EX-4.1.6





 Exhibit 4.1.6 

EXECUTION VERSION 

CAPITAL ONE MASTER TRUST 

SECOND AMENDMENT TO THE ASSET POOL 1 SUPPLEMENT 

This SECOND AMENDMENT TO THE ASSET POOL 1 SUPPLEMENT, dated as of October 1, 2022 (this
“Amendment”), to the Asset Pool 1 Supplement, dated as of October 9, 2002, as amended by the First Amendment thereto, dated March 1, 2008 (as so amended, the “Supplement”), is entered into between CAPITAL
ONE MULTI-ASSET EXECUTION TRUST, a statutory trust organized under the laws of the State of Delaware, as Issuer (the “Issuer”), and THE BANK OF NEW YORK MELLON, a New York banking corporation (“BNYM”), as Indenture
Trustee (the “Indenture Trustee”). 
 RECITALS 

WHEREAS, effective October 1, 2022, Capital One Bank (USA), National Association, a national banking association
(“COBNA”), was merged with and into Capital One, National Association, a national banking association (“CONA”) (said transaction, the “Merger”); 

WHEREAS, by virtue of the Merger, all property of every type and interests therein, all rights, franchises, and choses in
action, and all of the liabilities and obligations of every kind and description of COBNA became the property, rights, franchises, and choses in action, and liabilities and obligations of CONA without any other transfer, and, upon the Merger, and
without any order or other action, CONA shall hold and enjoy all rights of property, franchises, and interests in the same manner and to the same extent as such rights, franchises, and interests were held or enjoyed by COBNA at the time of the
Merger, subject to applicable law; and 
 WHEREAS, for the avoidance of doubt, in connection with the Merger, COBNA, in its
capacity as Original Administrator, assigned all of its right, title, and interest, and delegated all of its duties, obligations, and liabilities, in, to, and under the Supplement to CONA, in its capacity as New Administrator, pursuant to an Omnibus
Securitization Agreements Assignment and Assumption Agreement, dated as of October 1, 2022 (the “Assignment and Assumption Agreement”), among COBNA, in its capacity as Original Seller, Servicer and Administrator and in its
individual capacity, Capital One Funding, LLC, a Virginia limited liability company (“Funding”), as Transferor and in its individual capacity, CONA, in its capacity as New Seller, Servicer and Administrator and in its individual
capacity, BNYM, as Trustee and as Indenture Trustee, the Issuer, the Independent Director of Funding, Clayton Fixed Income Services LLC, a Delaware limited liability company, as Asset Representations Reviewer, and Capital One Services, LLC, a
Delaware limited liability company, as subservicer and in its individual capacity; 
 NOW, THEREFORE, in consideration of
the premises and mutual covenants contained herein and for other good and valuable consideration, the receipt and sufficiency of which is hereby acknowledged, the parties hereto, intending to be legally bound, do covenant and agree as follows: 

ARTICLE I 
 AMENDMENTS 

SECTION 1.1. Amendments to the Supplement. Each party to the Supplement hereby agrees that the Supplement shall be amended as
follows: 












 (a)     by deleting all references therein to
“Capital One Bank (USA), National Association” and replacing such references with “Capital One, National Association”. 

ARTICLE II 
 ACKNOWLEDGEMENT
OF ASSIGNMENT AND ASSUMPTION 
 SECTION 2.1. Acknowledgement of Assignment and Assumption of the Supplement.
CONA, in its capacity as New Administrator, acknowledges and confirms that it is bound by the Supplement, that it has accepted all of COBNA’s right, title, and interest, and has assumed all of COBNA’s duties, obligations, and liabilities
and the performance of every covenant, in, to, and under the Supplement, and has agreed that it shall be substituted for COBNA, in its capacity as Original Administrator, under the Supplement. For the avoidance of doubt, CONA hereby expressly
assumes the performance of every covenant and obligation of COBNA under the Supplement. 
 ARTICLE III 

