SEPARATION AND TRANSITION ADVISORY SERVICES AGREEMENT

Exhibit 10.7.4

SEPARATION AND TRANSITION

ADVISORY SERVICES AGREEMENT

This Separation and Transition Advisory Services Agreement (this “ Agreement ”) by and between Capital One Financial Corporation, a Delaware corporation (the “ Company ”), and John Adam Kanas (the “ Executive ”), is dated as of July 9, 2007.

WHEREAS, the Executive has been employed by the Company as President, Banking Segment and, in connection therewith, the Executive and the Company entered into the Restricted Share Agreement, dated as of March 12, 2006 (the “ Restricted Share Agreement ”); and

WHEREAS, the parties have reached a mutual agreement relating to the Executive’s separation from service and noncompete/nonsolicitation and transition advisory arrangements, and they wish to set forth their mutual agreement as to the terms and conditions as set forth herein;

NOW, THEREFORE, the Company and the Executive hereby agree as follows:

1. Termination of Employment . Effective as of August 6, 2007 (the “ Separation Date ”), the employment relationship between the Company and the Executive shall terminate and the Executive shall no longer serve as President of the Company’s Banking Business or in any other position he then holds as a director, officer or employee of any of the Company’s subsidiaries or affiliates (the Company and all of its subsidiaries and affiliates are hereinafter referred to collectively as the “ Affiliated Entities ”). The terms and conditions of the Executive’s employment through the Separation Date shall be the same as those currently in effect. The Executive shall be promptly reimbursed, pursuant to the expense reimbursement procedures in effect with respect to the Executive during his employment with the Company, for all reasonable expenses incurred by the Executive in connection with his employment with the Company prior to the Separation Date. The Executive’s rights with respect to any employee benefits that accrued prior to the Separation Date shall be governed by the terms of the applicable employee benefit plan, program or arrangement, and the Executive shall be treated as a retired employee under all such plans, programs and arrangement. The Company shall take such action as may be reasonably requested by the Executive to facilitate the transfer of the life insurance policies on the Executive’s life to the Executive (or a trust or other person or entity designated by the Executive), provided that any such transfer does not result in an additional financial obligation for the Company. For the avoidance of doubt, the Executive shall not be entitled to any severance benefits in connection with his termination of employment.

2. Restricted Shares . The restricted shares granted to the Executive pursuant to the Restricted Share Agreement shall fully vest and be non-forfeitable and transferable upon the Separation Date pursuant to Section 2 of the Restricted Share Agreement.

3. Stock Options . The stock options granted to the Executive pursuant to the stock option award agreements identified on Schedule I attached hereto (each a “ Stock Option Agreement ”), all of which have vested prior to the Separation Date, shall remain outstanding and exercisable until the earlier of December 1, 2010 or the date such options are exercised and shall otherwise remain subject to the terms of the applicable Stock Option Agreement.

4. Transition Advisory Services .

a. During the period commencing on the Separation Date and ending on December 1, 2009 (the “ Continuation Period ”), the Executive shall make himself available to render transition advisory services to the Company as may be reasonably requested from time to time by the Company, at such times and locations as may be reasonably requested in advance by the Company, provided that in no event shall the Executive be required to provide services in excess of 80 hours per month. For purposes hereof, transition advisory services shall include the continuation of the Executive’s activities for the Company related to client, customer and community relations, employee retention, business development, credit approval and such other activities as reasonably requested by the Company.

b. In consideration for the Executive’s provision of advisory services, the Company shall pay the Executive $100,000 on each of July 1, 2008 and December 31, 2008, subject to the Executive’s compliance with the terms of this Agreement.

c. During the Continuation Period, the Company shall continue to provide the Executive the benefits set forth on Annex A attached hereto at the Company’s sole expense. In addition, the Company shall promptly reimburse the Executive, pursuant to expense reimbursement procedures no less favorable than those in effect with respect to the Executive during his employment with the Company, for all reasonable business expenses incurred by the Executive during the Continuation Period.

d. The Executive shall be an independent contractor of the Company during the Continuation Period and shall not be eligible to actively participate in any employee benefit plan, program or arrangement during the Continuation Period except as otherwise specifically provided under the terms of such plan, program or arrangement or this Agreement.

5. The Executive’s Covenants . The Executive hereby agrees to be bound by the covenants set forth in Annex B attached hereto, which is incorporated herein by reference and which shall replace and supersede the covenants set forth in Annex B to the Restricted Share Agreement.

