1

Koç Group ConferenceNew York, 17-18 May 2007

Yapı Kredi: Managing a Successful Revival

2

Agenda

Macroeconomic & Banking Environment

The New Bank

Shareholding & Organizational Structure

1Q 2007 Results (BRSA Bank-only)

2007 Outlook

Annexes

3

Turkey is one of the biggest markets in the European and Mediterranean area

Population is young (avg 29.5 years) and is concentrated in top 10 cities (43.9%),

Per capita GDP is on an increasing trend after ‘94, ‘00, and ’01 financial crises

The 2 key anchors:– IMF: for the first time in 2004 a program has been

completed; on track the new IMF program for 2005-2007 (USD 10 billion)

– EU: full membership negotiations started in October 2005

Political situationSingle party government since December 2002 with strong Parliamentary majority (two-third).

Early general elections scheduled for July 22nd, 2007.

FDI (net) up to USD 9 billion in 2005 and USD 19 billion in 2006. USD 14 billion of FDI expected in 2007

Year 2006 Turkey

Population, mln 73

Per Capita GDP, Euro 4,365

Source: NE Research Network

Country rating- S&P (1)

- Fitch

- Moody’s

+3

+2

+1

Delta vs 2002

BB-

BB-

Ba3

Turkey is a big and attractive country, rapidly and structurally recovering from recent financial turmoils …

Avg. age population 29.5

4

Turkey has been enjoying high growth rates in the aftermath of 2001 crisis, helping economy to stabilize…

…and it is expected to continue growing above 5% in 2007.

The impressive decline in inflation during the last 3 years paused in 2006 due to the financial turmoil in May and June, which affected all emerging markets.

Disinflation process is expected to be restored in 2007.

Current account deficit remains as the major risk in the economy…

…however, FDI inflows also increased significantly during this period, easing the concerns regarding its sustainability

… and now sustained GDP growth + sharp decrease of inflation and market rates confirm the attractiveness of the country

GDP Growth (%)

2002 2003 2004 2005 2006 2007F

CPI Inflation end of year (%)

2002 2003 2004 2005 2006 2007F

Current Account Deficit (as % of GDP)

0.8

2002 2003 2004

3.3

2005

5.2

2006

6.37.9

0.32.8

4.5 3.9 3.1

C/A DeficitC/A Deficit FDI adj

2007F

7.04.0

7.95.8

8.97.4

5.46.1

29.718.4

9.37.7 9.7

6.5

5

Political uncertainties cloud the near-term prospects at the moment

The process started by the candidacy of Foreign Affairs Minister Gül for Presidency ending up in a parliamentary deadlock

To solve the deadlock, AKP announced to hold parliamentary elections on July 22, 2007

AKP, with the support of ANAP, hasamended the constitution to allow election of the president by public vote, along with some other changes

It is now up to the President to approve them or to take the amendments to referendum

Parliamentary elections and the first round of presidential elections could be held simultaneously on July 22 if the President approves the changes

If the President takes the amendments to the referendum, then Parliamentary elections and referendum could take place simultaneously on July 22

While markets have been on a wait-and-see mood recently, investors have not been pricing the uncertainties negatively

We expect this trend to prevail for a while. However, depending on the evolution of events, some volatility may be expected ahead, although we see the probability of a full-blown crisis very small

Uncertainties Around Upcoming Presidential and General Elections

6

•Economic crisis led by political conflicts:

– 33% depreciation in TL,

– Short-term interest rates around 95% level,

– Rapid increase in inflation,

•Aggravated problems in the banking sector

•The takeover of 20 banks by the SDIF

•Establishment of BRSA

• IMF reform program

• Restructuring in the banking sector:

– Tight regulatory and supervisory rules

– Triple supervision process

– Sale or liquidation of troubled banks

– Strengthening of capital structure of banks

– Istanbul Approach

• Single party government

• Sale and merging process of SDIF-managed banks

• Robust capital structure

• More efficient risk management systems (BASEL II)

• Improvement in asset quality

• Rapid change in the structure of the sector in a declining interest rate & inflation environment

• Privatization of state-owned banks

• Increase in banks’capitals

• Increase in mergers and portfolio investments

• Foreign partnerships

• Increase in real sector financing in the disinflationaryenvironment

Turkish banking system has become healthier in the lastthree Years; as a result, competition is expected to increase

2005 - 20062003 - 20042000 - 2001 2002

7

Strong performing loan growth with the restructuring of the loan portfolio starting from 2003 and stable macroeconomic growth

Deposit growth to be parallel to GDP growth

Spread expected around 4.2% in 2007 and 4.0 % in 2008

Eurozone2005

Turkey2006

Financial intermediation is significantly low

Banks already recovered from the last financial crisis (2001)

The crises served as filter: total number of banks in the sector declined to 46 from 81 at end -1999

Big potential for new branch openings

Source: NE research network

92

540

91%

275%

(1) Nominal Growth(2) End-of-period. Compound rates calculated

on average of FX and LC Loans and Deposits

The sector is among the most attractive in new Europe in terms of size and growth prospects...

Branches per mln inhabitants (Loans+Deposits)/GDP

Turkey2006

2005 2006

51

27

Loans growth(1), %

Deposits growth(1),%

2007F

16.1Rate on Loans(2), %

9.6Rate on Dep.(2), %

6.5Spread (2), %

40

22

15.1

10.2

4.9

24

16

13.9

9.7

4.2

2008F

Eurozone2005

21

16

12.5

8.5

4.0

8

Pretty developed business comparable to those in developed countries (UK)

33 million credit cards, 0.4 cards per inhabitant (2.4 in U.K, 1.3 in Germany, 1.2 in Italy, 0.7 in France), average ROE is about 50%

Further growth potential in commission income and revolving rate

In 2006, 79% yoy growth, reached 4% of GDP (only 4% growth in 2007 YTD*) Room for further growth vs GDP ratio of CEE benchmarks: 5.5% in Poland, 7.6% in Czech Republic, 9.6% in Hungary, and 46% for EU-25. Boom expected when rates below 10%The New Law introduces pre-payment penalty, promotion of asset backed securities business through the establishment of the secondary market, speed up of workout process and flexible rates

USD 15.5 billion as of end-2006 (USD 16.7 billion as of April 2007)Financial turmoil in May/June 2006 caused a sharp drop in the volume of mutual funds (25% drop from the year-end value). However, their share in total financial assets of households is expected to increase gradually in 2007-2008 period.Bring stability to earnings for the banks

New business rapidly growing with 1.27 million plan owners, up 12% YTD as of April 2007 (58% growth in 2006)Volume USD 2,445 million as of April 2007, 19% ytd growth in LC terms (131% growth in 2006)

…and with specific areas where high growth is expected

MORTGAGES

CREDIT CARDS

MUTUAL FUNDS

PENSION FUNDS

* As of 16 March 2007

9

Agenda

Macroeconomic & Banking Environment

The New Bank

Shareholding & Organizational Structure

1Q 2007 Results (BRSA Bank-only)

2007 Outlook

Annexes

10

Yapı Kredi Merger is the biggest M&A project in the history of the Turkish banking sector

FINANCIAL HIGHLIGHTS(BRSA Bank-Only Figures in YTL, 31 March 2007)

* As per new ownership structure, 80.2% of Yapı Kredi is owned by Koç Financial Services A.Ş. (“KFS”) -- the 50/50% joint venture between UniCredit and Koç Group - while minorities’ stake in the Bank is 19.8%.

