EXHIBIT 99.3

The following information relates to the credit card receivables owned by Capital One Master Trust and the delinquency, loss, revenue and payment rate characteristics of the related credit card accounts as of the dates set forth herein. Some of the terms used herein are used as defined in the Glossary of Terms at the end of this exhibit.

The Capital One Credit Card Portfolio

The Capital One credit card portfolio is primarily comprised of VISA and MasterCard accounts owned by Capital One Bank (USA), National Association. The Bank Portfolio consists of two segments of accounts: (i) the Bank Consumer Segment, consisting of consumer revolving credit card accounts and (ii) the Bank Small Business Segment, consisting of small business revolving credit card accounts. We refer to each of the Bank Consumer Segment and the Bank Small Business Segment individually as a “Bank Segment” and collectively as the “Bank Segments.” The Master Trust Portfolio is comprised of receivables arising in accounts that have been selected from the Bank Consumer Segment and the Bank Small Business Segment.

At March 31, 2009 and as of the years ended December 31, 2008, December 31, 2007 and December 31, 2006, the Bank Consumer Segment consisted of receivables totaling approximately $50.690 billion, $53.564 billion, $52.079 billion and $53.624 billion, respectively. At March 31, 2009 and as of the years ended December 31, 2008, December 31, 2007 and December 31, 2006, the Bank Small Business Segment consisted of receivables totaling approximately $5.793 billion, $5.775 billion, $5.218 billion and $4.932 billion, respectively.

The Originator

Capital One Bank (USA), National Association, a national banking association, is a subsidiary of Capital One Financial Corporation. At March 31, 2009, Capital One Bank (USA), National Association had reported assets of approximately $39.7 billion and reported stockholders’ equity of approximately $4.2 billion.

The Master Trust Portfolio

General

The Master Trust Portfolio consists of two segments of accounts, each of which has individual delinquency, loss, revenue and payment rate characteristics: (i) the Master Trust Consumer Segment, consisting of receivables arising in consumer revolving credit card accounts selected from the Bank Consumer Segment, and (ii) the Master Trust Small Business Segment, consisting of receivables arising in small business revolving credit card accounts selected from the Bank Small Business Segment. We refer to each of the Master Trust Consumer Segment and the Master Trust Small Business Segment individually as a “Master Trust Segment” and collectively as the “Master Trust Segments.” As of March 31, 2009, 92.79% of the receivables in the Master Trust Portfolio arose in accounts in the Bank Consumer Segment and 7.21% of receivables in the Master Trust Portfolio arose in accounts in the Bank Small Business Segment. There is no limitation on the percentage of the Master Trust Portfolio comprised by any Bank Segment and, as a result, the composition of the Master Trust Portfolio may change over time.

At March 31, 2009 and as of the years ended December 31, 2008, December 31, 2007 and December 31, 2006, the aggregate invested amount of the outstanding series of certificates issued by the master trust totaled approximately $36.765 billion, $37.462 billion, $38.391 billion and $35.012 billion, respectively.

The receivables conveyed to the master trust arise in accounts selected from the Bank Portfolio based on the eligibility criteria specified in the pooling agreement as applied on the Master Trust Cut-Off Date and subsequent additional cut-off dates. Subject to those eligibility requirements and applicable regulatory guidelines, the decision regarding the method of selection of accounts from either of the Bank Segments to be designated for addition to the Master Trust Portfolio resides at the discretion of the transferor.

Set forth in this exhibit is certain information with respect to each of the Master Trust Segments, as well as certain information with respect to the Bank Small Business Segment. The Master Trust Small Business Segment may not be representative of the entire Bank Small Business Segment. Consequently, delinquency, loss, revenue and payment rate experience with respect to the Master Trust Small Business Segment may be different from that set forth below for the Bank Small Business Segment.

The information in this exhibit does not include approximately $995 million of receivables in additional accounts added to the master trust on or prior to May 12, 2009.

Delinquency and Loss Experience

Because new accounts usually initially exhibit lower delinquency rates and credit losses, the growth of receivables in the Master Trust Portfolio from approximately $36.957 billion at year end 2004, to approximately $46.040 billion at March 31, 2009, has had the effect of significantly lowering the charge-off and delinquency rates for the entire portfolio from what they otherwise would have been. However, as the proportion of new accounts to seasoned accounts becomes smaller, this effect should be lessened. As seasoning occurs or if new account origination slows, the originator expects that the charge-off rates and delinquencies will increase over time. The delinquency and net loss rates at any time reflect, among other factors, the quality of the credit card loans, the average seasoning of the accounts, the success of the originator’s collection efforts, the product mix of the Master Trust Segments or the Bank Small Business Segment, as applicable, and general economic conditions.

Gross losses represent the arithmetic sum of all receivables in the Master Trust Segments or the Bank Small Business Segment, as applicable, that were charged-off during the periods indicated in the tables below. Recoveries are collections received in respect of charged-off accounts in the Master Trust Consumer Segment or the Bank Small Business Segment, as applicable, during the periods indicated in the tables below. Recoveries are treated as finance charge collections for the Master Trust Consumer Segment and the Bank Small Business Segment. Net losses are an amount equal to gross losses minus recoveries, each for the applicable period.

The following tables set forth the delinquency and loss experience for the Master Trust Segments and for the Bank Small Business Segment, for each of the periods shown. There can be no assurance that the delinquency and loss experience for the receivables in the future will be similar to the historical experience set forth below.

