SEC Form 3

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 or Section 30(h) of the Investment Company Act of 1940

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1. Name and Address of Reporting Person* Eder Noelle K (Last) (First) (Middle) 1680 CAPITAL ONE DRIVE (Street) MCLEAN VA 22102 (City) (State) (Zip)	2. Date of Event Requiring Statement (Month/Day/Year) 11/28/2016	3. Issuer Name and Ticker or Trading Symbol CAPITAL ONE FINANCIAL CORP [ COF ]
		4. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director 10% Owner X Officer (give title below) Other (specify below) Chief Card Cust. Exp. Officer	5. If Amendment, Date of Original Filed (Month/Day/Year)
			6. Individual or Joint/Group Filing (Check Applicable Line) X Form filed by One Reporting Person Form filed by More than One Reporting Person

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	27,540	D

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: 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
2015 Restricted Stock Units	(1)	(1)	Common Stock	980	0.0000(2)	D
2016 Restricted Stock Units	(3)	(3)	Common Stock	6,861	0.0000(2)	D
Restricted Stock Units	02/15/2017(4)	02/15/2017(4)	Common Stock	5,351	0.0000(4)	D
Stock Options	(5)	09/07/2024	Common Stock	46,491	82.08	D

Explanation of Responses:

1. These restricted stock units vest in 1/3 increments beginning on February 15, 2016 and annually thereafter.

2. Each restricted stock unit will be settled in cash based on the Company's average fair market value of the underlying shares of common stock over the fifteen trading days preceding the vesting date.

3. These restricted stock units will vest in 1/3 increments beginning on February 15, 2017 and annually thereafter.

4. Each restricted stock unit will vest on January 1, 2017 and will be settled in cash on February 15, 2017 based on the Company's average fair market value of the underlying shares of common stock over the fifteen trading days preceding the settlement date.

5. This option became exercisable in 1/3 increments beginning on September 8, 2015 and annually thereafter.

Remarks:

poaeder.txt

	Cleo Belmonte (POA on file)	12/08/2016
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* 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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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Exhibit 24.1

POWER OF ATTORNEY


	The undersigned hereby constitutes and appoints John G. Finneran,
Jr., Shahin Rezai and Cleo Belmonte, 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, 5, and Form 144 required to be
filed by the undersigned under Rule 144 of the Securities Act of 1933, as
amended;

       (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;

       (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;
and

       (4) request and receive from any broker (i) periodic reports
detailing the undersigned's retail holdings of the Company's securities
held in his or her account(s) and (ii) confirmations of acquisitions or
dispositions of the Company's securities, or other derivative instruments
based on any of the Company's equity, effected by such broker in or
through his or her account(s), with no obligation to receive further
approval from the undersigned for such request(s).

	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 required, 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 revokes all prior Powers of Attorney
submitted to the Company with respect to the matters expressed herein,
and 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 5th day of December 2016.


						/s/ Noelle Eder
						Name: Noelle Eder


	ACKNOWLEDGEMENT FOR POWER OF ATTORNEY

STATE OF Virginia			)
					)      ss.
CITY/COUNTY OF Fairfax			)


The foregoing instrument was acknowledged before me this 5th day of
December, 2016 by Noelle Eder.


						/s/ Christine A. Van Horn
						Notary Public

(SEAL)


My commission expires 7/31/2017.