the Upper Decs ® by substituting, as pledged securities, specifically identified treasury securities that will pay $50 on the relevant stock purchase date, which is the amount due on that date under each forward purchase contract. In February 2005, the senior notes will be remarketed, and the interest rate will be reset based on interest rates in effect at the time of remarketing. The holders will use the proceeds of the remarketing to fund their obligations to purchase shares of the Company’s common stock under the forward purchase contract, with such number of shares to be determined based upon the average closing price per share of the Company’s common stock for 20 consecutive trading days ending on the third trading day immediately preceding the stock purchase date at a minimum per share price of $63.91 and a maximum per share price of $78.61. As of December 31, 2002, the Corporation had two effective shelf registration statements under which the Corporation from time to time may offer and sell senior or subordinated debt securities, preferred stock, common stock, common equity units and stock purchase contracts. The Corporation Shelf Registration statements had a total capacity of $2.2 billion all of which was available at December 31, 2002. There was $587.2 million available at December 31, 2001. On November 11, 2002, the Corporation issued shares of its common stock having an aggregate value of $54.9 million to certain former shareholders of AmeriFee Corporation (“AmeriFee”) in connection with the termination of the stock purchase agreement relating to the Corporation’s acquisition of AmeriFee. Of this amount, $43.9 million of the Corporation’s common stock was issued through its shelf registration statement and $11.0 million was issued in an unregistered offering. In January 2002, the Company issued $300.0 million of five-year senior notes with a coupon rate of 8.75%. During 2001, the Corporation issued 6,750,390 shares of common stock in a public offering under the shelf registration statement that resulted in proceeds of $412.8 million. COAF, a subsidiary of the Company, currently maintains seven agreements to transfer pools of consumer loans accounted for as secured borrowings. The agreements were entered into between 1999 and 2002, relating to the transfers of pools of consumer loans totaling $6.2 billion. Principal payments on the borrowings are based on principal collections, net of losses, on the transferred consumer loans. The secured borrowings accrue interest predominantly at fixed rates and mature between June 2006 and September 2008, or earlier depending upon the repayment of the underlying consumer loans. At December 31, 2002 and 2001, $4.6 billion and $2.5 billion, respectively, of the secured borrowings were outstanding.  PeopleFirst, a subsidiary of COAF, currently maintains four agreements to transfer pools of consumer loans accounted for as secured borrowings. The agreements were entered into between 1999 and 2000 relating to the transfer of pools of consumer loans totaling approximately $886.0 million. Principal payments on the borrowings are based on principal collections, net of losses, on the transferred consumer loans. The secured borrowings accrue interest at fixed rates and mature between September 2003 and September 2007, or earlier depending upon the repayment of the underlying consumer loans. At December 31, 2002 and 2001, $243.0 million and $477.3 million of the secured borrowings were outstanding. In January 1997, Capital One Capital I, a subsidiary of the Bank created as a Delaware statutory business trust, issued $100.0 million aggregate amount of Floating Rate Junior Subordinated Capital Income Securities that mature on February 1, 2027. The securities represent a preferred beneficial interest in the assets of the trust. The Domestic Revolving Credit Facility (the “Credit Facility”) is available for general corporate purposes of the Company. The Credit Facility is comprised of two tranches: a $810.0 million Tranche A facility available to the Bank and the Savings Bank, including an option for up to $250.0 million in multicurrency availability; and a $390.0 Tranche B facility available to the Corporation, the Bank and the Savings Bank, including an option for up to $150.0 million in multicurrency availability. All borrowings under the Credit Facility are based on varying terms of LIBOR. The Bank has irrevocably undertaken to honor any demand by the lenders to repay any borrowings which are due and payable by the Savings Bank but have not been paid. The Credit Facility has a total capacity of $1.2 billion all of which was available at December 31, 2002. The Credit Facility expires in May of 2003. The Multicurrency Facility is intended to finance the Bank’s business in Europe and was initially comprised of two Tranches, each in the amount of Euro 300.0 million. The Tranche A facility terminated August of 2001. The Tranche B facility terminates August 2004. The Corporation serves as guarantor of all borrowings by Capital One Bank (Europe) plc under the Multicurrency Facility. Internationally, the Company has funding programs designed for foreign investors or to raise funds in foreign currencies allowing the Company to borrow from the U.S. and non-U.S. lenders, including foreign currency funding options under the Credit Facility discussed above. The Company funds its foreign assets by directly or synthetically borrowing or securitizing in the local currency to mitigate the financial statement effect of currency translations. The Multicurrency Facility has a total capacity of Euro 300.0 million ($315.0 million equivalent based on the exchange rate at closing) all of which was available at December 31, 2002. OTHER BORROWINGS Secured Borrowings Multicurrency Facility Domestic Revolving Credit Facility Other Short-Term Borrowings Corporation Shelf Registration Statements Junior Subordinated Capital Income Securities 60