Delinquencies by Receivables as a

Percentage of the

Master Trust Consumer Segment ⁽¹⁾⁽²⁾

(Dollars in Thousands)

					At Year End
	At March 31, 2009				2008				2007				2006
	Receivables		Percentage of Total Receivables		Receivables		Percentage of Total Receivables		Receivables		Percentage of Total Receivables		Receivables		Percentage of Total Receivables
Receivables Outstanding	$	42,720,150	100.00	%	$	45,349,664	100.00	%	$	46,066,251	100.00	%	$	43,974,624	100.00	%
Receivables Delinquent:
30 - 59 days	$	568,276	1.33	%	$	636,716	1.40	%	$	617,296	1.34	%	$	522,078	1.19	%
60 - 89 days		505,090	1.18			495,246	1.09			465,604	1.01			350,467	0.80
90 - 119 days		469,612	1.10			442,873	0.98			415,150	0.90			308,722	0.70
120 - 149 days		428,325	1.00			393,020	0.87			367,666	0.80			265,101	0.60
150+ days		391,739	0.92			359,997	0.79			341,452	0.74			240,123	0.55
TOTAL	$	2,363,042	5.53	%	$	2,327,852	5.13	%	$	2,207,168	4.79	%	$	1,686,491	3.84	%

	At Year End
	2005				2004
	Receivables		Percentage of Total Receivables		Receivables		Percentage of Total Receivables
Receivables Outstanding	$	38,465,692	100.00	%	$	36,957,333	100.00	%
Receivables Delinquent:
30 - 59 days	$	442,033	1.15	%	$	500,336	1.35	%
60 - 89 days		294,002	0.76			338,986	0.92
90 - 119 days		254,865	0.66			300,917	0.82
120 - 149 days		217,762	0.57			251,138	0.68
150+ days		195,650	0.51			226,897	0.61
TOTAL	$	1,404,312	3.65	%	$	1,618,274	4.38	%

⁽¹⁾ The percentages are the result of dividing the delinquent amount by the end of period receivables outstanding for the applicable period. The delinquent amount is the dollar amount of end of period delinquencies for the period.

⁽²⁾ Figures and percentages in this table are reported on a processing month basis.

Delinquencies by Receivables as a

Percentage of the

Master Trust Small Business Segment

and the Bank Small Business Segment ⁽¹⁾⁽²⁾

(Dollars in Thousands)

	Master Trust Small Business Segment
	At March 31, 2009				At Year End
					2008				2007
	Receivables		Percentage of Total Receivables		Receivables		Percentage of Total Receivables		Receivables		Percentage of Total Receivables
Receivables Outstanding	$	3,319,808	100.00	%	$	3,416,942	100.00	%	$	1,130,406	100.00	%
Receivables Delinquent:
30 - 59 days	$	55,550	1.67	%	$	54,968	1.61	%	$	15,474	1.37	%
60 - 89 days		47,419	1.43			44,909	1.31			10,818	0.96
90 - 119 days		47,353	1.43			40,530	1.19			9,583	0.85
120 - 149 days		41,186	1.24			33,558	0.98			8,736	0.77
150+ days		37,685	1.13			29,077	0.85			7,488	0.66
TOTAL	$	229,193	6.90	%	$	203,042	5.94	%	$	52,099	4.61	%

	Bank Small Business Segment
	At March 31, 2009				At Year End
					2008				2007
	Receivables		Percentage of Total Receivables		Receivables		Percentage of Total Receivables		Receivables		Percentage of Total Receivables
Receivables Outstanding	$	5,792,892	100	%	$	5,775,129	100.00	%	$	5,217,801	100.00	%
Receivables Delinquent:
30 - 59 days		92,825	1.60	%	$	91,051	1.58	%	$	71,507	1.37	%
60 - 89 days		79,673	1.37			73,383	1.27			48,670	0.93
90 - 119 days		77,396	1.34			66,200	1.15			44,337	0.85
120 - 149 days		66,667	1.15			55,018	0.95			39,309	0.76
150+ days		61,370	1.06			48,582	0.84			33,502	0.64
TOTAL		377,931	6.52	%	$	334,234	5.79	%	$	237,325	4.55	%

	Bank Small Business Segment
	At Year End
	2006				2005				2004
	Receivables		Percentage of Total Receivables		Receivables		Percentage of Total Receivables		Receivables		Percentage of Total Receivables
Receivables Outstanding	$	4,932,378	100.00	%	$	4,400,161	100.00	%	$	3,636,842	100.00	%
Receivables Delinquent:
30 - 59 days	$	62,615	1.27	%	$	47,994	1.09	%	$	51,020	1.40	%
60 - 89 days		37,641	0.76			29,169	0.66			31,214	0.86
90 - 119 days		30,172	0.61			24,962	0.57			25,895	0.71
120 - 149 days		25,622	0.52			19,787	0.45			21,584	0.60
150+ days		24,645	0.50			17,086	0.39			18,643	0.51
TOTAL	$	180,695	3.66	%	$	138,998	3.16	%	$	148,356	4.08	%

⁽¹⁾ The percentages are the result of dividing the delinquent amount by the end of period receivables outstanding for the applicable period. The delinquent amount is the dollar amount of end of period delinquencies for the period.

⁽²⁾ Figures and percentages in this table are reported on a processing month basis.

