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EX-10.58 12 v96832exv10w58.txt EXHIBIT 10.58 EXHIBIT 10.58 AMENDMENT ONE TO COUNTRYWIDE FINANCIAL CORPORATION CHANGE IN CONTROL SEVERANCE PLAN (AS AMENDED AND RESTATED SEPTEMBER 11, 2000) WHEREAS, Countrywide Financial Corporation (the "Company") desires to amend the Countrywide Financial Corporation Change in Control Severance Plan (as amended and restated September 11, 2000) (the "Plan") to add the title of Senior Managing Director as an Eligible Employee Classification under the Plan. NOW THEREFORE, APPENDIX A of the Plan is hereby deleted in its entirety and a new APPENDIX A is inserted in its place. IN WITNESS WHEREOF, the Company has caused this Amendment One to be executed this 3rd day of December, 2003. Countrywide Financial Corporation By: /s/ Tom Boone ------------------------------ Tom Boone Senior Managing Director, Chief Administrative Officer Attest: /s/ Gerard A. Healy ------------------------------ Gerard A. Healy Assistant Secretary - 1 - APPENDIX A Eligible Employee Classifications Members A Senior Managing Directors and Managing Directors B Executive Vice Presidents, Senior Vice Presidents, Presidents C First Vice Presidents, Vice Presidents, Regional Vice Presidents D Branch Managers and all other Exempt Employees E All Non-Exempt Employees Salary Separation Payment The Salary Separation Payment to which a Participant is entitled shall be based on the Participant's employee classification as of the date immediately preceding the date of the Participant's Qualifying Termination or, if greater, as of the date on which the Change in Control occurs, and shall equal the amount described in the table below; provided, however, that the Salary Separation Payment for each Participant shall not exceed twenty-four months Base Pay plus Bonus for Employee Classification B and twelve (12) months Base Pay plus Bonus for Employee Classification C, D and E. The Salary Separation Payment (without regard to any payments described in Section 7.2) for Employee Classification A shall not exceed the sum of (I) thirty (30) months Base Pay and (II) 200% Bonus. Employee Classification Salary Separation Payment A Two (2) years Base Pay (as defined in Section 6.1(a)) plus 200% Bonus (as defined in Section 6.1(a)) plus two (2) weeks Base Pay for each full year of service from first hire date. B One (1) year Base Pay plus 100% Bonus plus two (2) weeks Base Pay for each full year of service from first hire date. - 2 - C Six (6) months Base Pay plus 75% Bonus plus one and one-half (1.5) weeks Base Pay for each full year of service from first hire date. D Four (4) months Base Pay plus 33% Bonus plus one (1) week Base Pay for each full year of service from first hire date. E Two (2) months Base Pay plus 15% Bonus plus one (1) week Base Pay for each full year of service from first hire date. - 3 -