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Company:
Visa USA Inc. and Visa International Service Association

Plan:
Visa Thrift Plan
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Plan Information
Plan Year 01/01/2006 — 12/31/2006
Effective Date of Plan 02/01/1971
Net Assets as of 12/31/2006 $870,173,046
Plan Number 333
Plan Type Multiple Employer
Is the plan collectively bargained? No
Did the plan file for an extension of time or the DFVC Program? Yes
Plan Funding Arrangement Insurance
Trust
Plan Benefit Arrangement Insurance
Trust

Participant Information as of 12/31/2006
Active (Eligible) Participants 4,403
Retired or separated participants receiving benefits 17
Other retired or separated participants entitled to future benefits 1,544
Subtotal 5,964
Deceased participants whose beneficiaries are receiving or are entitled to receive benefits 6
Total 5,970
Total number of participants as of 01/01/2006 5,811
Number of participants with account balances 5,957
Number of participants that terminated employment during the plan year with accrued benefits that were less than 100% vested 141
Number of participants required to be reported on Schedule SSA 381

Plan Sponsor Information
Address Po Box 8999
San Francisco, CA 94128 -8999
Telephone (650) 432-3200
EIN 94-1721694
Industry Code 522300
Named Administrator Kenneth Sommer
Named Plan Sponsor Joan Zimmerman

Plan Administrator Information
Administrator Name Visa Employee Benefits Board
Address Po Box 8999
San Francisco, CA 94128 -8999
Telephone (650) 432-3200
Administrator EIN 94-2361135

Audit Information
Audit Status Audited
Auditor KPMG LLP
Auditor EIN 13-5565207
Audit Opinion Disclaimer
Audit Type Limited Scope Audit

Benefits Provided Under the Plan
Code Benefit Description
2C Money purchase A pension plan, other than a target benefit plan that requires a fixed percentage of compensation to be contributed to each eligible employee.
2F ERISA section 404(c) Plan This plan, or any part of it is intended to meet the conditions of 29 CFR 2550.404c-1.
2G Total participant-directed account plan Participants have the opportunity to direct the investment of all the assets allocated to their individual accounts, regardless of whether 29 CFR 2550.404c-1 is intended to be met.
2J Code section 401(k) feature A cash or deferred arrangement described in Code section 401(k) that is part of a qualified defined contribution plan that provides for an election by employees to defer part of their compensation or receive these amounts in cash.
2K Code section 401(m) arrangement Employee contributions are allocated to separate accounts under the plan or employer contributions are based, in whole or in part, on employee deferrals or contributions to the plan. Not applicable if plan is 401(k) plan with only QNECs and/or QMACs. Also not applicable if Code section 403(b)(1), 403(b)(7) or 408 arrangements/accounts/annuities.
2R Brokerage Window Participant-directed brokerage accounts provided as an investment option under the plan.

  Question Answer Amount
1. During the plan year did the employer fail to transmit to the plan any participant contributions within the time period described in 29 CFT 2510.3-102? No  
2. Were any loans by the plan or fixed income obligations due the plan in default as of the close of plan year or classified during the year as uncollectible? Disregard participant loans secured by participant's account balance. No  
3. Were any leases to which the plan was a party in default or classified during the year as uncollectible? No  
4. Were there any nonexempt transactions with any party-in-interest? No  
5. Was this plan covered by a fidelity bond? Yes $15,000,000
6. Did the plan have a loss, whether or not reimbursed by the plan's fidelity bond, that was caused by fraud or dishonesty? No  
7. Did the plan hold any assets whose current value was neither readily determinable on an established market nor set by an independent third party appraiser? No  
8. Did the plan receive any noncash contributions whose value was neither readily determinable on an established market nor set by an independent third party appraiser? No  
9. Did the plan have assets held for investment? Yes  
10. Were any plan transactions or series of transactions in excess of 5% of the current value of plan assets? No  
11. Were all the plan assets either distributed to participants or beneficiaries, transferred to another plan, or brought under the control of the PBGC? No