Edgar Filing: KOOKMIN BANK

Form 6-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Form 6-K

REPORT OF FOREIGN PRIVATE ISSUER

PURSUANT TO RULE 13a-16 OR 15d-16 UNDER

THE SECURITIES EXCHANGE ACT OF 1934

For the month of March 2008

Kookmin Bank

(Translation of registrant’s name into English)

9-1, 2-Ga, Namdaemun-Ro, Jung-Gu, Seoul, Korea 100-703

(Address of principal executive office)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or Form 40-F.

Form 20-F X Form 40-F

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1):

Note: Regulation S-T Rule 101(b)(1) only permits the submission in paper of a Form 6-K if submitted solely to provide an attached annual report to security holders.

Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7):

Note: Regulation S-T Rule 101(b)(7) only permits the submission in paper of a Form 6-K if submission to furnish a report or other document that the registration foreign private issuer must furnish and make public under the laws of the jurisdiction in which the registrant is incorporated, domiciled or legally organized (the registrant’s “home country”), or under the rules of the home country exchange on which the registrant’s securities are traded, as long as the report or other document is not a press release, is not required to be and has not been distributed to the registrant’s security holders, and if discussing a material event, has already been the subject of a Form 6-K submission or other Commission filing on EDGAR.

Indicate by check mark whether by furnishing the information contained in this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes No X

Index

1. Summary of Business Report for Fiscal Year 2007

2. Exhibit 99.1-Kookmin Bank and Its Subsidiaries Consolidated Audit Report 2007

TABLE OF CONTENTS


1.	Introduction to the Bank	6

1.1.	Business Purposes	6

1.2.	History	6

1.3.	Capital Structure	9

1.4.	Dividend	10

2.	Business	11

2.1.	Source and Use of Funds	11

2.2.	Principal Banking Activities	14

2.3.	Branch Networks	18

2.4.	Other Information for Investment Decision	19

3.	Financial Information	21

3.1.	Consolidated Condensed Financial Statements	21

3.2.	Non-Consolidated Condensed Financial Statements	22

3.3.	Other Financial Information	22

4.	Independent Public Accountants	23

4.1.	Audit & Audit related Fees	23

4.2.	Non-Audit Services	23

5.	Corporate Governance and Affiliated Companies	24

5.1.	Board of Directors & Committees under the Board	24

5.2.	Audit Committee	24

5.3.	Compensation to Directors	25

5.4.	Affiliated Companies	32

6.	Directors, Senior Management and Employees	33

6.1.	Executive Directors	33

6.2.	Non-Executive Directors	33

6.3.	Senior Management	35

6.4.	Employees	36

7.	Major Stockholders and Related Party Transactions	37

7.1.	Major Stockholders	37

7.2.	Changes in the Largest Shareholder for the Recent Three Years	37

7.3.	Investments in Affiliates	38

7.4.	Related Party Transactions	39

8.	Other Important Information for Investors	40



8.1.	Progress Relating to Regulatory Filing	40

Summary of 2007 Business Report for Fiscal Year 2007

On March 31, 2008, Kookmin Bank filed its business report for fiscal year 2007 (the “Business Report”) with the Financial Services Commission of Korea and the Korea Exchange. This is a summary of the Business Report translated into English.

In effect from January 1, 2007, we have adopted SKAS¹ No. 21 (“Preparation and Presentation of Financial Statements I”) and SKAS No. 24 (“Preparation and Presentation of Financial Statements II (Financial Industry)”), pursuant to which the presentation and order of certain line items, including gain/loss on disposal of available-for-sale securities, have been reclassified from non-operating income to operating income. We have revised our financial statements for prior periods to reflect this change. In addition, pursuant to amendments to SKAS No. 16 (“Tax accounting”), refunds of income tax and additional income tax payments previously classified as non-operating revenue (expense) are currently classified as income tax expense. The effect of the changes in the classification of such income statement items for the year ended December 31, 2007 is as follows: non-operating revenue decreased by Won 867.5 billion, non-operating expenses decreased by Won 604.3 billion, operating income increased by Won 749.3 billion and income tax expense increased by Won 486.1 billion.

Financial information contained in this summary (and in the attached audit report) have been prepared in accordance with generally accepted accounting principles in Korea, which differ in certain important respects from generally accepted accounting principles in the United States.

All references to “Kookmin Bank” mean Kookmin Bank on a non-consolidated basis, and all references to “we”, “us” or the “Bank” mean Kookmin Bank and, as the context may require, its subsidiaries. In addition, all references to “Won” in this document are to the currency of the Republic of Korea.

¹	SKAS: Statement of Korean Accounting Standards

1.	Introduction to the Bank

1.1

Business Purposes

The business purpose of the Bank is to engage in the following business activities:

•

The banking business as prescribed by the Banking Act,

•

The business as prescribed by the Trust Business Act,

•

The credit card business as prescribed by the Specialized Credit Financial Business Act, and

•

Other businesses permitted by other relevant Korean laws and regulations

1.2

History

•

November 1, 2001

Incorporated and listed on the New York Stock Exchange

•

November 9, 2001

Listed on the Korea Stock Exchange

•

September 23, 2002

Integrated IT platforms of former Kookmin Bank and H&CB

•

December 4, 2002

Entered into a strategic alliance agreement with ING Bank N.V. Amsterdam

•

September 30, 2003

Completed the merger with Kookmin Credit Card

•

December 16, 2003

Completed a strategic investment in Bank Internasional Indonesia (BII) by investing in a 25% stake in Sorak Financial Holdings, a consortium with other investors

•

December 19, 2003

Fully privatized through the entire disposition of Korean government’s stake in Kookmin Bank

•

April 29, 2004

Established a subsidiary, KB Life Insurance Co., Ltd., to engage in insurance business

•

July 22, 2004

Entered into an alliance with China Construction Bank in connection with the foreign currency business

•

August 31, 2004

ING Bank N.V. Amsterdam entered into a contract with Kookmin Bank for a strategic investment in KB Life Insurance Co., Ltd.

•

October 29, 2004

Appointed Mr. Chung Won Kang as the President & CEO in an extraordinary general meeting of shareholders

•

December 31, 2004

The largest shareholder of Kookmin Bank changed from ING Bank N.V. Amsterdam to Euro-Pacific Growth Fund

•

January 01, 2005

Integrated three labor unions (former Kookmin Bank, former H&CB, former Kookmin Credit Card) into a single Kookmin Bank labor union

•

March 02, 2005

Opened KB Satellite Broadcasting System, the first combined broadcasting system in Korea

•

March 21, 2005

The largest shareholder of Kookmin Bank changed from Euro-Pacific Growth Fund to ING Bank N.V. Amsterdam

•

June 16, 2005

Disposed of 27,423,761 shares of treasury stock by means of a combination of domestic over-the-counter-sales and an international issuance of depository receipts

•

July 26, 2005

Obtained an approval from FSS to use the Market Risk Internal Model for the first time among domestic financial institutions

•

October 10, 2005

The largest shareholder of Kookmin Bank changed from ING Bank N.V. Amsterdam to Euro-Pacific Growth Fund

•

February 2, 2006

Established the “Basel II system to calculate credit risk weighted asset and new BIS capital adequacy ratio” for the first time among domestic financial institutions

•

April 3, 2006

Established 100% computerization of bank accounts for the first time among domestic financial institutions

•

September 8, 2006

Implemented SOD (Segregation of Duties)

•

December 11, 2006

Ranked Number 1 among banks in the National Customer Satisfaction Index(NCSI) by Korea Productivity Center

•

April 27, 2007

Commenced principal stage of the Next Generation System development and new IT center construction

•

October 31, 2007

Reappointed Mr. Chung Won Kang as the President & CEO in an extraordinary general meeting of shareholders

•

November 14, 2007

Entered into a share purchase agreement to acquire a 95.8% stake in Hannuri Investment & Securities Co., Ltd.

•

December 11, 2007

Ranked Number 1 among banks and Number 1 among credit card businesses in the National Customer Satisfaction Index(NCSI) by Korea Productivity Center

•

December 31, 2007

Became the first Korean bank to obtain approval from the FSS to use a “Foundation Internal Ratings-based Approach” for credit risks under Basel II.

•

February 20, 2008

The largest shareholder of Kookmin Bank changed from Euro-Pacific Growth Fund to the Korean National Pension Service

•

March 11, 2008

Addition of a new affiliate, KB Investment & Securities Co., Ltd. (formerly Hannuri investment & Securities Co., Ltd.)

•

March 14, 2008

Entered into agreements to acquire up to 50.1% of the shares of Joint Stock Company Bank CenterCredit, a Kazakhstan Bank.

•

March 28, 2008

Kookmin Bank decided to sell its entire shareholding in Sorak Financial Holdings Pte. Ltd.

1.3.

Capital Structure

1.3.1.

Common Shares

Kookmin Bank has the authority to issue a total of 1,000,000,000 shares of capital stock according to its Articles of Incorporation. Kookmin Bank’s Articles of Incorporation also provide that Kookmin Bank is authorized to issue shares of preferred stock up to one-half of all of Kookmin Bank’s issued and outstanding shares of common stock. Upon completion of the merger between the former Kookmin Bank and H&CB, Kookmin Bank issued 299,697,462 common shares.

Upon the resolution of a shareholders’ meeting held on March 22, 2002, Kookmin Bank issued an additional 17,979,954 common shares in connection with a stock dividend of 6%.

