- Net income of $398 million, or $3.01 per share, on a diluted basis

      - Excluding a special item of $49 million, or $0.37 per share

      - Including gains from sales of an investment security of $56 million,
        or $0.42 per share

    - On a GAAP basis, net income of $447 million, or $3.38 per diluted share

    - Net revenue growth of 29.2%, to $1.2 billion

    - Gross dollar volume up 14.1%, purchase volume up 15.0%

PURCHASE, N.Y., April 29 /PRNewswire-FirstCall/ -- MasterCard Incorporated (NYSE: MA) today announced financial results for the first quarter of 2008. The company reported net income of $398 million, or $3.01 per share on a diluted basis, excluding a special item related to a $49 million after-tax gain from the termination of a customer business agreement. Including this special item, net income was $447 million, or $3.38 per share, on a diluted basis. Net income also incorporates after-tax gains of $56 million, or $0.42 per share on a diluted basis, from the remaining sales of the company's investment in Redecard S.A. in Brazil. The company's total other income, net income and earnings per share, excluding the special item, are non-GAAP financial measures that are reconciled to their most directly comparable GAAP measures in the accompanying financial tables.

(Logo: http://www.newscom.com/cgi-bin/prnh/20061031/MCLOGO )

Net revenue for the first quarter of 2008 was $1.2 billion, a 29.2% increase versus the same period in 2007. Currency fluctuations (driven by movement of the euro and the Brazilian real relative to the U.S. dollar) contributed 5.1% of the increase in net revenue for the quarter. Fueling the higher net revenue in the first quarter versus the same period in 2007 were:

    -- Growth in MasterCard's gross dollar volume, which increased 14.1%, on a
       local currency basis, to $611 billion;
    -- A 15.7% increase in the number of transactions processed, to 4.9
       billion;
    -- An increase in cross-border volumes of 23.6%; and
    -- Pricing changes, primarily an increase in cross-border acquiring fees
       implemented in January 2008, which contributed approximately 6
       percentage points of the revenue growth.

Worldwide purchase volume during the quarter rose 15.0%, on a local currency basis, versus the first quarter of 2007, to $453 billion, driven by increased cardholder spending on a growing number of MasterCard cards. As of March 31, 2008, the company's financial-institution customers had issued 935 million MasterCard cards, an increase of 12.1% over the cards issued at March 31, 2007.

"We are very pleased with our first-quarter financial results, which reflect the strong positioning of our unified global business," said Robert W. Selander, MasterCard president and chief executive officer. "Regions outside the U.S., such as Latin America and South Asia, Middle East and Africa, are driving significant growth, and cross-border volumes remain healthy as cardholders continue to travel and prefer the use of electronic over paper- based forms of payment.

"MasterCard continues to see growth in the U.S. region despite continued economic uncertainty," Selander stated. "In this challenging economic environment, we are working closely with our customers to deliver the value and insights they have come to expect to help them meet their business objectives. We are committed to accelerating the global expansion of electronic payments, and are making investments to ensure we are properly aligned with our customers and merchants wherever they do business," said Selander.

Total operating expenses increased 10.9%, to $666 million, during the first quarter of 2008 compared to the same period in 2007. Currency fluctuations contributed 3.3% of the increase in expenses for the first quarter of 2008. Growth in total operating expenses was driven by:

    -- A 10.9% increase in general and administrative expenses resulting from
       higher personnel costs, which were partially offset by foreign exchange
       settlement gains.  The increase in personnel costs was primarily
       associated with the hiring of additional staff and contractors, mainly
       in technology, customer-facing and product positions; currency
       fluctuations represented 2.9 percentage points of the increase, and
    -- An 11.6% increase in advertising and marketing expenses versus the
       year-ago period, primarily due to the timing of expenses for European
       sponsorship activity as well as investment in high-growth markets;
       currency fluctuations represented 4.4 percentage points of the
       increase.

Total other income was $173 million in the first quarter of 2008 versus $22 million in the first quarter of 2007, including the $75 million pre-tax gain from the termination of a customer business agreement. Excluding this special item, total other income increased $76 million versus the first quarter of 2007. This increase was driven primarily by $86 million in pre-tax gains from remaining sales of the company's investment in Redecard S.A. in Brazil, partially offset by other investment losses.

