Fiscal Q3 2009 Earnings Results 15 Adjusted Operating Income and Net Income US$ in millions Three Months Ended June 30, 2009 Three Months Ended June 30, 2008 Net income (as reported) 729 $ 422 $ Addback: Income tax expense (as reported) 568 292 Net Income before taxes and minority interest (as reported) 1,297 $ 714 $ Adjustments: Litigation reserve (1) 50 Restructuring (2) 3 15 Asset step-up amortization (3) 17 17 Adjustments to operating income 20 82 Interest accretion on American Express settlement (4) 8 11 Interest expense on Discover settlement (5) 1 — Investment income on Litigation Escrow and EU proceeds (6) (3) (33) Underwater contract (LIBOR adjustment) (7) — 1 Adjustments to non-operating income 6 (21) Total adjustments 26 61 Adjusted income before taxes and minority interest 1,323 775 Adjusted income tax expense (8) (579) (318) Adjusted net income 744 $ 457 $ Operating income (as reported) 822 $ 648 $ Addback: Adjustments to operating income 20 82 Adjusted operating income 842 $ 730 $ Operating revenues (as reported) 1,646 $ 1,613 $ Adjusted operating margin 51% 45% Total operating expenses (as reported) 824 $ 965 $ Less: Adjustments to operating expenses (20) (82) Adjusted operating expenses 804 $ 883 $ (1) Litigation reserve related to the covered litigation. Settlements of, or judgments in, covered litigation will be paid from the litigation escrow account. (2) Restructuring costs associated with workforce consolidation and elimination of overlapping functions. (3) Non-cash amortization and depreciation of the incremental basis in technology and building assets acquired in the reorganization. (4) 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. (5) 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. (6) Investment income earned during the period on all IPO proceeds and amounts held in the litigation escrow, including 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 held by Visa Europe. (7) Other expense 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 was satisfied as part of the October 2008 redemptions described above. (8) Adjusted income tax expense for the three months ended June 30, 2009 reflects the GAAP effective tax rate for the current quarter, which is impacted by the sale of the equity interest in VisaNet do Brasil. Adjusted income tax expense for the three months ended June 30, 2008 reflects the normalized tax rate for fiscal 2008. — | 
