Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
  Berson Jory A
2. Date of Event Requiring Statement (Month/Day/Year)
06/05/2006
3. Issuer Name and Ticker or Trading Symbol
CAPITAL ONE FINANCIAL CORP [COF]
(Last)
(First)
(Middle)
1680 CAPITAL ONE DRIVE
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Executive Officer
5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

MCLEAN, VA 22102
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)
Common Stock 44,338
D
 

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Employee Stock Option (Right to Buy) 05/13/2002 01/22/2007 Common Stock 1,786 $ 53.07 D  
Employee Stock Option (Right to Buy) 05/03/2004 01/22/2007 Common Stock 422 $ 61.21 D  
Employee Stock Option (Right to Buy) 05/03/2004 09/12/2007 Common Stock 603 $ 61.21 D  
Employee Stock Option (Right to Buy) 05/03/2004 12/16/2008 Common Stock 1,632 $ 61.21 D  
Employee Stock Option (Right to Buy)   (1) 04/28/2009 Common Stock 55,662 $ 56.46 D  
Employee Stock Option (Right to Buy) 04/29/1999 04/28/2009 Common Stock 300 $ 56.46 D  
Employee Stock Option (Right to Buy)   (2) 12/12/2011 Common Stock 4,076 $ 49.07 D  
Employee Stock Option (Right to Buy)   (3) 12/12/2011 Common Stock 18,991 $ 49.07 D  
Employee Stock Option (Right to Buy)   (4) 12/14/2013 Common Stock 18,924 $ 56.28 D  
Employee Stock Option (Right to Buy) 12/15/2006 12/14/2013 Common Stock 1,776 $ 56.28 D  
Employee Stock Option (Right to Buy)   (5) 03/14/2015 Common Stock 19,570 $ 78.71 D  
Employee Stock Option (Right to Buy)   (6) 03/02/2016 Common Stock 21,340 $ 88.81 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Berson Jory A
1680 CAPITAL ONE DRIVE
MCLEAN, VA 22102
      Executive Officer  

Signatures

By: Frederick L. Williams (POA on file) for 06/14/2006
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) This option becomes exercisable in two equal increments, the first on April 29, 2005 and the last on April 29, 2008.
(2) This option became exercisable in two equal increments, the first on December 13, 2003 and the last on December 13, 2004.
(3) This option became exercisable in 33 1/3% increments beginning on December 13, 2002 and annually thereafter.
(4) This option becomes exercisable in the following manner: two increments of 6,900 underlying shares on December 15, 2004 and December 15, 2005 and the last increment of 5,124 underlying shares on December 15, 2006.
(5) This option becomes exercisable in 33 1/3% increments beginning on March 15, 2006 and annually thereafter.
(6) This option becomes exercisable in the following manner: two increments of 7,106 underlying shares on March 3, 2007 and March 3, 2008 and the last increment of 7,128 underlying shares on March 3, 2009.

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