expense, Yields and Rates (1)
    (dollars in thousands)(unaudited)

    Reported                                  Quarter Ended 06/30/09
                                              ----------------------
                                          Average     Income/       Yield/
                                          Balance     Expense        Rate
                                          -------     -------     --------
    Earning assets:

      Loans held for investment        $105,278,045 $2,233,808       8.49%
      Investment Securities (2)          37,499,187    412,845       4.40%
      Other                               8,623,100     67,982       3.15%
                                          ---------     ------       ----
    Total earning assets               $151,400,332 $2,714,635       7.17%
                                       ============ ==========

    Interest-bearing liabilities:
      Interest-bearing deposits
        NOW accounts                    $10,914,679    $14,602       0.54%
        Money market deposit accounts    35,751,007    103,855       1.16%
        Savings accounts                  9,931,058     13,399       0.54%
        Other consumer time deposits     35,841,099    300,572       3.35%
        Public fund CD's of $100,000
         or more                          1,117,460      3,450       1.23%
        CD's of $100,000 or more         11,097,722    108,228       3.90%
        Foreign time deposits             2,387,093     11,473       1.92%
                                          ---------     ------       ----
      Total interest-bearing deposits  $107,040,118   $555,579       2.08%
      Senior and subordinated notes       8,322,746     57,113       2.74%
      Other borrowings                   16,274,845    155,357       3.82%
                                         ----------    -------       ----
    Total interest-bearing liabilities $131,637,709   $768,049       2.33%
                                       ============   ========

                                                                     ----
    Net interest spread                                              4.84%
                                                                     ====

    Interest income to average
     earning assets                                                  7.17%
    Interest expense to average
     earning assets                                                  2.03%
                                                                     ----
    Net interest margin                                              5.14%
                                                                     ====



    Reported                                  Quarter Ended 03/31/09
                                              ----------------------
                                          Average     Income/       Yield/
                                          Balance     Expense        Rate
                                          -------     -------     --------
    Earning assets:

      Loans held for investment        $103,445,130 $2,190,331       8.47%
      Investment Securities (2)          34,209,102    394,780       4.62%
      Other                               7,720,249     63,117       3.27%
                                          ---------     ------       ----
    Total earning assets               $145,374,481 $2,648,228       7.29%
                                       ============ ==========

    Interest-bearing liabilities:
      Interest-bearing deposits
        NOW accounts                    $10,842,553    $11,554       0.43%
        Money market deposit accounts    30,839,817    115,017       1.49%
        Savings accounts                  7,631,999      7,210       0.38%
        Other consumer time deposits     37,097,765    371,194       4.00%
        Public fund CD's of $100,000
         or more                          1,209,347      5,146       1.70%
        CD's of $100,000 or more         10,673,089    107,215       4.02%
        Foreign time deposits             2,557,479     14,512       2.27%
                                          ---------     ------       ----
      Total interest-bearing deposits  $100,852,049   $631,848       2.51%
      Senior and subordinated notes       7,771,343     58,044       2.99%
      Other borrowings                   15,697,078    171,585       4.37%
                                         ----------    -------       ----
    Total interest-bearing liabilities $124,320,470   $861,477       2.77%
                                       ============   ========

                                                                     ----
    Net interest spread                                              4.52%
                                                                     ====

    Interest income to average
     earning assets                                                  7.29%
    Interest expense to average
     earning assets                                                  2.37%
                                                                     ----
    Net interest margin                                              4.92%
                                                                     ====



    Reported                                  Quarter Ended 06/30/08
                                              ----------------------
                                          Average     Income/       Yield/
                                          Balance     Expense        Rate
                                          -------     -------     --------
    Earning assets:

      Loans held for investment         $97,949,572 $2,297,709       9.38%
      Investment Securities (2)          24,165,083    281,084       4.65%
      Other                               9,514,367    113,064       4.75%
                                          ---------    -------       ----
    Total earning assets               $131,629,022 $2,691,857       8.18%
                                       ============ ==========

    Interest-bearing liabilities:
      Interest-bearing deposits
        NOW accounts                     $8,769,608    $24,802       1.13%
        Money market deposit accounts    24,881,125    165,871       2.67%
        Savings accounts                  8,191,586     19,521       0.95%
        Other consumer time deposits     22,676,841    243,921       4.30%
        Public fund CD's of $100,000
         or more                          1,476,155     10,313       2.79%
        CD's of $100,000 or more          9,124,586     98,516       4.32%
        Foreign time deposits             3,555,189     29,632       3.33%
                                          ---------     ------       ----
      Total interest-bearing deposits   $78,675,090   $592,576       3.01%
      Senior and subordinated notes       9,125,017    114,797       5.03%
      Other borrowings                   24,851,821    256,728       4.13%
                                         ----------    -------       ----
    Total interest-bearing liabilities $112,651,928   $964,101       3.42%
                                       ============   ========

                                                                     ----
    Net interest spread                                              4.76%
                                                                     ====

    Interest income to average
     earning assets                                                  8.18%
    Interest expense to average
     earning assets                                                  2.93%
                                                                     ----
    Net interest margin                                              5.25%
                                                                     ====

    (1) Average balances, income and expenses, yields and rates are based
        on continuing operations.
    (2) Includes securities available for sale and securities held to
        maturity.


