News Details

Visa Inc. Posts Strong Fiscal First Quarter 2009 Earnings Results and Reaffirms 2009 Adjusted Diluted Earnings Per Share Guidance

02/04/2009

- Adjusted quarterly net income of $599 million or $0.78 per diluted class A common share

- GAAP quarterly net income of $574 million or $0.74 per diluted class A common share

- Payments volume growth of 12% over the prior year to $701 billion

SAN FRANCISCO, Feb. 4 /PRNewswire-FirstCall/ -- Visa Inc. (NYSE: V) today announced financial results for the company's fiscal first quarter 2009 ended December 31, 2008. On an adjusted basis (reflective of a normalized tax rate, restructuring and purchase amortization), net income for the quarter was $599 million, or $0.78 per diluted class A common share. GAAP net income for the quarter was $574 million, or $0.74 per diluted class A common share. The weighted average number of diluted class A common shares outstanding were 772 million. The company's adjusted net income and adjusted diluted net income per class A common share are non-GAAP financial measures that are reconciled to their most directly comparable GAAP measures in the accompanying financial tables.

Net operating revenue in the fiscal first quarter of 2009 was $1.7 billion, an increase of 17% over the prior year, driven by strong contributions across all revenue categories. Payments volume and processed transactions remained solid, in particular in the Asia Pacific (AP), Central Europe, Middle East and Africa (CEMEA), and Latin America and Caribbean (LAC) regions.

"We are very pleased with our fiscal first quarter earnings results and our ability to deliver strong operating performance," said Joseph Saunders , Chairman and Chief Executive Officer. "Despite the increasingly challenging economy, processed transaction growth, the strength of debit, and the global diversity of our business continue to highlight the resilience of our business model."

"Even though we now foresee tougher economic trends in the second half of fiscal 2009 with resulting net revenue growth likely in the low single digits, we remain stead-fast in our ability to meet our 2009 EPS guidance," added Saunders. "Rationalizing our expense structure and further leveraging operational efficiencies within the organization remain priorities. These directives, coupled with providing innovative products and services along with the global expansion of our business, will further support our long-term success."

Fiscal First Quarter 2009 Financial Highlights:

Visa Inc.'s operational performance highlights for the fiscal first quarter, as measured by business activity through September 30, 2008, include:

-- Payments volume grew 12% over the prior year to $701 billion;
-- Total volume, inclusive of cash volume was $1.1 trillion, an increase of 16% over the prior year;
-- Total cards carrying the Visa brands rose 10% worldwide over the prior year to 1.7 billion; and
-- Total payment transactions increased by 13% over the prior year to 14.5 billion.

Total processed transactions, which represent transactions processed by VisaNet through December 31, 2008, were 9.8 billion, an 8% increase over the prior year.

For the fiscal first quarter 2009, service revenues were $793 million, an increase of over 8% versus the prior year, and are recognized based on payment volume in the prior quarter. All other revenue categories are recognized based on current quarter activity. Data processing revenues rose 13% over the prior year to $554 million. International transaction revenues, which are driven by cross-border payments volume, grew 33% over the prior year to $505 million, as the company benefited from prior pricing initiatives. Other revenues, which include the Visa Europe licensing fee, were $156 million, up 17% over the prior year. Volume and support incentives, which are a contra revenue item, were $269 million.

Adjusted total operating expenses were $728 million for the fiscal first quarter, a 4% decrease from the prior year. Total operating expenses on a GAAP basis were $773 million for the quarter, a 5% decrease from the prior year.

Cash, cash equivalents, restricted cash, and available-for-sale investment securities were $5.6 billion at December 31, 2008.

Notable Events:

In October 2008, as planned, the company used $1.508 billion of net proceeds from its initial public offering (IPO) for the required redemption of 35,263,585 shares of class C (series III) common stock. Following the redemption, the remaining 27,499,203 shares of class C (series III) and class C (series IV) common stock outstanding automatically converted into shares of class C (series I) common stock on a one-to-one basis. The company also utilized net proceeds from the IPO to fund the redemption of all class C (series II) common stock. The redemption price of $1.146 billion was adjusted for dividends paid and related interest, resulting in a cash payment of $1.138 billion.

In December 2008, the company formed Visa Processing Services, Ltd. ("VPS"), a joint venture that enables us to offer comprehensive multi-currency and multi-language issuer processing services outside the US, in some of the fastest growing economies in the world such as Japan and India. VPS reflects Visa's strategic focus on growing our processing capabilities worldwide, expanding our global strength in debit, and furthering the migration to electronic payments.

On December 19, 2008, as planned, the company deposited $1.1 billion ("Loss Funds") into the litigation escrow account previously established under the company's Retrospective Responsibility Plan. The deposit of the Loss Funds into the escrow account to fund the Discover settlement reduced the conversion ratio applicable to the company's class B common stock outstanding from 0.7143 per class A share to 0.6296 per class A share. The deposit of Loss Funds has the effect of a repurchase of 20,800,824 class A common stock equivalents from the company's class B shareholders.

Financial Outlook:

Visa Inc. updates its financial outlook for the following metric for full-year 2009:

-- Annual net revenue growth in the high single-digits

Visa Inc. affirms its financial outlook for the following metrics through 2010 with the caveat that annual net revenue growth may be somewhat challenged in 2010 if the current economic environment in the U.S. and around the globe persists beyond 2009:

-- Annual net revenue growth at the lower end of the 11% to 15% range;
-- Annual adjusted operating margin in the mid-to-high 40% range;
-- Annual adjusted diluted class A common earnings per share growth of greater than 20%;
-- Annual free cash flow in excess of $1 billion; and
-- Capital expenditures in the range of $300 to $350 million in 2009 and representing 3 to 4% of gross revenues in 2010.

This outlook reflects an assumed 40% percent GAAP tax rate for fiscal year 2009. The company's intent is to reduce this rate to a level around 35-36% over the next four years.

Fiscal First Quarter 2009 Earnings Results Conference Call Details:

Visa's executive management team will host a live audio webcast beginning at 5:00 p.m. EST (2:00 p.m. PST) today to discuss the financial results and business highlights.

All interested parties are invited to listen to the live webcast at http://investor.visa.com. A replay of the webcast will be available on the Visa Investor Relations website for 30 days.

Investor information, including supplemental financial information, is available on Visa Inc's Investor Relations website at http://investor.visa.com

About Visa Inc.

Visa Inc. operates the world's largest retail electronic payments network providing processing services and payment product platforms. This includes consumer credit, debit, prepaid and commercial payments, which are offered under the Visa, Visa Electron, Interlink and PLUS brands. Visa enjoys unsurpassed acceptance around the world, and Visa/PLUS is one of the world's largest global ATM networks, offering cash access in local currency in more than 170 countries. For more information, visit www.corporate.visa.com.

Forward Looking Statements

Certain statements contained in this press release are forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, which are subject to the "safe harbor" created by those sections. These statements can be identified by the terms "anticipate," "believe," "continue," "could," "estimate," "expect," "intend," "may," "plan," "potential," "predict," "project," "should," "will" and similar expressions which are intended to identify forward-looking statements. In addition, any underlying assumptions are forward-looking statements. Such forward-looking statements include but are not limited to statements regarding certain of Visa's goals and expectations with respect to adjusted earnings per share, revenue, adjusted operating margin, and free cash flow, and the growth rate in those items, as well as other measures of economic performance.

