X0304 4 2012-01-31 0000927628 CAPITAL ONE FINANCIAL CORP COF 0001528493 Witter Jonathan W. 1680 CAPITAL ONE DRIVE MCLEAN VA 22102 1 President, Retail Banking Common Stock 2012-01-31 4 A 0 19309.0000 0.0000 A 20909.0000 D Performance Share Units 0.0000 2012-01-31 4 A 0 23170.0000 0.0000 A 2015-03-15 Common Stock 23170.0000 23170.0000 D Restricted Stock Units 0.0000 2012-01-31 4 A 0 20854.0000 0.0000 A Common Stock 20854.0000 297754.0000 D Restricted Stock Units 0.0000 2012-01-31 4 A 0 13115.0000 0.0000 A 2012-12-15 2002-12-15 Common Stock 13115.0000 13115.0000 D Stock Options 45.7500 2012-01-31 4 A 0 32307.0000 0.0000 A 2022-01-30 Common Stock 32307.0000 32307.0000 D This restricted stock will vest in 1/3 increments beginning on February 10, 2013 and annually thereafter. These performance share units will settle at the end of a three-year performance period (January 1, 2012 to December 31, 2014) based on the Company's relative Adjusted ROA against a peer group of companies. The number of shares reported represents 200% of the target amount. The reporting person will also be entitled to additional shares representing dividends accrued on the shares issuable at settlement. Each restricted stock unit will be settled in cash based on the Company's average fair market value of the underlying shares of common stock over the twenty trading days preceding the vesting date. These restricted stock units will vest in 1/3 increments beginning on February 10, 2013 and annually thereafter. This option becomes exercisable in 1/3 increments beginning on February 10, 2013 and annually thereafter. Gregory W. Seward (POA on file) 2012-02-02