MasterCard's effective tax rate was 35.1% in the three months ended March 31, 2008, versus 36.0% in the comparable period in 2007. The company's tax rate was lower in the first quarter of 2008 due to tax reserves not increasing at the same level of the increase in pre-tax income.

Class A Share Repurchase Update

In April 2007, the MasterCard Board of Directors authorized a plan for the company to repurchase up to $500 million of its Class A common stock in open market transactions during 2007. On October 29, 2007, the Board amended the share repurchase plan to authorize the company to repurchase an incremental $750 million (an aggregate for the entire repurchase program of $1.25 billion) of its Class A common stock in open market transactions through June 30, 2008.

During the first quarter, approximately 1.5 million shares of Class A common stock had been repurchased at a cost of $294 million. As of April 29, 2008, the company repurchased approximately 557,000 additional shares of its Class A common stock at a cost of $129 million, for a total of $1.02 billion of the approved $1.25 billion completed.

First-Quarter 2008 Financial Results Conference Call Details

At 9:00 a.m. EDT today, the company will host a conference call to discuss its first-quarter 2008 financial results.

The dial-in information for this call is 888-713-4205 (within the U.S.) and 617-213-4862 (outside the U.S.) and the passcode is 15455901. A replay of the call will be available for one week following the meeting. The replay can be accessed by dialing 888-286-8010 (within the U.S.) and 617-801-6888 (outside the U.S.) and using passcode 18639831.

The live call and the replay, along with supporting materials, can also be accessed through the Investor Relations section of the company's website at www.mastercard.com.

About MasterCard Incorporated

MasterCard Incorporated advances global commerce by providing a critical economic link among financial institutions, businesses, cardholders and merchants worldwide. As a franchisor, processor and advisor, MasterCard develops and markets payment solutions, processes over 18 billion transactions each year, and provides industry-leading analysis and consulting services to financial institution customers and merchants. Through its family of brands, including MasterCard(R), Maestro(R) and Cirrus(R), MasterCard serves consumers and businesses in more than 210 countries and territories. For more information go to www.mastercard.com.

Forward-Looking Statements

Statements in this press release which are not historical facts, including statements about MasterCard's plans, strategies, beliefs and expectations, are forward-looking and subject to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements speak only as of the date they are made. Accordingly, except for the company's ongoing obligations under the U.S. federal securities laws, the company does not intend to update or otherwise revise the forward-looking information to reflect actual results of operations, changes in financial condition, changes in estimates, expectations or assumptions, changes in general economic or industry conditions or other circumstances arising and/or existing since the preparation of this press release or to reflect the occurrence of any unanticipated events. Such forward-looking statements include, without limitation:

    -- The ability for the company's regions outside the U.S., such as Latin
       America and South Asia, Middle East and Africa, to drive significant
       growth;
    -- The company's ability to maintain healthy cross-border volumes;
    -- The company's ability to see growth in the U.S. despite continued
       economic uncertainty;
    -- The company's ability to work closely with its customers to deliver
       value and insights to help them meet their business objectives;
    -- The company's ability to accelerate the global expansion of electronic
       payments; and
    -- The company's ability to make investments to properly align with its
       customers and merchants.

Actual results may differ materially from such forward-looking statements for a number of reasons, including those set forth in the company's filings with the Securities and Exchange Commission (SEC), including the company's Annual Report on Form 10-K for the year ended December 31, 2007, the company's Quarterly Reports on Form 10-Q and Current Reports on Form 8-K that have been filed with the SEC during 2008, as well as reasons including difficulties, delays or the inability of the company to achieve its strategic initiatives set forth above. Factors other than those listed above could also cause the company's results to differ materially from expected results.

