Capital One 2004 Annual Report Download - page 131

Exhibit
Number Description
10.2.1 Lease Agreement, dated as of December 5, 2000, among First Union Development Corporation, as
Lessor, and Capital One F.S.B. and Capital One Bank, jointly and severally, as Lessees (incorporated
by reference to Exhibit 10.2.1 of the 2000 Form 10-K).
10.2.2 Participation Agreement, dated as of December 5, 2000, among Capital One F.S.B. and Capital One
Bank as construction agents and lessees, Capital One Financial Corporation as guarantor, First Union
Development Corporation as Lessor, the various financing parties named therein, and First Union
National Bank as Agent (incorporated by reference to Exhibit 10.2.2 of the 2000 Form 10-K).
10.2.3 Guaranty, dated as of December 5, 2000, from Capital One Financial Corporation in favor of First
Union Development Corporation and the various other parties to the Participation Agreement, dated
as of December 5, 2000 (incorporated by reference to Exhibit 10.2.3 of the 2000 Form 10-K).
10.3 Form of Change of Control Employment Agreement dated as of January 25, 2000 between Capital
One Financial Corporation and each of Richard D. Fairbank and John G. Finneran Jr. (incorporated
by reference to Exhibit 10.3 of the 1999 Form 10-K/A).
10.4 Capital One Financial Corporation 1999 Non-Employee Directors Stock Incentive Plan, as amended
(incorporated by reference to Exhibit 10.4 of the 2002 Form 10-K).
10.4.1 Form of 1999 Non-Employee Directors Stock Incentive Plan Nonstatutory Stock Option Agreement
between Capital One Financial Corporation and certain of its Directors (incorporated by reference to
Exhibit 10.2 of the Corporation’s quarterly report on Form 10-Q for the period ending September 30,
2004).
10.4.2 Form of 1999 Non-Employee Directors Stock Incentive Plan Deferred Share Units Award
Agreement between Capital One Financial Corporation and certain of its Directors. (incorporated by
reference to Exhibit 10.3 of the Corporation’s quarterly report on Form 10-Q for the period ending
September 30, 2004).
10.5.1 Employment Agreement between David R. Lawson and Summit Acceptance Corporation, dated July
13, 1998, as amended (incorporated by reference to Exhibit 10.5 of the 2002 Form 10-K).
10.5.2 Employment Agreement between Nigel W. Morris and Capital One Financial Corporation, dated
July 18, 2003 (incorporated by reference to Exhibit 10.2 of the Corporation’s quarterly report on
Form 10-Q for the period ending June 30, 2003).
10.5.3 Separation Agreement between David M. Willey and Capital One Financial Corporation, dated
July 8, 2003, (incorporated by reference to Exhibit 10.3 of the Corporation’s quarterly report on
Form 10-Q for the period ending June 30, 2003).
10.6 Capital One Financial Corporation 1999 Stock Incentive Plan (incorporated by reference to Exhibit 4
of the Corporation’s Registration Statement on Form S-8, Commission File No. 333-78609, filed
May 17, 1999).
10.7 Capital One Financial Corporation 1994 Stock Incentive Plan, as amended (incorporated by reference
to Exhibit 10.7 of the 2002 Form 10-K).
10.7.1 Restricted Stock Unit Award Agreement, dated May 17, 2004, by and between Capital One Financial
Corporation and Richard D. Fairbank. (incorporated by reference to Exhibit 10.10.1 of the
Corporation’s quarterly report on Form 10-Q for the period ending September 30, 2004).
10.8* Services Agreement, dated November 8, 2004, between Capital One Financial Corporation, acting
through its subsidiary Capital One Services, Inc. and First Data Corporation, acting through its
subsidiary, First Data Resources, Inc. (confidential treatment has been requested for portions of this
document).
3