Providian Financial Announces Sale of Providian
Master Trust to JPMorgan Chase

Sale Strengthens Capital and Liquidity

SAN FRANCISCO--(BUSINESS  WIRE)--Jan.  16, 2002--Providian Financial Corporation
(NYSE:PVN - news) today  announced  an agreement  to sell the  Providian  Master
Trust, held by its main bank subsidiary Providian National Bank, to a subsidiary
of J.P.  Morgan  Chase & Co.  (NYSE:JPM - news).  Providian  will  receive a mid
single-digit  premium  upon  closing of the  transaction,  and may also  receive
additional payments tied to servicing and portfolio credit performance.

The Providian Master Trust contains approximately 3.3 million active credit card
accounts with $8.2 billion of  associated  receivables.  The parties  expect the
transaction  to close  during the first  quarter of 2002,  subject to  customary
closing conditions.

On October  18,  2001,  Providian  announced  a  five-point  plan to improve the
Company's  risk  profile  and to  address  the  earnings  challenges  facing the
Company. The Company continues to execute on this plan. The elements of the plan
include: reducing lending to the standard segment,  accelerating line management
cutbacks,  focusing  marketing dollars on the middle market,  reducing expenses,
and maintaining a strong balance sheet and liquidity.

"This is a big step  forward for  Providian,"  said  Providian  Chief  Executive
Officer Joseph  Saunders.  "The sale of the Providian  Master Trust enhances our
capital, strengthens our liquidity position, and tightens our strategic focus on
our middle  market  customers."  Saunders  indicated  that the Company is making
progress  toward the sale of its  international  operations  and  continuing  to
explore the sale of $3 billion of higher loss assets.

On  December  6, 2001  Providian  filed  capital  plans  with the  Office of the
Comptroller of the Currency, the Federal Deposit Insurance Corporation,  and the
Utah  Commissioner  of  Financial  Institutions.  The Company  continues to work
toward  finalizing the plans,  which  contemplate  sale of the Providian  Master
Trust. Also as contemplated by the plans,  Providian expects to make substantial
enhancements  to reserves in the fourth  quarter.  Providian  will  announce its
fourth  quarter and  year-end  results in late January and expects to announce a
loss for the fourth quarter of 2001 at that time.

San  Francisco-based  Providian  Financial is a leading provider of credit cards
and deposit products to customers throughout the U.S.

This  release   contains   forward-looking   statements   as  to  the  Company's
expectations,  intentions  and  goals  that are  subject  to the  "safe  harbor"
provisions  created by the  Private  Securities  Litigation  Reform Act of 1995.
Forward-looking  statements  include  expressions  of "belief,"  "expectations,"
"intentions"  and other words of similar  import,  statements as to industry and
economic  trends,  and other  statements  that are not  historical  facts.  Such
forward-looking  statements are subject to certain risks and uncertainties  that
could   cause   actual   results  to  differ   materially   from  those  in  the
forward-looking  statements.  Among the significant risks and uncertainties are:
competitive pressures;  factors that affect delinquency rates, credit loss rates
and  charge-off  rates;  general  economic  conditions;  consumer loan portfolio
growth; changes in the cost and/or availability of funding due to changes in the
deposit,  credit  or  securitization  markets,  changes  in the way in which the
Company is perceived in such markets,  and/or conditions relating to existing or
future financing  commitments;  the effects of government policy and regulation,
including  restrictions  and/or  limitations  on the Company's  minimum  capital
requirements,  deposit taking abilities,  growth,  accounting  policies,  and/or
underwriting criteria;  product development;  legal and regulatory  proceedings;
interest rates; acquisitions; one-time charges; extraordinary items; the ability
to attract and retain key  personnel;  the impact of  existing,  modified or new
strategic initiatives;  and international factors.  Readers are cautioned not to
place undue reliance on forward-looking  statements,  which speak only as of the
date hereof. The Company undertakes no obligation to update any  forward-looking
statements.  More information on risks and uncertainties relating to the Company
are  available  in the  Company's  filings  with  the  Securities  and  Exchange
Commission,  including its annual report on Form 10-K, quarterly reports on Form
10-Q, and current reports on Form 8-K.

Contact:

     Media Contact:
     Alan Elias, 415/278-4189
     Investors Contact:
     Jack Carsky, 415/278-4977
     Bill Horning, 415/278-4602