6. Certain Additional Payments by the Company . Section 6 of the Restricted Share Agreement shall continue to apply and shall be incorporated herein by reference, and any defined term used in this Section 6 and not otherwise defined in this Agreement shall have the meaning given to it in the Restricted Share Agreement. Any Gross-Up Payment shall be paid by the Company within 30 days of the receipt of the Accounting Firm’s determination; provided , however , that in all events any Gross-Up Payment shall be paid no later than the end of the Executive’s taxable year next following the Executive’s taxable year in which the Excise Tax (or any income or other related taxes or interest or penalties thereon) on a Payment is remitted to the Internal Revenue Service or any other applicable taxing authority. The Company, in its sole discretion, may withhold and pay over to the Internal Revenue Service or any other applicable taxing authority, for the benefit of the Executive, all or any portion of any Gross-Up Payment, and the Executive hereby consents to such withholding. In addition, notwithstanding Section 6 of the Restricted Share Agreement, if any Excise Tax under Section 4999 of the Code is payable in connection with the stock options subject to the Stock Option Agreements and the payments and benefits provided under Section 4 or set forth on Annex A, the Executive shall be entitled to a Gross-Up Payment thereon in accordance with Section 6 of the Restricted Share Agreement (as

2

supplemented by this Section 6). The Executive shall be provided with a copy of the Accounting Firm’s Gross-Up Payment calculation, if applicable.

7. Indemnification of Director and Officer Liabilities . The Company shall continue to indemnify the Executive for acts taken while providing services to the Company (including the transition advisory services under Section 4 hereof), pursuant to the Company’s policies on indemnification applicable to the most senior executive officers of the Company from time-to-time.

8. Legal Fees . The Company agrees to pay as incurred (within 30 days following the Company’s receipt of an invoice from the Executive), at any time from the date of this Agreement through the Executive’s remaining lifetime or, if longer, through the 20 ^th anniversary of the Separation Date, to the full extent permitted by law, all legal fees and expenses that the Executive may reasonably incur as a result of any contest by the Company, the Executive or others of the validity or enforceability of, or liability under, any provision of this Agreement or any guarantee of performance thereof, plus, in each case, interest on any delayed payment at the applicable federal rate provided for in Section 7872(f)(2)(A) of the Code, provided that the Executive prevails on one material aspect of any such contest.

9. Entire Agreement . This Agreement sets forth the entire agreement of the Company and the Executive with respect to the subject matter hereof. Any provision of this Agreement, to the extent necessary to carry out the intent of such provision, including without limitation Sections 5, 6, 7 and 8, shall survive the termination of the Executive’s employment, the Continuation Period and this Agreement.

10. Successors .

a. This Agreement is personal to the Executive and without the prior written consent of the Company shall not be assignable by the Executive other than by will or the laws of descent and distribution. This Agreement shall inure to the benefit of and be enforceable by the Executive’s legal representatives.

b. This Agreement shall inure to the benefit of and be binding upon the Company and its successors and assigns. The Company will require any successor (whether direct or indirect, by purchase, merger, consolidation or otherwise) to all or substantially all of the business and/or the assets of the Company to assume expressly and agree to perform this Agreement in the same manner and to the same extent that the Company would be required to perform it if no such succession had taken place. The “ Company ” means the Company as hereinbefore defined and any successor to it business and/or assets as aforesaid that assumes and agrees to perform this Agreement by operation of law or otherwise.

11. Amendment . This Agreement may be amended, modified or changed only by a written instrument executed by the Executive and the Company.

12. Governing Law . This Agreement shall be governed by and construed in accordance with the laws of the Commonwealth of Virginia, without reference to principles of conflict of laws. The captions of this Agreement are not part of the provisions hereof and shall have no force or effect.

3

13. Taxes . Notwithstanding any other provision of this Agreement, the Company may withhold from any amounts payable under this Agreement, or any other benefits received pursuant hereto, any Federal, state and/or local taxes as shall be required to be withheld under any applicable law or regulation.

14. Counterparts . This Agreement may be executed in several counterparts, each of which shall be deemed an original, and said counterparts shall constitute but one and the same instrument. The invalidity or unenforceability of any provision of this Agreement shall not affect the validity or enforceability of any other provision of this Agreement.

15. Notices . Any notices required or permitted hereunder shall be addressed to the Company at its corporate headquarters, attention: General Counsel, or to the Executive at the address then on record with the Company, as the case may be, and deposited, postage prepaid, in the United States mail. Either party may, by notice to the other given in the manner aforesaid, change his or its address for future notices.

4

IN WITNESS WHEREOF, the Executive has hereunto set the Executive’s hand and, pursuant to the authorization from the Board, the Company has caused these presents to be executed in its name on its behalf, all as of the day and year first above written.