World Elite will create a distinct brand position for MasterCard within the elite affluent demographic, defined as those with annual household incomes greater than $250,000. Beyond targeting consumers, MasterCard will bring to market a World Elite card for small businesses and for executives of large corporations in 2007.

The affluent segment overall is a key growth target for MasterCard. According to data from the American Affluence Research Center, the wealthiest 10 percent of U.S. households earns 40 percent of all American income. The growth of the segment in recent years has fueled the expansion of the U.S. luxury category, which surpassed $1 trillion in 2005, according to a report from Research and Markets. Spending on experiential luxuries, which include travel, dining and entertainment, nearly doubled last year, according to the same report.

A MasterCard analysis of the demographic revealed a changing mindset among elite affluent consumers, marked by a strong desire for personal attention, best-in-class service, and memorable experiences. World Elite, built around these new segment demands, is a unique offering that is intended to resonate with today's consumers, deliver optimal value to customers, and drive increased spending to merchants.

“MasterCard understands the importance of the affluent and high spend business segments to our customer financial institutions, and has made it a priority to understand the mindset of the elite affluent consumer so that we can develop the most desirable payment solutions possible,” said Wendy Murdock, Chief Product Officer, MasterCard Worldwide. “The launch of World Elite is the culmination of that process, as it gives us one of the best card programs in the industry for affluent travelers. We believe that it will drive a higher level of spending on our cards by taking MasterCard from an 'in the wallet' to a 'top of wallet' position, and deliver greater value to our cardholders.”

Virtuoso will provide a wide range of travel benefits exclusively to World Elite cardholders:

• Travel Expertise — Unsurpassed global travel expertise provided by Virtuoso, a widely acclaimed network of more than 6,000 member travel consultants with over 300 member agencies that specializes in connecting the world's most discerning travelers with the world's finest vacation destinations. Through Virtuoso, cardholders will receive unparalleled service and counsel by a designated Virtuoso member consultant while enjoying the special travel benefits, value-added amenities and experiences listed below.

• Airline Benefits — Complimentary companion tickets with the purchase of full-fare Business Class tickets for international travel on specific airlines (space permitting with no blackout dates); one-category upgrades for international travel on select airlines.

• Cruise Benefits — Tailored shore excursions and private cocktail receptions on four premier cruise lines.

• Hotel Benefits — Preferred rates and availability at over 650 of the finest hotels, resorts, lodges and villas in the world. Value-added amenities including complimentary daily breakfast for two, room upgrades (based on availability at time of check-in), customized offerings that are unique to the destination and VIP status.

• Travel Publications — Complimentary subscriptions to dynamic, award-winning travel publications, Virtuoso Life and the Best of the Best hotel directory.

Other cardholder benefits include:

• Airport Lounge Access — Cardholders will receive airport lounge access to VIP lounges around the world.

• Privileged Access — Special event access and tickets to performing arts and theater events; restaurants; art galleries; and spas in ten major U.S. cities including: New York, Chicago, Miami, San Francisco, Atlanta, Dallas, Houston, Los Angeles, Seattle and Washington.

• Unsurpassed Acceptance — MasterCard-branded cards are accepted at more than 24 million merchant locations worldwide. The World Elite MasterCard will be accepted at more than triple the number of international locations that accept the American Express Platinum card, according to Nilson Report data. Moreover, the elite affluent cardholder tends to purchase higher ticket items, delivering considerable benefits to merchants.

• Rich Rewards — Cardholders will receive a variety of travel, merchandise, and entertainment rewards, access to special events, and no pre-set spending limit.

“Whereas the affluent segment used to value things like appearances, status, and privilege, they are now seeking life experiences and the professional expertise that a Virtuoso member consultant can provide,” said Kristi Jones, President of Virtuoso. “MasterCard and Virtuoso understand this and are capitalizing on the new definitions of luxury and aspiration that exist in the marketplace. Too many cards currently targeting the affluent consumer are marketed towards outmoded values. The personalized and tailored approach we take to travel is reflected in the World Elite benefits, making this card stand out from the competition.”

The Saks Fifth Avenue World Elite MasterCard, issued by HSBC, was unveiled today, and is the first product on the World Elite platform.

The launch of the World Elite platform will deploy integrated marketing programs that reinforce the value proposition of the card with consumers and customers while driving activation and usage. A print and online advertising campaign, beginning this October, will leverage unique insights of this newly identified elite affluent demographic especially around their passion for experiences and travel. World Elite will also be promoted on www.priceless.com.

The World Elite platform will have associated premium pricing expected to be announced the first quarter of 2007.

About MasterCard Worldwide
MasterCard Worldwide advances global commerce by providing a critical economic link between financial institutions, businesses, cardholders and merchants worldwide. As a franchisor, processor and advisor, MasterCard develops and markets payment solutions, processes more than 14 billion payments each year, and provides industry-leading analysis and consulting services to financial institution customers and merchants. Through its family of brands, including MasterCard®, Maestro® and Cirrus®, MasterCard Worldwide serves consumers and businesses in more than 210 countries and territories. For more information go to www.mastercardworldwide.com.

About Virtuoso
Virtuoso is a by-invitation-only luxury travel network comprising more than 6,000 elite travel consultants, associated with over 300 agencies in 22 countries throughout North and South America, the Caribbean, Australia and New Zealand. With $3.8 billion in travel sales generated annually, Virtuoso's member agencies make the group the most powerful in the luxury travel segment. Relationships with the world's best travel companies — 400 of which are completely exclusive to Virtuoso — provide the network's affluent clientele with incredible values and rare experiences, from complimentary upgrades and amenities, to special recognition and privileged access. For more information, please visit www.virtuoso.com.

Forward-Looking Statements
Statements in this press release which are not historical facts, including statements about MasterCard's plans, strategies, beliefs and expectations, are forward-looking and subject to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements speak only as of the date they are made. Accordingly, except for the company's ongoing obligations under the U.S. federal securities laws, the company does not intend to update or otherwise revise the forward-looking information to reflect actual results of operations, changes in financial condition, changes in estimates, expectations or assumptions, changes in general economic or industry conditions or other circumstances arising and/or existing since the preparation of this press release or to reflect the occurrence of any unanticipated events. Such forward-looking statements include, without limitation, that the World Elite MasterCard card platform will drive a higher level of spending on MasterCard cards. Actual results may differ materially from such forward-looking statements for a number of reasons, including those set forth in the company's filings with the Securities and Exchange Commission (SEC), including the company's Annual Report on Form 10-K for the year ended December 31, 2005, the company's Quarterly Reports on Form 10-Q and Current Reports on Form 8-K that it has filed with the SEC during 2006, as well as reasons. Factors other than those listed above could also cause the company's results to differ materially from expected results.