By their nature, forward-looking statements: (i) speak only as of the date they are made, (ii) are not guarantees of future performance or results and (iii) are subject to risks, uncertainties and assumptions that are difficult to predict or quantify. Therefore, actual results could differ materially and adversely from those forward-looking statements as a result of a variety of factors, including all the risks discussed in Part 1, Item 1A - "Risk Factors" in our Annual Report on Form 10-K for the fiscal year ended September 30, 2008. You are cautioned not to place undue reliance on such statements, which speak only as of the date of this presentation. Unless required to do so under U.S. federal securities laws or other applicable laws, we do not intend to update or revise any forward-looking statements.

    Contacts:

    Investor Relations: Jack Carsky or Victoria Hyde-Dunn, 415-932-2213,
    ir@visa.com

    Media Relations: Paul Cohen or Sandra Chu, 415-932-2564,
    globalmedia@visa.com





    Visa Inc.
    Selected Consolidated Statements of Operations
    (unaudited)
                                                            For the
                                                      three months ended
                                                         December 31,
                                                    ---------------------
                                                      2008         2007
                                                      ----         ----
                                          (in millions except per share data)

    Operating Revenues
    Service revenues                                  $793         $732
    Data processing revenues                           554          492
    International transaction revenues                 505          381
    Other revenues                                     156          133
    Volume and support incentives                     (269)        (250)
                                                      ----         ----
    Total operating revenues                         1,739        1,488
                                                     -----        -----

    Operating Expenses
    Personnel                                          275          283
    Network, EDP and communications                     93           83
    Advertising, marketing and promotion               210          210
    Professional and consulting fees                    80           98
    Depreciation and amortization                       52           62
    Administrative and other                            63           74
    Litigation provision                                 -            -
                                                       ---          ---
    Total operating expenses                           773          810
                                                       ---          ---

    Operating income                                   966          678
                                                       ---          ---

    Other Income (Expense)
    Equity in earnings of unconsolidated affiliates     (1)           1
    Interest expense                                   (30)         (45)
    Investment income, net                              19           41
    Other                                               (1)           8
                                                       ---          ---
    Total other (expense) income                       (13)           5
                                                       ---          ---

    Income before income taxes
     and minority interest                             953          683
    Income tax expense                                 379          259
                                                       ---          ---
    Income before minority interest                    574          424
    Minority interest                                    -            -
                                                       ---

    Net income                                        $574         $424
                                                      ====         ====

    Basic net (loss) income per share
       All regional classes and series of
        common stock                                              $0.55
                                                                  =====
       Class A common stock                          $0.74
                                                     =====
       Class B common stock                          $0.52
                                                     =====
       Class C common stock                          $0.74
                                                     =====
    Basic weighted average shares outstanding
       All regional classes and series of
        common stock                                                775
                                                                    ===
       Class A common stock                            446
                                                       ===
       Class B common stock                            245
                                                       ===
       Class C common stock                            152
                                                       ===
    Diluted net income per share
       All regional classes and series of
        common stock                                              $0.55
                                                                  =====
       Class A common stock                          $0.74
                                                     =====
       Class B common stock                          $0.52
                                                     =====
       Class C common stock                          $0.74
                                                     =====
    Diluted weighted average shares outstanding
       All regional classes and series of
        common stock                                                775
                                                                    ===
       Class A common stock                            772
                                                       ===
       Class B common stock                            245
                                                       ===
       Class C common stock                            152
                                                       ===



    Visa Inc.
    Selected Consolidated Balance Sheets
    (unaudited)
                                                December 31,  September 30,
                                                   2008           2008
                                                ------------  -------------
                                            (in millions except par value and
                                                        share data)
    Assets
    Cash and cash equivalents                     $2,613         $4,979
    Restricted cash - litigation escrow            2,078          1,298
    Investment securities
         Trading                                      86              -
         Available-for-sale                          103            355
    Settlement receivable                            745          1,131
    Accounts receivable                              378            342
    Customer collateral                              661            679
    Current portion of volume and
     support incentives                              233            256
    Current portion of deferred tax assets           800            944
    Prepaid and other current assets                 392          1,190
                                                     ---          -----

    Total current assets                           8,089         11,174

    Restricted cash - litigation escrow              560            630
    Investment securities,
     available-for-sale                              205            244
    Volume and support incentives                    127            123
    Property, equipment and technology, net        1,117          1,080
    Other assets                                     628            634
    Intangible assets                             10,883         10,883
    Goodwill                                      10,213         10,213
                                                  ------         ------

    Total assets                                  31,822         34,981
                                                 =======        =======

    Liabilities
    Accounts payable                                 $93           $159
    Settlement payable                               642          1,095
    Customer collateral                              661            679
    Accrued compensation and benefits                262            420
    Volume and support incentives                    245            249
    Accrued liabilities                              362            306
    Current portion of long-term debt                 51             51
    Current portion of accrued litigation          2,296          2,698
    Redeemable class C (series III) common
     stock, no shares and 35,263,585 shares
     issued and outstanding, respectively              -          1,508
                                                     ---          -----

    Total current liabilities                      4,612          7,165

    Long-term debt                                    53             55
    Accrued litigation                             1,009          1,060
    Deferred tax liabilities                       3,843          3,811
    Other liabilities                                660            613
                                                     ---            ---

    Total liabilities                             10,177         12,704
                                                  ------         ------

    Temporary Equity and Minority Interest
    Class C (series II) common stock,
     $0.0001 par value, no shares and
     218,582,801 shares authorized, no
     shares and 79,748,857 shares
     issued and outstanding, net of
     subscription receivable,
     respectively                                     $-         $1,136
    Minority interest                                  5              -
                                                     ---          -----
    Total temporary equity and
     minority interest                                 5          1,136
                                                     ---          -----


    Stockholders' Equity
    Preferred stock, $0.0001 par
     value, 25,000,000 shares authorized
     and none issued                                   -              -
    Class A common stock, $0.0001
     par value, 2,001,622,245,209
     shares authorized, 448,876,279
     and 447,746,261 issued and
     outstanding, respectively                         -              -
    Class B common stock, $0.0001 par value,
     622,245,209 shares authorized, 245,513,385
     issued and outstanding                            -              -
    Class C common stock, $0.0001
     par value, 1,097,165,602 shares authorized,
     151,602,324 issued and 151,587,829
     outstanding at December 31, 2008                  -              -
    Class C (series I) common stock,
     $0.0001 par value, 813,582,801 shares
     authorized, 124,622,548 issued and
     124,097,105 outstanding at September
     30, 2008
    Class C (series III) common stock,
     $0.0001 par value, 64,000,000 shares
     authorized, 26,949,616 issued and
     outstanding at September 30, 2008                 -              -
    Class C (series IV) common stock,
     $0.0001 par value, 1,000,000
     shares authorized, 549,587 issued
     and outstanding at September 30, 2008             -              -
    Additional paid-in capital                    21,059         21,060
    Class C treasury stock, 14,495 shares,
     and 525,443 shares, respectively                 (2)           (35)
    Accumulated income                               677            186
    Accumulated other comprehensive
     loss, net                                       (94)           (70)
                                                     ---            ---
    Total stockholders' equity and
     accumulated income                           21,640         21,141
                                                  ------         ------

    Total liabilities, temporary equity and
     minority interest, and stockholders'
     equity                                      $31,822        $34,981
                                                 =======        =======



