8-KOther EventsExhibits & Filings

CAPITAL ONE FINANCIAL CORP 8-K Report, Corporate Update (May 19, 2006)

Filed May 19, 2006For Securities:COFCOF-PLCOF-PICOF-PKCOF-PNCOF-PJ

Summary

This Current Report on Form 8-K filed by Capital One Financial Corporation (COF) on May 19, 2006, primarily serves to provide updated financial information for North Fork Bancorporation, Inc. This is in connection with Capital One's previously filed Registration Statement on Form S-3 and a related merger. The filing includes consolidated financial statements for North Fork as of December 31, 2005 and 2004, and for the three years then ended, as well as unaudited consolidated financial statements as of March 31, 2006, and for the three-month periods ended March 31, 2006 and 2005. Investors should note that this report is an ancillary filing to support the ongoing merger process. The primary focus for understanding the implications of the proposed transaction, including detailed financial information and potential risks, would be found within the Registration Statement on Form S-4 and the accompanying joint proxy statement/prospectus, which are also referenced in this filing. The document emphasizes that investors should read these materials carefully when they become available for important information regarding the merger.

Key Highlights

  • 1Capital One Financial Corporation is filing financial statements of North Fork Bancorporation, Inc. as part of a Registration Statement on Form S-3.
  • 2The filing includes audited consolidated financial statements for North Fork for the years ending December 31, 2005, 2004, and the three-year period ended December 31, 2005.
  • 3Unaudited consolidated financial statements for North Fork are also provided as of March 31, 2006, and for the three-month periods ended March 31, 2006 and 2005.
  • 4These financial statements are being provided in connection with a proposed merger between Capital One and North Fork.
  • 5A Registration Statement on Form S-4, including a preliminary joint proxy statement/prospectus, has been filed with the SEC regarding the merger.
  • 6Investors are urged to read the definitive joint proxy statement/prospectus when available for important details about the merger.
  • 7The filing also includes the consent of North Fork's independent registered public accounting firm.

Frequently Asked Questions

The primary purpose of this 8-K filing is to provide the consolidated financial statements of North Fork Bancorporation, Inc. to support Capital One Financial Corporation's previously filed Registration Statement on Form S-3. These financial statements are relevant to a proposed merger between Capital One and North Fork.

More detailed information about the proposed merger can be found in the Registration Statement on Form S-4 filed by Capital One with the SEC, which includes a preliminary joint proxy statement/prospectus. Investors are strongly encouraged to review the definitive joint proxy statement/prospectus once it becomes available, as it will contain crucial details regarding the transaction.

This filing includes the audited consolidated financial statements of North Fork Bancorporation, Inc. for the years ending December 31, 2005 and 2004, and for the three-year period ended December 31, 2005. It also includes unaudited consolidated financial statements as of March 31, 2006, December 31, 2005, and March 31, 2005, and for the three-month periods ended March 31, 2006 and 2005.

No, this specific 8-K filing does not contain new financial results for Capital One Financial Corporation. Its focus is on providing the financial statements of North Fork Bancorporation, Inc. in connection with the proposed merger and a separate registration statement.