On November 25, 2002 Goldman Sachs Capital Koryo, L.P. converted all of its convertible bonds into common shares. According to this conversion on November 30, 2002, Kookmin Bank issued 10,581,269 common shares and distributed them to Goldman Sachs Capital Koryo, L.P.

With respect to the merger between Kookmin Bank and Kookmin Credit Card on September 30, 2003, Kookmin Bank issued an additional 8,120,431 common shares on October 1, 2003. Accordingly, as of December 31, 2007, a total of 336,379,116 common shares were issued.


Number of Shares		(Unit: shares) as of December 31, 2007



	Type
	Common Stock	Total
Share Issued (A)	336,379,116	336,379,116
Treasury Stock (B)	—	—
Share Outstanding (A-B)	336,379,116	336,379,116


Capital Increase		(Unit: Won, shares)


Issue Date	Type	Number	Face Value	Issue Price	Remarks
2001.10.31	Common Stock	299,697,462	5,000	—	M&A into a new entity
2002.3.22	Common Stock	17,979,954	5,000	5,000	Stock dividend
2002.11.30	Common Stock	10,581,269	5,000	22,124	CB conversion
2003.10.01	Common Stock	8,120,431	5,000	38,100	M&A with KCC

1.3.2.

Treasury Stock


		(Unit: shares)



Date	Details	Number of shares
December 31, 2005	Outstanding Treasury Shares	217,935
January 13, 2006	Disposition due to exercise of stock option by grantees	(217,935	)
As of December 31, 2007	Outstanding Treasury Shares	0

1.3.3.

Employee Stock Ownership Association

(Unit: shares)


Type	Beginning Balance (January 1, 2007)	Increase	Decrease	Ending Balance (December 31, 2007)	Remarks
Registered common stock	2,790,281	—	60,525	2,729,756	—

Total	2,790,281	—	60,525	2,729,756	—

1.4.

Dividend

The following table shows our dividend related information for the last three years. The Board of Directors of Kookmin Bank passed a resolution to pay a dividend for fiscal year of 2007, and shareholders of Kookmin Bank approved of the dividend payout for fiscal year 2007 at the general meeting of shareholders held on March 20, 2008.

(Unit: in millions of Won unless indicated otherwise)


	2007	2006	2005
Net (loss) income for the period	2,773,843	2,472,111	2,252,218
Diluted (loss) earnings per share (Won)	8,246¹	7,349	6,977
Total dividend amount	824,129	1,227,784	184,889
Dividend payout ratio (%)	29.71²	49.67	8.21
Cash dividend per common share (Won)	2,450	3,650	550
Stock dividend per common share (%)	—	—	—
Dividend per preferred share (Won)	—	—	—
Dividend yield ratio (%)	3.48³	4.90	0.72

¹	Earnings per share = net income (Won 2,773,843,133,424) / weighted average number of shares (336,379,116 shares).

²	Dividend payout ratio = total dividend amount for common shares (Won 824,128,834,200) / net income (Won 2,773,843,133,424).

³	Dividend yield ratio = dividend per share (Won 2,450) / average closing price for a week based on business day prior to market closing date of December 31, 2007 (Won 70,475).

2.	Business

2.1.

Source and Use of Funds

2.1.1.

Source of Funds

[Bank Account]

(Unit: in millions of Won, %)

December 31, 2007

December 31, 2006

December 31, 2005

Average
balance

Interest
rate (%)

Average
balance

Interest
rate (%)

Average
balance

Interest
rate (%)

Won

Deposits

109,901,995

3.23

111,324,234

2.91

114,394,983

2.82

currency

Certificate of deposit

14,683,182

5.19

8,408,753

4.53

5,008,378

3.69

Borrowings

2,474,036

3.64

2,533,547

3.36

2,674,268

3.02

Call money

1,553,396

4.79

2,300,768

4.09

931,968

3.24

Other

36,902,539

5.52

28,332,243

5.13

24,315,388

5.08

Subtotal

165,515,148

3.93

152,899,545

3.43

147,324,985

3.23

Foreign

Deposits

1,723,594

2.80

1,489,895

2.37

1,473,811

1.61

currency

Borrowings

4,415,317

3.81

3,635,918

3.41

3,231,480

2.06

Call money

538,081

5.04

527,600

4.74

285,573

3.48

Debentures

2,820,166

5.18

1,530,941

4.49

765,723

4.09

Other

91,227

—

59,296

—

52,592

—

Subtotal

9,588,385

4.06

7,243,650

3.50

5,809,179

2.26

Other

Total Shareholders Equity

16,064,310

—

14,251,498

—

11,369,246

—

Allowances

924,317

—

1,004,895

—

677,036

—

Other

11,036,268

—

11,935,765

—

12,041,392

—

Subtotal

28,024,895

—

27,192,158

—

24,087,674

—

Total

203,128,428

3.40

187,335,353

2.94

177,221,838

2.76

2.1.2.

Use of Funds

[Bank Account]

(Unit: in millions of Won, %)

December 31, 2007

December 31, 2006

December 31, 2005

Average
balance

Interest
rate (%)

Average
balance

Interest
rate (%)

Average
balance

Interest
rate (%)

Won currency

Due from banks

27,232

0.99

190,902

3.66

304,662

2.97

Securities

29,795,474

4.66

31,437,266

4.25

27,676,964

4.58

Loans

135,549,458

6.60

120,688,857

6.44

120,539,476

6.24

Advances for customers

28,717

1.51

13,122

2.27

23,947

8.64

Call loan

646,821

4.81

823,293

4.25

1,473,725

3.43

Private placement corporate bonds

7,599,124

5.42

5,702,726

5.43

1,887,514

6.95

Credit card accounts

9,232,452

22.20

7,855,415

24.46

7,321,906

26.93

Other

355,868

—

328,681

—

267,061

—

Allowance for credit losses ( - )

-2,340,182

—

-2,377,086

—

-3,034,841

—

Subtotal

179,894,964

7.14

164,663,176

6.96

156,460,414

7.06

Foreign currency

Due from banks

323,370

3.94

486,764

4.31

598,015

2.88

Securities

993,119

4.60

793,181

6.78

858,565

6.15

Loans

7,610,703

4.51

6,561,903

4.06

4,745,013

2.97

Call loan

424,043

4.84

261,483

4.77

132,210

3.24

Bills bought

1,421,642

5.95

1,326,578

5.51

1,037,144

4.64

Other

1,815

—

1,798

—

2,209

—

Allowance for credit losses ( - )

-84,723

—

-65,952

—

-64,290

—

Subtotal

10,689,969

4.78

9,365,755

4.61

7,308,866

3.68

Other

Cash

1,079,189

—

966,002

—

956,471

—

Fixed assets held for business

2,540,601

—

2,397,111

—

2,508,879

—

Other

8,923,705

—

9,943,309

—

9,987,208

—

Subtotal

12,543,495

—

13,306,422

—

13,452,558

—

Total

203,128,428

6.58

187,335,353

6.35

177,221,838

6.38

2.1.3.

Fee Transactions

(Unit: in millions of Won)


		December 31, 2007	December 31, 2006	December 31, 2005
Fee Revenue (A)
Won	Guarantees	7,535	6,245	5,336
currency	Commissions received	1,202,814	950,789	804,933
	Credit card	153,876	129,615	104,931
	National Housing Fund Mgt.	121,700	171,811	179,541
Foreign	Guarantees	8,315	5,662	4,227
currency	Others	76,842	77,673	78,715

Subtotal		1,571,082	1,341,795	1,177,683

Fee Expense (B)
Won &	Commissions paid in Won	208,494	178,500	119,539
foreign	Credit card	350,889	254,041	210,315
currency	Others	33,740	31,859	22,692

Subtotal		593,123	464,400	352,546

Fee Income (A-B)		977,959	877,395	825,137

2.2.

Principal Banking Activities

2.2.1.

Deposits

The following table shows the average balances of our deposits for the periods ended and ending balances as of the dates indicated.

(Unit: in millions of Won)

December 31, 2007

December 31, 2006

December 31, 2005

Average
balance

Ending
balance

Average
balance

Ending
balance

Average
balance

Ending
balance

Deposits

Demand deposits

18,027,342

19,759,190

16,896,730

20,179,568

14,985,812

17,946,067

in Won

Time & savings deposits

89,417,348

93,809,636

89,613,715

91,156,790

92,463,027

91,863,790

Mutual installment deposits

3,474,443

3,038,971

4,302,015

3,833,573

5,674,807

5,120,668

Mutual installment for housing

3,425,419

2,973,115

4,221,249

3,842,727

4,942,334

4,582,031

Certificate of deposit

14,683,182

17,617,643

8,408,753

9,579,701

5,008,378

5,389,543

Subtotal

129,027,734

137,198,555

123,442,462

128,592,359

123,074,358

124,902,099

Deposits in foreign currency

1,723,594

1,660,136

1,489,895

1,427,557

1,473,811

1,379,133

Trust

Money trust

8,906,983

8,363,610

9,047,669

9,627,037

7,114,352

7,405,675

deposits

Property trust

5,556,671

5,365,233

8,491,099

6,631,376

11,032,320

9,854,012

Subtotal

14,463,654

13,728,843

17,538,768

16,258,413

18,146,672

17,259,687

Total

145,214,982

152,587,534

142,471,125

146,278,329

142,694,841

143,540,919

2.2.2.