    Visa Inc.
    Selected Consolidated Statements Of Cash Flows
    (unaudited)
                                                            For the
                                                       Three Months Ended
                                                          December 31,
                                                       ------------------
                                                          2008     2007
                                                          ----     ----
                                                          (in millions)
    Operating Activities

    Net income                                            $574     $424
    Adjustments to reconcile net income to net cash
      provided by operating activities:
            Depreciation and amortization of
             property, equipment and technology             52       62
           Amortization of intangibles, investments,
            debt issuance costs and accretion of member
            deposits                                         -        1
           Share-based compensation                         32        -
           Interest earned on litigation escrow,
            net of tax                                      (7)       -
           Net recognized loss on investment
            securities, including other-than-
            temporary impairment                             7        2
           Asset impairment                                  1        -
           Gain on disposal of property,
            equipment and technology                         -       (1)
           Amortization of volume and support
            incentives                                     269      250
           Accrued litigation and accretion                 25       39
           Equity in earnings of unconsolidated
            affiliates                                       1       (1)
          Deferred income taxes                            179       (9)
    Change in operating assets and liabilities:
           Trading securities                                7        -
           Accounts receivable                             (36)     (29)
           Settlement receivable                           386     (567)
           Volume and support incentives                  (254)    (269)
           Other assets                                     95      (27)
           Accounts payable                                (66)     (89)
           Settlement payable                             (453)     368
           Accrued compensation and benefits              (157)    (166)
           Accrued and other liabilities                    59      198
           Accrued litigation                             (529)      (1)
           Member deposits                                   -       (3)
                                                           ---      ---

    Net cash provided by operating activities              185      182
                                                           ---      ---

    Investing Activities

    Investment securities, available-for-sale:
          Purchases                                          -   (1,257)
          Proceeds from sales and maturities               195    1,732
    Distribution of money market investment                775        -
    Non-marketable securities                                -     (160)
    Cash acquired through reorganization                     -    1,002
    Purchases of/contributions to other investments         (1)       -
    Dividends/distributions from other investments           -        1
    Purchases of property, equipment and technology        (68)     (71)
    Proceeds from sale of property, equipment and
     technology                                              -        4
                                                             -        -

    Net cash provided by investing activities              901    1,251
                                                           ---    -----

    Financing Activities

    Proceeds from short-term borrowing                       -        2
    Payments on short-term borrowing                         -       (2)
    Funding of litigation escrow account -
     Retrospective Responsibility Plan                  (1,100)       -
    Payments from litigation escrow account -
     Retrospective Responsibility Plan                     397        -
    Payment for redemption of stock                     (2,646)       -
    Dividends paid                                         (81)       -
    Principal payments on debt                              (2)      (9)
    Principal payments on capital lease obligations          -       (1)
                                                           ---      ---
    Net cash used in financing activities               (3,432)     (10)
                                                        ------      ---

    Effect of exchange rate translation on cash
     and cash equivalents                                  (20)       -
                                                           ---      ---
    (Decrease) increase in cash and cash equivalents    (2,366)   1,423
    Cash and cash equivalents at beginning of year       4,979      275
                                                         -----      ---

    Cash and cash equivalents at end of period          $2,613   $1,698
                                                        ======   ======

    Supplemental Disclosure of Cash Flow Information
              Income taxes paid, net of refunds             $4       $5
              Amounts included in accounts payable
               and accrued and other liabilities
               related to                                  $21       $2
                purchases of property, equipment and
                 technology
              Interest payments on debt                     $1       $1
              Common stock issued in acquisition            $-  $16,785
              Assets acquired in joint venture
               with note payable and equity
               interest issued                             $22       $-



    Adjusted Operating
     Income and Net Income
    US$ in millions

                                        For the Three   For the Three
                                         Months Ended   Months Ended
                                         December 31,   December 31,
                                            2008            2007
                                        -------------   -------------

    Net income (as reported)                 $574            $424
           Addback: Income tax expense
            (as reported)                     379             259
                                              ---             ---
    Net income before taxes (as
     reported)                               $953            $683

    Adjustments:
      Restructuring (1)                        28              36
      Asset step-up amortization (2)           17              17
                                              ---             ---
      Adjustments to operating income          45              53

      Interest accretion on
       American Express settlement (3)         10              23
      Interest expense on
       Discover settlement (4)                  3               -
      Investment income on Litigation
       Escrow and EU proceeds (5)             (13)              -
      Underwater contract (LIBOR
       adjustment) (6)                          -              (8)
                                              ---             ---
      Adjustments to non-operating income       -              15

    Total adjustments                          45              68

    Adjusted net income before tax            998             751
    Adjusted income tax expense (7)          (399)           (308)
                                             ----            ----
    Adjusted net income                      $599            $443
                                             ====            ====

    Operating income (as reported)           $966            $678
           Addback: Adjustments to
            operating income                   45              53
                                              ---             ---
    Adjusted operating income              $1,011            $731
                                           ======            ====
    Operating revenues (as reported)       $1,739          $1,488
    Adjusted operating margin                  58%             49%

    Total operating expenses (as reported)   $773            $810
            Less: Adjustments to
             operating expenses               (45)            (53)
                                              ---             ---
    Adjusted operating expenses              $728            $757
                                             ====            ====

    (1) Restructuring costs associated with workforce consolidation and
        elimination of overlapping functions.
    (2) Non-cash amortization and depreciation of the incremental basis in
        technology and building assets acquired in the reorganization.
    (3) Non-cash interest expense recorded on future payments to be made
        under the settlement agreement with American Express. These payments
        will be paid from the litigation escrow account.
    (4) Interest expense recorded on future payments to be made under the
        settlement agreement with Discover. These payments will be paid from
        the litigation escrow account.
    (5) Investment income earned during the period on all IPO proceeds held,
        including amounts held in the litigation escrow and amounts the
        Company used in October 2008 to redeem all class C (series II)
        common stock and a portion of the class C (series III) common stock
        outstanding.
    (6) Other expense (income) recorded in the periods presented as a result
        of changes in the Company's estimated liability under the Framework
        Agreement, which governs its relationship with Visa Europe. The
        changes were primarily due to movement in the LIBOR rates in the
        periods presented. This liability terminated after the October 2008
        redemptions described above.
    (7) Reflects a normalized tax rate of 40% and 41% for fiscal 2009, and
        2008, respectively.



    Reconciliation of Non-GAAP Adjusted Operating Expenses
    US$ in millions

                              For the Three Months      For the Three Months
                             Ended December 31, 2008  Ended December 31, 2007
                                                 As                      As
                                                Adju-                   Adju-
                             Actual Adjustments sted Actual Adjustments sted
                             ------ ----------- ----- ------ ----------- -----
    Personnel                  $275  $(27) (1)  $248   $283  $(27) (1)   $256
    Network, EDP and
     communications              93     -         93     83     -          83
    Advertising, marketing and
     promotions                 210     -        210    210     -         210
    Professional and
     consulting fees             80    (1) (1)    79     98    (9) (1)     89
    Depreciation and
     amortization                52   (17) (2)    35     62   (17) (2)     45
    Administrative and other     63     -         63     74     -          74
    Litigation provision          -     -          -      -     -           -
                                ---   ---        ---    ---   ---         ---
    Total operating expenses   $773  $(45)      $728   $810  $(53)       $757
                               ----  ----       ----   ----  ----        ----

    (1)  Restructuring
    (2)  Asset step-up amortization



    Reconciliation of Non-GAAP Adjusted Non-operating (Expense) Income
    US$ in millions