Delinquencies by Accounts as a

Percentage of the

Master Trust Consumer Segment ^{(1)( 2)}

	At March 31, 2009			At Year End
				2008			2007			2006
	Accounts	Percentage of Total Accounts		Accounts	Percentage of Total Accounts		Accounts	Percentage of Total Accounts		Accounts	Percentage of Total Accounts
Total Accounts	22,542,574	100.00	%	24,079,842	100.00	%	27,844,268	100.00	%	27,332,468	100.00	%
Accounts Delinquent:
30 - 59 days	258,167	1.14	%	302,945	1.26	%	384,088	1.38	%	387,583	1.42	%
60 - 89 days	226,106	1.00		215,608	0.89		267,571	0.96		241,842	0.88
90 - 119 days	189,418	0.84		189,780	0.79		226,547	0.81		203,940	0.75
120 - 149 days	162,032	0.72		161,590	0.67		192,498	0.69		164,858	0.60
150+ days	141,290	0.63		143,294	0.60		180,871	0.65		152,888	0.56
TOTAL	977,013	4.33	%	1,013,217	4.21	%	1,251,575	4.49	%	1,151,111	4.21	%

	At Year End
	2005			2004
	Accounts	Percentage of Total Accounts		Accounts	Percentage of Total Accounts
Total Accounts	26,105,623	100.00	%	25,578,611	100.00	%
Accounts Delinquent:
30 - 59 days	387,171	1.48	%	458,519	1.79	%
60 - 89 days	236,236	0.91		285,800	1.12
90 - 119 days	200,007	0.77		241,352	0.94
120 - 149 days	168,351	0.64		193,313	0.76
150+ days	149,719	0.57		173,672	0.68
TOTAL	1,141,484	4.37	%	1,352,656	5.29	%

⁽¹⁾ The percentages are the result of dividing the number of delinquent accounts by the end of period accounts for the applicable period.

⁽²⁾ Figures and percentages in this table are reported on a processing month basis.

Delinquencies by Accounts as a

Percentage of the

Master Trust Small Business Segment

and the Bank Small Business Segment ⁽¹⁾⁽²⁾

		Master Trust Small Business Segment
	At March 31, 2009			At Year End
				2008			2007
	Accounts	Percentage of Total Accounts		Accounts	Percentage of Total Accounts		Accounts	Percentage of Total Accounts
Total Accounts	1,783,949	100.00	%	1,835,064	100.00	%	610,561	100.00	%
Accounts Delinquent:
30 -59 days	16,070	0.90	%	16,043	0.87	%	5,160	0.85	%
60 -89 days	13,481	0.75		11,776	0.64		3,249	0.53
90 -119 days	11,568	0.65		10,592	0.58		2,852	0.47
120 -149 days	9,420	0.53		8,179	0.45		2,340	0.38
150+ days	8,389	0.47		7,060	0.38		1,979	0.32
TOTAL	58,928	3.30	%	53,650	2.92	%	15,580	2.55	%

	Master Trust Small Business Segment			Bank Small Business Segment
				At Year End
	At March 31, 2009			2008			2007
	Accounts	Percentage of Total Accounts		Accounts	Percentage of Total Accounts		Accounts	Percentage of Total Accounts
Total Accounts	3,220,201	100.00	%	3,266,203	100.00	%	3,544,070	100.00	%
Accounts Delinquent:
30 -59 days	28,143	0.88	%	27,884	0.85	%	29,352	0.83	%
60 -89 days	23,311	0.72		20,208	0.62		17,989	0.50
90 -119 days	19,736	0.61		18,097	0.55		15,216	0.43
120 -149 days	15,818	0.49		13,870	0.43		12,404	0.35
150+ days	14,198	0.44		12,189	0.37		10,249	0.29
TOTAL	101,206	3.14	%	92,248	2.82	%	85,210	2.40	%

	Bank Small Business Segment
	At Year End
	2006			2005			2004
	Accounts	Percentage of Total Accounts		Accounts	Percentage of Total Accounts		Accounts	Percentage of Total Accounts
Total Accounts	3,621,445	100.00	%	3,523,144	100.00	%	3,257,324	100.00	%
Accounts Delinquent:
30 - 59 days	33,111	0.91	%	27,864	0.79	%	34,407	1.06	%
60 - 89 days	17,556	0.49		14,808	0.42		17,377	0.53
90 - 119 days	13,122	0.36		11,775	0.33		13,286	0.41
120 - 149 days	10,096	0.28		8,991	0.26		10,458	0.32
150+ days	9,158	0.25		7,878	0.22		9,116	0.28
TOTAL	83,043	2.29	%	71,316	2.02	%	84,644	2.60	%

⁽¹⁾ The percentages are the result of dividing the number of delinquent accounts by the end of period accounts for the applicable period.

⁽²⁾ Figures and percentages in this table are reported on a processing month basis.

Loss Experience for the Master Trust Consumer Segment ⁽¹⁾

	Three Months Ended March 31, 2009			Year Ended
				2008			2007			2006			2005			2004
Average Principal Receivables Outstanding (2)	$	43,231,687		$	43,419,060		$	42,778,014		$	40,335,995		$	36,333,164		$	34,333,419
Average Accounts		23,582,165			25,883,779			28,038,820			27,212,401			26,301,008			24,649,889
Gross Losses	$	994,558		$	3,348,613		$	2,409,873		$	1,910,335		$	2,330,842		$	2,126,329
Gross Losses as a Percentage of Average Principal Receivables Outstanding		9.20	%		7.71	%		5.63	%		4.74	%		6.42	%		6.19	%
Recoveries	$	236,476		$	959,444		$	904,495		$	819,245		$	723,573		$	657,652
Net Losses	$	758,082		$	2,389,169		$	1,505,378		$	1,091,090		$	1,607,269		$	1,468,676
Net Losses as a Percentage of Average Principal Receivables Outstanding		7.01	%		5.50	%		3.52	%		2.71	%		4.42	%		4.28	%
Accounts Experiencing a Loss		499,281			1,968,696			1,762,019			1,764,288			2,236,212			2,088,008
Accounts Experiencing a Loss as a Percentage of Average Accounts Outstanding		8.47	%		7.61	%		6.28	%		6.48	%		8.50	%		8.47	%
Average Net Loss of Accounts with a Loss (1)	$	1,518		$	1,214		$	854		$	618		$	719		$	703

⁽¹⁾ All dollar amounts in this table are expressed as dollars in thousands, except for Average Net Loss of Accounts with a Loss, which is expressed as actual dollars.

⁽²⁾ Calculated based on the daily average of Principal Receivables Outstanding.