                           MASTERCARD INCORPORATED
                    CONSOLIDATED STATEMENTS OF OPERATIONS
                                 (UNAUDITED)

                                                        Three Months
                                                       Ended March 31,
                                             (In thousands, except share data)
                                                      2008           2007

    Revenues, net                                 $1,182,084       $915,103
    Operating Expenses
    General and administrative                       442,000        398,526
    Advertising and marketing                        199,213        178,451
    Depreciation and amortization                     25,264         24,188
      Total operating expenses                       666,477        601,165
    Operating income                                 515,607        313,938
    Other Income (Expense)
    Investment income, net                           114,770         36,248
    Interest expense                                 (15,318)       (14,356)
    Other income (expense), net                       73,522            (40)
      Total other income (expense)                   172,974         21,852
    Income before income taxes                       688,581        335,790
    Income tax expense                               241,703        120,884
    Net Income                                      $446,878       $214,906
    Basic Net Income per Share                         $3.40          $1.58
    Basic Weighted average shares outstanding        131,426        135,847
    Diluted Net Income per Share                       $3.38          $1.57
    Diluted Weighted average shares outstanding      132,220        136,594



                           MASTERCARD INCORPORATED
                         CONSOLIDATED BALANCE SHEETS
                                 (UNAUDITED)

                                                    March 31,    December 31,
                                                      2008           2008
                                             (In thousands, except share data)
                                ASSETS

    Cash and cash equivalents                     $1,872,550     $1,659,295
    Investment securities, at fair value:
      Trading                                              -          2,561
      Available-for-sale                             790,199      1,308,126
    Accounts receivable                              527,065        532,633
    Settlement due from customers                    772,032        712,558
    Restricted security deposits held for customers  134,241        142,052
    Prepaid expenses                                 188,345        156,258
    Other current assets                             139,997         78,258
      Total Current Assets                         4,424,429      4,591,741
    Property, plant and equipment, at cost
     (less accumulated depreciation
     of $267,888 and $250,888)                       292,748        290,200
    Deferred income taxes                            285,503        263,143
    Goodwill                                         255,996        239,626
    Other intangible assets (less
     accumulated amortization of
     $363,712 and $347,977)                          345,364        320,758
    Investment securities available-for-sale,
     at fair value                                   236,693              -
    Municipal bonds held-to-maturity                 191,975        192,489
    Prepaid expenses                                 282,110        274,962
    Other assets                                     110,789         87,122
      Total Assets                                $6,425,607     $6,260,041

               LIABILITIES AND STOCKHOLDERS' EQUITY

    Accounts payable                                $266,448       $252,391
    Settlement due to customers                      593,989        604,212
    Restricted security deposits held
     for customers                                   134,241        142,052
    Obligations under U.S. merchant lawsuit
     and other litigation settlements - current      107,235        107,235
    Accrued expenses                               1,046,136      1,071,557
    Short-term debt                                   80,000         80,000
    Other current liabilities                        137,184        105,895
      Total Current Liabilities                    2,365,233      2,363,342
    Deferred income taxes                             76,356         71,278
    Obligations under U.S. merchant lawsuit
     and other litigation settlements                305,183        297,201
    Long-term debt                                   149,974        149,824
    Other liabilities                                366,302        346,469
      Total Liabilities                            3,263,048      3,228,114
    Commitments and Contingencies
    Minority interest                                  4,620          4,620
    Stockholders' Equity
    Class A common stock, $.0001 par value;
     authorized 3,000,000,000 shares,
     91,864,938 and 91,243,433 shares issued
     and 86,441,214 and 87,321,541
     outstanding, respectively                             9              9
    Class B common stock, $.0001 par value;
     authorized 1,200,000,000 shares, 43,948,778
     shares issued and outstanding                         5              5
    Class M common stock, $.0001 par value,
     authorized 1,000,000 shares, 1,682 and
     1,664 shares issued and
     outstanding, respectively                             -              -
    Additional paid-in capital                     3,300,003      3,312,380
    Class A treasury stock, at cost,
     5,423,724 and 3,921,892, respectively          (894,644)      (600,532)
    Retained earnings                                464,585         37,699
    Accumulated other comprehensive income:
      Cumulative foreign currency
       translation adjustments                       293,285        216,651
      Defined benefit pension and other
       postretirement plans, net of tax               (3,414)        (3,555)
      Investment securities available-for-sale,
       net of tax                                     (1,890)        64,650
    Total accumulated other comprehensive income     287,981        277,746
      Total Stockholders' Equity                   3,157,939      3,027,307
    Total Liabilities and Stockholders' Equity    $6,425,607     $6,260,041



                           MASTERCARD INCORPORATED
                    CONSOLIDATED STATEMENTS OF CASH FLOWS
                                 (UNAUDITED)