                               For the Three Months     For the Three Months
                             Ended December 31, 2008  Ended December 31, 2007
                                                 As                       As
                                                Adju-                    Adju-
                             Actual Adjustments sted Actual Adjustments  sted
                             ------ ----------- ----- ------ ----------- -----
    Equity in earnings of
     unconsolidated
     affiliates                 $(1)    -        $(1)    $1     -          $1
    Interest expense            (30)   13  (1)   (17)   (45)   23  (1)    (22)
    Investment income, net       19   (13) (2)     6     41     -          41
    Other                        (1)    -         (1)     8    (8) (3)      -
                                ---   ---        ---    ---   ---         ---
    Total other (expense)
     income                    $(13)    -       $(13)    $5    15         $20
                               ----   ---       ----    ---   ---         ---

    (1) Interest accretion on American Express Settlement and interest
        expense on Discover Settlement
    (2) Investment income on Litigation Escrow funds and funds used in
        October 2008 for the repurchase of shares from Visa Europe.
    (3) Underwater contract (LIBOR adjustment)



    Class A Common Stock Adjusted Diluted Earnings Per Share

       -  Management believes the presentation of adjusted operating
          income and adjusted net income provides a clearer
          understanding of the one-time items related to the Company's
          reorganization, initial public offering and other non-
          recurring events. These measures also adjust for expenses
          related to covered litigation that will be funded by the
          litigation escrow account.  These items have an impact on our
          financial results but are either non-recurring or have no
          operating cash impact.

       -  Recognizing that we have a very complex equity structure
          incorporating multiple classes and series of common stock,
          the Company has also presented adjusted diluted class A
          earnings per share calculated below based on adjusted net
          income and the weighted average number of diluted class A
          shares outstanding in the periods presented.  This non-GAAP
          financial measure has been presented to illustrate our per
          share results reflecting our capital structure after the
          redemption of all class C (series II) common stock and a
          portion of class C (series III) common stock, which the
          Company redeemed in October 2008.  Management believes this
          non-GAAP presentation provides the reader with a clearer
          understanding of our per share results by excluding these
          redeemed shares and allocating adjusted net income only to
          permanent equity.

                                                For the Three  For the Three
                                                 Months Ended  Months Ended
                                                 December 31,  December 31,
                                                    2008          2007
                                                -------------  -------------
                                         (in millions, except per share data)

    Adjusted net income                              $599          $443

    Weighted average number of diluted
     shares outstanding                               772           775
                                                    -----         -----
    Adjusted diluted earnings per share             $0.78         $0.57
                                                    -----         -----


    Operational Performance Data

The tables below provide information regarding the operational results for the 3 months ended September 30, 2008, as well as the prior seven quarterly reporting periods and the 12 months ended September 30, 2008 and 2007, for cards carrying the Visa, Visa Electron and Interlink brands.

1. Branded Volume and Transactions

The tables present Payments Volume, Cash Volume, Total Volume, the number of payments transactions, cash transactions, accounts and cards for cards carrying the Visa, Visa Electron and Interlink brands. Card counts include PLUS proprietary cards. Nominal and constant dollar growth rates over prior periods are provided for volume-based data.

                   For the 3 Months Ended September 30, 2008

                                        Total   Growth   Growth    Payments
                                       Volume  (Nominal (Constant   Volume
                                   ($ billions)  USD)     USD)   ($ billions)
                                   ------------ ------- -------- ------------
    All Visa Credit & Debit
      Asia Pacific                       $250    16.4%    20.4%     $163
      Canada                               50     5.5%     9.1%       44
      CEMEA                               144    43.4%    44.4%       21
      LAC                                 159    31.3%    26.5%       51
      US                                  524     7.1%     7.1%      421
      Visa Inc.                         1,127    15.9%    16.4%      701

    Visa Credit Programs
      US                                 $244     1.7%     1.7%     $213
      Rest of World                       280    15.6%    18.9%      239
      Visa Inc.                           525     8.7%    10.2%      452

    Visa Debit Programs
      US                                 $280    12.4%    12.4%     $208
      Rest of World                       322    33.8%    32.7%       41
      Visa Inc.                           602    22.9%    22.5%      249


                   For the 3 Months Ended September 30, 2008
                                                       Payments
                                      Growth   Growth   Trans-      Cash
                                      Nominal (Constant actions     Volume
                                       USD)     USD)  (millions) ($ billions)
                                      -------  ------- --------- ------------
    All Visa Credit & Debit
      Asia Pacific                      16.3%    20.5%     2,144     $87
      Canada                             6.9%    10.6%       395       5
      CEMEA                             38.6%    42.1%       280     123
      LAC                               33.0%    28.5%     1,236     108
      US                                 8.6%     8.6%     7,680     103
      Visa Inc.                         12.5%    13.4%    11,736     426

    Visa Credit Programs
      US                                 3.5%     3.5%     2,360     $31
      Rest of World                     16.1%    19.2%     3,114      41
      Visa Inc.                          9.8%    11.2%     5,475      73

    Visa Debit Programs
      US                                14.4%    14.4%     5,320     $71
      Rest of World                     37.5%    37.8%       941     282
      Visa Inc.                         17.6%    17.6%     6,261     353


                   For the 3 Months Ended September 30, 2008
                                                Cash
                              Growth   Growth   Trans-
                             (Nominal (Constant actions   Accounts    Cards
                                USD)    USD)  (millions) (millions) (millions)
                              -------  ------- --------   --------   --------
    All Visa Credit & Debit
      Asia Pacific             16.6%    20.1%      525       400       480
      Canada                   -4.9%    -1.6%        9        24        32
      CEMEA                    44.3%    44.8%      671       169       176
      LAC                      30.5%    25.5%      798       301       334
      US                        1.5%     1.5%      743       478       654
      Visa Inc.                21.9%    21.7%    2,747     1,371     1,676

    Visa Credit Programs
      US                       -9.2%    -9.2%       30       266       339
      Rest of World            12.9%    17.4%      153       410       473
      Visa Inc.                 2.1%     4.2%      183       675       812

    Visa Debit Programs
      US                        7.1%     7.1%      714       212       314
      Rest of World            33.3%    32.0%    1,850       484       549
      Visa Inc.                27.0%    26.1%    2,564       695       864



                     For the 3 Months Ended June 30, 2008

                                        Total   Growth   Growth    Payments
                                       Volume  (Nominal (Constant   Volume
                                   ($ billions)  USD)     USD)   ($ billions)
                                   ------------ ------- -------- ------------
    All Visa Credit & Debit
      Asia Pacific                       $250    24.3%    21.1%     $162
      Canada                               51    14.3%    10.3%       45
      CEMEA                               131    45.8%    40.7%       19
      LAC                                 155    35.4%    22.9%       50
      US                                  526     8.8%     8.8%      423
      Visa Inc.                         1,113    19.2%    16.5%      699

    Visa Credit Programs
      US                                 $246     4.7%     4.7%     $213
      Rest of World                       278    21.7%    17.9%      238
      Visa Inc.                           524    13.1%    11.3%      450

    Visa Debit Programs
      US                                 $280    12.6%    12.6%     $210
      Rest of World                       309    39.4%    31.0%       38
      Visa Inc.                           589    25.3%    21.6%      248