Total Assets (Total Assets (blnbln)) 46.746.7

Performing Performing Loans Loans (net, bln)(net, bln) 22.022.0

Deposits Deposits (bln)(bln) 28.928.9

Mutual Funds Mutual Funds (bln)(bln) 4.44.4

Number of Credit Cards Number of Credit Cards (mln(mln)) 5.25.2

Number of Number of Customers Customers (mln(mln) ) 113.63.6

Number of Number of Branches Branches 615615

Number of ATMNumber of ATMs s 11,,698698

Number of Number of Employees Employees 1133,,373373

PaidPaid--in Capital (in Capital (mlnmln)) 3,143,1499

Creation of one of the most dynamic and experienced institutions in Turkey

Moved up to fourth largest position among private banks in terms of total assets

Market leader in credit cards with 26% share both in issuing volume and in outstanding balance

Leading position in non-cash loans, assets under management, leasing and factoring

Customer-focused strategy and service model

Strong multi-channel distribution network

Management expertise combining best of local and international talent and experience

Strong & committed shareholders*: Koç Holding, UniCredit

Strategic rationale

Significant scale increase, building one of the top four banking groups in Turkey, with Euro 30 billion of consolidated assets, Euro 13.8 billion of customer loans and over 13 million clients

Creation of a group with strong distribution/production platforms and leadership position in most business linesStrong market coverage with 614 domestic bank branches, 9% market share at national level

Significant concentration, with over 12% market share in top 10 cities of the country

Significant value creation opportunities through revenue and cost synergies

Potential for leveraging other strategic advantages (critical mass, growth speed) due to increased size and market presence of the combined group

DIMENSIONAL GROWTH

STRATEGIC POSITIONING

PERFORMANCE IMPROVEMENT

(1)

(1) Unaudited IFRS figures for KFS as of 31 March 200711

12

Main steps of the merger

16 JANUARY 2005 Exclusive Negotiations

31 JANUARY 2005 Share Transfer Agreement

8 MAY 2005 Share Purchase Agreement

28 SEPTEMBER 2005 Transfer of 57.4% of Yapı Kredi Shares to Koçbank

23 FEB.- 9 MAR. 2006 Tender Offer Process for Yapı Kredi Minority Shares (completed with

0.0050% shareholding acceptance)

APRIL 2006 Acquisition of Additional 9.9% of Yapı Kredi Shares by Koçbank

20 APRIL 2006 Decision by the Boards of Both Banks on Merging Two Banks

JUNE 2006 Announcement of Merger Ratio of 19.73%

3 AUGUST 2006 CMB Approval for the Merger

18 AUGUST 2006 BRSA Approval for the Merger

21 SEPTEMBER 2006 Approval of the Merger by Extraordinary Shareholders’ Assemblies

of YapıKredi and Koçbank

2 OCTOBER 2006 Legal Merger – Dissolution of Koçbank as a legal entity

13

The merger creates the basis for complementarity allowing both banks to combine their strong competitive advantages

Strong and rooted franchisePioneer in retail banking and innovationMarket leader in credit card businessLarge retail customer baseWidespread and powerful branch, ATM and POSnetworkStrong heritage and recognized brandContinuous contribution to society with social and cultural activities

Customer-focused strategy

World class customer service

Stronger capital base

Sound balance sheet management based on sustainable value creation and growth

Focus on operational efficiency and cost management

Outstanding risk management

High qualified human capital

Strong brand recognition

Dedicated service model for each segment Large private/affluent customer baseExcellence in mutual fund businessEffective cost and risk managementRestructuring and profitability track recordStrong reputation of Koç brand

14

Extensive domestic distribution network of 614 branches with over 12% market share in top 10 cities in Turkey

As of 31 March 2007.

Konya 5

Antalya 29

Ankara 65

Adana 13K. Maraş 2

Kayseri 4

Tokat 1

Aksaray 1

Nevşehir 1

Çorum 2

Kastamonu 1

Bolu 2

Eskişehir 4

Afyon 2

Kırıkkale 1

Amasya 1

Samsun 4Ordu 1 Giresun 1 Trabzon 3

Rize 1

Diyarbakır 5

Mardin 2

Malatya 3Elazığ 3

Van 1

Karaman 1

Niğde 1 Batman 1

Kars 1

Hatay4

G.Antep 5Osmaniye 1

Sivas 1

Erzurum 2

Isparta 1

Kütahya 1

Manisa 7

İzmir 50

Aydın 6 Denizli 4

Muğla 16

Balıkesir 6

Çanakkale 4 Bursa 25

Uşak 2

Tekirdağ 5İstanbul 262

Kırklareli 3

Yalova 1

Karabük 1Bartın 1

Zonguldak 4Kocaeli 11

Burdur

Yozgat

Kırşehir 1

Erzincan

Tunceli

GümüşhaneBayburt

Çankırı

Bilecik

Adıyaman

Ağrı

Iğdır

HakkariŞırnak

Siirt

Bitlis

MuşBingöl

SinopEdirne 4

Sakarya 3

Mersin 9

Düzce 1

Ş. Urfa 2

ArtvinArdahan

Kilis

Konya 5

Antalya 29

Ankara 65

Adana 13K. Maraş 2

Kayseri 4

Tokat 1

Aksaray 1

Nevşehir 1

Çorum 2

Kastamonu 1

Bolu 2

Eskişehir 4

Afyon 2

Kırıkkale 1

Amasya 1

Samsun 4Ordu 1 Giresun 1 Trabzon 3

Rize 1

Diyarbakır 5

Mardin 2

Malatya 3Elazığ 3

Van 1

Karaman 1

Niğde 1 Batman 1

Kars 1

Hatay4

G.Antep 5Osmaniye 1

Sivas 1

Erzurum 2

Isparta 1

Kütahya 1

Manisa 7

İzmir 50

Aydın 6 Denizli 4

Muğla 16

Balıkesir 6

Çanakkale 4 Bursa 25

Uşak 2

Tekirdağ 5İstanbul 262

Kırklareli 3

Yalova 1

Karabük 1Bartın 1

Zonguldak 4Kocaeli 11

Burdur

Yozgat

Kırşehir 1

Erzincan

Tunceli

GümüşhaneBayburt

Çankırı

Bilecik

Adıyaman

Ağrı

Iğdır

HakkariŞırnak

Siirt

Bitlis

MuşBingöl

SinopEdirne 4

Sakarya 3

Mersin 9

Düzce 1

Ş. Urfa 2

ArtvinArdahan

Kilis

15

To become the perceived leader in the market in terms of sustainable value creation and growth, being the first choice of customers and employees

MISSION

Leader in the segment/business with higher return on capital/growth potential

Leanest player in the market:– Best cost/income– Most effective sales force– Outstanding risk management

KEY STRATEGIC OBJECTIVES

Yapı Kredi aims at becoming market leader in terms of achieving sustainable profitability and growth

16

Key strategic targets based on ensuring growth, efficiency and profitability

KEY STRATEGIC GUIDELINES

Focus on 5 main business targets:

Consolidate leadership in cards and become leader in consumer finance

Become leader in Asset Gathering and 1st choice for High Net Worth Individuals

Bring mass segment towards profitability

Selective growth in Commercial and Corporate Banking

Growth in Small Business through a profitable business model

Execution of cost management measures

Excellence in credit and market risk management

17

Key levers differentiating YKB from competitors

Leadership in key segmentsCredit cardsAsset management (mutual funds)Non-cash loansLeasingFactoringInsurance