                                                          Three Months
                                                         Ended March 31,
                                                       2008           2007
                                                         (In thousands)
    Operating Activities
    Net income                                      $446,878       $214,906
    Adjustments to reconcile net income to
     net cash provided by operating activities:
      Depreciation and amortization                   25,264         24,188
      Gain on sale of Redecard S.A.
       available-for-sale securities                 (85,903)             -
      Share based payments                            11,051          8,425
      Stock units settled in cash for taxes          (65,760)        (6,000)
      Tax benefit for share based compensation       (40,661)        (3,761)
      Impairment of investments                        7,309              -
      Accretion of imputed interest on
       litigation settlements                          7,982          9,229
      Deferred income taxes                          (31,982)        19,444
      Other                                            2,550          2,396
      Changes in operating assets and liabilities:
        Trading securities                             2,561          7,211
        Accounts receivable                           16,369          4,037
        Settlement due from customers                (20,861)        40,211
        Prepaid expenses                             (28,280)       (31,694)
        Other current assets                         (12,122)       (11,496)
        Prepaid expenses, non-current                  1,679        (25,971)
        Accounts payable                              10,046        (48,082)
        Settlement due to customers                  (46,381)       (65,616)
        Accrued expenses                              (5,994)       (78,428)
        Net change in other assets and liabilities    30,167         11,975
    Net cash provided by operating activities        223,912         70,974
    Investing Activities
      Purchases of property, plant and equipment     (12,447)       (16,855)
      Capitalized software                           (19,279)       (19,248)
      Purchases of investment securities
       available-for-sale                           (385,048)    (1,022,330)
      Proceeds from sales and maturities
       of investment securities available-for-sale   640,920      1,013,249
      Other investing activities                      (2,110)         1,077
    Net cash provided by (used in)
     investing activities                            222,036        (44,107)
    Financing Activities
      Dividends paid                                 (20,038)       (12,157)
      Cash proceeds from exercise of stock options     1,671              -
      Tax benefit on share based compensation         40,661          3,761
      Purchase of treasury stock                    (294,112)             -
    Net cash used in financing activities           (271,818)        (8,396)

    Effect of exchange rate changes on cash
     and cash equivalents                             39,125          6,268

    Net increase in cash and cash equivalents        213,255         24,739
    Cash and cash equivalents -
     beginning of period                           1,659,295      1,185,080
    Cash and cash equivalents -
     end of period                                $1,872,550     $1,209,819

    Non-cash financing activities:
      Dividends declaration                          $19,992        $20,715



                MASTERCARD INCORPORATED OPERATING PERFORMANCE

                                      For the 3 Months ended March 31, 2008
                                                        Purchase     Purchase
                                   GDV   Growth Growth   Volume Growth Trans.
    All MasterCard Credit,        (Bil.) (USD)  (Local)  (Bil.) (Local) (Mil.)
     Charge and Debit Programs
      Asia Pacific                  $89   27.8%   18.7%   $62    22.3%     708
      Canada                         24   31.6%   13.0%    20    13.1%     212
      Europe                        183   30.2%   17.4%   136    18.0%   1,459
      Latin America                  44   28.7%   20.7%    22    22.7%     415
      South Asia / Middle East
        / Africa                     12   33.5%   31.3%     6    26.9%      92
      United States                 259    8.9%    8.9%   206    10.3%   3,253
      Worldwide                     611   20.0%   14.1%   453    15.0%   6,138


    MasterCard Credit and Charge

     Programs
      United States                 154    4.4%    4.4%   131     6.1%   1,490
      Worldwide less
       United States                280   29.5%   17.9%   221    19.8%   2,468
      Worldwide                     434   19.3%   12.7%   352    14.3%   3,958


    MasterCard Debit Programs
      United States                 104   16.3%   16.3%    75    18.7%   1,763
      Worldwide less United States   72   30.2%   19.4%    26    14.5%     418
      Worldwide                     176   21.6%   17.6%   101    17.5%   2,181