                     For the 3 Months Ended June 30, 2008
                                                       Payments
                                      Growth   Growth   Trans-      Cash
                                      Nominal (Constant actions     Volume
                                       USD)     USD)  (millions) ($ billions)
                                      -------  ------- --------- ------------
    All Visa Credit & Debit
      Asia Pacific                      22.4%    18.9%     2,032     $88
      Canada                            14.5%    10.4%       383       6
      CEMEA                             37.8%    38.1%       255     112
      LAC                               40.3%    27.5%     1,160     105
      US                                 9.8%     9.8%     7,659     103
      Visa Inc.                         15.2%    13.6%    11,489     414

    Visa Credit Programs
      US                                 5.0%     5.0%     2,334     $34
      Rest of World                     22.6%    18.3%     2,969      40
      Visa Inc.                         13.6%    11.6%     5,303      74

    Visa Debit Programs
      US                                15.0%    15.0%     5,325     $69
      Rest of World                     40.3%    31.9%       860     271
      Visa Inc.                         18.3%    17.3%     6,185     340


                     For the 3 Months Ended June 30, 2008
                                                Cash
                              Growth   Growth   Trans-
                             (Nominal (Constant actions   Accounts    Cards
                                USD)    USD)  (millions) (millions) (millions)
                              -------  ------- --------   --------   --------
    All Visa Credit & Debit
      Asia Pacific             28.0%    25.5%      498       387       472
      Canada                   13.0%     9.0%        9        24        31
      CEMEA                    47.2%    41.2%      640       159       168
      LAC                      33.2%    20.8%      754       303       328
      US                        4.9%     4.9%      738       465       643
      Visa Inc.                26.6%    21.8%    2,639     1,338     1,642

    Visa Credit Programs
      US                        2.9%     2.9%       29       262       335
      Rest of World            16.4%    15.3%      146       404       464
      Visa Inc.                 9.8%     9.3%      175       666       799

    Visa Debit Programs
      US                        5.9%     5.9%      708       203       308
      Rest of World            39.3%    30.8%    1,756       470       536
      Visa Inc.                30.9%    24.9%    2,464       673       844



                     For the 3 Months Ended March 31, 2008

                                        Total   Growth   Growth    Payments
                                       Volume  (Nominal (Constant   Volume
                                   ($ billions)  USD)     USD)   ($ billions)
                                   ------------ ------- -------- ------------
    All Visa Credit & Debit
      Asia Pacific                       $245    29.4%    21.2%    $159
      Canada                               47    30.9%    10.0%      41
      CEMEA                               114    40.8%    36.6%      17
      LAC                                 143    37.8%    21.8%      46
      US                                  488    10.8%    10.8%     388
      Visa Inc.                         1,036    22.0%    17.0%     652

    Visa Credit Programs
      US                                 $231     8.0%     8.0%    $195
      Rest of World                       268    28.5%    17.9%     229
      Visa Inc.                           499    18.1%    13.1%     424

    Visa Debit Programs
      US                                 $257    13.5%    13.5%    $193
      Rest of World                       280    39.6%    28.7%      35
      Visa Inc.                           537    25.8%    21.0%     228


                     For the 3 Months Ended March 31, 2008
                                                       Payments
                                      Growth   Growth   Trans-      Cash
                                      Nominal (Constant actions    Volume
                                       USD)     USD)  (millions) ($ billions)
                                      -------  ------- --------- ------------
    All Visa Credit & Debit
      Asia Pacific                      26.5%    18.1%     1,913     $85
      Canada                            30.5%     9.7%       337       6
      CEMEA                             40.4%    38.9%       236      96
      LAC                               47.5%    30.1%     1,123      97
      US                                12.0%    12.0%     7,078     100
      Visa Inc.                         19.1%    15.0%    10,687     384

    Visa Credit Programs
      US                                 8.1%     8.1%     2,167     $36
      Rest of World                     29.5%    18.2%     2,798      39
      Visa Inc.                         18.7%    13.3%     4,964      75

    Visa Debit Programs
      US                                16.3%    16.3%     4,911     $64
      Rest of World                     44.1%    31.7%       812     245
      Visa Inc.                         19.8%    18.4%     5,723     309


                     For the 3 Months Ended March 31, 2008
                                                Cash
                              Growth   Growth   Trans-
                             (Nominal (Constant actions   Accounts    Cards
                                USD)    USD)  (millions) (millions) (millions)
                              -------  ------- --------   --------   --------
    All Visa Credit & Debit
      Asia Pacific             35.2%    27.4%      458       376       457
      Canada                   33.8%    12.5%        9        24        31
      CEMEA                    40.9%    36.2%      584       148       156
      LAC                      33.7%    18.2%      719       288       312
      US                        6.5%     6.5%      689       456       664
      Visa Inc.                27.2%    20.6%    2,460     1,291     1,620

    Visa Credit Programs
      US                        7.5%     7.5%       30       260       368
      Rest of World            23.0%    16.1%      134       387       446
      Visa Inc.                15.0%    11.8%      164       647       814

    Visa Debit Programs
      US                        6.0%     6.0%      659       196       296
      Rest of World            38.9%    28.3%    1,636       448       510
      Visa Inc.                30.6%    23.0%    2,296       644       806



                   For the 3 Months Ended December 31, 2007

                                        Total   Growth   Growth    Payments
                                       Volume  (Nominal (Constant   Volume
                                   ($ billions)  USD)     USD)   ($ billions)
                                   ------------ ------- -------- ------------
    All Visa Credit & Debit
      Asia Pacific                       $241    28.4%    23.0%    $158
      Canada                               51    29.3%    13.6%      45
      CEMEA                               115    43.8%    38.9%      18
      LAC                                 145    33.3%    21.3%      47
      US                                  515    11.4%    11.4%     413
      Visa Inc.                         1,067    21.5%    17.8%     680

    Visa Credit Programs
      US                                 $253     9.1%     9.1%    $218
      Rest of World                       272    26.7%    19.5%     232
      Visa Inc.                           525    17.6%    14.3%     450

    Visa Debit Programs
      US                                 $261    13.7%    13.7%    $195
      Rest of World                       281    39.1%    29.8%      36
      Visa Inc.                           542    25.6%    21.5%     231


                   For the 3 Months Ended December 31, 2007
                                                       Payments
                                      Growth   Growth   Trans-      Cash
                                      Nominal (Constant actions    Volume
                                       USD)     USD)  (millions) ($ billions)
                                      -------  ------- --------- ------------
    All Visa Credit & Debit
      Asia Pacific                      24.3%    19.6%     1,931     $83
      Canada                            28.5%    12.8%       382       6
      CEMEA                             44.1%    40.1%       235      97
      LAC                               44.1%    30.5%     1,132      99
      US                                12.4%    12.4%     7,413     102
      Visa Inc.                         18.5%    15.7%    11,093     387

    Visa Credit Programs
      US                                 9.7%     9.7%     2,462     $36
      Rest of World                     27.3%    19.7%     2,863      40
      Visa Inc.                         18.1%    14.6%     5,325      75

    Visa Debit Programs
      US                                15.5%    15.5%     4,951     $66
      Rest of World                     43.5%    32.9%       817     245
      Visa Inc.                         19.1%    17.9%     5,768     311


                   For the 3 Months Ended December 31, 2007
                                                Cash
                              Growth   Growth   Trans-
                             (Nominal (Constant actions   Accounts    Cards
                                USD)    USD)  (millions) (millions) (millions)
                              -------  ------- --------   --------   --------
    All Visa Credit & Debit
      Asia Pacific             36.9%    29.9%      452       368       446
      Canada                   36.5%    19.9%        9        23        31
      CEMEA                    43.8%    38.7%      590       139       147
      LAC                      28.8%    17.4%      757       284       307
      US                        7.7%     7.7%      716       455       660
      Visa Inc.                27.3%    21.8%    2,524     1,269     1,591