Loss Experience for the Master Trust Small Business Segment

and the Bank Small Business Segment ⁽¹⁾

	Master Trust Small Business Segment									Bank Small Business Segment
	Three Months Ended March 31, 2009			Year Ended						Three Months Ended March 31, 2009			Year Ended
				2008			2007						2008			2007			2006
Average Principal Receivables Outstanding (2)	$	3,319,552		$	2,560,118		$	1,064,483		$	5,707,310		$	5,421,175		$	4,914,880		$	4,716,488
Average Accounts		1,809,605			1,418,524			622,974			3,358,164			3,483,535			3,600,834			3,618,361
Gross Losses	$	95,397		$	188,498		$	24,704		$	155,525		$	428,098		$	276,859		$	206,341
Gross Losses as a Percentage of Average Principal Receivables Outstanding		11.50	%		7.36	%		5.57	%		10.90	%		7.90	%		5.63	%		4.37	%
Recoveries	$	5,970		$	13,151		$	1,258		$	16,192		$	68,139		$	63,611		$	52,663
Net Losses	$	89,427		$	175,347		$	23,446		$	139,333		$	359,959		$	213,248		$	153,677
Net Losses as a Percentage of Average Principal Receivables Outstanding		10.78	%		6.85	%		5.29	%		9.77	%		6.64	%		4.34	%		3.26	%
Accounts Experiencing a Loss		28,132			59,609			8,516			47,890			152,474			117,470			108,400
Accounts Experiencing a Loss as a Percentage of Average Accounts Outstanding		6.22	%		4.20	%		3.28	%		5.70	%		4.38	%		3.26	%		3.00	%
Average Net Loss of Accounts with a Loss (1)	$	3,179		$	2,942		$	2,753		$	2,909		$	2,361		$	1,815		$	1,418

⁽¹⁾ All dollar amounts in this table are expressed as dollars in thousands, except for Average Net Loss of Accounts with a Loss, which is expressed as actual dollars.

⁽²⁾ Calculated based on (a) the daily average of Principal Receivables Outstanding for the Master Trust Small Business Segment and (b) the average of the beginning of month Principal Receivables Outstanding and the end of month Principal Receivables Outstanding for the Bank Small Business Segment.

Loss Experience for the Master Trust Small Business Segment

and the Bank Small Business Segment⁽¹⁾ (cont)

	Bank Small Business Segment
	Year Ended
	2005			2004
Average Principal Receivables Outstanding (2)	$	3,928,879		$	3,269,921
Average Accounts		3,391,907			3,047,989
Gross Losses	$	228,517		$	207,187
Gross Losses as a Percentage of Average Principal Receivables Outstanding		5.82	%		6.34	%
Recoveries	$	44,075		$	40,453
Net Losses	$	184,442		$	166,734
Net Losses as a Percentage of Average Principal Receivables Outstanding		4.69	%		5.10	%
Accounts Experiencing a Loss		136,890			134,477
Accounts Experiencing a Loss as a Percentage of Average Accounts Outstanding		4.04	%		4.41	%
Average Net Loss of Accounts with a Loss (1)	$	1,347		$	1,240

⁽¹⁾ All dollar amounts in this table are expressed as dollars in thousands, except for Average Net Loss of Accounts with a Loss, which is expressed as actual dollars.

⁽²⁾ Calculated based on (a) the daily average of Principal Receivables Outstanding for the Master Trust Small Business Segment and (b) the average of the beginning of month Principal Receivables Outstanding and the end of month Principal Receivables Outstanding for the Bank Small Business Segment.

Revenue Experience

The following tables set forth the revenues from finance charges and fees billed and interchange received with respect to the Master Trust Segments and the Bank Small Business Segment for each of the periods shown.

Revenue Experience for the Master Trust Consumer Segment ⁽¹⁾

(Dollars in Thousands)

	Three Months Ended March 31, 2009			Year Ended
				2008			2007			2006			2005			2004
Average Principal Receivables Outstanding (2)	$	43,231,687		$	43,419,060		$	42,778,014		$	40,335,995		$	36,333,164		$	34,333,419
Finance Charges and Fees (3)	$	1,593,715		$	7,217,128		$	7,473,944		$	6,368,438		$	6,013,533		$	5,612,785
Yield from Finance Charges and Fees		14.75	%		16.62	%		17.47	%		15.79	%		16.55	%		16.35	%
Interchange	$	286,300		$	1,381,684		$	1,403,438		$	1,295,353		$	1,064,342		$	868,744
Yield from Interchange		2.65	%		3.18	%		3.28	%		3.21	%		2.93	%		2.53	%

⁽¹⁾ The percentages are calculated by dividing the amount of prior month billed finance charges and fees, and interchange by the average principal receivables outstanding for the applicable period.

⁽²⁾ Calculated based on the daily average of Principal Receivables Outstanding.

⁽³⁾ Finance Charges and Fees do not include interest on subsequent collections on accounts previously charged off. Finance Charges and Fees include monthly periodic rate finance charges, the portion of the annual membership fees amortized on a monthly basis, cash advance fees, late charges, overlimit fees and other miscellaneous fees.