                                      For the 3 Months ended March 31, 2008
                                                                    Acceptance
                                    Cash         Cash                   Loca
                                   Volume Growth Trans Accounts  Cards  tions
    All MasterCard Credit,         (Bil.)(Local) (Mil.)  (Mil.)  (Mil.) (Mil.)
     Charge and Debit Programs
      Asia Pacific                  $27   11.1%    150    166     181      7.4
      Canada                          4   12.7%      5     31      37      0.8
      Europe                         47   15.7%    249    172     185      7.5
      Latin America                  21   18.8%    135     82     102      2.7
      South Asia / Middle East
       / Africa                       6   36.6%     42     31      36      0.9
      United States                  52    3.8%    253    343     394      7.2
      Worldwide                     157   11.6%    834    825     935     26.6


    MasterCard Credit and Charge
     Programs
      United States                  23   -4.0%     15    234     279
      Worldwide less United States   59   11.3%    246    414     467
      Worldwide                      82    6.6%    261    648     745


    MasterCard Debit Programs
      United States                  30   10.8%    238    108     116
      Worldwide less United States   46   22.5%    336     69      74
      Worldwide                      75   17.6%    573    177     190


                                    For the 3 Months ended March 31, 2007
                                                        Purchase      Purchase
                                    GDV  Growth  Growth  Volume Growth  Trans.
    All MasterCard Credit,         (Bil.) (USD)  (Local) (Bil.) (Local) (Mil.)
     Charge and Debit Programs
      Asia Pacific                  $69   19.3%   15.9%   $47    20.6%     589
      Canada                         18   12.7%   14.2%    15    13.8%     188
      Europe                        141   25.1%   15.3%   104    15.8%   1,277
      Latin America                  34   20.9%   23.0%    16    26.4%     352
      South Asia / Middle East
       / Africa                       9   36.3%   47.3%     5    34.7%      80
      United States                 238   15.7%   15.7%   187    18.0%   2,928
      Worldwide                     509   19.2%   16.5%   375    18.1%   5,414


    MasterCard Credit and Charge
     Programs
      United States                 148    4.4%    4.4%   124     7.7%   1,424
      Worldwide less United States  216   22.0%   16.7%   167    18.6%   2,120
      Worldwide                     364   14.2%   11.3%   291    13.7%   3,544


    MasterCard Debit Programs
      United States                  90   41.1%   41.1%    63    45.5%   1,504
      Worldwide less United States   55   24.4%   19.1%    21    14.4%     367
      Worldwide                     145   34.2%   31.8%    84    36.4%   1,871


                                For the 3 Months ended March 31, 2007
                                  Cash           Cash
                                 Volume  Growth  Trans. Accounts Cards
    All MasterCard Credit,        (Bil.) (Local) (Mil.)  (Mil.)  (Mil.)
     Charge and Debit Programs
      Asia Pacific                  $23    7.3%    126    147     160
      Canada                          3   16.4%      5     27      33
      Europe                         36   13.8%    223    145     156
      Latin America                  18   19.9%    119     72      88
      South Asia / Middle East
       / Africa                       4   66.8%     36     25      28
      United States                  51    8.0%    240    313     370
      Worldwide                     134   12.3%    748    728     834


    MasterCard Credit and Charge
     Programs
      United States                  24  -10.1%     16    218     268
      Worldwide less United States   49   10.4%    223    353     398
      Worldwide                      73    2.7%    239    571     666


    MasterCard Debit Programs
      United States                  27   31.7%    224     95     102
      Worldwide less United States   35   22.1%    285     62      67
      Worldwide                      62   26.1%    510    157     168

Note that the figures in the preceding tables may not sum due to rounding; growth represents change from the comparable year-ago period.

    Footnote

The tables set forth the gross dollar volume ("GDV"), purchase volume, cash volume and the number of purchase transactions, cash transactions, accounts, cards and acceptance locations on a regional and global basis for MasterCard(R)-branded and MasterCard Electronic(TM)-branded cards. Growth rates over prior periods are provided for volume-based data.

Debit transactions on Maestro(R) and Cirrus(R)-branded cards, Mondex(R) transactions and transactions involving brands other than MasterCard are not included in the preceding tables.

For purposes of the table: GDV represents purchase volume plus cash volume and includes the impact of balance transfers and convenience checks; "purchase volume" means the aggregate dollar amount of purchases made with MasterCard- branded cards for the relevant period; and "cash volume" means the aggregate dollar amount of cash disbursements obtained with MasterCard-branded cards for the relevant period. The number of cards includes virtual cards, which are MasterCard-branded payment accounts in connection with which functional cards are not generally issued. Acceptance locations include merchant locations, ATMs and other locations where cash may be obtained.