Average Deposit per Domestic Branch

The following table shows the average balances of our deposits per domestic branch as of the dates indicated.

(Unit: in millions of Won)


	December 31, 2007	December 31, 2006	December 31, 2005
Deposits	124,446	124,123	123,532
Deposits in Won	123,055	122,904	122,358

2.2.3.

Average Deposit per Employee

The following table shows the average balances of our deposits per employee as of the dates indicated.

(Unit: in millions of Won)


	December 31, 2007	December 31, 2006	December 31, 2005
Deposits	7,901	7,799	7,725
Deposits in Won	7,812	7,722	7,652

2.2.4.

Loan Balances

The following table shows the average balances of our loans for the periods ended and ending balances as of the dates indicated.

(Unit: in millions of Won)

December 31, 2007

December 31, 2006

December 31, 2005

Average
balance

Ending
balance

Average
balance

Ending
balance

Average
balance

Ending
balance

Loans in Won

134,539,050

146,260,926

120,680,825

125,574,817

120,532,216

118,565,341

Loans in foreign currency

7,610,703

7,498,780

6,561,902

7,261,811

4,745,013

5,314,883

Advances for customers

28,717

28,695

13,122

19,209

23,947

11,321

Subtotal

142,178,470

153,788,401

127,255,849

132,855,837

125,301,176

123,891,545

Trust account loans

408,301

415,786

351,880

403,552

334,404

328,127

Total

142,586,771

154,204,187

127,607,729

133,259,389

125,635,580

124,219,672

2.2.5.

Loan Balances as of December 31, 2007 by Maturity

(Unit: in millions of Won)


	1 year or less	More than 1 year to 3 years	More than 3 years to 5 years	More than 5 years	Total
Loans in Won	64,019,316	31,404,894	5,635,063	45,201,653	146,260,926
Loans in foreign currency	4,075,899	1,934,488	890,030	598,363	7,498,780

2.2.6.

Loan Balances by Type

The following table shows the bank account balances of our loans in Won by use as of the dates indicated.

(Unit: in millions of Won)


		December 31, 2007	December 31, 2006	December 31, 2005
Loans to enterprise	Loans for operations	43,508,536	33,054,421	30,498,328
Loans to enterprise	Loans for facility	12,401,652	6,103,249	5,073,050
Loans to households		47,705,207	46,509,920	42,771,264
Loans to public sector & others	Loans for operations	1,430,050	894,178	643,141
Loans to public sector & others	Loans for facility	24,450	3,687	34,157
Loans on property formation savings		702	1,013	6,748
Loans for housing		41,189,639	39,007,176	39,535,441
Inter-bank loans		—	—	1,274
Others		690	1,173	1,938

Total		146,260,926	125,574,817	118,565,341

2.2.7.

Loan to Deposit Ratio¹

The following table shows loan to deposit ratio as of indicated dates.

(Unit: in millions of Won, %)


	December 31, 2007	December 31, 2006	December 31, 2005
Loans (A)	134,539,050	120,680,825	120,532,216
Deposits (B)	129,027,734	123,442,462	123,074,358

Loan to deposit ratio (A/B)	104.27	97.76	97.93

2.2.8.

Guarantees

(Unit: in millions of Won)


	December 31, 2007	December 31, 2006	December 31, 2005
Determined	5,297,910	2,704,307	1,789,560
Contingent	3,944,524	2,304,434	1,972,192

Total	9,242,434	5,008,741	3,761,752

¹	Average balance of loans in Won / average balance of (deposits in Won + certificate of deposits)

2.2.9.

Securities Investment

The following table shows the average balances of our securities for the periods ended and ending balances as of the indicated dates.

(Unit: in millions of Won)

December 31, 2007

December 31, 2006

December 31, 2005

Average
balance

Ending
balance

Average
balance

Ending
balance

Average
balance

Ending
balance

Securities in

Won (Bank

account)

Monetary stabilization

bonds

7,736,322

6,075,608

11,803,683

8,534,765

10,667,229

11,570,306

Government

and public

bonds

11,225,989

11,216,456

10,035,180

10,117,416

6,950,885

8,933,402

Debentures

16,342,485

16,350,155

11,847,016

14,140,083

7,334,554

9,184,403

Stocks

1,740,024

1,750,283

1,575,806

2,515,385

1,243,781

1,707,816

Others

349,778

370,239

1,878,308

744,896

3,347,774

2,105,354

Subtotal

37,394,598

35,762,741

37,139,993

36,052,545

29,544,223

33,501,281

Securities in

Won (Trust

account)

Monetary stabilization

bonds

1,235,530

980,810

1,247,444

1,524,511

999,522

981,949

Government

and public

bonds

1,252,644

1,123,819

1,090,228

1,216,613

993,450

1,013,355

Debentures

1,707,174

1,374,010

1,937,309

1,815,093

1,979,588

2,017,298

Stocks

567,221

490,118

756,900

769,212

514,568

542,731

Others

2,585,637

2,538,954

3,837,714

2,873,202

2,745,143

3,311,235

Subtotal

7,348,206

6,507,711

8,869,595

8,198,631

7,232,271

7,866,568

Securities in foreign currency

(Trust account)

22,154

12,449

110,472

32,661

289,665

184,115

Securities in

foreign

Foreign

securities

720,035

927,610

559,343

613,078

579,561

525,892

currency

(Bank

account)

Off-shore

foreign

securities

273,084

273,188

233,838

216,066

279,004

252,994

Subtotal

993,119

1,200,798

793,181

829,144

858,565

778,886

Total

45,758,077

43,483,699

46,913,241

45,112,981

37,924,724

42,330,850

2.2.10.

Trust Account

(Unit: in millions of Won)

December 31, 2007

December 31, 2006

December 31, 2005

Average
amount trusted

Trust
fees

Average
amount trusted

Trust
fees

Average
amount trusted

Trust
fees

Return-guaranteed trust

296

12,928

325

11,295

335

43,088

Performance trust

14,463,358

57,384

17,538,443

67,209

18,146,337

77,756

Total

14,463,654

70,312

17,538,768

78,504

18,146,672

120,844

2.2.11.

Credit Card

(Unit: in millions of Won, number of individuals and merchants)


		As of or for the years ended of indicated dates
		December 31, 2007	December 31, 2006	December 31, 2005
Number of card holders	Corporate	173,122	173,190	159,047
	Individual	8,518,930	8,883,738	9,342,552
Number of merchants		1,751,826	1,610,446	1,506,979
Sales volume¹		68,516,441	63,929,192	62,475,085
Fee revenue		2,207,975	2,189,014	2,090,253

2.3. Branch Networks

As of December 31, 2007, we had 1,116 branches (including the head office) and 90 sub-branches in Korea; 478 of our branches and sub-branches are located in Seoul.

We also have four overseas branches and three overseas representative offices. The overseas branches are located in Tokyo, Japan; New York, U.S.A.; Auckland, New Zealand; and Guangzhou, People’s Republic of China. The overseas representative offices located are in Almaty, Kazakhstan; Ho Chi Minh City, Vietnam; and Kyiv, Ukraine.

¹	Includes lump-sum and installment purchases, cash advances, and check card and purchasing card transactions.

2.4. Other Information for Investment Decision

2.4.1. BIS Risk-adjusted Capital Ratios

(Unit: in millions of Won, %)


	December 31, 2007	December 31, 2006	December 31, 2005
Risk-adjusted capital (A)	19,634,235	18,751,151	15,682,535
Risk-weighted assets (B)	155,598,835	132,373,478	121,072,676

BIS ratios (A/B)	12.62	14.17	12.95

2.4.2. Non-Performing Loans

(Unit: in millions of Won, %)


December 31, 2007		December 31, 2006		Change
Amount	Ratio of NPL to total loans	Amount	Ratio of NPL to total loans	Amount	Ratio of NPL to total loans
1,096,470	0.62%	1,295,915	0.85%	-199,445	-0.23%p

2.4.3. Loan Loss Allowances

The following table shows the balance of our loan loss allowances as of the dates indicated.

(Unit: in millions of Won)


		December 31, 2007	December 31, 2006	December 31, 2005
Loan losses allowance	Domestic	2,609,414	2,458,307	2,496,725
Loan losses allowance	Foreign	6,583	4,772	4,052

	Total	2,615,997	2,463,079	2,500,777

Write-Off		822,794	1,693,468	1,978,875

2.4.4. Changes in Loan Loss Allowances for Recent Three Years¹

(Unit: in millions of Won)


	December 31, 2007		December 31, 2006		December 31, 2005
Beginning balance	2,360,867		2,453,275		3,118,775

Net Write-Off	(375,598	)	(1,034,059	)	(1,726,632	)
Write-Off	(817,358	)	(1,680,331	)	(2,002,336	)
Recovery	530,637		474,278		452,235
Other	(88,877	)	171,994		(176,531	)

Provision for loan losses	516,596		941,651		1,061,132

Ending balance	2,501,865		2,360,867		2,453,275

¹	Loan loss allowance includes present value discounts and excludes allowance for other assets.