Focus on revenue market share and long-term value creationCapability to generate higher quality revenues due to better business mixSignificant sustainable revenue sources (fee income)with further potential to grow

Large and not yet fully exploited existing customer base13.6 mln customers of which 5.3 mln are active5.2 mln cards of which 2.3 are without current account

Possibility to leverage on Koç Group synergies and UCI funding capabilityRestructuring potential not yet realized

Reorientation of 1,800 staff from BO to FO in 3 years10-15% reduction in cash transaction ratio at branches1,200 advanced ATMs to be installed in branch network in 2007 Outsourcing action put in place

No capital at risk95% of securities portfolio in Held-to-MaturityNo FX speculative open positionsConservative general and watch list provisioning policy

CO

MM

ERC

IAL

ORG

AN

IZA

TION

AL

18

Agenda

Macroeconomic & Banking Environment

The New Bank

Shareholding & Organizational Structure

1Q 2007 Results (BRSA Bank-only)

2007 Outlook

Annexes

19

Koç Financial Services (KFS) is an integrated and well capitalized financial services provider

YTL billion, IFRS Consolidated Figures (Unaudited), March 2007

Total Assets 53.0Deposits 34.0Net Cash Loans 24.9Loans/Deposits, % 73AuM (1) 5.6Total Revenues 0.8Net Consolidated Profit (mln) 208

Credit Cards (#, mln) 5.2Customers (#, mln) (2) 13.6Branches (3) 660Employees 15,815

5050%% 5050%%

KFS significantly grows its financial operations, network and market share as a result of a focused commercial growth plan and a conservative risk profile approach, under the guidance of a strong local management team and with the dedicated strategic support of UniCredit

PARTNERS SHARE A COMMON VISION AND GOAL

Value creation will be driven by revenue growth, cost and risk control

(1) Including mutual funds, pension funds and other DPM(2) Excluding subsidiaries(3) Of which Yapı Kredi Bank 615 and KFS subs 45

20

… with strong and dedicated support of its shareholders…

Koç Holding Turkey’s leading industrial and services Group; a flagship of the Turkish economy and high-growing

consumer demand in Turkey

Market capitalization(1) $ 6.3 billion

Combined revenues (06YE) $ 51 billion

Combined revenues / Turkish GDP 13%

Exports / Turkish Exports 12%

Services network > 14,000

Personnel number ~ 89,000

31 December 2006 31 December 2006Market capitalization(1) ~ € 79 billion

Total assets € 823 billion

Total revenues (06YE) € 23.5 billion

Number of customers > 28 million

Branch network 7,269Personnel number 142,406

UniCredit International banking group, leader in Central and Eastern Europe (CEE)

with presence in 20 countries

(1)As of 30 April 2007

21New KFS = KFS Including merged Yapı Kredi(1) Pro-forma; NPL adjusted for a transfer done in May 2003(2) Based on normalized Equity (net of 1 bln Euro for Yapı Kredi acquisition)(3) Revenues netted by monetary loss(4) Calculated as combined normalized profit on consolidated equity

+21%

20052004

265360

20032002(1)

231

920062005N

KFS - Combined Net Profit mln YTL

755

625

8.3

4.9

11.111.7

6.37.1

KFS - NPL Ratio - %

2005200420032002(1) 20062005

…and a proven positive track record during its first four years

KFS - ROE (Consolidated) - %

2326(2)

24

1

21(4)24

2005200420032002(1) 20062005N

+3 ppts

47 4648

6652

57

KFS - Cost / Income - % (3)

2005200420032002(1) 20062005N

-5 ppts-0.8 ppts

IFRS FiguresN = Normalized for the one-off deferred tax

164251

1Q06N 1Q07 1Q06N 1Q07

1723

New KFS New KFS

1Q06 1Q07

7.36.6 57

51

1Q06 1Q07

New KFS New KFS

+53%+6 ppts

-6 ppts-0.7 ppts

22

Post-merger ownership structure

PRE-MERGER OWNERSHIP STRUCTURE POST-MERGER OWNERSHIP STRUCTURE

(1) Subsidiaries in asset management, brokerage, leasing, factoring businesses plus subsidiary banks in the Netherlands and Azerbaijan.(2) Subsidiaries in asset management, brokerage, leasing, factoring, insurance and pension fund businesses plus subsidiary banks in the Netherlands, Germany and

Russia.Merger of core financial subsidiaries (asset management, brokerage, leasing, factoring) of KFS and Yapı Kredi was completed in December 2006/January 2007.

Yapı Kredi and Koçbank formally merged on 2 October 2006 by virtue of dissolution of Koçbank and transfer of all its rights, receivables, liabilities and obligations to Yapı Kredi

50%50%

80.18%

Minorities19.82%

Yapı KrediSubsidiaries

KFS Subsidiaries(1)

(2)

50%50%

80.18%

Minorities19.82%

Minorities19.82%

Yapı KrediSubsidiaries

KFS SubsidiariesKFS Subsidiaries(1)

(2)

23

Four core subsidiaries of KFS and YKB in leasing, factoring, asset management, inv. banking/brokerage merged in Dec ‘06/Jan ‘07 so as to fully capitalize on Group synergies

24

Efficient new organizational structure with outstanding local and international managerial talent

Organizational structure as of May 2007

BOARD OF DIRECTORS

RISK MANAGEMENT

INTERNAL CONTROL

INTERNAL AUDIT

CORPORATEIDENTITY AND

COMMUNICATION

CREDIT CARDS AND

CONSUMERLENDING

CORPORATEBANKING

RETAIL BANKING

COMMERCIAL BANKING

PRIVATE BANKING AND INTERNATIONAL

ACTIVITIES

TREASURY

CHIEF OPERATING OFFICER

(COO)

LOGISTICS AND COST MANAGEMENT

LEGAL

OPERATIONS ORGANIZATION

ALTERNATIVE DISTRIBUTION CHANNELS

IT

HR

FINANCIAL PLANNING,ADMINISTRATION AND

CONTROL (CFO)

CREDIT MANAGEMENT

CHIEF EXECUTIVE OFFICER(CEO)

(2)

(2)

(1) Position covered by Executive Board Member(2) Under Chief Risk Officer (CRO) at KFS Group level

(1)

(1)

(1)

25

Agenda

Macroeconomic & Banking Environment

The New Bank

Shareholding & Organizational Structure

1Q 2007 Results (BRSA Bank-only)

2007 Outlook

Annexes

26

1Q 2007 Key Highlights: “Enhanced profitability & improved operational efficiency”

YTL 188 mln of net income; growth of 76% YoY(1) and 60%(1) QoQ (highest among peers); ROE of 22% (+7ppts up YoY N)

CAR up to 12.97% (+0.66 ppts) due to controlled RWA trend and improved profitability

Healthy revenue growth of 15% YoY(1) (20%(2) expected at YKB Group level) in a subdued market

No 1 position in the highest yielding credit card business further enhanced through market share gains in April notwithstanding the solidified market positions (25.6 % in outstanding balance, +1.2 ppts vs March 06). Leading position in mutual funds (#2) (20% market share)

Additional ~182 employees shifted to branch front office during 1Q07, leading to an improvement in Front Office ratio of +3ppts vs YE06 (up to 57%); 7 new branch openings (total # of branches 615).