    CAPITAL ONE FINANCIAL CORPORATION
    Statements of Average Balances, Income and Expense, Yields and Rates (2)
     (dollars in thousands)(unaudited)

    Managed (1)                                Quarter Ended 06/30/09
                                               ----------------------
                                           Average     Income/      Yield/
                                           Balance     Expense       Rate
                                           -------     -------    --------
    Earning assets:

      Loans held for investment         $148,609,132 $3,564,773       9.60%
      Investment Securities (3)           37,499,187    412,845       4.40%
      Other                                5,695,941     17,074       1.20%
                                           ---------     ------       ----
    Total earning assets                $191,804,260 $3,994,692       8.33%
                                        ============ ==========

    Interest-bearing liabilities:
      Interest-bearing deposits
       NOW accounts                      $10,914,679    $14,602       0.54%
       Money market deposit accounts      35,751,007    103,855       1.16%
       Savings accounts                    9,931,058     13,399       0.54%
       Other consumer time deposits       35,841,099    300,572       3.35%
       Public fund CD's of $100,000
        or more                            1,117,460      3,450       1.23%
       CD's of $100,000 or more           11,097,722    108,228       3.90%
       Foreign time deposits               2,387,093     11,473       1.92%
                                           ---------     ------       ----
      Total interest-bearing deposits   $107,040,118   $555,579       2.08%
      Senior and subordinated notes        8,322,746     57,113       2.74%
      Other borrowings                    16,274,845    155,357       3.82%
      Securitization liability            40,806,188    267,450       2.62%
                                          ----------    -------       ----
    Total interest-bearing liabilities  $172,443,897 $1,035,499       2.40%
                                        ============ ==========

                                                                      ----
    Net interest spread                                               5.93%
                                                                      ====

    Interest income to average
     earning assets                                                   8.33%
    Interest expense to average
     earning assets                                                   2.16%
                                                                      ----
    Net interest margin                                               6.17%
                                                                      ====



    Managed (1)                                Quarter Ended 03/31/09
                                               ----------------------
                                           Average     Income/      Yield/
                                           Balance     Expense       Rate
                                           -------     -------    --------
    Earning assets:

      Loans held for investment         $147,384,816 $3,478,362       9.44%
      Investment Securities (3)           34,209,102    394,780       4.62%
      Other                                5,222,716     15,743       1.21%
                                           ---------     ------       ----
    Total earning assets                $186,816,634 $3,888,885       8.33%
                                        ============ ==========

    Interest-bearing liabilities:
      Interest-bearing deposits
       NOW accounts                      $10,842,553    $11,554       0.43%
       Money market deposit accounts      30,839,817    115,017       1.49%
       Savings accounts                    7,631,999      7,210       0.38%
       Other consumer time deposits       37,097,765    371,194       4.00%
       Public fund CD's of $100,000
        or more                            1,209,347      5,146       1.70%
       CD's of $100,000 or more           10,673,089    107,215       4.02%
       Foreign time deposits               2,557,479     14,512       2.27%
                                           ---------     ------       ----
      Total interest-bearing deposits   $100,852,049   $631,848       2.51%
      Senior and subordinated notes        7,771,343     58,044       2.99%
      Other borrowings                    15,697,078    171,585       4.37%
      Securitization liability            41,766,616    283,655       2.72%
                                          ----------    -------       ----
    Total interest-bearing liabilities  $166,087,086 $1,145,132       2.76%
                                        ============ ==========

                                                                      ----
    Net interest spread                                               5.57%
                                                                      ====

    Interest income to average earning assets                         8.33%
    Interest expense to average earning assets                        2.46%
                                                                      ----
    Net interest margin                                               5.87%
                                                                      ====



    Managed (1)                                Quarter Ended 06/30/08
                                               ----------------------
                                           Average     Income/      Yield/
                                           Balance     Expense       Rate
                                           -------     -------     -------
    Earning assets:

      Loans held for investment         $147,715,693 $3,929,069      10.64%
      Investment Securities (3)           24,165,083    281,084       4.65%
      Other                                7,539,750     60,419       3.21%
                                           ---------     ------       ----
    Total earning assets                $179,420,526 $4,270,572       9.52%
                                        ============ ==========

    Interest-bearing liabilities:
      Interest-bearing deposits
       NOW accounts                       $8,769,608    $24,802       1.13%
       Money market deposit accounts      24,881,125    165,871       2.67%
       Savings accounts                    8,191,586     19,521       0.95%
       Other consumer time deposits       22,676,841    243,921       4.30%
       Public fund CD's of $100,000
        or more                            1,476,155     10,313       2.79%
       CD's of $100,000 or more            9,124,586     98,516       4.32%
       Foreign time deposits               3,555,189     29,632       3.33%
                                           ---------     ------       ----
      Total interest-bearing deposits    $78,675,090   $592,576       3.01%
      Senior and subordinated notes        9,125,017    114,797       5.03%
      Other borrowings                    24,851,821    256,728       4.13%
      Securitization liability            49,317,336    518,477       4.21%
                                          ----------    -------       ----
    Total interest-bearing liabilities  $161,969,264 $1,482,578       3.66%
                                        ============ ==========

                                                                      ----
    Net interest spread                                               5.86%
                                                                      ====

    Interest income to average earning assets                         9.52%
    Interest expense to average earning assets                        3.30%
                                                                      ----
    Net interest margin                                               6.22%
                                                                      ====


    (1) The information in this table reflects the adjustment to add back
        the effect of securitized loans.
    (2) Average balances, income and expenses, yields and rates are based
        on continuing operations.
    (3) Includes securities available for sale and securities held to
        maturity.

SOURCE  Capital One Financial Corporation

    -0-                           07/23/2009
    /CONTACT:  Investor Relations, Jeff Norris or Danielle Dietz,
+1-703-720-2455, or Media Relations,  Tatiana Stead, +1-703-720-2352, or Julie
Rakes, +1-804-284-5800/
    /Web Site:  http://www.capitalone.com/ /
    (COF)

CO:  Capital One Financial Corporation

ST:  Virginia
IN:  FIN
SU:  ERN CCA

PR
-- NE50700 --
5800 07/23/200916:05 EDThttp://www.prnewswire.com