CONDITIONS PRECEDENT 

SECTION 3.1. Conditions to Effectiveness. The amendments provided for by this Amendment shall become effective upon satisfaction
of the following conditions: 
 (a)       delivery of a Master Trust Tax Opinion, pursuant to
Section 901 of the Indenture, dated as of October 9, 2002, as amended and restated as of January 13, 2006 and March 17, 2016, and as amended by the First Amendment thereto, dated October 1, 2022 (as so amended and restated,
the “Indenture”), between the Issuer and the Indenture Trustee, for each applicable Master Trust; 
 (b)
      delivery of an Issuer Tax Opinion, pursuant to Section 901 of the Indenture; 
 (c)
      prior notice to each Note Rating Agency of this Amendment; 
 (d)
    delivery of written confirmation from each Note Rating Agency that this Amendment will not have a Ratings Effect; 

(e)     delivery of an Officer’s Certificate, pursuant to Sections 102 and 901 of the Indenture, from
the Issuer to the Indenture Trustee and Owner Trustee, to the effect that: (i) all conditions precedent to the execution of this Amendment have been complied with, and (ii) the Issuer reasonably believes that this Amendment will not have
an Adverse Effect and is not reasonably expected to have an Adverse Effect at any time in the future; 
 (f)
     delivery of an Opinion of Counsel, pursuant to Sections 102 and 903 of the Indenture, from the Issuer to Indenture Trustee, to the effect that: (i) all conditions precedent to the execution of this Amendment have
been complied with, and (ii) this Amendment is authorized or permitted by the Indenture; 
 (g)
      delivery of counterparts of this Amendment, duly executed by the parties hereto; 

  
 2 













 (h)       delivery of counterparts of the Assignment and
Assumption Agreement, duly executed by the parties thereto; and 
 (i)       COBNA has been
merged with and into CONA. 
 ARTICLE IV 

MISCELLANEOUS 

SECTION 4.1. Waiver of Notice. Notwithstanding anything to the contrary set forth in the Supplement, each of the
undersigned parties hereby waives any notice or other timing requirements with respect to and gives its consent to the amendments provided for herein. 

SECTION 4.2. Ratification of Supplement. Except as specifically amended, modified or supplemented by this
Amendment, the Supplement is hereby confirmed and ratified in all respects and shall remain in full force and effect. This Amendment shall not constitute a novation of the Supplement, but shall constitute an amendment thereof. Each of the parties to
the Supplement agrees to be bound by the terms of the obligations of the Supplement, as amended by this Amendment, as though the terms and obligations of the Supplement were set forth herein. 

SECTION 4.3. Counterparts. This Amendment may be executed in any number of counterparts and by separate parties
hereto on separate counterparts, each of which, when executed, shall be deemed an original, but all such counterparts taken together shall constitute one and the same instrument. The words “executed,” “signed,”
“signature,” and words of like import in this Amendment or in any other certificate, agreement or document related to this transaction shall include, in addition to manually executed signature pages, images of manually executed signatures
transmitted by facsimile or other electronic format (including, without limitation, “pdf”, “tif” or “jpg”) and other electronic signatures (including, without limitation, any electronic sound, symbol, or process,
attached to or logically associated with a contract or other record and executed or adopted by a person with the intent to sign the record). The use of electronic signatures and electronic records (including, without limitation, any contract or
other record created, generated, sent, communicated, received, or stored by electronic means) shall be of the same legal effect, validity and enforceability as a manually executed signature or use of a paper-based record-keeping system to the
fullest extent permitted by applicable law, including the Federal Electronic Signatures in Global and National Commerce Act, the New York State Electronic Signatures and Records Act and any other applicable law, including, without limitation, any
state law based on the Uniform Electronic Transactions Act or the Uniform Commercial Code. 
 SECTION 4.4. Governing
Law. THIS AMENDMENT SHALL BE CONSTRUED IN ACCORDANCE WITH THE LAWS OF THE STATE OF NEW YORK, WITHOUT REFERENCE TO ITS CONFLICT OF LAW PROVISIONS (OTHER THAN SECTION 5-1401 OF THE GENERAL OBLIGATIONS LAW),
AND THE OBLIGATIONS, RIGHTS, AND REMEDIES OF THE PARTIES HEREUNDER SHALL BE DETERMINED IN ACCORDANCE WITH SUCH LAWS. 
 SECTION 4.5.
Indenture Trustee. The Indenture Trustee shall not be responsible for the validity or sufficiency of this Amendment nor for the recitals herein. The parties hereto agree that 

  
 3 













 
the Indenture Trustee shall be afforded all the rights, privileges, protections, immunities and indemnities provided to it under the Supplement. 