3. Financial Information

3.1. Consolidated Condensed Financial Statements

(Unit: in millions of Won, number of subsidiaries)


	As of or for the year ended
	December 31, 2007	December 31, 2006
Cash and due from banks	6,727,411	6,688,977
Securities	34,239,723	32,588,135
Loans	171,730,131	150,017,861
Tangible assets	2,301,464	2,139,486
Other assets	8,045,715	7,478,977
Total assets	223,044,444	198,913,436
Deposits	142,100,520	133,296,975
Borrowings	50,170,776	38,786,899
Other liabilities	14,666,041	11,701,501
Total liabilities	206,937,337	183,785,375
Common stock	1,681,896	1,681,896
Capital surplus	6,274,535	6,274,831
Retained earnings	7,775,285	6,241,912
Capital Adjustments	0	0
Accumulated other comprehensive income	331,159	885,141
Minority interests	44,232	44,281
Total shareholders’ equity	16,107,107	15,128,061
Liabilities and Shareholders’ Equity	223,044,444	198,913,436
Operating revenue	22,154,335	20,319,778
Operating income	4,280,654	3,250,034
Income (loss) before income tax	4,544,746	3,424,562
Net (loss) income	2,762,198	2,467,006
Controlling company interests, gain (loss)	2,757,316	2,458,260
No. of subsidiaries included in the consolidation	10	11

3.2. Non-Consolidated Condensed Financial Statements

(Unit: in millions of Won)


	As of or for the year ended
	December 31, 2007	December 31, 2006
Cash and due from banks	3,554,754	6,568,306
Securities	30,777,359	29,382,480
Loans	171,549,993	149,867,182
Tangible assets	2,298,743	2,137,732
Other assets	7,695,189	7,250,781

Total assets	218,866,038	195,206,481

Deposits	138,858,691	130,019,916
Borrowings	50,250,481	39,042,684
Other liabilities	13,719,105	11,088,924

Total liabilities	202,828,277	180,151,524

Common stock	1,681,896	1,681,896
Capital surplus	6,258,297	6,258,297
Capital Adjustments	0	0
Accumulated other comprehensive income	356,412	899,542
Retained earnings	7,741,156	6,215,222
Total shareholders’ equity	16,037,761	15,054,957

Liabilities and Shareholders’ Equity	218,866,038	195,206,481

Operating revenue	21,281,826	19,618,874
Operating income	4,233,386	3,204,983
Income (loss) before income tax	4,529,870	3,407,595

Net (loss) income	2,773,843	2,472,111

3.3 Other Financial Information

See Exhibit 99.1 Kookmin Bank Consolidated Audit Report by our independent auditors for our full consolidated financial statements and relevant notes, which have been prepared in accordance with generally accepted accounting principles in Korea. The Audit Report will also be available on our website, www.kbstar.com.

See Exhibit 99.1 of our Form 6-K as filed on March 7, 2008 for our full non-consolidated financial statements and relevant notes, which have been prepared in accordance with generally accepted accounting principles in Korea, and which were approved at the annual general meeting of shareholders on March 20, 2008. The Non-consolidated Audit Report will also be available on our website, www.kbstar.com.

4. Independent Public Accountants

4.1. Audit & Audit related Fees

Deloitte Anjin LLC has audited our financial statements for fiscal year 2007. The aggregate contract fee for the audit and review fees for the year 2007 is Won 1,420 million.

4.2. Non-Audit Services

The following is a description of non-audit services rendered by our independent auditor for the recent three years.

(Unit: in millions of Won unless indicated otherwise)


Year		Service description	Amount of payment
2007	- - -	Issuance of comfort letter Issuance of comfort letter Agreement for issuance of comfort letter with respect to residential mortgage-backed securities (“RMBS”)¹	90 70 50
2006	- -	Issuance of comfort letter Confirmation of BIS ratio and confirmation affirming that Kookmin Bank is not a Non-Financial Operator	40 10
2005	-	Issuance of comfort letter	30

¹	The Agreement for issuance of comfort letter has been terminated due to the cancellation of the proposed RMBS issuance.

5. Corporate Governance and Affiliated Companies

5.1. Board of Directors & Committees under the Board

The board of directors, currently consisting of executive directors and non-executive directors, holds regular meetings quarterly. Additional extraordinary meetings may also be convened at the request of any director or any committee that serves under the board of directors.

The board of directors resolves following matters:

•

Matters relating to general meeting of shareholders

•

Matters relating to general management

•

Matters relating to organization and directors of the company

•

Matters relating to funding and capital

•

Other related matters

The following committees currently serve under our board of directors:

•

The Board Steering Committee

•

The Management Strategy Committee

•

The Risk Management Committee

•

The Evaluation & Compensation Committee

•

The Audit Committee

•

The Non-Executive Director Nominating Committee

For the list of our directors, see 6. Directors, Senior Management and Employees, 6.1. Executive Directors and 6.2. Non-Executive Directors.

5.2. Audit Committee

The audit committee oversees our financial reporting and approves the appointment of and interaction among our independent auditors, compliance officers, management personnel and other committee advisors. The committee also reviews our financial information, auditor’s examinations, key financial statement issues and the administration of our financial affairs by the board of directors. The committee also examines the agenda for, and financial statements and other reports to be submitted by, the board of directors to each general meeting of shareholders. The committee holds regular meetings every quarter and on an as-needed basis.

5.3. Compensation to Directors

5.3.1 Compensation to Directors

The following table shows information regarding the remuneration paid to the Directors in 2007.

(Unit: in millions of Won)

The aggregate
remuneration
paid
(From January to
December 2007)

Limit for the
remuneration resolved
by shareholders’
meeting (For the year
2007)

Average amount
of the payment per
person
(From January to
December 2007)

Total fair
value of stock
option¹

Weight
(%)

1) Executive Directors

(Except Chief Audit Executive and Non-executive Directors)

3,535

1,178

134

3.79

2) Non-executive Directors

(Except members of Audit Committee)

316

8,000

21.84

3) Members of Audit Committee (Including Chief Audit Executive)

1,064

213

1.97

Total

4,915

8,000

387

224

4.56

For those portions of stock options granted on or before December 31, 2006, we used the intrinsic value model to calculate the total fair value of stock option. For those portions of stock options granted on or after January 1, 2007, we adopted the Black-Scholes option pricing model to calculate the total fair value of stock option.

The following negative values, resulting from calculation according to the intrinsic value method, are excluded from this table: (367) million Won (Executive Directors (except Chief Audit Executive and Non-executive Directors)), (142) million Won (Non-executive Directors (except members of Audit Committee)), (100) million Won (Members of Audit Committee (including Chief Audit Executive)).

²	Reflects the changes made to the number of non-executive directors in March and October of 2007.

5.3.2. Stock Option

The following table is the breakdown of stock options Kookmin Bank has granted to the directors and employees as of December 31, 2007.

(Unit: in Won, shares)