The MasterCard payment product is comprised of credit, charge and debit programs, and data relating to each type of program is included in the tables. Debit programs include MasterCard-branded debit programs where the primary means of cardholder validation at the point of sale is for cardholders either to sign a sales receipt or enter a PIN. The tables include information with respect to transactions involving MasterCard-branded cards that are not processed by MasterCard and transactions for which MasterCard does not earn significant revenues.

Information denominated in U.S. dollars is calculated by applying an established U.S. dollar/local currency exchange rate for each local currency in which MasterCard volumes are reported. These exchange rates are calculated on a quarterly basis using the average exchange rate for each quarter. MasterCard reports period-over-period rates of change in purchase volume and cash volume on the basis of local currency information, in order to eliminate the impact of changes in the value of foreign currencies against the U.S. dollar in calculating such rates of change.

The data set forth in the GDV, purchase volume, purchase transactions, cash volume and cash transactions columns is provided by MasterCard customers and is subject to verification by MasterCard and partial cross-checking against information provided by MasterCard's transaction processing systems. The data set forth in the accounts and cards columns is provided by MasterCard customers and is subject to certain limited verification by MasterCard. A portion of the data set forth in the accounts and cards columns reflects the impact of routine portfolio changes among customers and other practices that may lead to over counting of the underlying data in certain circumstances. In order to provide a true indication of how broadly our cards can be used, MasterCard seeks to provide the most accurate acceptance figures possible and to maintain that MasterCard acceptance is unsurpassed worldwide by periodically validating our results with third parties. The data set forth in the acceptance locations column is derived through a proprietary methodology designed to minimize the impact of multiple acquiring in certain markets. This data is based on information provided by our customers and other third parties and is subject to certain limited verification by MasterCard and partial cross-checking against information provided by MasterCard's transaction processing systems. All data is subject to revision and amendment by MasterCard's customers subsequent to the date of its release.

Performance information for prior periods can be found in the "Investor Relations" section of MasterCard's website at www.mastercard.com.

    Reconciliation to Total Other Income, Net Income and Earnings Per Share

                         For the three months  For the three months   YOY
    ($ million)             ended 3/31/08         ended 3/31/07      Growth
                               Special   As          Special  As      As
                       Actual   Items Adjusted Actual Items Adjusted Adjusted

    Revenues, net      $1,182      -  $1,182   $915     -   $915    29.2%
    Operating Expenses
    General and
     administrative       442      -     442    399     -    399    10.9%
    Advertising and
     marketing            199      -     199    178     -    178    11.6%
    Litigation
     settlements            -      -       -      -            -       -
    Depreciation and
     amortization          25      -      25     24     -     24     4.5%
      Total operating
       expenses           666      -     666    601     -    601    10.9%
    Operating income      516      -     516    314     -    314    64.2%
      Operating Margin   43.6%     -    43.6%  34.3%    -   34.3%    9.3 ppts.
    Other Income
     (Expense)
    Investment income,
     net                  115      -     115     36     -     36   216.6%
    Interest expense      (15)     -     (15)   (14)    -    (14)    6.7%
    Other income, net      74     75 a    (1)     -     -      -      NM
    Total other income    173     75      98     22     -     22   348.4%
    Income before
     income taxes         689     75     614    336     -    336    82.7%
    Income tax expense    242     26     216    121     -    121    78.2%
    Net Income (loss)    $447     49    $398   $215     -   $215    85.3%

    Basic Net Income
     (Loss) per Share   $3.40  $0.37   $3.03  $1.58     -  $1.58    91.8%
    Diluted Net Income
     (Loss) per Share   $3.38  $0.37   $3.01  $1.57     -  $1.57    91.7%

    a. Gain from the termination of a customer business agreement

    Note that the figures in the preceding table may not sum due to rounding

For more information about these reconciliations, refer to MasterCard Incorporated's Form 8-K filed with the Securities and Exchange Commission on April 29, 2008.

SOURCE MasterCard Incorporated

CONTACT: Investor Relations, Barbara Gasper, +1-914-249-4565,
investor_relations@mastercard.com, or Media Relations, Chris Monteiro,
+1-914-249-5826, chris_monteiro@mastercard.com/