SECTION 4.6. Defined Terms and Section References. Capitalized terms used herein and not otherwise defined herein
shall have the meanings given to such terms in the Supplement or, if not defined therein, in the Assignment and Assumption Agreement. All Section or Subsection references herein shall mean Sections or Subsections in the Supplement, except as
otherwise provided herein. 
 SECTION 4.7. Limitation of Liability of the Owner Trustee. It is expressly
understood and agreed by the parties hereto that (i) this Amendment is executed and delivered on behalf of the Issuer by Deutsche Bank Trust Company Delaware, not individually or personally but solely as Owner Trustee (the “Owner
Trustee”) of the Issuer, in the exercise of the powers and authority conferred and vested in it, (ii) each of the representations, undertakings and agreements herein made on the part of the Issuer is made and intended not as a personal
representation, undertaking or agreement by the Owner Trustee but is made and intended for the purpose of binding only, and is binding only on, the Issuer, (iii) nothing herein contained will be construed as creating any liability on Deutsche
Bank Trust Company Delaware, individually or personally or as Owner Trustee, to perform any covenant of the Issuer either expressed or implied contained herein, all such liability, if any, being expressly waived by the parties to this Amendment and
by any Person claiming by, through or under them, (iv) Deutsche Bank Trust Company Delaware has made no investigation and will make no investigation as to the accuracy or completeness of any representations and warranties made by the Issuer in
this Amendment, the Supplement or any related document and (v) under no circumstances will Deutsche Bank Trust Company Delaware be personally liable for the payment of any indebtedness, indemnities or expenses of the Issuer or be liable for the
performance, breach or failure of any obligation, representation, warranty or covenant made or undertaken by the Issuer under this Amendment, the Supplement or any related documents, as to all of which recourse shall be had solely to the assets of
the Issuer. 
 [Signature pages follow] 

  
 4 













 IN WITNESS WHEREOF, the undersigned parties have caused this Amendment to be
duly executed by their respective officers thereunto duly authorized, all as of the date first above written. 
  

					
	 CAPITAL ONE MULTI-ASSET EXECUTION TRUST,

as Issuer

			
		 	By:	 	 DEUTSCHE BANK TRUST
 COMPANY
DELAWARE, not in its
 individual capacity but solely as Owner

Trustee on behalf of the Issuer

		
	By:	 	 /s/ Ronaldo R. Reyes

		 	Name: Ronaldo R. Reyes
		 	Title:   Attorney-In-Fact
		
	By:	 	 /s/ Timothy Johnson

		 	Name: Timothy Johnson
		 	Title:   Attorney-In-Fact
	
	 THE BANK OF NEW YORK MELLON, not in

its individual capacity but solely as Indenture

Trustee

		
	By:	 	 /s/ Leslie Morales

		 	Name: Leslie Morales
		 	Title:   Vice President


 [Signature Page to Second Amendment to COMET Asset Pool 1 Supplement] 













			
	Acknowledged and Accepted by:
	
	CAPITAL ONE, NATIONAL ASSOCIATION,
	as Administrator
		
	By:	 	 /s/ Franco E. Harris

		 	Name: Franco E. Harris
		 	Title:   Managing Vice President,
		 	            Treasury Capital Markets
	
	CAPITAL ONE FUNDING, LLC,
	as Transferor
		
	By:	 	 /s/ Eric D. Bauder

		 	Name: Eric D. Bauder
		 	Title:   Assistant Vice President

 [Signature Page to Second Amendment to COMET Asset Pool 1 Supplement]