ALABASAS, CA — Alarmed at the excessive compensation package being paid to Countrywide Financial CEO and Chairman Angelo Mozilo, a group of shareholders led by the American Federation of State, County and Municipal Employees (AFSCME) Pension Plan are planning to challenge Countrywide's Board of Directors to give them a say on Mozilo's runaway executive pay.

At Countrywide's annual shareholder meeting in Calabasas on Wednesday, June 14, representatives of the AFSCME Employees Pension Plan will introduce a proposal to give shareholders an annual advisory vote on the board's executive compensation report.

"Mozilo is making a Godzilla-size pay package equal to six percent of Countrywide's net income," said AFSCME President Gerald W. McEntee. "It is time that shareholders are given a say on whether this type of compensation is in anyone's best interests but Mr. Mozilo's."

The United Kingdom passed a law in 2003 requiring publicly traded companies to give shareholders an up-or-down advisory vote on executive pay, and the U.K. system has since successfully restrained the growth rate of CEO compensation there.

"The Securities and Exchange Commission should import this sensible system from Great Britain in its current rulemaking on executive compensation," McEntee said. "Until that day comes, shareholders hands will be tied in their attempts to fight runaway CEO pay."

This year, AFSCME Pension Plan shareholder proposals seeking an advisory vote on executive pay came up for a vote at U.S. Bancorp, Merrill Lynch and Home Depot. The proposal introduced May 25 at the Home Depot meeting in Wilmington, Del., garnered more than 40 percent of the vote. Mozilo, who also sits on the Home Depot board, skipped that meeting, along with 10 of his 11 fellow Home Depot directors.

Mozilo's Countrywide contract provides for guaranteed raises, guaranteed bonuses and guaranteed options worth hundreds of millions of dollars. In 2005, he raked in more than $160 million in pay in his dual role as chairman and CEO of the Calabasas-based mortgage lender, eclipsing the total compensation of executives at larger financial firms, including industry leader Citigroup.

From 2003 to 2005, Mozilo exercised more than 7 million stock options worth in excess of $200 million. As of this year's proxy, he still owns another 10 million in exercisable options worth an additional $200 million.

Last year, Mozilo received a base salary of $2.7 million and was awarded 1.4 million new annual stock options. His contract also guarantees him annual raises of $200,000, regardless of Countrywide's performance, and multimillion-dollar annual pay bonuses (he received a bonus of $19.9 million in 2003, $17.3 million in 2004, and $19.6 million in 2005). Mozilo's contract last year also included $149,794 for personal use of the company jet, $40,282 for country club fees, and $29,750 for tax and investment advice.

The Corporate Library, one of the nation's leading corporate governance watchdog firms, gives Countrywide an "F" grade for its compensation practices, the lowest possible mark.

The AFSCME Employees Pension Plan is an institutional shareholder activist with more than $800 million in assets invested on behalf of AFSCME's 1.4 million members nationwide.