Core Non-HR costs down 9% YoY; Cost/Income down to 60% (-3 ppts YoY) (51% if cost base adjusted for IFRS)

NPL ratio at 7.0% excluding the new regulation impact (7.5% including) with 81% NPL provisioning coverage

Upgrade by Moody’s of YKB’s BFSR rating to D+ (2 notches up), confirming quick post-merger recovery

Start of KFS restructuring process announced to bring all financial subs under YKB umbrella with an aim to eliminate cross-ownership between YKB and KFS; more simplified structure, full transparency for the marketand more efficient capital allocation. Completion of the process, subject to regulatory approvals,expected within 2007

(1) In comparison with 1Q 2006 YKB merged bank figures normalized for the financial cost of stake increase and sub-loan as well as some minor accounting policy applications. 4Q 2006 normalized for some minor accounting policy applications

(2) Management estimate based on consolidated IFRS figures

27

Enhanced profitability and tighter cost control lead to strong net income growth

107

188

1Q06 N 1Q07

Cost / Income Net Income / Av.RWA

ROE

58% 60%

15%

22%

63%

1.56%

2.32%

76% 32% on tangible equity

Net Income (mln YTL)

51%(1)54%(1)

1Q06

140

1Q06 N 1Q071Q06

20%

1Q06 N 1Q071Q06

50%(1)

1Q06 N 1Q071Q06

2.04%

118

4Q06 N

60%

17%

4Q06 N

4Q06 N

76%

65%(1)

4Q06 N

1.46%

+5 ppts

(1) Cost base adjusted by provision expenses of pension fund and Worldcard points for comparison with IFRS guidance

Throughout the presentation, “1Q06 N” refers to 1Q 06 YKB merged bank figures normalized for the financial cost of stake increase and sub-loan as well as some minor accounting policy applications. “4Q06 N” refers to normalization for some minor accounting policy applications.

+7 ppts

+76 bps

+86 bps

-3 ppts-16 ppts

28

Process of making capital adequacy ratio more solid continued

803

1Q06 2Q06 3Q06

2,168

3Q06

2,385

4Q06

3,7854,037

4Q053Q05

1,415

2,304

Pre-merger YKB stand alone YKB + KB Pro-forma

(1) Additional €350 mln sub-loan added to Koçbank’s Tier 2 Capital in April 2006(2) Excluding deferred tax effect

7.2%

11.7%9.3%

10.5%

12.0%12.3%

Capital Base (mln YTL)

Post-merger Yapı Kredi

Acquisition and opening adjustments

Transfer from Turkcell gain to Tier 1

Sub-loan of €500 mln (1)

Merger with Koçbank

3.6%

12 months ahead of the original plan

CAR

No major impact on equity due to May-June 2006 market turmoil. Decrease in CAR mainly driven by one-off deferred tax effect due to decrease in corporate tax from 30% to 20%.

(2)2,291

13.0%

1Q07

4,150

29

Sustained revenue growth (+15% YoY) and cost control (+9% YoY, -9% core non-HR costs ) in line with the budget

Total Revenues

1Q07 YoY %

786 +15%

Operating Costs (473) +9%HR costs (184) +24%

Operating Income 313

Non-HR costs (289) +1%

Provisions (84) +12%Pre-tax Income 229Net Income 188

1Q06

744

(434)(148)

309

(286)

(94)215140

Net Interest Income 464 +37%Non-Interest Income 323 -7%

398345

+26%

+32%+76%

+6%

+9%+24%

+1%

+1%

-10%+6%

+34%

+16%-7%

Core Non-HR(2) (177) -9%.(195) -9%

(mln YTL)

o/w Fees & Comm.

YoY %Normalized

194 211 +9% +9%

1Q06Normalized(1)

684

(434)(148)

249

(286)

(75)174107

338345

(195)

194

+20%At YKB Group level including contributions from the subs

(3)

(2) Including depreciation and excluding HR related costs (such as management bonuses, ETB, and vacation rights ) and pension fund and bonus point provisions(3) Management estimate based on consolidated IFRS figures

(1) YKB merged bank figures normalized for the financial cost of stake increase and sub-loan as well as some minor accounting policy applications

30

Healthy earnings structure driven by commercial strategy focused on increasing revenue market share

Revenue market share up to 9.8% in 200637% YoY increase in net interest income and 26% YoY increase in fee & commission from cards and cash loansOther fees down by 2% YoY mainly due to lower average AUM

1Q06 N

59%

27%

4%

1Q07

49%

684786

Composition of Revenues (mln YTL)

Net InterestIncome

Net Fees & Commissions

Other Oper. Inc.Net Trading Inc.+ FX gain/(loss)

15%

9%28%

7%16%

10%

-34%

37%

Revenue(1) Market Share (%, Yearly)

9.7 9.8(2)

2005 2006-23%

YKB

61%

25%1%

Peers

Net InterestIncome

Net Fees & Commissions

Other Oper. Inc.Net Trading Inc.+ FX gain/(loss)

13%

63%

20%

Sector

18%

60%

26%

10%

-1%

2006YE Revenue CompositionYKB vs Peers & Sector

Net Fees & Commissions (mln YTL)

1Q06 N 1Q07

-2%

26%194 211

Cards and cash loans

Other fees

(1) System revenues excluding dividends and all asset sales (2) Excluding acquisition costs

31

Share of IEAs increased to 92% (+3 ppts) driven by effective balance sheet restructuring, non-core asset disposal strategy and growth in high yielding assets

Composition Of Assets (mln YTL)

1Q06

51%

29%

9%

1Q07

48%

31%

13%8%

11%37,082

46,744

Non IEAs

Other IEAs

Securities(1)

Loans

TL/FC Breakdown of Assets (mln YTL)

1Q06

59%

41%

1Q07

58%

42%37,082

46,744

FC

YTL

TL Loans/LoansTL IEAs/IEAs

Loans/Deposits

66%59%

74%

68%53%

72%

89%

Continued decrease in non-IEAs; shrinkage of 3ppts vs 1Q06Share of loans in total assets at 48% while 67% of total loans constituted by higher margin YTL loansYTL IEAs constitute 55% of total IEAs driving higher marginsFurther room for improvement in loans/deposits ratio (77%)Since the acquisition at end-2005, secured 3.2 blnYTL of cash inflow, of which 1.6 bln YTL from the sale of non-core assets and collection of receivables (Turkcell, A-tel, Fintur/Digiturk and Fiskobirlik)

26%26%

23%

130%

-27%

41%

18%

30%

20061Q06

(1) Securities including derivative accruals.

92%

67%55%

77%

1Q07

4% YTD

32

95% of securities portfolio invested in Held-to-Maturity, aimed at stable revenue generation and limited capital at risk

1Q06

89%

1Q07

95%

10,628

14,654

Securities Composition by Type (mln YTL)

6% 5%

2%3%

1Q06

46%

1Q07

96%

10,628

14,654

48%

52%

49%

51%

Securities Compositionby Currency (mln YTL)

(20%FLOATING)

(54%FLOATING)

Held-to-maturity

TradingAvailable For Sale

YTL

FC (42%FLOATING)

(39%FLOATING)

Strong focus on effective risk managementDerivatives allowed only for hedging purpose; options allowed only for client-driven transactions immediately fully hedgedNo FX speculative open positions allowed ; VaR limits, stop loss, max open position monitored on a daily basisSecurities declined by 11% YTD due to redemptions of short term bonds; share of securities in total assets shrunk by 3 ppts to 31% YTD

38%

48%

-41%

-42%

44%

37%

11% YTD

33

Share of interest income from loans constitute 63% of total interest income; share of retail in cash loans up to 50% from 48% vs YE06