Revenue Experience for the Master Trust Small Business Segment

and the Bank Small Business Segment⁽¹⁾

(Dollars in Thousands)

				Master Trust Small Business Segment						Three Months Ended March 31, 2009			Bank Small Business Segment
	Three Months Ended March 31, 2009			Year Ended									Year Ended
				2008			2007						2008			2007
Average Principal Receivables Outstanding (2)	$	3,319,552		$	2,560,118		$	1,064,483		$	5,707,310		$	5,421,175		$	4,914,880
Finance Charges and Fees (3)	$	105,447		$	345,405		$	54,867		$	186,015		$	765,591		$	721,503
Yield from Finance Charges and Fees		12.71	%		13.49	%		12.37	%		13.04	%		14.12	%		14.68	%
Interchange	$	58,035		$	219,458		$	40,037			102,702		$	476,033		$	469,853
Yield from Interchange		6.99	%		8.57	%		9.03	%		7.20	%		8.78	%		9.56	%

	Bank Small Business Segment
	Year Ended
	2006			2005			2004
Average Principal Receivables Outstanding	$	4,716,488		$	3,928,879		$	3,269,921
Finance Charges and Fees (3)	$	627,030		$	556,772		$	481,994
Yield from Finance Charges and Fees		13.29	%		14.17	%		14.74	%
Interchange	$	430,872		$	367,013		$	298,498
Yield from Interchange		9.14	%		9.34	%		9.13	%

⁽¹⁾ The percentages are calculated by dividing the amount of prior month billed finance charges and fees, and interchange by the average principal receivables outstanding for the applicable period.

⁽²⁾ Calculated based on (a) the daily average of Principal Receivables Outstanding for the Master Trust Small Business Segment and (b) the average of the beginning of month Principal Receivables Outstanding and the end of month Principal Receivables Outstanding for the Bank Small Business Segment.

⁽³⁾ Finance Charges and Fees do not include interest on subsequent collections on accounts previously charged off. Finance Charges and Fees include monthly periodic rate finance charges, the portion of the annual membership fees amortized on a monthly basis, cash advance fees, late charges, overlimit fees and other miscellaneous fees.

There can be no assurance that the yield experience for the receivables in the future will be similar to the historical experience set forth above. In addition, revenue from the receivables will depend on the types of fees and charges assessed on the accounts, and could be adversely affected by future changes made by the bank or the servicer in those fees and charges or by other factors.

The revenue from finance charges and fees for the Master Trust Segments and the Bank Small Business Segment shown in the above tables are comprised of three primary components: periodic rate finance charges, the amortized portion of annual membership fees and other charges, such as cash advance fees, late charges, overlimit fees and other miscellaneous fees. If payment rates decline, the balances subject to monthly periodic rate finance charges tend to grow, assuming no change in the level of purchasing activity. Accordingly, under these circumstances, the yield related to monthly periodic rate finance charges normally increases. Conversely, if payment rates increase, the balances subject to monthly periodic rate finance charges tend to fall, assuming no change in the level of purchasing activity. Accordingly, under these circumstances, the yield related to monthly periodic rate finance charges normally decreases.

The Master Trust Segments and the Bank Small Business Segment may experience growth in receivables through the originator’s origination of accounts having an introductory period during which a relatively low annual percentage rate is charged. As the introductory period on these accounts expire, the originator may choose to waive all or part of the annual percentage rate increase for such accounts. Under these circumstances, the yield related to monthly periodic rate finance charges would be adversely affected. The impact of service charges on the Master Trust Segments’ and the Bank Small Business Segment’s yield varies with the type and volume of activity in and the amount of each account, as well as with the number of delinquent accounts. As aggregate account balances increase, annual membership fees, which remain constant, represent a smaller percentage of the aggregate account balances.

Payment Rates

The following tables set forth the highest and lowest accountholder monthly payment rates for the Master Trust Segments and the Bank Small Business Segment during any single month in the periods shown and the average accountholder monthly payment rates for all months during the periods shown, in each case calculated as a percentage of average monthly account balances during the periods shown. Payment rates shown in the table are based on amounts which would be payments of principal receivables on the accounts.

Accountholder Monthly Payment Rates

for the Master Trust Consumer Segment ⁽¹⁾

			Year Ended
	Three Months Ended March 31, 2009		2008		2007		2006		2005		2004
Lowest Month (2)	12.96	%	13.11	%	15.59	%	15.34	%	14.23	%	13.93	%
Highest Month (2)	15.37	%	17.32	%	18.23	%	18.25	%	16.92	%	16.10	%
Average Payment Rate for the Period	14.25	%	15.82	%	16.82	%	16.28	%	15.89	%	14.82	%

⁽¹⁾ The monthly payment rates include amounts which are payments of principal receivables with respect to the accounts.

⁽²⁾ The monthly principal payment rate for any month is calculated as the total amount of principal payments received during such month divided by the sum of (i) the amount of principal receivables outstanding as of the beginning of such month and (ii) with respect to accounts added to the Master Trust Consumer Segment during such month, the amount of principal receivables outstanding in such accounts as of the related addition date. For each period presented, the principal payment rate is calculated as the average of the monthly principal payment rates during such period.

Accountholder Monthly Payment Rates

for the Master Trust Small Business Segment

and the Bank Small Business Segment ⁽¹⁾

	Master Trust Small Business Segment						Bank Small Business Segment
	Three Months Ended March 31, 2009		Year Ended				Three Months Ended March 31, 2009		Year Ended
			2008		2007				2008		2007		2006		2005		2004
Lowest Month (2)	23.43	%	27.64	%	29.71	%	23.79	%	28.54	%	31.11	%	31.10	%	30.77	%	28.37	%
Highest Month (2)	27.57	%	33.72	%	32.71	%	27.84	%	34.14	%	36.93	%	37.38	%	37.34	%	37.39	%
Average Payment Rate for the Period	26.09	%	31.13	%	31.37	%	26.47	%	32.29	%	34.94	%	34.41	%	34.90	%	33.47	%

⁽¹⁾ The monthly payment rates include amounts which are payments of principal receivables with respect to the accounts.

⁽²⁾ The monthly principal payment rate for any month is calculated (a) for the Master Trust Small Business Segment, as the total amount of principal payments received during such month divided by the sum of (i) the amount of principal receivables outstanding as of the beginning of such month and (ii) with respect to accounts added to the Master Trust Small Business Segment during such month, the amount of principal receivables outstanding in such accounts as of the related addition date and (b) for the Bank Small Business Segment, as the total amount of principal payments received during such month divided by the amount of principal receivables outstanding as of the beginning of such month. For each period presented, the principal payment rate is calculated as the average of the monthly principal payment rates during such period.