Exercise period

Exercise

Number of
granted

Number
of
exercised

Number of
exercisable

Grant date

Name of the grantee

Position when granted

From

price

options¹

options

15-Mar-01

Young Seok Kim

Non Executive Director

16-Mar-04

15-Mar-09

28,027

1,870

15-Mar-01

In Kie Kim

Non Executive Director

16-Mar-04

15-Mar-09

28,027

2,961

15-Mar-01

Ji Hong Kim

Non Executive Director

16-Mar-04

15-Mar-09

28,027

2,961

15-Mar-01

Se Woong Lee

Non Executive Director

16-Mar-04

15-Mar-09

28,027

2,961

15-Mar-01

Jong Min Lee

Chief Audit Executive

16-Mar-04

15-Mar-09

28,027

14,807

2,807

12,000

15-Mar-01

Seung Heon Han

Non Executive Director

16-Mar-04

15-Mar-09

28,027

1,870

15-Mar-01

Duk Hyun Kim

Executive Vice President

16-Mar-04

15-Mar-09

28,027

11,845

4,845

7,000

15-Mar-01

Byung Sang Kim

Executive Vice President

16-Mar-04

15-Mar-09

28,027

11,845

15-Mar-01

Byung Jin Kim

Executive Vice President

16-Mar-04

15-Mar-09

28,027

11,845

15-Mar-01

Bock Woan Kim

Executive Vice President

16-Mar-04

15-Mar-09

28,027

11,845

15-Mar-01

Yoo Hwan Kim

Executive Vice President

16-Mar-04

15-Mar-09

28,027

11,845

15-Mar-01

Ok Hyun Yoon

Executive Vice President

16-Mar-04

15-Mar-09

28,027

11,845

7,845

4,000

15-Mar-01

Hoo Sang Jang

Employee

16-Mar-04

15-Mar-09

28,027

2,961

15-Mar-01

Sang Hoon Lee

Employee

16-Mar-04

15-Mar-09

28,027

2,961

2,461

500

15-Mar-01

Jae In Suh

Employee

16-Mar-04

15-Mar-09

28,027

2,961

15-Mar-01

Sung Hyun Chung

Employee

16-Mar-04

15-Mar-09

28,027

2,961

15-Mar-01

Jong Hwa Lee

Employee

16-Mar-04

15-Mar-09

28,027

2,961

2,461

500

15-Mar-01

Sang Won Lee

Employee

16-Mar-04

15-Mar-09

28,027

2,961

15-Mar-01

Joon Ho Park

Employee

16-Mar-04

15-Mar-09

28,027

592

15-Mar-01

Sung Wan Choi

Employee

16-Mar-04

15-Mar-09

28,027

370

15-Mar-01

Jeong Haing Lee

Employee

16-Mar-04

15-Mar-09

28,027

592

15-Mar-01

Tae Joo Yoon

Employee

16-Mar-04

15-Mar-09

28,027

15-Mar-01

Si An Her

Employee

16-Mar-04

15-Mar-09

28,027

370

15-Mar-01

Seok Won Choi

Employee

16-Mar-04

15-Mar-09

28,027

592

15-Mar-01

Yong Soo Shin

Employee

16-Mar-04

15-Mar-09

28,027

370

15-Mar-01

Sung Shin Cho

Employee

16-Mar-04

15-Mar-09

28,027

592

15-Mar-01

Young Mo Lee

Employee

16-Mar-04

15-Mar-09

28,027

592

15-Mar-01

Sung Gil Lee

Employee

16-Mar-04

15-Mar-09

28,027

370

22-Mar-01

Cheol Ho Kim

Former KCC Officer

23-Mar-04

22-Mar-11

71,538

4,429

22-Mar-01

Jun Chae Song

Former KCC Officer

23-Mar-04

22-Mar-11

71,538

6,644

22-Mar-01

Myoung Woo Lee

Former KCC Officer

23-Mar-04

22-Mar-11

71,538

4,429

22-Mar-01

Han Kyoung Lee

Former KCC Officer

23-Mar-04

22-Mar-11

71,538

6,644

24-Mar-01

Jae Kyu Lee

Non Executive Director

25-Mar-04

24-Mar-07

25,100

2,318

24-Mar-01

Jong In Park

Executive Vice President

25-Mar-04

24-Mar-07

25,100

19,333

16-Nov-01

Sang Hoon Kim

Chairman

17-Nov-04

16-Nov-09

51,200

150,000

75,000

22-Mar-02

Sun Jin Kim

Non Executive Director

23-Mar-05

22-Mar-10

57,100

3,000

22-Mar-02

Ji Hong Kim

Non Executive Director

23-Mar-05

22-Mar-10

57,100

3,321

22-Mar-02

Keun Shik Oh

Non Executive Director

23-Mar-05

22-Mar-10

57,100

3,321

1,021

2,300

22-Mar-02

Kyung Hee Yoon

Non Executive Director

23-Mar-05

22-Mar-10

57,100

3,000

22-Mar-02

Dong Soo Chung

Non Executive Director

23-Mar-05

22-Mar-10

57,100

10,000

22-Mar-02

Henry Cornell

Non Executive Director

23-Mar-05

22-Mar-10

57,100

3,321

22-Mar-02

Timothy Hartman

Non Executive Director

23-Mar-05

22-Mar-10

57,100

3,321

¹	Some numbers of the granted options have been adjusted due to the merger and the early retirement of the grantees.

