SEC Filing | Capital One Financial Corp.

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SEC FORM 3 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^*

Sanjiv Yajnik

(Last)

(First)

(Middle)

1680 CAPITAL ONE DRIVE

(Street)

MCLEAN

22102

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/18/2009

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)
President, Financial Services

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	128,098	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)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	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)
Performance Share Units	⁽¹⁾	03/15/2012	Common Stock	11,310⁽²⁾	0⁽³⁾	D
Stock Options	⁽⁴⁾	01/28/2019	Common Stock	64,017	18.28	D
Stock Options	⁽⁵⁾	12/05/2012	Common Stock	5,867	34.13	D
Stock Options	⁽⁶⁾	02/20/2018	Common Stock	54,870	48.95	D
Stock Options	⁽⁷⁾	12/14/2013	Common Stock	3,734	56.28	D
Stock Options	⁽⁸⁾	03/01/2017	Common Stock	23,560	76.79	D
Stock Options	⁽⁹⁾	03/14/2015	Common Stock	7,630	78.71	D
Stock Options	⁽¹⁰⁾	03/02/2016	Common Stock	11,670	88.81	D

Explanation of Responses:

1. The performance shares may be issuable at the end of a three-year performance period (January 1, 2009 to December 31, 2011) based on the Company's total shareholder return as compared to the total shareholder return for a peer group of companies.

2. The number of performance units shown represents the maximum number of performance shares that may be issuable at the end of the performance period.

3. Each performance unit represents the right to receive one performance share upon satisfaction of the performance conditions.

4. This option becomes exercisable in 33 1/3 increments beginning on January 29, 2010 and annually thereafter.

5. This option became exercisable in 33 1/3 increments beginning on December 6, 2003 and annually thereafter.

6. This option becomes exercisable in 33 1/3 increments beginning on February 21, 2009 and annually thereafter.

7. This option became exercisable in 33 1/3 increments beginning on December 15, 2004 and annually thereafter.

8. This option becomes exercisable in 33 1/3 increments beginning on March 2, 2008 and annually thereafter.

9. This option becomes exercisable in 33 1/3 increments beginning on March 15, 2006 and annually thereafter.

10. This option becomes exercisable in 33 1/3 increments beginning on March 3, 2007 and annually thereafter.

Remarks:

poayajnik.TXT

	Tangela S. Richter (POA on file)	06/26/2009
	** 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.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

POWER OF ATTORNEY


        The undersigned hereby constitutes and appoints John G. Finneran, Jr.,
Steve T. Gannon, Jean K. Traub and Tangela S. Richter, 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 Capital One's securities held in his or
her account(s) and, (ii) confirmations of acquisitions or dispositions of the
company's securities, or other derivative instrument based on any of the
company's equity affected 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 an 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 __17__ day of ________June_________, 2009.



                                                    //__Sanjiv Yajnik_______
                                                    Name: Sanjiv Yajnik


        ACKNOWLEDGEMENT FOR POWER OF ATTORNEY

STATE OF _____Texas_________    )
                                )      ss.
CITY/COUNTY OF ____Collin____   )


The foregoing instrument was acknowledged before me this _17_ day
of ______June_________, 2009 by _____________Sanjiv Yajnik________________.



        _______Beverly Lakey_____________
               Notary Public



(SEAL)


My commission expires ____October 15_, 2010_.