    Visa Credit Programs
      US                        5.9%     5.9%       33       259       365
      Rest of World            23.2%    18.5%      136       372       431
      Visa Inc.                14.4%    12.2%      169       630       796

    Visa Debit Programs
      US                        8.7%     8.7%      683       197       295
      Rest of World            38.5%    29.4%    1,672       442       500
      Visa Inc.                30.9%    24.4%    2,355       639       795



                   For the 3 Months Ended September 30, 2007

                                        Total   Growth   Growth    Payments
                                       Volume  (Nominal (Constant   Volume
                                   ($ billions)  USD)     USD)   ($ billions)
                                   ------------ ------- -------- ------------
    All Visa Credit & Debit
      Asia Pacific                      $215    25.6%    20.6%    $140
      Canada                              47    22.7%    12.9%      42
      CEMEA                              101    43.0%    38.8%      15
      LAC                                121    26.7%    18.9%      38
      US                                 489     9.6%     9.6%     388
      Visa Inc.                          972    18.4%    15.7%     623

    Visa Credit Programs
      US                                $240     6.7%     6.7%    $206
      Rest of World                      243    22.5%    17.1%     206
      Visa Inc.                          483    14.1%    11.6%     412

    Visa Debit Programs
      US                                $249    12.6%    12.6%    $182
      Rest of World                      241    36.0%    28.6%      29
      Visa Inc.                          489    23.0%    20.0%     212


                   For the 3 Months Ended September 30, 2007
                                                       Payments
                                      Growth   Growth   Trans-      Cash
                                      Nominal (Constant actions    Volume
                                       USD)     USD)  (millions) ($ billions)
                                      -------  ------- --------- ------------
    All Visa Credit & Debit
      Asia Pacific                      22.1%    17.5%     1,796     $74
      Canada                            21.4%    11.8%       362       6
      CEMEA                             39.0%    35.6%       211      85
      LAC                               38.5%    29.5%     1,004      83
      US                                10.7%    10.7%     7,035     101
      Visa Inc.                         15.9%    13.8%    10,407     349

    Visa Credit Programs
      US                                 8.5%     8.5%     2,314     $35
      Rest of World                     23.6%    17.8%     2,654      37
      Visa Inc.                         15.6%    12.9%     4,968      71

    Visa Debit Programs
      US                                13.4%    13.4%     4,721     $67
      Rest of World                     39.6%    31.3%       718     211
      Visa Inc.                         16.4%    15.6%     5,439     278


                   For the 3 Months Ended September 30, 2007
                                                Cash
                              Growth   Growth   Trans-
                             (Nominal (Constant actions   Accounts    Cards
                                USD)    USD)  (millions) (millions) (millions)
                              -------  ------- --------   --------   --------
    All Visa Credit & Debit
      Asia Pacific             32.8%    26.8%      417       348       427
      Canada                   33.0%    22.5%        9        23        31
      CEMEA                    43.8%    39.4%      545       125       136
      LAC                      21.9%    14.6%      691       267       289
      US                        5.7%     5.7%      730       440       642
      Visa Inc.                23.3%    19.3%    2,392     1,203     1,526

    Visa Credit Programs
      US                       -2.8%    -2.8%       34       253       358
      Rest of World            16.4%    13.5%      128       353       410
      Visa Inc.                 6.2%     4.8%      162       607       769

    Visa Debit Programs
      US                       10.7%    10.7%      696       187       284
      Rest of World            35.5%    28.3%    1,534       409       473
      Visa Inc.                28.6%    23.6%    2,230       596       757



                     For the 3 Months Ended June 30, 2007

                                        Total   Growth   Growth    Payments
                                       Volume  (Nominal (Constant   Volume
                                   ($ billions)  USD)     USD)   ($ billions)
                                   ------------ ------- -------- ------------
    All Visa Credit & Debit
      Asia Pacific                      $201    20.6%    16.6%    $132
      Canada                              45    18.2%    12.0%      40
      CEMEA                               90    38.7%    37.3%      14
      LAC                                114    32.4%    18.9%      35
      US                                 483     9.5%     9.5%     385
      Visa Inc.                          933    17.1%    14.6%     606

    Visa Credit Programs
      US                                $235     6.4%     6.4%    $203
      Rest of World                      228    19.8%    16.1%     194
      Visa Inc.                          464    12.6%    11.0%     396

    Visa Debit Programs
      US                                $248    12.7%    12.7%    $183
      Rest of World                      222    34.2%    24.9%      27
      Visa Inc.                          470    21.9%    18.3%     210


                     For the 3 Months Ended June 30, 2007
                                                       Payments
                                      Growth   Growth   Trans-      Cash
                                      Nominal (Constant actions     Volume
                                       USD)     USD)  (millions) ($ billions)
                                      -------  ------- --------- ------------
    All Visa Credit & Debit
      Asia Pacific                      19.9%    16.8%     1,708     $69
      Canada                            17.4%    11.3%       352       5
      CEMEA                             32.4%    32.8%       197      76
      LAC                               41.8%    27.7%       945      79
      US                                10.4%    10.4%     6,904      98
      Visa Inc.                         14.7%    13.2%    10,105     327

    Visa Credit Programs
      US                                 8.3%     8.3%     2,250     $33
      Rest of World                     21.2%    17.0%     2,519      35
      Visa Inc.                         14.3%    12.5%     4,770      67

    Visa Debit Programs
      US                                12.8%    12.8%     4,653     $65
      Rest of World                     39.1%    28.9%       682     195
      Visa Inc.                         15.6%    14.7%     5,336     260


                     For the 3 Months Ended June 30, 2007
                                                Cash
                              Growth   Growth   Trans-
                             (Nominal (Constant actions   Accounts    Cards
                                USD)    USD)  (millions) (millions) (millions)
                              -------  ------- --------   --------   --------
    All Visa Credit & Debit
      Asia Pacific             21.9%    16.1%      373       336       412
      Canada                   24.5%    18.0%        9        22        30
      CEMEA                    39.9%    38.1%      508       121       124
      LAC                      28.6%    15.3%      669       257       281
      US                        6.3%     6.3%      721       418       616
      Visa Inc.                21.8%    17.2%    2,280     1,154     1,464

    Visa Credit Programs
      US                       -4.3%    -4.3%       32       245       345
      Rest of World            12.6%    11.1%      120       339       394
      Visa Inc.                 3.7%     3.1%      152       584       739

    Visa Debit Programs
      US                       12.5%    12.5%      689       173       270
      Rest of World            33.5%    24.4%    1,439       397       454
      Visa Inc.                27.5%    21.3%    2,128       570       725



                     For the 3 Months Ended March 31, 2007

                                        Total   Growth   Growth    Payments
                                       Volume  (Nominal (Constant   Volume
                                   ($ billions)  USD)     USD)   ($ billions)
                                   ------------ ------- -------- ------------
    All Visa Credit & Debit
      Asia Pacific                      $189    23.1%    18.8%    $126
      Canada                              36    10.3%    11.8%      31
      CEMEA                               81    44.8%    43.8%      12
      LAC                                104    19.4%    19.6%      31
      US                                 440     9.2%     9.2%     347
      Visa Inc.                          850    16.1%    15.4%     548