Exercise period

Exercise

Number of
granted

Number
of
exercised

Number of
exercisable

Grant date

Name of the grantee

Position when granted

From

price

options¹

options

22-Mar-02

Byung Sang Kim

Executive Vice President

23-Mar-05

22-Mar-10

57,100

9,498

22-Mar-02

Bock Woan Kim

Executive Vice President

23-Mar-05

22-Mar-10

57,100

13,339

22-Mar-02

Ki Sup Shin

Executive Vice President

23-Mar-05

22-Mar-10

57,100

26,405

16,405

10,000

22-Mar-02

Jong Kyoo Yoon

Executive Vice President

23-Mar-05

22-Mar-10

57,100

20,522

22-Mar-02

Sung Hyun Chung

Executive Vice President

23-Mar-05

22-Mar-10

57,100

19,525

22-Mar-02

Bong Hwan Cho

Executive Vice President

23-Mar-05

22-Mar-10

57,100

9,498

22-Mar-02

Bum Soo Choi

Executive Vice President

23-Mar-05

22-Mar-10

57,100

13,339

22-Mar-02

Ki Taek Hong

Executive Vice President

23-Mar-05

22-Mar-10

57,100

19,525

22-Mar-02

Jong Young Yoon

Employee

23-Mar-05

22-Mar-10

57,100

14,712

5,000

9,712

22-Mar-02

Jae Il Song

Employee

23-Mar-05

22-Mar-10

57,100

9,762

22-Mar-02

Hyung Goo Sim

Employee

23-Mar-05

22-Mar-10

57,100

14,712

22-Mar-02

Jeong Haing Lee

Employee

23-Mar-05

22-Mar-10

57,100

9,762

22-Mar-02

Joon Sup Chang

Employee

23-Mar-05

22-Mar-10

57,100

9,762

22-Mar-02

Young No Lee

Employee

23-Mar-05

22-Mar-10

57,100

14,712

22-Mar-02

Sung Bin Kim

Employee

23-Mar-05

22-Mar-10

57,100

9,762

22-Mar-02

Sung Bok Park

Employee

23-Mar-05

22-Mar-10

57,100

14,712

22-Mar-02

Yun Keun Jung

Employee

23-Mar-05

22-Mar-10

57,100

15,000

22-Mar-02

Man Soo Song

Employee

23-Mar-05

22-Mar-10

57,100

9,762

22-Mar-02

Jeong Young Kim

Employee

23-Mar-05

22-Mar-10

57,100

5,000

22-Mar-02

Hack Yeon Jeong

Employee

23-Mar-05

22-Mar-10

57,100

5,000

22-Mar-02

Jong Hwan Byun

Employee

23-Mar-05

22-Mar-10

57,100

5,000

22-Mar-02

Jae Han Kim

Employee

23-Mar-05

22-Mar-10

57,100

2,500

22-Mar-02

Jong Ok Na

Employee

23-Mar-05

22-Mar-10

57,100

2,500

29-Mar-02

Byoung Hak Kim

Former KCC Officer

30-Mar-04

29-Mar-11

129,100

3,330

29-Mar-02

Jang Ok Kim

Former KCC Officer

30-Mar-04

29-Mar-11

129,100

3,330

29-Mar-02

Sun Lee

Former KCC Officer

30-Mar-04

29-Mar-11

129,100

3,330

26-Jul-02

Donald H. MacKenzie

Executive Vice President

27-Jul-05

26-Jul-10

58,800

23,899

21-Mar-03

Ki Hong Kim

Non Executive Director

22-Mar-06

21-Mar-11

58,600

10,000

21-Mar-03

Sun Jin Kim

Non Executive Director

22-Mar-06

21-Mar-11

43,800

6,678

21-Mar-03

Eun Joo Park

Non Executive Director

22-Mar-06

21-Mar-11

42,200

3,351

21-Mar-03

Kyung Bae Suh

Non Executive Director

22-Mar-06

21-Mar-11

42,200

3,351

21-Mar-03

Kyung Hee Yoon

Non Executive Director

22-Mar-06

21-Mar-11

43,800

6,678

21-Mar-03

Bernard S. Black

Non Executive Director

22-Mar-06

21-Mar-11

43,800

6,678

21-Mar-03

Richard Elliott Lint

Non Executive Director

22-Mar-06

21-Mar-11

43,800

6,678

21-Mar-03

Sung Chul Kim

Executive Vice President

22-Mar-06

21-Mar-11

35,500

9,443

4,443

5,000

21-Mar-03

See Young Lee

Executive Vice President

22-Mar-06

21-Mar-11

35,500

7,024

4,024

3,000

21-Mar-03

Won Suk Oh

Employee

22-Mar-06

21-Mar-11

35,500

9,730

21-Mar-03

Sung Dae Min

Employee

22-Mar-06

21-Mar-11

35,500

9,730

21-Mar-03

Kyong Jae Jeong

Employee

22-Mar-06

21-Mar-11

35,500

9,730

21-Mar-03

Chul Hee Kim

Employee

22-Mar-06

21-Mar-11

35,500

14,343

21-Mar-03

In Do Lee

Employee

22-Mar-06

21-Mar-11

35,500

9,730

21-Mar-03

Maeng Soo Ryang

Employee

22-Mar-06

21-Mar-11

35,500

9,730

27-Aug-03

Jin Baek Cheong

Executive Vice President

28-Aug-06

27-Aug-11

40,500

5,091

09-Feb-04

Young Il Kim

Senior Executive Vice President

10-Feb-07

09-Feb-12

46,100

7,125

09-Feb-04

Sang Jin Lee

Senior Executive Vice President

10-Feb-07

09-Feb-12

46,100

7,125

09-Feb-04

Jeung Lak Lee

Senior Executive Vice President

10-Feb-07

09-Feb-12

46,100

7,452

09-Feb-04

Yun Keun Jung

Senior Executive Vice President

10-Feb-07

09-Feb-12

46,100

5,000

09-Feb-04

Kuk Shin Kang

Employee

10-Feb-07

09-Feb-12

46,100

5,000

09-Feb-04

Kyung Soo Kang

Employee

10-Feb-07

09-Feb-12

46,100

3,837

09-Feb-04

Yang Jin Kim

Employee

10-Feb-07

09-Feb-12

46,100

5,000

Exercise period

Exercise

Number of
granted

Number
of
exercised

Number of
exercisable

Grant date

Name of the grantee

Position when granted

From

price

options¹

options

09-Feb-04

Dong Hwan Cho

Employee

10-Feb-07

09-Feb-12

46,100

5,000

09-Feb-04

Dong Sook Kang

Employee

10-Feb-07

09-Feb-12

46,100

5,000

09-Feb-04

Young Han Kim

Employee

10-Feb-07

09-Feb-12

46,100

5,000

09-Feb-04

De Oak Shin

Employee

10-Feb-07

09-Feb-12

46,100

5,000

09-Feb-04

Chang Ho Kim

Employee

10-Feb-07

09-Feb-12

46,100

5,000

09-Feb-04

Dal Soo Lee

Employee

10-Feb-07

09-Feb-12

46,100

5,000

09-Feb-04

Byong Doo Ahn

Employee

10-Feb-07

09-Feb-12

46,100

5,000

23-Mar-04

Young Soon Cheon

Non Executive Director

24-Mar-07

23-Mar-12

48,500

5,000

23-Mar-04

Dong Soo Chung

Non Executive Director

24-Mar-07

23-Mar-12

48,500

5,000

23-Mar-04

Wang Ha Cho

Non Executive Director

24-Mar-07

23-Mar-12

48,800

5,000

23-Mar-04

Woon Youl Choi

Non Executive Director

24-Mar-07

23-Mar-12

48,800

5,000

23-Mar-04

Jung Young Kang

Senior Executive Vice President

24-Mar-07

23-Mar-12

47,200

10,000

01-Nov-04

Chung Won Kang

President & CEO

02-Nov-07

01-Nov-12

50,600

610,000

18-Mar-05

Hyung Duk Chang

Chief Audit Executive

19-Mar-08

18-Mar-13

30,000

18-Mar-05

Kap Shin

Senior Executive Vice President

19-Mar-08

18-Mar-13

46,800

30,000

18-Mar-05

Dong Won Kim

Senior Executive Vice President

19-Mar-08

18-Mar-13

46,800

30,000

18-Mar-05

Yun Keun Jung

Senior Executive Vice President

19-Mar-08

18-Mar-13

46,800

8,759

18-Mar-05

Nam Sik Yang

Senior Executive Vice President

19-Mar-08

18-Mar-13

46,800

18,750

18-Mar-05

Hyo Sung Won

Senior Executive Vice President

19-Mar-08

18-Mar-13

46,800

30,000

18-Mar-05

Yong Kook Oh

Senior Executive Vice President

19-Mar-08

18-Mar-13

46,800

30,000

18-Mar-05

Sang Jin Lee

Senior Executive Vice President

19-Mar-08

18-Mar-13

46,800

8,759

18-Mar-05

Ahn Sook Koo

Senior Executive Vice President

19-Mar-08

18-Mar-13

46,800

8,759

18-Mar-05

Jung Young Kang

Senior Executive Vice President

19-Mar-08

18-Mar-13

46,800

18,750

18-Mar-05

Young Han Choi

Senior Executive Vice President

19-Mar-08

18-Mar-13

46,800

30,000

18-Mar-05

Dong Soo Choe

Senior Executive Vice President

19-Mar-08

18-Mar-13

46,800

18,750

18-Mar-05

Seong Kyu Lee

Senior Executive Vice President

19-Mar-08

18-Mar-13

46,800

8,759

18-Mar-05

Jun Bo Cho

Senior Executive Vice President

19-Mar-08

18-Mar-13

46,800

8,759

18-Mar-05

Jeong Min Kim

Senior Executive Vice President

19-Mar-08

18-Mar-13

46,800

30,000

18-Mar-05

Sung Soo Jung

Employee

19-Mar-08

18-Mar-13

46,800

4,379

²	Exercise price = (Base Price) Won x (1 + the increase rate of KOSPI Banking Industry Index x 0.4).

( Base Price ) Won is the arithmetic mean of the following three numbers: the sum of the daily closing price multiplied by the daily trading volume divided by the daily trading volume for the common shares during each of the following periods: (i) two months prior to, but excluding, the grant date; (ii) one month prior to, but excluding, the grant date; and (iii) one week prior to, but excluding, the grant date.

The increase rate of KOSPI Banking Industry Index = (KOSPI Banking Industry Index as of the starting date of exercise period - KOSPI Banking Industry Index as of the grant date) / KOSPI Banking Industry Index as of the grant date.

Exercise period

Exercise

Number of
granted

Number
of
exercised

Number of
exercisable

Grant date

Name of the grantee

Position when granted

From

price

options¹

options

18-Mar-05

Hye Young Kim

Employee

19-Mar-08

18-Mar-13

46,800

4,379

18-Mar-05

Ki Hyun Kim

Employee

19-Mar-08

18-Mar-13

46,800

4,379

18-Mar-05

Jae Sam Jung

Employee

19-Mar-08

18-Mar-13

46,800

15,000

18-Mar-05

Chang Ho Kim

Employee

19-Mar-08

18-Mar-13

46,800

4,379

18-Mar-05

Dong Sook Kang

Employee

19-Mar-08

18-Mar-13

46,800

4,379

18-Mar-05

De Oak Shin

Employee

19-Mar-08

18-Mar-13

46,800

15,000

18-Mar-05

Dal Soo Lee

Employee

19-Mar-08

18-Mar-13

46,800

15,000

18-Mar-05

Byong Doo Ahn

Employee

19-Mar-08

18-Mar-13

46,800

4,379

18-Mar-05

Byung Kun Oh

Employee

19-Mar-08

18-Mar-13

46,800

15,000

18-Mar-05

Won Sik Yeo

Employee

19-Mar-08

18-Mar-13

46,800

15,000

18-Mar-05

Dong Su Ryo

Employee

19-Mar-08

18-Mar-13

46,800

15,000

18-Mar-05

Kyoung Ho Lee

Employee

19-Mar-08

18-Mar-13

46,800

9,375

18-Mar-05

Jeung Ho Lee

Employee

19-Mar-08

18-Mar-13

46,800

15,000

18-Mar-05

Kwang Suk Lee

Employee

19-Mar-08

18-Mar-13

46,800

9,375

18-Mar-05

Tae Gon Kim

Employee

19-Mar-08

18-Mar-13

46,800

15,000

18-Mar-05

Hyeog Kwan Kwon

Employee

19-Mar-08

18-Mar-13

46,800

15,000

18-Mar-05

Kyu Hyung Jung

Employee

19-Mar-08

18-Mar-13

46,800

15,000

18-Mar-05

Dong Hwan Cho

Employee

19-Mar-08

18-Mar-13

46,800

9,375

18-Mar-05

Man Hee Lee

Employee

19-Mar-08

18-Mar-13

46,800

9,375

18-Mar-05

Il Soo Moon

Employee

19-Mar-08

18-Mar-13

46,800

15,000

18-Mar-05

Yong Seung Lee

Employee

19-Mar-08

18-Mar-13

46,800

9,375

18-Mar-05

Suk Yong Cha

Non Executive Director

19-Mar-08

18-Mar-13

61,000

5,091

18-Mar-05

Ki Hong Kim

Non Executive Director

19-Mar-08

18-Mar-13

60,300

5,077

18-Mar-05

Young Soon Cheon

Non Executive Director

19-Mar-08

18-Mar-13

63,600

10,072

18-Mar-05

Dong Soo Chung

Non Executive Director

19-Mar-08

18-Mar-13

15,000

18-Mar-05

Chang Kyu Lee

Non Executive Director

19-Mar-08

18-Mar-13

15,000

18-Mar-05

Hun Namkoong

Non Executive Director

19-Mar-08

18-Mar-13

61,000

5,091

18-Mar-05

Doo Hwan Song

Non Executive Director

19-Mar-08

18-Mar-13

63,800

10,031

18-Mar-05

Dam Cho

Non Executive Director

19-Mar-08

18-Mar-13

15,000

18-Mar-05

Nobuya Takasugi

Non Executive Director

19-Mar-08

18-Mar-13

15,000

27-Apr-05

Kyung Wook Kang

Employee

28-Apr-08

27-Apr-13

45,700

8,827

22-Jul-05

Donald H. MacKenzie

Senior Executive Vice President

23-Jul-08

22-Jul-13

49,200

30,000

23-Aug-05

Youn Soo Kim

Employee

24-Aug-08

23-Aug-13

53,000

7,212

24-Mar-06

Dong Soo Chung

Non Executive Director

25-Mar-09

24-Mar-14

20,000

24-Mar-06

Doo Hwan Song

Non Executive Director

25-Mar-09

24-Mar-14

—

24-Mar-06

Chang Kyu Lee

Non Executive Director

25-Mar-09

24-Mar-14

10,000

24-Mar-06

Dam Cho

Non Executive Director

25-Mar-09

24-Mar-14

10,000

3	Exercise price = (Base Price) Won x (1 + TRS of the three major competitors x 0.4)

TRS of the three major competitors shall mean (the sum of each of the three major competitor’s Total Market Cap at the expected exercise price confirmation date less the sum of each of the three major competitor’s Total Market Cap at the grant date) divided by the sum of each of the three major competitor’s Total Market Cap at the grant date.

