X0202 4 2005-11-16 0 0000047288 HIBERNIA CORP HIB 0001197250 OMALLEY WILLIAM C DIRECTOR TIDEWATER INC., 601 POYDRAS ST. NEW ORLEANS LA 70130 1 0 0 0 Common Stock 2005-11-16 4 D 0 78192 0 D 0 D Non-Qualified Stock Option (right to buy) 19.795 2005-11-16 4 D 0 1250 0 D 2012-04-18 Common Stock 1250 0 D Non-Qualified Stock Option (right to buy) 31.55 2005-11-16 4 D 0 5000 0 D 2005-04-21 2015-04-21 Common Stock 5000 0 D Pursuant to the Agreement and Plan of Merger, dated as of March 6, 2005, as amended by Amendment No. 1, dated as of September 6, 2005 (the "Merger Agreement"), between Capital One Financial Corporation ("Capital One") and Hibernia Corporation ("Hibernia"), at the effective time of the merger contemplated therein, each outstanding share of Hibernia's common stock was converted into the right to receive either .3792 of a share of Capital One common stock or $30.46 in cash, at each stockholder's election and subject to proration as described in the Merger Agreement. As a result of the proration calculations that have not yet been completed as of the date of this filing, it is not possible to determine the exact amount of merger consideration to be received by the reporting person for each share of Hibernia common stock disposed of in the merger. Capital One will issue a press release announcing the final merger consideration when it is determined. Fully exercisable. This option expires November 16, 2006. Pursuant to the Merger Agreement, at the effective time of the merger contemplated therein, each outstanding option to purchase Hibernia common stock was converted to an option to purchase Capital One common stock on substantially the same terms, except that the number of options was adjusted by multiplying the number of Hibernia options by .3792 and the exercise price was adjusted by dividing the Hibernia exercise price by .3792. This option expires December 31, 2006. By: /s/ Cathy E. Chessin For: William C. O'Malley 2005-11-17