1Q06 N

59%

11%

1Q07

55%

6%927

YTL Loans

FC Loans

Securities

Other

8%

8%1,439

24%

29%

Composition of Interest Income (mln YTL)

18,80322,331

1Q06 1Q07

6,481 7,281

1Q06 1Q07

FC Loans (mln YTL)Total Loans (mln YTL)

12,32215,050

1Q06 1Q07

TL Loans (mln YTL)

Share of retail in total cash loans increased to 50% (+2ppts vs YE06) driven by SME loansProfitability focused loan composition with credit cards making up 26% of cash loans - the highest yielding instrument in the sector19% YoY increase in total loans (-1% YTD); TL loans declined by 2% YTD while FC loans up by 2% YTD

Cash Loans by SBU*Medium

CorporateCredit CardsLarge

Corporate

25% 27%

Retail Private

11%

SME

26%10%

Retail (50%, up 2 ppts vs 06YE)

1%

55%

49%

88%

38%

46% 19%

22%

12%

(*) MIS data (commercial bank only)

24% 26% 12% 26%11% 1%

2006

1Q07

Corporate (50%, down 2 ppts vs 06YE)

1% YTD 2% YTD 2% YTD

34

No 1 position in credit cards further enhanced despite solidified competitive dynamics; market share gains in April, issuing vol. market share +85 bps up vs 1Q 07

19.3%

1Q06 April 07

25.1% 24.5%

1Q06 April 07

Market Share inIssuing Volume (eop)

YKB

Koçbank

YKB

Koçbank

Market Share in No of CCs

21.1%

YKB

Koçbank

Credit Card Outstanding (mln YTL)

2006 CE

2005 CE

1Q07CE

4,353

1Q 06 2Q 06

5,203

3Q 06

5,5199,4

5,584

95% 97% 98%

4Q 06

CE=Combined Entity (Yapı Kredi + Koçbank)

23.5%

1.6%

18.9%

2.2%

-60 bps-180 bps

(2) As of April 2007 (3) As of March 2007 (4) Excluding virtual cards(1) Pre-merger YKB only.

Mkt share: (CE)

24.4% 26.4% 27.0% 26.3%

5,430

1Q 07

25.6%(2)

25% YoY

Market Share vs Closest Competitor

25.4%24.5%22.8%19.3%

CCs Outstanding

Issuing Volume

Acquiring Volume

Number of CCs

YKB

Mkt. ShareAdvantage

-5 bps+ 296 bps+ 199 bps

+ 373 bps

# of credit cards(4) 6,389,283 5,098,115 5,164,730

# of merchants 160,776 168,235 174,332

# of POS 184,097 194,400 204,268

Credit Card Turnover (mln YTL) 21,890 28,009 6,997

Revolving Ratio 34.6% 29.6% 31.80%

Card Activation Ratio 79.0% 84.0% 84.0%

Fraud/Volume 0.041%(1) 0.022% 0.015%

Churn Rate 5.30% 4.20% 4.20%

(As of April 2007)(3)

+85 bps vs 1Q07

+4 bps vs 1Q07

35

Composition of Consumer Loans & Credit Cards (mln YTL)

65%

19%8%

66%

19%8%6%

8%6,678

8,177

Credit Cards

Housing

Gen.PurposeAuto

22%

26%

Share of credit cards in total consumer loans at 66%; positive trend in cash and non-cash loan growth since end of first quarter

1,245

1,591

1Q06 1Q07

Housing Loans (mln YTL)

562669

1Q06 1Q07

560 486

1Q06 1Q07

Auto Loans (mln YTL)

Consumer loans

- Housing

- Gen. Purpose

- Auto

5.5%

6.8%

3.3%

8.1%

Highest share of credit cardsin total retail loans among peers (66%)Credit card outstanding volume market share up to 25.6% in AprilHousing loans up 3% YTD

Market Shares*

Gen. Purpose Loans (mln YTL)

28%

19%

-13%

1Q06 1Q07

-13%

28%

19%

2% YTD

2% YTD

9% YTD

3% YTD

- LC loansCash loans

9.2%

9.9%

- FC loans 11.0%

27/4/07Q1 07

5.6%

6.8%

3.4%

8.1%

9.2%

9.6%

10.7%

Non-cash loans 18.9%18.7%

(*) Excluding accruals

36

Healthier liability structure thanks to international funding access and strong focus on customer asset gathering

Composition of Liabilities (mln YTL)

1Q06

34%

27%

22%

1Q07

32%

27%

25%

9%

15%

41,262

49,063

TL Deposit(4)

FC Deposit(4)

Repo(2)

Mutual Funds(3)

Assets Under Custody

7%

2%

Market Sharein Mutual Funds

1Q06 1Q07

20.5% 19.9%

1Q06

68%

1Q07

62%

13%8%8%

8%

37,082

48,887

11%

9%

Deposits

Funds Borrowed Repos

SHE

Others(1)

Composition of Customer Assets(mln YTL)

2%11%

26%

17%

21%

352%

14%

46%

19%

352%

36%

12%

17%

-30%

(1) Includes pension fund deficit of 358 mln YTL and 514 mln YTL accounted respectively in 1Q06 and 1Q07. (2) Including bank repos (3) Excluding pension funds and other DPM

(4) Including bank deposits

4% YTD5% YTD

37

Continued focus on diversification in funding base; share of retail deposits increased to 67% (+3 ppts vs YE06)

1Q06

55%

45%

1Q07

55%

45%

TL

FC

25,24828,870

13,85715,739

1Q06 1Q07

11,39113,131

1Q06 1Q07

1Q06

81%

1Q07

83%

Demand Deposit

Time Deposit

25,24828,870

TL/FC Breakdown of Deposits (mln YTL)

TL Deposits (mln YTL)

Demand Dep./ Total Deposits

FC Deposits (mln YTL)

14%

13%

15%

19% 17% Further room for improvement in demand deposits/total deposits (17%). As a result, cost of funding expected to improveRetail deposits contribute 67% of total deposits

Deposits by SBU* (Mln YTL)

2006

21%

34%

22%

Large Corp.

Medium Corp.

SME

Retail

Private

8%15%

Retail (67%)

Corporate

(33%)

(*) MIS data (Commercial bank only)

15%

14%

17%

4% 1Q07

18%

35%

24%

8%15%

38

Solid fee & commission growth continues to contribute to total revenues as a sustainable revenue source

Fees & Commission Income (mln YTL)

27160 211

1Q06N

1Q07

24753 194

NetPaid

Net Fees & Commissions/ Total Revenues

28% 27%

1Q06 N 1Q07

9% 10%12%

Received

CC Fee and Commission

9% YoY growth in fee and commission income (26% YoY increase from cards and cash loans)Healthy composition of fee and commission incomederived from leadership positions in credit cards, asset management and non-cash loansContribution of fee & commission income to total revenues increased to 27%in 1Q07 from 25% in 4Q06 51% of total fee and commission income generated by credit cardsFees & commissions cover 100% of HR related costs*

Fees & Commissionreceived composition

51%Credit Cards

12%Non Cash

Loans

22%Other

11%Asset

Mngmnt.

4%Cash Loans

(*) Including HR-related Non-HR costs

4Q06N

25%36%

Interchange fee Annual fee

Overlimit

Cash WithdrawalOther

26%Merchant

Com.

2%12%

9%

15%

39

Capability to generate higher quality revenues than peers due to favorable revenue mix focused on profitable business lines

14%Retail

26%Credit Cards

14%

LargeCorporate

22%

3%

1Q07 Net Revenues 9.0%(4)

1Q 2Q 3Q

7.6%

4Q

7.2%

2006

7.7%7.9%

Revenues / Average IEAs

YKB

7.9%

Peer Avg.