Exercise period

Exercise

Number of
granted

Number
of
exercised

Number of
exercisable

Grant date

Name of the grantee

Position when granted

From

price

options¹

options

24-Mar-06

Nobuya Takasugi

Non Executive Director

25-Mar-09

24-Mar-14

10,000

24-Mar-06

Young Soon Cheon

Non Executive Director

25-Mar-09

24-Mar-14

85,100

5,000

24-Mar-06

Kee Young Chung

Non Executive Director

25-Mar-09

24-Mar-14

30,000

24-Mar-06

Bo Kyung Byun

Non Executive Director

25-Mar-09

24-Mar-14

30,000

24-Mar-06

Bae Kin Cha

Non Executive Director

25-Mar-09

24-Mar-14

30,000

24-Mar-06

Hyung Duk Chang

Chief Audit Executive

25-Mar-09

24-Mar-14

20,000

24-Mar-06

Ki Hong Kim

Chief Executive Vice President

25-Mar-09

24-Mar-14

210,000

24-Mar-06

Kap Joe Song

Senior Executive Vice President

25-Mar-09

24-Mar-14

45,000

24-Mar-06

Dal Soo Lee

Senior Executive Vice President

25-Mar-09

24-Mar-14

20,000

24-Mar-06

Won Sik Yeo

Senior Executive Vice President

25-Mar-09

24-Mar-14

20,000

24-Mar-06

De Oak Shin

Senior Executive Vice President

25-Mar-09

24-Mar-14

20,000

24-Mar-06

Choong Won Cho

Employee

25-Mar-09

24-Mar-14

30,000

24-Mar-06

Yook Sang Kwon

Employee

25-Mar-09

24-Mar-14

30,000

24-Mar-06

Haing Hyun Choi

Employee

25-Mar-09

24-Mar-14

30,000

24-Mar-06

In Gyu Choi

Employee

25-Mar-09

24-Mar-14

30,000

24-Mar-06

Kwang Chun Shon

Employee

25-Mar-09

24-Mar-14

30,000

24-Mar-06

Han Mok Cho

Employee

25-Mar-09

24-Mar-14

30,000

24-Mar-06

Soon Hyun Kim

Employee

25-Mar-09

24-Mar-14

30,000

24-Mar-06

Seung Joo Baik

Employee

25-Mar-09

24-Mar-14

30,000

24-Mar-06

Kwang Mook Park

Employee

25-Mar-09

24-Mar-14

30,000

24-Mar-06

Se Yoon Hong

Employee

25-Mar-09

24-Mar-14

30,000

24-Mar-06

Sang Rak Jang

Employee

25-Mar-09

24-Mar-14

30,000

24-Mar-06

Jin Sun Paeng

Employee

25-Mar-09

24-Mar-14

30,000

24-Mar-06

Shin Og Joo

Employee

25-Mar-09

24-Mar-14

30,000

24-Mar-06

Young Hee Jeon

Employee

25-Mar-09

24-Mar-14

30,000

24-Mar-06

Bae Young Lee

Employee

25-Mar-09

24-Mar-14

30,000

28-Apr-06

Young Mo Lee

Employee

29-Apr-09

28-Apr-14

30,000

27-Oct-06

Dong Hyun Ji

Employee

28-Oct-09

27-Oct-14

20,000

08-Feb-07

Dong Su Yeo

Senior Executive Vice President

09-Feb-10

08-Feb-15

10,000

08-Feb-07

Hyeog Kwan Kwon

Senior Executive Vice President

09-Feb-10

08-Feb-15

10,000

08-Feb-07

Jeung Ho Lee

Senior Executive Vice President

09-Feb-10

08-Feb-15

10,000

08-Feb-07

Kyoung Woo Nam

Senior Executive Vice President

09-Feb-10

08-Feb-15

45,000

08-Feb-07

Gi Eui Choi

Employee

09-Feb-10

08-Feb-15

30,000

08-Feb-07

Chung Wook Kim

Employee

09-Feb-10

08-Feb-15

30,000

08-Feb-07

Kyung Hak Lee

Employee

09-Feb-10

08-Feb-15

30,000

08-Feb-07

Jae Gon Kim

Employee

09-Feb-10

08-Feb-15

30,000

08-Feb-07

Heung Un Kim

Employee

09-Feb-10

08-Feb-15

30,000

08-Feb-07

Woo Shick Lee

Employee

09-Feb-10

08-Feb-15

30,000

08-Feb-07

Young Hwan Sohn

Employee

09-Feb-10

08-Feb-15

30,000

08-Feb-07

Young Gu Joo

Employee

09-Feb-10

08-Feb-15

30,000

08-Feb-07

Han Ok Kim

Employee

09-Feb-10

08-Feb-15

30,000

Exercise period

Exercise

Number of
granted

Number
of
exercised

Number of
exercisable

Grant date

Name of the grantee

Position when granted

From

price

options¹

options

08-Feb-07

Yong Shin Kim

Employee

09-Feb-10

08-Feb-15

30,000

08-Feb-07

Kyung Gu Lee

Employee

09-Feb-10

08-Feb-15

30,000

08-Feb-07

Kyun Shin

Employee

09-Feb-10

08-Feb-15

30,000

08-Feb-07

Hwa Jung Kim

Employee

09-Feb-10

08-Feb-15

30,000

08-Feb-07

Tae Sung Hwang

Employee

09-Feb-10

08-Feb-15

30,000

08-Feb-07

Myung Heun You

Employee

09-Feb-10

08-Feb-15

30,000

08-Feb-07

Nam Cheol Shin

Employee

09-Feb-10

08-Feb-15

30,000

08-Feb-07

In Byung Park

Employee

09-Feb-10

08-Feb-15

30,000

08-Feb-07

Kun Soo Kang

Employee

09-Feb-10

08-Feb-15

30,000

08-Feb-07

Kwang Won Jee

Employee

09-Feb-10

08-Feb-15

30,000

08-Feb-07

Youn Dong Kim

Employee

09-Feb-10

08-Feb-15

30,000

08-Feb-07

Chan Bon Park

Employee

09-Feb-10

08-Feb-15

30,000

08-Feb-07

Jong Bum Kim

Employee

09-Feb-10

08-Feb-15

30,000

08-Feb-07

Byong Duk Min

Employee

09-Feb-10

08-Feb-15

30,000

08-Feb-07

Hye Seok Seo

Employee

09-Feb-10

08-Feb-15

30,000

08-Feb-07

Bou Hwan Sim

Employee

09-Feb-10

08-Feb-15

30,000

08-Feb-07

Yong Soo Seok

Employee

09-Feb-10

08-Feb-15

30,000

08-Feb-07

Sang Hun Choi

Employee

09-Feb-10

08-Feb-15

30,000

23-Mar-07

Jacques P.M. Kemp

Non Executive Director

24-Mar-10

23-Mar-15

30,000

Total

4,080,094

269,250

3,810,844

(The average weighted exercise price of exercisable options is Won 64,775)

5.4. Affiliated Companies

5.4.1 List of Affiliates¹

Affiliated companies of Kookmin Bank and its ownership as of December 31, 2007 are as follows.

•

KB Investment Co., Ltd. (99.99%)

•

KB Asset Management Co., Ltd. (80.00%)

•

KB Real Estate Trust Co., Ltd. (99.99%)

•

KB Credit Information Co., Ltd. (99.73%)

•

KB Data Systems Corporation (99.99%)

•

KB Futures Co., Ltd. (99.98%)

•

KB Life Insurance Co., Ltd. (51.00%)

•

Kookmin Bank International (London) Ltd. (100.00%)

•

Kookmin Bank Hong Kong Ltd. (100.00%)

•

Sorak Financial Holdings Pte. Ltd. (25.00%)

•

KB Investment & Securities Co., Ltd.² (95.8%)

1	Excludes Jooeun Industrial and KLB Securities, which are under liquidation procedures. Kookmin Singapore Ltd. and Kookmin Finance Asia Limited are also under liquidation procedures.

2	On March 11, 2008, KB Investment & Securities Co., Ltd. (formerly Hannuri Investment & Securities Co., Ltd.) was added as a new affiliate.

6. Directors, Senior Management and Employees

6.1. Executive Directors

Our four executive directors consist of the President & CEO, Chief Audit Executive and Senior Executive Vice Presidents as of December 31, 2007.

The names and positions of our directors, and the number of shares of Kookmin Bank’s common stock they own are set forth below as of December 31, 2007.


Name	Date of Birth	Position	Common Shares Owned
Chung Won Kang	12/19/1950	President & CEO	—
Hyung Duk Chang¹	08/13/1950	Chief Audit Executive	—
Ki Hong Kim	01/10/1957	Senior EVP²	—
Kap Shin³	09/04/1955	CFO & Senior EVP	—

On March 20, 2008, three new executive directors were appointed.


Name	Date of Birth	Position	Common Shares Owned
Yong Hwa Cheong	07/12/1952	Chief Audit Executive	—
In Gyu Choi	12/23/1955	Executive Director	39
Donald H. MacKenzie	12/20/1948	CFO & Senior EVP	—

6.2 Non-Executive Directors

Our non-executive directors are selected based on the candidates’ talents and skills in diverse areas, such as law, finance, economy, management and accounting.

Our current non-executive directors and the number of shares of Kookmin Bank’s common stock they own as of December 31, 2007 are as follows.


Name	Date of Birth	Position	Common Shares Owned
Dong Soo Chung⁴	09/24/1945	Non-Executive Director	2,976
Nobuya Takasugi⁴	09/03/1942	Non-Executive Director	—
Kee Young Chung	09/07/1948	Non-Executive Director	—
Jacques P.M. Kemp	05/15/1949	Non-Executive Director	—
Chang Kyu Lee⁴	05/20/1951	Non-Executive Director	500
Dam Cho	08/01/1952	Non-Executive Director	—
Bo Kyung Byun	08/09/1953	Non-Executive Director	—
Chee Joong Kim	12/11/1955	Non-Executive Director	—
Baek In Cha	07/23/1958	Non-Executive Director	—

¹	Mr. Hyung Duk Chang completed his term as Chief Audit Executive on March 20, 2008.

