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SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
October 20, 1998
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(Date of earliest event reported)
Capital One Financial Corporation
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(Exact name of registrant as specified in its charter)
Delaware 1-13300 54-1719854
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(State of incorporation (Commission File (IRS Employer
or organization) Number) Identification No.)
2980 Fairview Park Drive
Suite 1300
Falls Church, Virginia 22042
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(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (703) 205-1000
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Item 5. Other Events.
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(a) See attached press release.
(b) Cautionary Factors
The attached press release contains forward looking statements which
involve a number of risks and uncertainties. The Company cautions readers that
any forward-looking information is not a guarantee of future performance and
that actual results could differ materially from those contained in the
forward-looking information as a result of various factors including, but not
limited to, the following: continued intense competition from numerous providers
of products and services which compete with the Company's businesses; with
respect to financial products, changes in the Company's aggregate accounts or
consumer loan balances and the growth rate thereof, including changes resulting
from factors such as shifting product mix, amount of actual marketing expenses
made by the Company and attrition of accounts and loan balances; an increase in
credit losses (including increases due to a worsening of general economic
conditions); the ability of the Company to continue to securitize its credit
cards and consumer loans and to otherwise access the capital markets at
attractive rates and terms to fund its operations and future growth;
difficulties or delays in the development, production, testing and marketing of
new products or services; losses associated with new products or services;
financial, legal, regulatory or other difficulties that may affect investment
in, or the overall performance of, a product or business, including changes in
existing laws to regulate further the credit card and consumer loan industry and
the financial services industry, in general; the amount of, and rate of growth
in, the Company's expenses (including salaries and associate benefits and
marketing expenses) as the Company's business develops or changes or as it
expands into new market areas; the availability of capital necessary to fund the
Company's new businesses; the ability of the Company to build the operational
and organizational infrastructure necessary to engage in new businesses or to
expand internationally; the ability of the Company to recruit experienced
personnel to assist in the management and operations of new products and
services; the ability of the Company and its suppliers to successfully address
Year 2000 compliance issues; and other factors listed from time to time in the
Company's SEC reports, including, but not limited to, the Annual Report on Form
10-K for the year ended December 31, 1997 (Part I, Item 1, Cautionary
Statements).
Item 7. Financial Statements, Pro Forma Financial Information and Exhibits.
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99.1. Press Release of the Company dated October 20, 1998.
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SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this registration statement to be signed on its
behalf by the undersigned, thereto duly authorized.
CAPITAL ONE FINANCIAL CORPORATION
Dated: October 20, 1998 By: /s/ John G. Finneran, Jr.
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John G. Finneran, Jr.
Senior Vice President, General Counsel
and Corporate Secretary
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EXHIBIT INDEX
99.1 Press Release of the Company dated October 20, 1998.
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Exhibit 99.1
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[CAPITAL ONE LETTERHEAD]
EMBARGOED UNITL 4:00 pm Contact: Paul Paquin Sam Wang
- ----------------------- VP, Investor Relations Dir., Media Relations
October 20, 1998 703-205-1039 703-205-1180
Capital One 1999 Earnings to Exceed Expectations
Falls Church, Va. (October 20, 1998) - Capital One Financial Corporation today
announced it expects earnings for the year ending December 31, 1999, to exceed
analysts' current expectations. The Company expects to report earnings per share
(diluted) for the full year (1999) that will be approximately 30 percent higher
than 1998. This is above the Company's long-term objective of 20 percent annual
earnings growth.
"We're on a very impressive growth trajectory," said Richard D.
Fairbank, Capital One's Chairman and Chief Executive Officer, in announcing this
1999 goal. "Capital One's strategic marketing is leading to record growth in
product innovations, customers and earnings. At the same time, our conservative
risk management coupled with a more favorable credit environment is resulting in
record improvements in credit quality."
The Company cautioned, however, that its current expectations for l999
earnings are forward-looking statements and actual results could differ
materially from current expectations due to a number of factors including:
continued intense competition; the Company's ability to access the capital
markets at attractive rates and terms to fund its operations and future growth;
and general economic conditions affecting consumer income and spending, which
may affect consumer bankruptcies, defaults and delinquencies.*
Headquartered in Falls Church, Virginia, Capital One Financial
Corporation (www.capitalone.com) is a holding company whose principal
subsidiaries, Capital One Bank and Capital One, F.S.B., offer consumer lending
products. Capital One's subsidiaries collectively had 14.9 million customers and
$16.3 billion in managed loans outstanding as of September 30, 1998, and are
among the largest providers of MasterCard and Visa credit cards in the world.
Capital One trades on the New York Stock Exchange under the symbol "COF" and is
included in the S&P 500 Index.
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[*NOTE: A discussion of these and other factors can be found in Capital One's
reports filed with the Securities and Exchange Commission, including, but not
limited to, the Annual Report on Form 10-K for the year ended December 31, 1997
(Part I, Item 1, Cautionary Statements).]