7.2%

2006 - Annual Revenues / Average IEAs1Q07 Customer Volumes

(1) Treasury, work out and other(2) Cash loans + Non cash loans + Deposits + Asset under Management + Assets under Custody

6.4%*

(*) After adjusting revenues for the excess capital base vs. 12% CAR as the benchmark (excess capital * avg. annual interbank rate)

Quarterly Annual

14%SMEs6%

Other

Private

22%Retail

8%

21%Medium

Corporate

26%Large

Corporate

14%Private

9%

Cards

SMEs

26% of revenues generated by most profitable credit card business

Sum of retail and SME segments generate 28% of revenues and 31% volumes(2)

Highest ratio of Revenues/IEAs (7.9%) among peers in 2006, confirming quality revenue generation capability

(1)

Medium Corporate

(3) Normalised

(3)

(3)

(Only commercial bank driven values)

(2)

NIM4.6% 5.2%

4.1% 4.2%4.5%

(4) Excluding dividends 8.5%

ow/ NIM: 4.5%

ow/ NIM: 4.4%

ow/ NIM: 3.7%

1Q07

7.2%

4.2%

Quarterly(3)

40

…with strategic presence in most attractive segments

(1) Total deposit since total retail deposits for all banks are not disclosed separately(2) Excluding credit card loans, (3) Outstanding balance market share, (4) Through Koç Allianz which is not a KFS subsidiary (Koç Group subsidiary), (5) Equity trading volumes(6) Cash loans excluding credit card outstanding and consumer loans (7) As of September 2006

16.5

41

Total Non-HR costs stable YoY (+1%), while core non-HR declined by 9% YoY

Total HR Costs (mln YTL)

1Q071Q06 N

(*) MBO (Management By Objectives): Results-driven bonus scheme(1) MBO, ETB, vacation rights

210

1725%

24%

22%

(1)

HRCosts

HR relatedcosts

(in Non-HR)

148

24

184

25

18% QoQ

HR related Non-HR

63%MBO

25%Vacation

Rights

8%ETB Prov.

38%Other

12%Advertising

11%Communication

25%Depre-ciation

3%

Core Non-HR(177 mln YTL)

1Q07

61%

289

1Q06 N

Core Non-HR

(incl. depr.)

HR relatedNon-HR

World CardPoints

Pension Fund

1%

5%

42%

10%

-9%

19%

9%

68%

286

14%10%8% 10%

8% Rent3% SDIF

Taxes

Total Non HR Costs (mln YTL)

35% QoQ

100%MBO

1Q06(24 mln YTL)

1Q07(25 mln YTL)

63% QoQ

Total costsreduced to473 mln YTL in 1Q07 (-26% QoQ; +9% YoY)

HR costs (incl. HR-related non-HR) make up 44% of total costs (+4 ppts YoY)

Core non-HR costs (incl. depreciation) further shrunk by 9% YoY, 38% QoQ

38% QoQ

4%Other

42

Improved productivity and operational efficiency as a result of constant focus on reorganisation of the sales force –FO/ BO ratio increased to 57% in March 07 (+3 ppts vs 06)

Decrease of 804 headcount in HQ since Dec 2005 thanks to the consolidation of the headquarters of two banks completed in June 2006 and efficiency improvements

Achieved major shift from HQ to NW (network) through reorientation of 421 headcount. During the first three months of 2007, additional 182 headcount moved to branch FO while branch BO reduced by an additional 208 headcount; 7 new branch openings during 1Q 2007

Continuous increase in average productivity per head (+22% y-o-y)

Outsourcing action put in place in order to fuel number of sales force by around 700 until end of Sep 2007

2005 2006

13,753

Headcount

13,478

1Q06 1Q07

3,201

19,70%

Customer Businessper head* (ths YTL)

3,90322%

Dec 05 – March 07 Headcount Flows

49%BO

46%

-804

+540

-119

Headoffice

Branches

Branch Front Office (FO)

Branch Back Office (BO)

+421

* Bank’s deposits + loans per head

-275

1Q07

13,373

43%

-105

1Q07: -79

1Q07: +1821Q07: -208

1Q07: -26

51%FO 54% 57%

43

From operating income to net income

Net Operating Income

Loan LossProvisions

Other Provisions

Taxes Net Income

188

-41

313

• Specific provisions of YTL 35 mln

• General provisions of YTL 6 mln

• Current tax expense of YTL 39 mln

• Deferred tax expense of YTL 2 mln

(mln YTL)+26% YoY N

+57% QoQ N

-43

-41

+76% YoY N

+60% QoQ N

1Q 2007• Provision on non-

core subsidiaries

44

Potential for asset quality improvement; more conservative provisioning policy vs the market

1Q 06 1Q07

7.3%

1Q06

7.5%

1.6%

1Q07

1.6%

Gross Net

NPL Ratio

Gross NPL ratio on a comparable basis down by 0.3 ppts to 7.0% with further room to improve

NPL coverage ratio at 81% (remaining 19% fully collateralized) and total coverage ratio constant at 8.0%

Watch loan coverage at 12% and standard coverage at 2%, highlighting a more conservative approach vs. the market

7.0%(1)

(1) Excluding the participation effect of the new regulation

81.2%

1Q06 1Q07

80.9%

10.0% 11.7%

2.0% 2.0%

Coverage Ratio

NPL Watch Loan Standard

1Q06 1Q07 1Q06 1Q07

8.0% 8.0%

Total

1Q06 1Q07

45

Major 1Q2007 Achievements/Developments

Outsourcing action put in place in order to fuel number of sales force by around 700 until end of September 2007

KFS restructuring process: On 26 April 2007, YKB’s BoD unanimously decided to start and execute the restructuring transactions between KFS and YKB. Objective: to bring all financial subsidiaries (YK Leasing, YK Factoring, YK Yatırım (Investment banking and brokerage), YK Azerbaijan, Koçbank Nederland N.V. and YK Nederland N.V.) under YKB umbrella with an aim to eliminate cross-ownership between YKB and KFS. Completion targeted within 2007. Expected implications:

More simplified structure and full transparency for the market

More efficient allocation of capital and increase in CAR

Increase in organizational efficiency through elimination of duplication of functions between KFS and YKB, clearer chain of control

Disposal process for the first tranche (200 mln YTL) out of 400 mln YTL non-core asset portfolio already started

46

Agenda

Macroeconomic & Banking Environment

The New Bank

Shareholding & Organizational Structure

1Q 2007 Results (BRSA Bank-only)

2007 Outlook

Annexes

47

2007 IFRS Financial Guidance

17%Assets

24%Loans

16%Deposits

18%Mutual Funds

10%Revenues

ROE

Cost/Income

CAR

2007 Banking Sector Growth Forecasts 2007 Yapı Kredi Performance

Cost of Risk

2005-2008 IFRS Targets at KFS Level (3 Year Plan)

> 20%

< 50%

> 12%

~ 0.9%

SECTOROUTPERFORM

SECTOROUTPERFORM

SECTOROUTPERFORM

SECTOROUTPERFORM

SECTOROUTPERFORM

Key Focus Areas

Further increase in IEAs (sale of ~400 mln YTL non-core)

Less capital absorbing products/reinforce leadership in cards

Remix towards demand deposits and lower cost funding base

Maintain leadership position in mutual funds

High double digit growth in all key segments, aiming to increase market share

(1) 2005-2008 CAGR

Total Revenues

AUM (Mutual Funds)

