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Capital One Bank (USA), National Association Announces Early Tender Results Of Subordinated Note Exchange Offer

Capital One Financial Corporation (NYSE: COF) announced today that its subsidiary, Capital One Bank (USA), National Association (“COBNA”) received the early tender results of its previously announced offer to exchange any and all of its outstanding 8.80% Subordinated Notes due 2019 (the “Old Notes”) for a combination of new Subordinated Notes due 2023 (the “New Notes”) and cash.

Based on information provided by D.F. King & Co., Inc., the exchange agent for the exchange offer, the aggregate principal amount of the Old Notes validly tendered for exchange and not validly withdrawn as of the early participation date for the exchange offer (5:00 p.m., New York City time, on February 5, 2013) will satisfy the minimum size condition with respect to the New Notes to be issued pursuant to the terms and conditions of the exchange offer.

The following table indicates, among other things, the principal amount of the Old Notes validly tendered for exchange as of the early participation date:

Principal Amount
CUSIP Principal Amount

Tendered as of the Early
Number Title of Old Notes Outstanding Participation Date
140420 MV9 8.80% Subordinated Notes due 2019 $1,500,000,000 $1,186,184,000 (79.08%)

The exchange offer will expire at 11:59 p.m., New York City time, on February 20, 2013, unless extended or earlier terminated by COBNA. In accordance with the terms of the exchange offer, tendered Old Notes may no longer be withdrawn following the early participation date, except in certain limited circumstances where additional withdrawal rights are required by law. COBNA expects to deliver the New Notes and cash in exchange for accepted Old Notes on February 11, 2013 (in the case of Old Notes tendered and accepted for exchange at or prior to the early participation date) and on February 22, 2013 (in the case of Old Notes tendered and accepted for exchange after the early participation date but at or prior to the expiration date).

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