    Visa Credit Programs
      US                                $214     7.8%     7.8%    $181
      Rest of World                      208    17.1%    15.4%     177
      Visa Inc.                          423    12.2%    11.6%     357

    Visa Debit Programs
      US                                $226    10.4%    10.4%    $166
      Rest of World                      201    33.4%    30.4%      24
      Visa Inc.                          427    20.1%    19.4%     190


                     For the 3 Months Ended March 31, 2007
                                                       Payments
                                      Growth   Growth   Trans-      Cash
                                      Nominal (Constant actions    Volume
                                       USD)     USD)  (millions) ($ billions)
                                      -------  ------- --------- ------------
    All Visa Credit & Debit
      Asia Pacific                      20.8%    17.0%    1,599     $63
      Canada                             9.2%    10.7%      309       4
      CEMEA                             35.3%    40.6%      183      68
      LAC                               25.9%    25.4%      904      72
      US                                 9.0%     9.0%    6,261      94
      Visa Inc.                         12.9%    12.4%    9,256     302

    Visa Credit Programs
      US                                 8.0%     8.0%    2,021     $33
      Rest of World                     18.5%    16.6%    2,343      32
      Visa Inc.                         13.0%    12.3%    4,364      65

    Visa Debit Programs
      US                                10.1%    10.1%    4,240     $60
      Rest of World                     35.3%    32.5%      652     176
      Visa Inc.                         12.8%    12.7%    4,892     237


                     For the 3 Months Ended March 31, 2007
                                                Cash
                              Growth   Growth   Trans-
                             (Nominal (Constant actions   Accounts    Cards
                                USD)    USD)  (millions) (millions) (millions)
                              -------  ------- --------   --------   --------
    All Visa Credit & Debit
      Asia Pacific             28.1%    22.6%      382       321       397
      Canada                   19.1%    20.7%        9        22        30
      CEMEA                    46.6%    44.4%      477       117       122
      LAC                      16.8%    17.2%      658       251       271
      US                        9.8%     9.8%      698       412       607
      Visa Inc.                22.3%    21.1%    2,224     1,123     1,426

    Visa Credit Programs
      US                        7.0%     7.0%       30       243       341
      Rest of World             9.8%     9.3%      105       322       375
      Visa Inc.                 8.3%     8.1%      135       565       716

    Visa Debit Programs
      US                       11.4%    11.4%      668       169       266
      Rest of World            33.1%    30.1%    1,421       389       444
      Visa Inc.                26.8%    25.0%    2,089       558       710



                   For the 3 Months Ended December 31, 2006

                                        Total   Growth   Growth    Payments
                                       Volume  (Nominal (Constant   Volume
                                   ($ billions)  USD)     USD)   ($ billions)
                                   ------------ ------- -------- ------------
    All Visa Credit & Debit
      Asia Pacific                      $188    21.9%    15.9%    $127
      Canada                              40    11.1%    11.3%      35
      CEMEA                               80    43.0%    40.4%      12
      LAC                                109    22.2%    17.5%      33
      US                                 462     8.4%     8.4%     367
      Visa Inc.                          878    15.4%    13.6%     574

    Visa Credit Programs
      US                                $232     7.7%     7.7%    $199
      Rest of World                      214    17.9%    14.1%     182
      Visa Inc.                          447    12.4%    10.8%     381

    Visa Debit Programs
      US                                $230     9.0%     9.0%    $169
      Rest of World                      202    32.0%    26.2%      25
      Visa Inc.                          431    18.7%    16.7%     194


                   For the 3 Months Ended December 31, 2006
                                                       Payments
                                      Growth   Growth   Trans-      Cash
                                      Nominal (Constant actions    Volume
                                       USD)     USD)  (millions) ($ billions)
                                      -------  ------- --------- ------------
    All Visa Credit & Debit
      Asia Pacific                      21.1%    15.8%    1,600     $61
      Canada                            10.1%    10.3%      344       4
      CEMEA                             32.2%    33.9%      175      68
      LAC                               30.4%    25.3%      911      77
      US                                 8.1%     8.1%    6,557      95
      Visa Inc.                         12.4%    11.3%    9,586     304

    Visa Credit Programs
      US                                 7.7%     7.7%    2,281     $34
      Rest of World                     19.2%    15.4%    2,371      32
      Visa Inc.                         12.9%    11.4%    4,651      66

    Visa Debit Programs
      US                                 8.6%     8.6%    4,276     $61
      Rest of World                     36.0%    30.5%      658     177
      Visa Inc.                         11.5%    11.2%    4,934     238


                   For the 3 Months Ended December 31, 2006
                                                Cash
                              Growth   Growth   Trans-
                             (Nominal (Constant actions   Accounts    Cards
                                USD)    USD)  (millions) (millions) (millions)
                              -------  ------- --------   --------   --------
    All Visa Credit & Debit
      Asia Pacific             23.7%    16.0%      381       308       381
      Canada                   19.8%    20.0%        9        22        30
      CEMEA                    45.1%    41.7%      470       104       112
      LAC                      19.0%    14.5%      687       241       262
      US                        9.2%     9.2%      698       402       600
      Visa Inc.                21.4%    18.2%    2,245     1,077     1,384

    Visa Credit Programs
      US                        7.7%     7.7%       32       240       345
      Rest of World            11.4%     7.2%      107       314       363
      Visa Inc.                 9.5%     7.5%      140       554       709

    Visa Debit Programs
      US                       10.0%    10.0%      666       162       255
      Rest of World            31.4%    25.6%    1,440       361       421
      Visa Inc.                25.2%    21.4%    2,105       523       676



                  For the 12 Months Ended September 30, 2008

                                        Total   Growth   Growth    Payments
                                       Volume  (Nominal (Constant   Volume
                                   ($ billions)  USD)     USD)   ($ billions)
                                   ------------ ------- -------- ------------
    All Visa Credit & Debit
      Asia Pacific                        $985    24.3%    21.4%     $642
      Canada                               199    18.9%    10.8%      176
      CEMEA                                504    43.5%    40.4%       75
      LAC                                  602    34.3%    23.2%      193
      US                                 2,053     9.5%     9.5%    1,645
      Visa Inc.                          4,343    19.5%    16.9%    2,732

    Visa Credit Programs
      US                                  $975     5.8%     5.8%     $839
      Rest of World                      1,098    22.8%    18.5%      937
      Visa Inc.                          2,073    14.2%    12.2%    1,776

    Visa Debit Programs
      US                                $1,077    13.0%    13.0%     $807
      Rest of World                      1,192    37.8%    30.6%      149
      Visa Inc.                          2,269    24.8%    21.7%      956


                  For the 12 Months Ended September 30, 2008
                                                       Payments
                                      Growth   Growth   Trans-      Cash
                                      Nominal (Constant actions     Volume
                                       USD)     USD)  (millions) ($ billions)
                                      -------  ------- --------- ------------
    All Visa Credit & Debit
      Asia Pacific                      22.2%    19.3%     8,021     $343
      Canada                            19.1%    10.9%     1,497       23
      CEMEA                             40.1%    39.9%     1,006      429
      LAC                               40.8%    29.1%     4,651      409
      US                                10.6%    10.6%    29,830      407
      Visa Inc.                         16.2%    14.4%    45,005    1,610

    Visa Credit Programs
      US                                 6.5%     6.5%     9,323     $136
      Rest of World                     23.6%    18.8%    11,744      160
      Visa Inc.                         14.9%    12.7%    21,067      297