Average RWA

# of Branches

~13%

~14%

~20%

~745

(1)

(1)

(1)

48

Agenda

Macroeconomic & Banking Environment

The New Bank

Shareholding & Organizational Structure

1Q 2007 Results (BRSA Bank-only)

2007 Outlook

Annexes

49

YKB – 1Q 2007 Summary P&L (BRSA Bank-only)

1Q06 1Q06 4Q06 1Q07 YoY%

YoY N%

QoQ %

(mln YTL)

Total Revenues

Operating Expenses

Gross Operating Profit

Pre-tax Profit

Provisions

Tax

Net Profit

744

(434)

309

(94)

215

(76)

140

684

(434)

249

(75)

174

107

(67)

863

(636)

228

(73)

154

125

(29)

786

(473)

313

(84)

229

188

(41)

+15

+9

+26

+12

+32

+76

-39

-9

-26

+38

+15

+49

+50

+43

+6

+9

+1

-10

+6

+34

-45

Normalized(1)

QoQ N%-6

-26

+57

+54

+58

+60

+53

4Q06

835

(636)

199

(55)

145

118

(27)

Normalized(2)

(1) YKB merged bank figures normalized for the financial cost of stake increase and sub-loan as well as some minor accounting policy applications. (2) YKB merged bank figures normalized for some minor accounting policy applications

50

YKB -1Q 2007 Summary Balance Sheet (BRSA Bank-only)

Assets

1Q07 YTD % YoY %

46,744 +26Loans 22,331 +19Securities 14,654 +38

Deposits 28,870 +14

Fixed Assets & Participations 3,016 +1

Repos 3,601 +352Borrowings 6,207 +46Equity 3,526 +21

Assets under Management 5,665Assets under Custody 12,159Non-cash Loans 14,571

(mln YTL) 2006

48,88722,50416,470

31,127

3,069

3,3576,1593,344

6,14511,96615,342

1Q06

37,08218,80310,628

25,248

3,001

7974,2582,907

6,9708,927

12,793

(2) Including YTL 979 mln amount of goodwill(1) Pro-forma balance sheet for the merged bank normalised

(1)Pro-forma

-4-1

-11

-7

-2

+7+1+5

-8+2

+14

(2)

-19+36

-5

51

Annex

2006YE Financial Statements

52

Important Disclosure on 2006YE Results

The legal merger of Yapı Kredi (YKB) and Koçbank (KB) took place on 2 October 2006. The financials announced on 12 March 2007 based on 2006YE results are the first financials of the new merged Bank

Since the merger, the new entity carries in its assets a goodwill of YTL 979 mln which is subject to annual impairment test (in line with the new TR GAAP principles as well as international practices)

Because 2005 figures represent only ex-YKB (restated in line with the new BRSA regulation) in the financial report dated 31 December 2006, a pro-forma of KB + YKB has been created and selected balance sheet and income statement items have been presented in the disclosure of the report

Only for the purposes of YE2006 presentation, and in order to better follow the trends, pro-forma KB+YKB has been normalized to exclude the effects of one-off adjustments of the acquisition that took place in September 2005

53

2005KB

Original

(a)

YKB – 2006 Summary P&L (BRSA Bank-only)

Total Revenues

Operating Expenses

Gross Operating Profit

Pre-tax ProfitProvisions

Tax

Net Profit

2005YKB

Original

(b)

2005KB+YKBPro-forma

(c)

2005YKB

Adjust.

(d)

2005KB+YKB

Normalized

(e)

2006YKB

(f)

YoY%

f/c

YoY%

f/ea+b c-d921

(443)478

(114)

364(123)239

3,016(3,445)

(429)(1,290)

(1,719)

(1,543)176

3,937(3,888)

49(1,404)

(1,355)

(1,304)51

1,135(1)

(2,031)(896)

(1,071)

(1,967)

(1,643)325

2,802(1,857)

945(333)

612

339(273)

3,047(1,998)1,049(340)

709

512(197)

-23-49

+2061-76

-152

-139-481

+9+8

+11+2

+16

+51-28

(g) (h)(mln YTL)

(1) Including income from the sale of Turkcell shares (YTL 1,144 mln)

54

YKB – 2006 Summary Balance Sheet (BRSA Bank-only)

Assets

FY05 FY06 YoY %

37,768 48,887 +29Loans 18,659 22,504 +21Securities 9,951 16,470 +66

Deposits 26,672 31,127 +17

Fixed Assets & Participations 3,064 3,069(1) -

Repos 624 3,357 +438Borrowings 3,324 6,159 +85Equity 3,428(2) 3,344 -2

Assets under Management 7,386 6,145Assets under Custody 8,675 11,966Non-cash Loans 13,211 15,342

-17+38+16

(mln YTL) FY05

23,84011,421

5,975

17,079

1,860

4451,8991,588

3,1864,9059,457

FY05

14,7927,2383,976

9,593

2,068

1401,4252,724

4,2003,7703,754

KB YKB Pro-forma

(1) Including YTL 979 mln amount of goodwill(2) Calculated as if merger occured in 2005

55

YKB - 2006 Quarterly P&L Trends (BRSA Bank-only)

Revenues 744Interest Income 398Non-Interest Income 345

HR Costs (148)Costs (434)

Non HR Costs (241)Depreciation (45)Net Operating Income 309Provisions (94)Pre-tax profit 215Tax (76)Net Profit 140

2Q06

705493212

(153)(477)

(279)(45)227

(112)115

(154)(39)

3Q06

735416320

(145)(451)

(261)(44)285(61)22562

286

4Q06

863464399

(190)(636)

(404)(42)228(73)154(29)125

QoQ%+17+11+25

+31+41

+55-3

-20+21-31

-147-56

1H06

1,449891557

(302)(912)

(521)(90)537

(206)330

(230)101

2H06

1,598880719

(335)(1,086)

(665)(86)513

(134)37933

411

HoH%+10

-1+29

+11+19

+28-5-4

-35+15

-114+309

(mln YTL) 1Q06

Note: Quarters have been reclassified and adjusted mainly to take into account the changes in BRSA regulation and for comparability with 1Q 2007

56

2005(1)

3,676

(2,982)

694(2,335)(1,641)(1,423)

1,6502,026

758

YoY N %+14%

+1%

+32%+20%+41%+27%

+6%+29%+18%

2,869

(1,510)

1,359(501)

858576

1,7491,120

892

YKB – 2006 Selected Balance Sheet and P&L Items (IFRS)

Total Revenues

Operating Costs

Operating Income

Provisions

Pre-tax Income

Net Income

Net Interest Income

Non-Interest Income

(1) YKB merged bank figures consolidated for 12 months, including the Turkcell shares sales income of 1,157 mln YTL

(mln YTL)

o/w Fees & Comm.

2006

9,86618,38427,256

3,324

+65%+20%+27%+85%

16,24322,11934,484

6,159

Investment Securities

Loans

Deposits

Other borrowed funds and debt sec. in issue

+18%Excluding

acquisition and sub-loan

financial costs

2005(3) YoY %2006SELECTED B/S ITEMS(mln YTL)

SELECTED P&L ITEMS

Financials above present comparative results of the merged YKB to be included in the KFS Group results as if the acquisition of the YKB had occurred on 1 January 2005. Unaudited figures for 2005.