The Receivables

For the Master Trust Consumer Segment as of March 27, 2009:

• the accounts included $41,779,401,056 of principal receivables and $863,690,080 of finance charge receivables;

• the accounts had an average principal receivable balance of $1,609 and an average credit limit of $6,723;

• the percentage of the aggregate total receivable balance to the aggregate total credit limit was 24.44%;

• the average age of the accounts was approximately 71 months; and

• approximately 59.43% of the accounts were assessed a variable rate periodic finance charge and approximately 40.57% were assessed a fixed rate periodic finance charge.

For the Master Trust Consumer Segment as of the month ended March 31, 2009:

• 8.07% of the accounts made the minimum payments as of their respective latest statement date, in each case based on the prior month statement minimum payment; and

• 14.76% of the accounts made at least full payments as of their respective latest statement date, in each case based on the prior month statement outstanding balance.

For the Master Trust Small Business Segment as of March 27, 2009:

• the accounts included $3,257,469,350 of principal receivables and $56,117,843 of finance charge receivables;

• the accounts had an average principal receivable balance of $1,724 and an average credit limit of $7,958;

• the percentage of the aggregate total receivable balance to the aggregate total credit limit was 22.03%;

• the average age of the accounts was approximately 52 months; and

• approximately 68.51% of the accounts were assessed a variable rate periodic finance charge and approximately 31.49% were assessed a fixed rate periodic finance charge.

For the Master Trust Small Business Segment as of the month ended March 31, 2009:

• 4.83% of the accounts made the minimum payments as of their respective latest statement date, in each case based on the prior month statement minimum payment; and

• 20.60% of the accounts made at least full payments as of their respective latest statement date, in each case based on the prior month statement outstanding balance.

The following tables summarize the Master Trust Consumer Segment and the Master Trust Small Business Segment by various criteria as of March 27, 2009. References to “Receivables Outstanding” in the following tables include both finance charge receivables and principal receivables. Because the future composition of the Master Trust Consumer Segment and the Master Trust Small Business Segment may change over time, these tables are not necessarily indicative of the composition of the Master Trust Consumer Segment and the Master Trust Small Business Segment at any specific time in the future.

Composition by Account Balance

Master Trust Consumer Segment

Account Balance Range	Number of Accounts	% of Total Number of Accounts		Receivables Outstanding			% of Total Receivables Outstanding
Credit Balance (1)	187,099	0.72	%	$	(22,790,672	)	(0.05	)%
No Balance (2)	8,587,611	33.08			0		0.00
More than $0 and less than or equal to $1,500.00	9,795,820	37.74			5,507,401,063		12.91
$1,500.01-$5,000.00	5,057,867	19.49			14,516,019,659		34.04
$5,000.01-$10,000.00	1,537,821	5.92			10,701,600,031		25.10
Over $10,000.00	792,692	3.05			11,940,861,055		28.00
TOTAL	25,958,910	100.00	%	$	42,643,091,136		100.00	%

⁽¹⁾ Credit balances are a result of cardholder payments and credit adjustments applied in excess of the unpaid balance on an account. Accounts which currently have a credit balance are included because receivables may be generated with respect to those accounts in the future.

⁽²⁾ Accounts which currently have no balance are included because receivables may be generated with respect to those accounts in the future. Zero balance accounts described in “The Master Trust—The Receivables” in the accompanying prospectus are not included in these figures.

Composition by Account Balance

Master Trust Small Business Segment

Account Balance Range	Number of Accounts	% of Total Number of Accounts		Receivables Outstanding			% of Total Receivables Outstanding
Credit Balance (1)	13,866	0.73	%	$	(4,739,783	)	(0.14	)%
No Balance (2)	790,418	41.82			0		0.00
More than $0 and less than or equal to $1,500.00	553,071	29.26			309,439,827		9.34
$1,500.01-$5,000.00	326,673	17.29			990,791,332		29.90
$5,000.01-$10,000.00	133,427	7.06			907,830,028		27.40
Over $10,000.00	72,504	3.84			1,110,265,789		33.50
TOTAL	1,889,959	100.00	%	$	3,313,587,193		100.00	%

⁽¹⁾ Credit balances are a result of cardholder payments and credit adjustments applied in excess of the unpaid balance on an account. Accounts which currently have a credit balance are included because receivables may be generated with respect to those accounts in the future.

⁽²⁾ Accounts which currently have no balance are included because receivables may be generated with respect to those accounts in the future. Zero balance accounts described in “The Master Trust—The Receivables” in the accompanying prospectus are not included in these figures.

Composition by Credit Limit ⁽¹⁾

Master Trust Consumer Segment

Credit Limit Range	Number of Accounts	% of Total Number of Accounts		Receivables Outstanding		% of Total Receivables Outstanding
Less than or equal to $1,500.00	9,198,511	35.44	%	$	3,507,770,567	8.23	%
$1,500.01-$5,000.00	6,879,988	26.50		$	10,306,449,729	24.17
$5,000.01-$10,000.00	3,771,390	14.53		$	8,004,974,938	18.77
Over $10,000.00	6,109,021	23.53		$	20,823,895,902	48.83
TOTAL	25,958,910	100.00	%	$	42,643,091,136	100.00	%

⁽¹⁾ References to “Credit Limit” herein include both the line of credit established for purchases, cash advances and balance transfers as well as receivables originated under temporary extensions of credit through account management programs. Credit limits relating to these temporary extensions decrease as cardholder payments are applied to the accounts.

