INSURANCE AGREEMENT

among

MBIA INSURANCE CORPORATION,

as Note Insurer,

CAPITAL ONE AUTO FINANCE, INC.,

in its individual capacity and as Servicer,

CAPITAL ONE AUTO RECEIVABLES, LLC,

as Seller,

CAPITAL ONE AUTO FINANCE TRUST 2003-B,

as Issuer

and

JPMORGAN CHASE BANK,

as Indenture Trustee

$1,000,000,000

Capital One Auto Finance Trust 2003-B

Asset Backed Notes, Series 2003-B

Class A-1 Notes, Class A-2 Notes,

Class A-3 Notes, and Class A-4 Notes

Dated as of November 18, 2003

TABLE OF CONTENTS

ii

INSURANCE AGREEMENT

THIS INSURANCE AGREEMENT (this Insurance Agreement) is dated as of November 18, 2003 by and among MBIA INSURANCE CORPORATION (the Note Insurer), CAPITAL ONE AUTO FINANCE, INC., in its individual capacity as seller under the Purchase Agreement (COAF) and as the Servicer (the Servicer), CAPITAL ONE AUTO RECEIVABLES, LLC, as Seller (the Seller), CAPITAL ONE AUTO FINANCE TRUST 2003-B, as Issuer (the Issuer), and JPMORGAN CHASE BANK in its capacity as indenture trustee (the Indenture Trustee).

WHEREAS, the Indenture Trustee is authenticating $1,000,000,000 principal amount of the Capital One Auto Finance Trust 2003-B, Asset Backed Notes, Series 2003-B, Class A-1 Notes, Class A-2 Notes, Class A-3 Notes, and Class A-4 Notes, pursuant to an Indenture as more specifically defined below. The Notes will be secured by the Trust Estate as defined in the Indenture; and

WHEREAS, the Issuer, Seller, COAF and Servicer have requested that the Note Insurer issue its Note Guaranty Insurance Policy (the Note Insurance Policy) to guarantee payment of Insured Payments (as defined in Note Insurance Policy) with respect to the Notes, upon such terms and conditions as were mutually agreed upon by the parties and subject to the terms and conditions of the Note Insurance Policy and has asked the Note Insurer to issue an Interest Rate Swap Policy (the Swap Policy) and together with the Note Insurance Policy, the Policies) and the Note Insurer has agreed to insure certain amounts which may be due from the Owner Trustee on behalf of Capital One Auto Finance Trust 2003-B (the Issuer) to the Swap Provider under the Swap Agreement; and

WHEREAS, the parties hereto desire to specify the conditions precedent to the issuance of the Policies by the Note Insurer, the indemnity and reimbursement to be provided by COAF and the Servicer in respect of amounts paid by the Note Insurer under the Policies and to provide for certain other matters; and

WHEREAS, the Note Insurer shall be paid an insurance premium pursuant to the Indenture, and the details of such premium are set forth herein; and

WHEREAS, each COAF Company (as defined below) has undertaken certain obligations in consideration for the Note Insurers issuance of the Policies;

NOW, THEREFORE, in consideration of the premises and the mutual agreements herein contained, the parties hereto agree as follows:

ARTICLE I

DEFINITIONS

The terms defined in this Article I shall have the meanings provided herein for all purposes of this Insurance Agreement, unless the context clearly requires otherwise, in both singular and plural form, as appropriate. Unless the context clearly requires otherwise, all

capitalized terms used herein and not otherwise defined in this Article I shall have the meanings assigned to them in the Transaction Documents (as defined below). All words used herein shall be construed to be of such gender or number as the circumstances require. This Insurance Agreement shall mean this Insurance Agreement as a whole and as the same may, from time to time hereafter, be amended, supplemented or modified. The words herein, hereby, hereof, hereto, hereinabove and hereinbelow, and words of similar import, refer to this Insurance Agreement as a whole and not to any particular paragraph, clause or other subdivision hereof, unless otherwise specifically noted.

Approved Party means an entity that (i) is rated at least investment grade by S&P and Moodys, or (ii) has a consolidated Tangible Net Worth not less than the greater of 8.5% of its Managed Assets and $400,000,000.

Business Day means any day other than a Saturday or a Sunday or a day on which banking institutions in the states of Delaware, California, Texas, Virginia or New York, or in the state in which the Corporate Trust Office of the Indenture Trustee is located, are authorized or obligated by law, executive order or government decree to be closed.

Capital One Information means the information included in the Prospectus, but excluding the Note Insurer Information and the Underwriter Information.

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