    Visa Debit Programs
      US                                15.3%    15.3%    20,507     $271
      Rest of World                     41.1%    33.6%     3,430    1,043
      Visa Inc.                         18.7%    17.8%    23,938    1,313


                  For the 12 Months Ended September 30, 2008
                                                Cash
                              Growth   Growth   Trans-
                             (Nominal (Constant actions   Accounts    Cards
                                USD)    USD)  (millions) (millions) (millions)
                              -------  ------- --------   --------   --------
    All Visa Credit & Debit
      Asia Pacific             28.6%    25.6%    1,934       400       480
      Canada                   17.6%     9.6%       37        24        32
      CEMEA                    44.1%    40.5%    2,485       169       176
      LAC                      31.5%    20.5%    3,028       301       334
      US                        5.1%     5.1%    2,886       478       654
      Visa Inc.                25.6%    21.5%   10,369     1,371     1,676

    Visa Credit Programs
      US                        1.7%     1.7%      122       266       339
      Rest of World            18.6%    16.8%      569       410       473
      Visa Inc.                10.2%     9.3%      691       675       812

    Visa Debit Programs
      US                        6.9%     6.9%    2,764       212       314
      Rest of World            37.4%    30.2%    6,914       484       549
      Visa Inc.                29.8%    24.6%    9,678       695       864



                  For the 12 Months Ended September 30, 2007

                                        Total   Growth   Growth    Payments
                                       Volume  (Nominal (Constant   Volume
                                   ($ billions)  USD)     USD)   ($ billions)
                                   ------------ ------- -------- ------------
    All Visa Credit & Debit
      Asia Pacific                       $793    22.8%    18.0%     $526
      Canada                              167    15.9%    12.0%      148
      CEMEA                               351    42.3%    39.9%       54
      LAC                                 448    25.2%    18.7%      137
      US                                1,875     9.2%     9.2%    1,487
      Visa Inc.                         3,634    16.8%    14.8%    2,352

    Visa Credit Programs
      US                                 $922     7.1%     7.1%     $788
      Rest of World                       894    19.4%    15.7%      759
      Visa Inc.                         1,816    12.9%    11.3%    1,546

    Visa Debit Programs
      US                                 $953    11.2%    11.2%     $700
      Rest of World                       865    34.0%    27.5%      106
      Visa Inc.                         1,818    21.0%    18.6%      806


                  For the 12 Months Ended September 30, 2007
                                                       Payments
                                      Growth   Growth   Trans-       Cash
                                      Nominal (Constant actions     Volume
                                       USD)     USD)  (millions) ($ billions)
                                      -------  ------- --------- ------------
    All Visa Credit & Debit
      Asia Pacific                      21.0%    16.8%     6,702     $267
      Canada                            14.8%    11.0%     1,366       19
      CEMEA                             34.8%    35.6%       766      298
      LAC                               34.3%    27.0%     3,763      311
      US                                 9.6%     9.6%    26,757      387
      Visa Inc.                         14.0%    12.7%    39,354    1,282

    Visa Credit Programs
      US                                 8.1%     8.1%     8,866     $134
      Rest of World                     20.7%    16.7%     9,887      135
      Visa Inc.                         14.0%    12.3%    18,753      270

    Visa Debit Programs
      US                                11.2%    11.2%    17,891     $253
      Rest of World                     37.6%    30.7%     2,711      759
      Visa Inc.                         14.1%    13.6%    20,601    1,012


                  For the 12 Months Ended September 30, 2007
                                                Cash
                              Growth   Growth   Trans-
                             (Nominal (Constant actions   Accounts    Cards
                                USD)    USD)  (millions) (millions) (millions)
                              -------  ------- --------   --------   --------
    All Visa Credit & Debit
      Asia Pacific             26.7%    20.3%    1,553       348       427
      Canada                   24.5%    20.3%       36        23        31
      CEMEA                    43.7%    40.7%    2,000       125       136
      LAC                      21.6%    15.4%    2,705       267       289
      US                        7.6%     7.6%    2,846       440       642
      Visa Inc.                22.2%    18.9%    9,141     1,203     1,526

    Visa Credit Programs
      US                        1.6%     1.6%      128       253       358
      Rest of World            12.6%    10.3%      461       353       410
      Visa Inc.                 6.8%     5.8%      589       607       769

    Visa Debit Programs
      US                       11.2%    11.2%    2,718       187       284
      Rest of World            33.5%    27.0%    5,834       409       473
      Visa Inc.                27.1%    22.8%    8,552       596       757


    Footnote

The preceding tables present Payments Volume, Cash Volume, Total Volume, the number of payments transactions, cash transactions, accounts and cards for cards carrying the Visa, Visa Electron and Interlink brands. Card counts include PLUS proprietary cards. Nominal and constant dollar growth rates over prior periods are provided for volume-based data.

Payments Volume represents the aggregate dollar amount of purchases made with cards carrying the Visa, Visa Electron and Interlink brands for the relevant period; and Cash Volume represents the aggregate dollar amount of cash disbursements obtained with these cards for the relevant period and includes the impact of balance transfers and convenience checks; but excludes proprietary PLUS volume. Total Volume represents Payments Volume plus Cash Volume.

Visa payment products are comprised of credit and debit programs, and data relating to each program is included in the tables. Debit programs include Visa's signature based and Interlink (PIN) debit programs.

The data presented is reported quarterly by Visa's members on their operating certificates and is subject to verification by Visa. On occasion, members may update previously submitted information.

Visa's CEMEA region is comprised of countries in Central Europe, the Middle East and Africa. Several European Union countries in Central Europe, Israel and Turkey are not included in CEMEA. LAC is comprised of countries in Central and South America and the Caribbean. Rest of World includes Asia Pacific, Canada, CEMEA and LAC.

Information denominated in U.S. dollars is calculated by applying an established U.S. dollar/local currency exchange rate for each local currency in which Visa Inc. volumes are reported ("Nominal USD"). These exchange rates are calculated on a quarterly basis using the established exchange rate for each quarter. To eliminate the impact of foreign currency fluctuations against the U.S. dollar in measuring performance, Visa Inc. also reports period-over-period growth in Total Volume, Payments Volume and Cash Volume on the basis of local currency information ("Constant USD"). This presentation represents Visa's historical methodology which may be subject to review and refinement.

2. Processed Transactions

The table below represents transactions involving Visa, Visa Electron, Interlink and PLUS cards processed on Visa's networks.

                            Processed
                           Transactions              Year-over-Year
        Period              (millions)                   Growth
    ----------------------------------------------------------------
    3 Months Ended
    --------------
    Dec 31, 2008               9,797                      8%
    Sep 30, 2008               9,590                     11%
    Jun 30, 2008               9,473                     13%
    Mar 31, 2008               8,800                     15%
    Dec 31, 2007               9,094                     13%
    Sep 30, 2007               8,645                     12%
    Jun 30, 2007               8,411                     13%
    Mar 31, 2007               7,645                     12%

    12 Months Ended
    ---------------
    Dec 31, 2008              37,659                     11%
    Dec 31, 2007              33,796                     13%
    Dec 31, 2006              30,008                     NA


SOURCE Visa Inc.
02/04/2009 CONTACT: Investor Relations: Jack Carsky or Victoria Hyde-Dunn , +1-415-932-2213, ir@visa.com; or Media Relations: Paul Cohen or Sandra Chu , +1-415-932-2564, globalmedia@visa.com
Web Site: http://investor.visa.com http://www.corporate.visa.com