Visa 2007 Annual Report Download - page 200

Table of Contents
(1) Sumitomo Mitsui Card Co., Ltd.'s class AP common stock reflects the shares of class AP common stock directly held by VJA, an unincorporated
association controlled by Sumitomo Mitsui Card Co., Ltd.
(2) Mitsubishi UFJ Financial Group Inc. class AP common stock reflects the shares of class AP common stock directly held by The Bank of Tokyo-
Mitsubishi UFJ, Ltd., a wholly owned direct subsidiary of Mitsubishi UFJ Financial Group Inc., and shares of class AP common stock directly held by
Mitsubishi UFJ Nicos, Co. Ltd., a majority owned subsidiary of The Bank of Tokyo-Mitsubishi UFJ, Ltd.
(3) The Bank of Tokyo-Mitsubishi UFJ, Ltd. class AP common stock reflects the shares of class AP common stock directly held by Mitsubishi UFJ Nicos,
Co. Ltd., a majority owned subsidiary of The Bank of Tokyo-Mitsubishi UFJ, Ltd.
(4) Shinhan Financial Group Co., Ltd.'s class AP common stock reflects the shares of class AP common stock held by its subsidiary Shinhan Card Co., Ltd.
and Shinhan Financial Group Co., Ltd.'s other subsidiaries on a consolidated basis.
(5) Citigroup Inc.'s class AP common stock reflects the shares of class AP common stock held by its subsidiaries on a consolidated basis.
(6) Citigroup Inc.'s class LAC common stock reflect the shares of class LAC common stock held by its subsidiary Banco Nacional de Mexico, S.A. and
Citigroup Inc.'s other subsidiaries on a consolidated basis.
(7) Banco Bilbao Vizcaya Argentaria S.A.'s class LAC common stock reflects the shares of class LAC common stock directly held by its subsidiary BBVA
Bancomer S.A. and by Banco Bilbao Vizcaya Argentaria S.A.'s other subsidiaries on a consolidated basis.
(8) Banco do Brasil S.A. and its subsidiaries currently own no shares of Visa Inc. but are entitled to receive an aggregate of 4,246,837.60939 class LAC
shares upon the receipt by Visa Inc. of letters of transmittal from Banco do Brasil S.A. and its subsidiaries in respect of former equity membership
interests in Visa International. Such shares are deemed to be outstanding for the purpose of calculating Banco do Brasil S.A.'s beneficial ownership of
Visa Inc., but are not deemed to be outstanding for the purpose of calculating the beneficial ownership of any other Visa Inc. stockholder.
(9) Class USA percentages exclude shares of class USA common stock held by Visa U.S.A., which are statutorily prohibited from voting.
(10) Citigroup Inc.'s class USA common stock reflects the shares of class USA common stock held by its subsidiaries on a consolidated basis.
ITEM 13. Certain Relationships and Related Transactions, and Director Independence
Master Agreement between JPMorgan Chase Bank, National Association and Visa U.S.A.
JPMorgan Chase Bank, National Association and Visa U.S.A. entered into a master agreement, effective at January 1, 2005 and amended and
supplemented March 31, 2005, pursuant to which JPMorgan Chase agreed, among other things, to issue Visa-branded credit and debit cards in exchange for
certain pricing terms, payments and other incentives. Visa U.S.A. and its affiliates provide, among other things, authorization, processing, settlement, account
support, advertising and promotional services to JPMorgan Chase. Operating revenues recognized as a result of fees paid, net of incentives, from JPMorgan
Chase and its affiliates, were approximately $345 million, $408 million and $454 million in fiscal 2005, 2006 and 2007, respectively. Further, JPMorgan
Chase is a party to Visa International's 364-day revolving credit facility that was entered into in November 2007. Charles W. Scharf, a member our board of
directors, is the Chief Executive Officer of Retail Financial Services, JPMorgan Chase.
Partnership Agreement between Bank of America N.A. and Visa U.S.A.
Bank of America, N.A. and Visa U.S.A. entered into a partnership agreement effective at January 1, 2006 and amended June 22, 2007, pursuant to
which Bank of America agreed on behalf of itself and certain of its affiliates, among other things, to issue Visa-branded credit and debit cards in exchange for
certain pricing terms, payments and other incentives. Visa U.S.A. and its affiliates provide, among other things, authorization, processing, settlement, account
support, advertising and promotional services to Bank of America. Operating revenues recognized as a result of fees paid, net of incentives, from Bank of
America and its affiliates, were
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