²	On October 12, 2007, Mr. Ki Hong Kim’s position was changed to Senior EVP.

³	Mr. Kap Shin completed his term as executive director on March 20, 2008.

⁴	Messrs. Dong Soo Chung, Nobuya Takasugi and Chang Kyu Lee completed their terms as non-executive directors on March 20, 2008.

On March 20, 2008, four new non-executive directors were appointed and one non-executive director was re-appointed.


Name	Date of Birth	Position	Common Shares Owned
Dam Cho	08/01/1952	Non-Executive Director	—
Suk Sig Lim	07/17/1953	Non-Executive Director	—
Sang Moon Hahm	02/02/1954	Non-Executive Director	—
Han Kim	02/17/1954	Non-Executive Director	—
Chan Soo Kang	11/23/1961	Non-Executive Director	—

6.3. Senior Management

In addition to the executive directors who are also our executive officers, we had the following 14 executive officers as of December 31, 2007.


Name	Date of Birth	Position	Common Shares Owned
Dal Soo Lee	02/15/1952	Senior Executive Vice President	192
Won Sik Yeo²	01/30/1953	Senior Executive Vice President	—	⁵
Dong Su Yeo¹	02/17/1956	Senior Executive Vice President	—	⁵
Hyeog Kwan Kwon¹	12/10/1953	Senior Executive Vice president	40	⁵
Yong Kook Oh	09/30/1949	Senior Executive Vice President	—
Hyo Sung Won	07/29/1960	Senior Executive Vice President	—
De Oak Shin²	01/09/1951	Senior Executive Vice President	8,963	⁵
Kyoung Woo Nam	04/01/1951	Senior Executive Vice President	—
Young Han Choi	09/24/1958	Senior Executive Vice President	—
Jeung Ho Lee	08/15/1952	Senior Executive Vice President	78
Jeong Min Kim³	05/08/1951	Senior Executive Vice President	130	⁵
Donald H. MacKenzie	12/20/1948	Senior Executive Vice President	—
Kap Joe Song⁴	07/20/1947	Senior Executive Vice President	—	⁵
Dong Won Kim²	03/01/1953	Senior Executive Vice President	—	⁵

As of March 20, 2008, six executive officers had been newly appointed.


Name	Date of Birth	Position	Common Shares Owned
In Gyu Choi	12/23/1955	Executive Director	39
Hyung Goo Sim	10/24/1953	Senior EVP	—
Byung Kun Oh	01/06/1953	Senior EVP	95
Se Yoon Hong	04/11/1954	Senior EVP	152
Heung Woon Kim	07/20/1957	Senior EVP	1,600
Kwang Chun Shon	07/21/1956	Senior EVP	41

¹	Messrs. Dong Su Yeo and Hyeog Kwan Kwon completed their terms as Senior EVPs on January 2, 2008.

²	Mr. Won Sik Yeo, Ms. De Oak Shin and Mr. Dong Won Kim completed their terms as Senior EVPs on January 16, 2008.

³	On January 6, 2008, Mr. Jeong Min Kim resigned his office before completing his term due to his appointment as an executive director of one of our affiliates.

⁴	Mr. Kap Joe Song completed his term as Senior EVP on January 31, 2008.

⁵	As of September 30, 2007.

6.4. Employees

The following table shows the breakdown of our employees as of December 31, 2007.

(Unit: in millions of Won)

Number of Employees¹

Average Tenure of
the Full-time
Employees (years)²

Total Payment
for year of 2007³

Average Payment
per Person

Full-time

Contractual

Total

Male

12,957

1,508

14,465

17 years and 11
months

1,235,987

85.4

Female

4,729

6,858

11,587

13 years and 8
months

648,666

56.0

Total

17,686

8,366

26,052

16 years and 9
months

1,884,653

72.3

¹	Number of employees is calculated as the arithmetic mean of the number of employees as of the end of each month from January 31, 2007 to December 31, 2007, and does not include executive vice presidents, local employees in overseas branches and persons engaged in outsourced services.

²	Based on only full-time employees as of December 31, 2007

³	Based on labor expense and employee benefit / welfare costs paid as of December 31, 2007

7. Major Stockholders and Related Party Transactions

7.1. Major Stockholders¹

The following table presents information regarding the selected major ownership of our shares as of December 31, 2007:

(Unit: Shares, %)


Name	Number of Shares of Common Stock	Percentage of Total Issued Shares
Citibank, N. A.²	55,868,485	16.61
Euro-Pacific Growth Fund	18,377,910	5.46

7.2. Changes in the Largest Shareholder for the Recent Three Years

(Unit: Shares, %)


Name	Date of Change/ Date of Change in Ownership Level³	Number of Shares of Common Stock		Percentage of Total Issued Shares
National Pension Services	February 20, 2008	14,951,343	⁴	4.44	⁴
Euro-Pacific Growth Fund	February 20, 2008	11,629,660		3.46
Euro-Pacific Growth Fund	October 10, 2005	16,099,940		4.79
ING Bank N.V. Amsterdam	March 21, 2005	13,650,001		4.06
Euro-Pacific Growth Fund	January 17, 2005	14,326,220		4.26

¹	As of December 31, 2007

²	Depositary under our ADR and GDR programs

³	The date of change / change in ownership level is the date as indicated on the public filing that discloses changes in the largest shareholder, etc.

⁴	As of December 31, 2007

7.3. Investments in Affiliates¹

(Unit: in millions of Won)

Name

Relation with
the Bank

Account

Beginning
Balance
(Jan 1, 2007)

Increase

Decrease

Ending
Balance
(Dec 31, 2007)

KB Real Estate Trust

Affiliate

Equity Securities of Affiliate

79,999

—

79,999

KB Investment

Affiliate

Equity Securities of Affiliate

44,756

—

44,756

KB Asset Management

Affiliate

Equity Securities of Affiliate

30,670

—

30,670

KB Futures

Affiliate

Equity Securities of Affiliate

19,996

—

19,996

KB Data Systems Corp.

Affiliate

Equity Securities of Affiliate

7,999

—

7,999

KB Credit Information

Affiliate

Equity Securities of Affiliate

6,245

—

6,245

KB Life Insurance

Affiliate

Equity Securities of Affiliate

15,300

20,400

—

35,700

Jooeun Industrial¹

Affiliate

Equity Securities of Affiliate

9,999

—

9,999

KLB Securities¹

Affiliate

Equity Securities of Affiliate

24,274

—

24,274

ING Life Korea²

—

Equity Securities

14,000

—

2,378

11,622

Kookmin Bank Hong Kong Ltd.

Affiliate

Equity Securities of Affiliate

18,592

172

—

18,764

Kookmin Bank International (London) Ltd.

Affiliate

Equity Securities of Affiliate

36,482

1,000

—

37,482

Based on par value

On March 11, 2008, KB Investment & Securities Co., Ltd. (formerly Hannuri Investment & Securities Co., Ltd.) was added as a new affiliate.

¹	Jooeun Industrial and KLB Securities are under liquidation procedures.

²	Due to Kookmin Bank’s disposition of a 5.1% stake in ING Life Korea on September 27, 2007, ING Life Korea is no longer a subsidiary of Kookmin Bank.

7.4. Related Party Transactions

(Unit: in millions of Won unless indicated otherwise)

Name

Relation with the Bank

Transactions

Account

Purchase

Disposal

Volume

Gains
/Losses

LG International

Related party of Non-executive director, Kee Young Chung

Equity securities

9,913

19,826

386

DSME Co.

Related party of Non-executive director, Dong Soo Chung

Equity securities

6,223

6,189

12,412

407

Total

16,136

16,102

32,238

793

8. Other Important Information for Investors

8.1. Progress Relating to Regulatory Filing

On July 13, 2007, we submitted a current report on Form 6-K relating to a second notice of additional tax assessment from the Seoul Regional Tax Office in respect of the periodic tax audit for the years 2002 to 2005. This second assessment was in the amount of KRW 268,791,041,795, and in addition to an earlier assessment in the amount of KRW 173,189,962,460. The amount payable in respect of the second assessment was subsequently reduced by KRW 3,006,280,175, in part due to early payment of the assessed amounts. We paid such reduced amount on August 13, 2007.

On August 6, 2007 and August 13, 2007, we appealed the tax assessments in two separate proceedings, distinguished in part by type of tax. The amount of assessment being appealed is KRW 438,862,802,150.

On September 12, 2007, we disclosed that we were reviewing the establishment of a new securities company and/or the acquisition of an existing securities company in pursuit of a possible entry into the securities business. In connection therewith, on March 11, 2008, we acquired 95.8% of Hannuri Investment & Securities Co., Ltd, which was added as a new affiliate of Kookmin Bank and changed its name to KB Investment & Securities Co., Ltd.

On November 6, 2007, we disclosed that we were reviewing internally a possible entry into Central Asian markets (including Kazakhstan) and South East Asian markets through potential acquisition as part of overseas expansion strategy. On March 14, 2008, we entered into an agreement to acquire 29.99% of the outstanding shares of Joint Stock Company Bank CenterCredit (“CenterCredit”). We plan to increase our equity stake in CenterCredit to 50.1% or more within 30 months from the closing date of this acquisition.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.


	Kookmin Bank
	(Registrant)

Date: March 31, 2008	By:	/s/ Donald H. MacKenzie
	(Signature)
	Name:	Donald H. MacKenzie
	Title:	Senior EVP / CFO Executive Director