Initial Statement of Beneficial Ownership of Securities — Form 3 Filing Table of Contents
1: 3 Initial Statement of Beneficial Ownership of HTML 5K
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2: EX-24 Power of Attorney 2± 8K
EX-24 — Power of Attorney
POWER OF ATTORNEY
The undersigned hereby constitutes and appoints John G. Finneran, Jr., Frank R.
Borchert, III, Jean K. Traub and Gary L. Perlin, and each of them, as the true
and lawful attorneys-in-fact (with full power of substitution and revocation
in each) to:
(1) execute, for and on behalf of the undersigned, any and all statements and
reports required or permitted to be filed by the undersigned, in any and all
capacities, under Section 16(a) of the Securities Exchange Act of 1934, as
amended, and the rules promulgated thereunder (the "Act") with respect to the
beneficial ownership of the securities of Capital One Financial Corporation
(the "Company"), including without limitation Forms 3, 4 and 5;
(2) do and perform any and all acts for and on behalf of the undersigned which
may be necessary or desirable to complete and execute any such statements and
reports and file such statements and reports, with all amendments, supplements
and exhibits thereto, with the Securities and Exchange Commission, the New
York Stock Exchange and/or any other stock exchange or any similar authority
and to deliver copies thereof to the Company; and
(3) take any other action of any type whatsoever in connection with the
foregoing which, in the opinion of such attorney-in-fact, may be of benefit
to, in the best interest of, or legally required by, the undersigned, it being
understood that the documents executed by such attorney-in-fact on behalf of
the undersigned pursuant to this Power of Attorney shall be in such form and
shall contain such terms and conditions as such attorney-in-fact may approve
in his or her discretion.
The undersigned hereby grants to each such attorney-in-fact full power and
authority to do and perform any and every act and thing whatsoever requisite,
necessary, or proper to be done in the exercise of any of the rights and
powers herein granted, as fully as the undersigned could do if personally
present, with full power of substitution or revocation, and hereby ratifies
and confirms all that such attorneys-in-fact shall lawfully do or cause to be
done by virtue of this Power of Attorney. The undersigned acknowledges that
the foregoing attorneys-in-fact, acting in such capacity at the request of
the undersigned, are not assuming, nor is the Company assuming, any of the
undersigned's responsibilities to comply with Section 16 of the Act.
This Power of Attorney shall remain in full force and effect until the
undersigned is no longer required to file statements or reports under Section
16(a) of the Act with respect to holdings of and transactions in securities
issued by the Company, unless earlier revoked by the undersigned in a signed
writing delivered to the foregoing attorneys-in-fact.
IN WITNESS WHEREOF, the undersigned has caused this Power of Attorney to be
executed as of this 4th day of November, 2003.
/s/ Mayo A. Shattuck, IIIACKNOWLEDGEMENT FOR POWER OF ATTORNEY STATE OF MARYLAND )
CITY/COUNTY OF BALTIMORE)
The foregoing instrument was acknowledged before me this 4th day of
November, 2003, by Mayo A. Shattuck, III.
/s/ Ruth J. Phillips
My commission expires May 1, 2006.