Composition by Credit Limit⁽¹⁾

Master Trust Small Business Segment

Credit Limit Range	Number of Accounts	% of Total Number of Accounts		Receivables Outstanding		% of Total Receivables Outstanding
Less than or equal to $1,500.00	464,346	24.57	%	$	141,737,222	4.28	%
$1,500.01-$5,000.00	520,070	27.52			675,105,074	20.37
$5,000.01-$10,000.00	378,836	20.04			716,368,574	21.62
Over $10,000.00	526,707	27.87			1,780,376,323	53.73
TOTAL	1,889,959	100.00	%	$	3,313,587,193	100.00	%

⁽¹⁾ References to “Credit Limit” herein include both the line of credit established for purchases, cash advances and balance transfers as well as receivables originated under temporary extensions of credit through account management programs. Credit limits relating to these temporary extensions decrease as cardholder payments are applied to the accounts.

Composition by Payment Status

Master Trust Consumer Segment

Payment Status	Number of Accounts	% of Total Number of Accounts		Receivables Outstanding		% of Total Receivables Outstanding
Current to 29 days (1)	24,975,261	96.21	%	$	40,279,695,157	94.46	%
Past due 30 – 59 days	263,775	1.02			575,073,380	1.35
Past due 60 – 89 days	225,785	0.87			502,617,854	1.18
Past due 90 – 119 days	187,681	0.72			462,151,286	1.08
Past due 120 – 149 days	160,649	0.62			422,257,155	0.99
Past due 150 days or more	145,759	0.56			401,296,304	0.94
TOTAL	25,958,910	100.00	%	$	42,643,091,136	100.00	%

⁽¹⁾ Accounts designated as current include accounts on which the minimum payment has not been received prior to the second billing date following the issuance of the related bill.

Composition by Payment Status

Master Trust Small Business Segment

Payment Status	Number of Accounts	% of Total Number of Accounts		Receivables Outstanding		% of Total Receivables Outstanding
Current to 29 days (1)	1,830,343	96.85	%	$	3,083,156,832	93.03	%
Past due 30 – 59 days	16,528	0.87			56,273,495	1.70
Past due 60 – 89 days	13,521	0.72			47,620,049	1.44
Past due 90 – 119 days	11,492	0.61			46,938,060	1.42
Past due 120 – 149 days	9,356	0.49			40,633,148	1.23
Past due 150 days or more	8,719	0.46			38,965,609	1.18
TOTAL	1,889,959	100.00	%		3,313,587,193	100.00	%

⁽¹⁾ Accounts designated as current include accounts on which the minimum payment has not been received prior to the second billing date following the issuance of the related bill.

Composition by Account Age

Master Trust Consumer Segment

Account Age	Number of Accounts	% of Total Number of Accounts		Receivables Outstanding		% of Total Receivables Outstanding
Not More than 6 Months	84,049	0.32	%	$	362,450,889	0.85	%
Over 6 Months to 12 Months	551,959	2.13			1,492,510,491	3.50
Over 12 Months to 24 Months	1,435,627	5.53			2,398,911,647	5.63
Over 24 Months to 36 Months	2,676,621	10.31			4,648,821,791	10.90
Over 36 Months to 48 Months	3,196,678	12.31			4,560,696,547	10.70
Over 48 Months to 60 Months	3,579,087	13.79			5,109,938,420	11.98
Over 60 Months	14,434,889	55.61			24,069,761,351	56.44
TOTAL	25,958,910	100.00	%	$	42,643,091,136	100.00	%

Composition by Account Age

Master Trust Small Business Segment

Account Age	Number of Accounts	% of Total Number of Accounts		Receivables Outstanding		% of Total Receivables Outstanding
Not More than 6 Months	24,820	1.31	%	$	71,121,235	2.14	%
Over 6 Months to 12 Months	151,627	8.02			340,735,791	10.28
Over 12 Months to 24 Months	280,367	14.84			604,287,795	18.24
Over 24 Months to 36 Months	223,040	11.80			529,768,280	15.99
Over 36 Months to 48 Months	262,829	13.91			431,736,472	13.03
Over 48 Months to 60 Months	236,445	12.51			250,172,929	7.55
Over 60 Months	710,831	37.61			1,085,764,691	32.77
TOTAL	1,889,959	100.00	%		3,313,587,193	100.00	%

Composition by Accountholder Billing Address

Master Trust Consumer Segment

State or Territory	Number of Accounts	% of Total Number of Accounts		Receivables Outstanding		% of Total Receivables Outstanding
California	3,202,473	12.34	%	$	5,290,579,599	12.41	%
Texas	1,824,407	7.03			2,673,002,977	6.27
New York	1,778,155	6.85			2,716,222,019	6.37
Florida	1,758,619	6.77			2,722,950,188	6.38
Illinois	1,148,951	4.43			1,909,924,015	4.48
Pennsylvania	1,120,310	4.31			1,868,981,076	4.38
Ohio	967,394	3.73			1,722,044,829	4.04
New Jersey	925,680	3.57			1,529,083,890	3.59
Michigan	789,833	3.04			1,459,489,568	3.42
Virginia	740,949	2.85			1,246,291,183	2.92
Others (1)	11,702,139	45.08			19,504,521,792	45.74
TOTAL	25,958,910	100.00	%	$	42,643,091,136	100.00	%

⁽¹⁾ No other state individually accounts for greater than or equal to 2.85% of the % of Total Number of Accounts in the Master Trust Consumer Segment.

