CAPITAL ONE FINANCIAL CORPORATION $1,250,000,000 2.150% Senior Notes Due 2015 UNDERWRITING AGREEMENTUnderwriting Agreement • March 23rd, 2012 • Capital One Financial Corp • State commercial banks • New York
Capital One Financial Corporation, a Delaware corporation (the “Company”), proposes to issue and sell $1,250,000,000 2.150% Senior Notes Due 2015 (the “Securities”), to the several underwriters named in Schedule I hereto (the “Underwriters”), for which Deutsche Bank Securities Inc., J.P. Morgan Securities LLC and Wells Fargo Securities, LLC are acting as the representatives (together, the “Representatives”). The Securities are to be issued pursuant to the provisions of a Senior Indenture dated as of November 1, 1996 (the “Senior Indenture”) between the Company and The Bank of New York Mellon Trust Company, N.A., formerly known as The Bank of New York Trust Company, N.A. (as successor to Harris Trust and Savings Bank), as Trustee (the “Trustee”).