2005N2,519

(1,491)

1,028

(419)609455

1,650869758

(2) Adjusted for pension fund deficit for comparability purposes

(2)

(3) Proforma YKB merged bank figures

57

2006

3,352

(1,737)

(904)

1,615

(833)

(525)(282)(243)

2,0381,314

966

2005(1)

1,533

(840)

(396)

660

(444)

(158)(143)

(48)

1,015518432

YoY %Normalized

+10%

-1%

+18%

+24%

-16%

+9%-1%

+22%

+6%+16%+17%

4,210

(3,244)

(817)

966

(2,427)

(2,396)(1,234)(1,161)

1,9172,293

829

KFS –2006 Summary P&L (IFRS)

Total Revenues

Operating Costs

HR costs

Operating Income

Non-HR costs

Provisions

Provisions for Loans

Other Provisions

Net Interest Income

Non-Interest Income

(1) YKB merged bank consolidated for 3 months (2) YKB merged bank figures consolidated for 12 months, including the Turkcell shares sales income of 1,157 mln YTL (3) Excluding acquisition adjustments. YKB merged bank consolidated for 12 months (4) Adjusted for pension fund deficit for comparability purposes

(mln YTL)

o/w Fees & Comm.

2005(3)

Normalized

3,053

(1,753)

(765)

1,300

(988)

(480)(283)(197)

1,9171,136

829

2005(2)

1,090755

502364

+33%+21%

(1,430)(1,253)

Pre-tax Income

Net Income (Combined)

820625

+13%Excluding

acquisition and sub-loan

financial costs

(4)

Bank (YKB)Subs.

(337)(59)

(682)(135)

(630)(135)

(752)(152)

+19%+13%

58

KFS – 2006 Summary Balance Sheet (IFRS)

Assets

2005 2006 YoY %

42,797 54,845 +28Loans 20,579 25,077 +22Securities 11,536 18,462 +60

Deposits 28,643 35,875 +25

Fixed Assets & Participations(1) 2,890 2,774 -4

Borrowings and Debt Securities in Issue 5,107 8,733 +71Equity 4,116 4,330 +5

Assets under Management 7,386 6,145Assets under Custody 19,185 21,127Non-cash Loans 13,147 16,353

-17+10+24

(mln YTL)

(1) Including YTL 1,299 mln amount of goodwill

59

KFS - 2006 Quarterly P&L Trends (IFRS)

Revenues 757Interest Income 456Non-Interest Income 301

HR Costs (201)Costs (430)

Non HR Costs (197)Net Operating Income 359Provisions (116)Pre-tax profit 243Tax (274)Net Profit (31)

2Q

825526299

(208)(416)

(208)409

(137)272(58)214

3Q

841503338

(206)(390)

(185)451

(174)27750

327

4Q

929554375

(289)(532)

(243)397(97)299(54)245

QoQ%+10+10+11

+40+36

+32-12-44+8

-209-25

1 H*

1,582982600

(409)(814)

(405)768

(253)515

(332)183

2 H

1,7701,056

714

(495)(922)

(428)848

(272)576(4)

572

HoH%+12+8

+19

+21+13

+6+10+712

-99+212

(mln YTL) 1Q

(*) Reclassified accounts

60

Major Merger/Integration Achievements

Business Strategy

Focus on the key segments / products: Cards (leadership reinforced and consolidated), Retail (upper mass, strategically positioned in consumer lending/mortgages, decreased Mass cost to serve), Private, Small Business, Mid-Large Corporate.New service model implementedMonitoring and risk management functions aligned to KFS standardsMacro offer and pricing alignment completed for the most important services: Cross product sales on both networks startedMBO system established

Headquarters consolidated, regional operations centers consolidated (June 2006)Branches relocated/new branches opened (respectively 12 and 20)Operational engine rationalized (including back-office / operation centres / call centres)Legal Merger of the 2 banks executed (Oct 2006)IT integration completed (End-October 2006)Subs integration / merger (four core financial subs) concluded (Dec 2006/ Jan 2007)

2006

1Q07

2006

1Q07

Integra. /Restruct.

Outsourcing action put in place so as to fuel number of sales force by around 700 till end Sep 07

KFS restructuring process to bring all financial subsidiaries under YKB umbrella with an aim to eliminate cross-ownership between YKB and KFS. Completion targeted within 2007.

61

KFS restructuring is expected to bring more transparency, more efficient capital allocation, increase in CAR and compliance with new regulation

(1) KFS will be no more considered as Financial Holding Company for BRSA. BRSA and CMB approvals are required.

Current KFS Structure is a hybrid structure(consequence of the merger of KB & YKB organization model)

Moving the financial subs under YKB would mean:

more transparency for the market due to full consolidation of all subs under listed YKB

more efficient allocation of capital (increase of capital in YKB) and absorption of Basel II impact

compliance with regulations; no more cross shareholdership, clearer chain of control maintaining actual governance structure; no duplication of functions between the holding and bank1

Share exchange method (non-cash and tax free) expected to be utilized allowing the exchange of shares between YKB and KFS

Expected to be finalized within 2007

UCI KoçGroup

KFS

50% 50%

L Listed

L L

~83-84%

BANKL

LeasingL

~98.9%

Factoring

~99.9%

Azerbaijan

~99,8%

NV

Russia

Yatirim Ort

100%

100%

~ 11,1%

Yatirim

100%

Portfoy~87,3%

SigortaL

Emeklilik

~ 74%

~ 99,9%~ 45%

Will be determined based on exchange ratio

~ 12%

(*)

(*)

UCI KoçGroup

KFS

50% 50%

L Listed

L L

~83-84%

BANKL

LeasingL

~98.9%

Factoring

~99.9%

Azerbaijan

~99,8%

NV

Russia

Yatirim Ort

100%

100%

~ 11,1%

Yatirim

100%

Portfoy~87,3%

SigortaL

Emeklilik

~ 74%

~ 99,9%~ 45%

Will be determined based on exchange ratio

~ 12%

(*)

(*)

UCI KoçGroup

KFS

50% 50%

NV

100%

Azerbaijan

~99,8%

Leasing

~73,1%

~25,7%

Factoring

~59,5%

~40,5%

BANK

~80.18%

Portfoy

Yatirim

~35,3%

~87,3%~4,5%

~7,8%Russia Germany Holding BV Sigorta Yatirim Ort

NV Emeklilik

~99,8% ~62,9% 100%

100%~ 34,6%

~ 74%

~ 99,9%

~ 11,1%

~64,7%

~ 45%~ 12%

~ 8%

L Listed

L L

LL

L

UCI KoçGroup

KFS

50% 50%

NV

100%

Azerbaijan

~99,8%

Leasing

~73,1%

~25,7%

Factoring

~59,5%

~40,5%

BANK

~80.18%

Portfoy

Yatirim

~35,3%

~87,3%~4,5%

~7,8%Russia Russia GermanyGermany Holding BV SigortaSigorta Yatirim OrtYatirim Ort

NVNV Emeklilik

~99,8% ~62,9% 100%

100%~ 34,6%

~ 74%

~ 99,9%

~ 11,1%

~64,7%

~ 45%~ 12%

~ 8%

L Listed

L L

LL

L

ILLUSTRATIVE

62

For enquiries please contact:

Yapı Kredi Investor Relations

yapikredi_investorrelations@yapikredi.com.tr

Carlo VivaldiChief Financial OfficerTel. +90 212 339 7045

E-mail: carlo.vivaldi@yapikredi.com.tr

Hale TunaboyluHead of Investor Relations

Tel. +90 212 339 7647E-mail: hale.tunaboylu@yapikredi.com.tr