0001193125-04-182855 Sample Contracts

CAPITAL ONE FINANCIAL CORPORATION Restricted Stock Unit Award Agreement No. of Restricted Stock Units: Up to 355,410
Restricted Stock Unit Award Agreement • November 1st, 2004 • Capital One Financial Corp • Personal credit institutions • Virginia

THIS AGREEMENT, dated May 17, 2004, between CAPITAL ONE FINANCIAL CORPORATION, a Delaware corporation (“Capital One”), and Richard D. Fairbank (“you”), is made pursuant and subject to the provisions of Capital One’s 2004 Stock Incentive Plan (the “Plan”). All terms used herein that are defined in the Plan shall have the same meaning given them in the Plan unless they are otherwise defined herein.

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CAPITAL ONE FINANCIAL CORPORATION Nonstatutory Stock Option Agreement No. of Shares Subject to Option:
Nonstatutory Stock Option Agreement • November 1st, 2004 • Capital One Financial Corp • Personal credit institutions • Virginia

THIS AGREEMENT, dated , 20 between CAPITAL ONE FINANCIAL CORPORATION, a Delaware corporation (the “Company”), and (“Optionee”), is made pursuant and subject to the provisions of the Company’s 1999 Non-Employee Directors Stock Incentive Plan (the “Plan”), and all capitalized terms used herein that are defined in the Plan shall have the same meaning given them in the Plan unless they are otherwise defined herein:

CAPITAL ONE FINANCIAL CORPORATION Deferred Share Unit Award Agreement No. of Shares:
Deferred Share Unit Award Agreement • November 1st, 2004 • Capital One Financial Corp • Personal credit institutions • Virginia

THIS AGREEMENT, dated the , 20 , between CAPITAL ONE FINANCIAL CORPORATION, a Delaware corporation (“Capital One”), and (“you”), is made pursuant and subject to the provisions of the Company’s 1999 Non-Employee Directors Stock Incentive Plan (the “Plan”). All terms used herein that are defined in the Plan shall have the same meaning given them in the Plan unless they are otherwise defined herein.

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