Composition by Accountholder Billing Address

Master Trust Small Business Segment

State or Territory	Number of Accounts	% of Total Number of Accounts		Receivables Outstanding		% of Total Receivables Outstanding
California	279,736	14.80	%	$	528,750,871	15.96	%
Florida	153,502	8.12			269,195,561	8.12
Texas	138,764	7.34			200,291,898	6.04
New York	117,460	6.23			196,395,434	5.93
Illinois	70,583	3.73			126,871,508	3.83
Pennsylvania	68,322	3.61			118,156,772	3.57
New Jersey	62,906	3.33			116,019,501	3.50
Michigan	56,190	2.97			104,048,138	3.14
Ohio	52,666	2.79			94,658,277	2.86
Georgia	48,746	2.58			87,506,099	2.64
Others(1)	841,084	44.50			1,471,693,134	44.41
TOTAL	1,889,959	100.00	%	$	3,313,587,193	100.00	%

⁽¹⁾ No other state individually accounts for greater than or equal to 2.58% of the % of Total Number of Accounts in the Master Trust Small Business Segment.

Since the largest number of accountholders (based on billing addresses) whose accounts were included in the master trust as of March 27, 2009 were in California, Florida, Texas and New York, adverse economic conditions affecting accountholders residing in these areas could affect timely payment by the related accountholders of amounts due on the accounts and, accordingly, the actual rates of delinquencies and losses with respect to the Master Trust Portfolio.

FICO^®*. The following two tables summarize the Master Trust Consumer Segment and the Master Trust Small Business Segment by FICO^® score. A FICO^® score is a measurement determined by Fair, Isaac & Company using information collected by the major credit bureaus to assess credit risk. The bank obtains, to the extent available, FICO^® scores at the origination of each account and each month thereafter. In the following two tables, Receivables Outstanding are determined as of March 27, 2009, and FICO^® scores are determined

* FICO^® is a federally registered servicemark of Fair, Isaac & Company.

during the month of March 2009. References to “Receivables Outstanding” in the following two tables include both finance charge receivables and principal receivables. Because the future composition of the Master Trust Consumer Segment and the Master Trust Small Business Segment may change over time, these tables are not necessarily indicative of the composition of the Master Trust Consumer Segment and the Master Trust Small Business Segment at any specific time in the future. FICO^® scores may change over time, depending on the conduct of the accountholder and changes in credit score technology.

Composition by FICO^® Score

Master Trust Consumer Segment

FICO® Score (1)	Receivables Outstanding		% of Total Receivables Outstanding
No score	$	359,696,550	0.85	%
Less than or equal to 600		6,107,861,944	14.32
601-660		6,029,914,840	14.14
661-720		11,936,980,803	27.99
Greater than 720		18,208,636,999	42.70
TOTAL	$	42,643,091,136	100.00	%

⁽¹⁾ The FICO^® score is the Equifax Enhanced Beacon 5.0 FICO^® score.

Composition by FICO^® Score

Master Trust Small Business Segment⁽¹⁾

FICO® Score(2)	Receivables Outstanding		% of Total Receivables Outstanding
No score	$	40,753,794	1.23	%
Less than or equal to 600		415,732,169	12.55
601-660		347,937,546	10.50
661-720		869,231,603	26.23
Greater than 720		1,639,932,081	49.49
TOTAL	$	3,313,587,193	100.00	%

⁽¹⁾ With respect to the receivables in the Master Trust Small Business Segment, although the business owner and the business are jointly and severally liable for account balances, only the FICO^® scores of the business owners are reflected in this table.

⁽²⁾ The FICO^® score is the Equifax Enhanced Beacon 5.0 FICO^® score.

Data from an independent credit reporting agency, such as FICO^® score, is one of several factors that may be used by the bank in its credit scoring system to assess the credit risk associated with each applicant or signing individual, as applicable. Additionally, FICO^® scores are based on independent third party information, the accuracy of which cannot be verified. FICO^® scores should not necessarily be relied upon as a meaningful predictor of the performance of the receivables in the Master Trust Consumer Segment or the Master Trust Small Business Segment.

Static Pool Information

Static pool information regarding the performance of the receivables in the Master Trust Consumer Segment and the Bank Small Business Segment is available through an Internet Web site at www.capitalone.com/staticpool. Static pool information for the Master Trust Consumer Segment and the Bank Small Business Segment for periods prior to January 1, 2003 is not available and cannot be obtained without unreasonable expense or effort.

Glossary of Terms

“Bank Consumer Segment” means the portfolio of consumer credit card accounts owned by the bank.

“Bank Portfolio” means the portfolio of MasterCard and VISA accounts and other revolving credit accounts owned by the bank and its predecessor.

“Bank Small Business Segment” means the portfolio of small business credit card accounts owned by the bank.

“finance charge receivables” shall mean receivables created in respect of periodic finance charges, cash advance fees, late charge fees, overlimit fees, returned check charges, annual membership fees, and all other incidental and miscellaneous fees and charges, including charges for credit insurance.

“Master Trust Cut-Off Date” means June 30, 1993.

“Master Trust Consumer Segment” means the consumer revolving credit card accounts selected from the Bank Consumer Segment the receivables in which have been designated to be included in the master trust as of the Master Trust Cut-Off Date, and, for additional accounts, as of the related date of their designation, based on the eligibility criteria set forth in the pooling agreement and which accounts have not been removed from the master trust.

“Master Trust Portfolio” means the credit card accounts selected from the Bank Portfolio the receivables in which have been designated to be included in the master trust as of the Master Trust Cut-Off Date and, for additional accounts, as of the related date of their designation, based on the eligibility criteria set forth in the pooling agreement and which accounts have not been removed from the master trust.

“Master Trust Small Business Segment” means the small business revolving credit card accounts selected from the Bank Small Business Segment the receivables in which have been designated to be included in the master trust as of the related date of their designation, based on the eligibility criteria set forth in the pooling agreement and which accounts have not been removed from the master trust.

“principal receivables” shall mean all receivables other than finance charge receivables.

“receivables” means all amounts shown on Capital One’s records as amounts payable by obligors on any account from time to time, including amounts payable for principal receivables and finance charge receivables.