KEVIN
Fannie Mae, Freddie Mac, Ginnie Mae and, most recently, the Federal Home Loan Banks (FHL Banks), are important business partners for us. They offer a method of mortgage securitization which usually provides the best execution for the majority of the loans we originate. We have an especially strong relationship with Fannie Mae, resulting from the strategic alliance we signed with them in 1999. This historic agreement provided us with a number of benefits, including new securitization structures to enhance our capital efficiency; new products and processes to create greater efficiency and lower cost; and opportunities to accelerate the growth of some of our ancillary businesses. While the volume we do with each of the GSEs and the FHL Banks can vary over time, we share their commitment to and passion for making home financing more affordable and accessible to all Americans.

TOM
Countrywide is one of the largest mortgage loan servicers in the U.S., with a portfolio of $294 billion at the end of Fiscal 2001, which represents nearly 3 million borrowers. Servicing is one of our core business lines, generating over $1.2 billion in revenues in Fiscal 2001, but it has strategic importance beyond that. Servicing is the part of our business which has the most contact with our customers. It also presents opportunities to realize economies of scale. Furthermore, it performs well in high interest rate environments, serving as a natural counterbalance to the cycles of loan production, our other core business line.

TOM
The starting point was Europe. We believe Countrywide has the world's foremost operating expertise and technology relative to mortgage processing and servicing, but we were seeking a partner with a strong market presence. We found that partner in Woolwich plc, one of the largest lenders in the UK, and we established a joint venture called Global Home Loans (GHL). We provide GHL with technology and operational expertise, and Woolwich signed a contract to outsource all their loan processing and servicing to the joint venture. Recently, Woolwich was acquired by Barclays plc, a large UK-based international bank, and we view this as an opportunity to increase our share in that market. Meanwhile, we continue to look for other European opportunities, using GHL as a platform. We also have an international consulting operation which provides fee income and helps us identify opportunities in markets outside of Europe and the U.S. Current or recent consulting assignments have taken place in Japan, Korea, Singapore, Mexico and Colombia.

TOM
Michael Keating, Executive Vice President of Global Markets, manages various aspects of our European operations, including our technology development efforts and our relationships with existing and potential European business partners. Kevin Meyers, from our domestic servicing operations, will soon be joining GHL as its new Chief Executive Officer. Michael Lea is President of Countrywide International Consulting Services.

CARLOS
For many years, our captive insurance agency, Countrywide Insurance Services (CIS), has marketed property, casualty and life insurance to our mortgage customers. This entity is now one of the largest of its kind, with over 500,000 customers. Two years ago, we acquired Balboa Life and Casualty, which is an insurance carrier focusing on meeting the needs of financial institutions. There's been a strong synergy between the two companies, with CIS's powerful retail sales force and Balboa's capability to design product and market coverage to institutional clients. We also have been successful in generating income in the private mortgage insurance arena, with a captive reinsurance subsidiary called Second Charter. Marshall Gates, Managing Director, oversees all of our insurance operations.

CARLOS
In April 2001, we cleared two regulatory hurdles, obtaining approval from the OCC to acquire a small company called Treasury Bank, and gaining Federal Reserve Board approval to operate as a bank and financial holding company. The strategic intent is to further diversify our consumer offerings by marketing traditional bank products to our 3 million mortgage customers and 500,000 insurance customers. This will enable us to better serve their needs, and it will enhance our potential to retain these customers. In addition, we will seek to bring in-house certain functions which historically Countrywide outsourced to banks. Clay Simmons, President and Chief Operating Officer of Countrywide Financial Holding Company, Inc., heads up the effort to build our banking operations.

CARLOS
Countrywide is fortunate to have outstanding managers in its support areas. Keith McLaughlin serves as Managing Director and Chief Financial Officer of CHL, overseeing all finance, accounting and treasury functions. Anne McCallion, Managing Director and Chief Administrative Officer of CHL, oversees human resources, facilities, procurement and other administrative areas. Richard Jones, Managing Director and Chief Technology Officer, leads our central IT function, and links our divisional development efforts to the corporate strategy. Rich Lewis, Managing Director of Profitability Enhancement Initiatives, recently returned after a term in Europe as Chief Executive Officer of Global Home Loans. Paul Decoff, Executive Vice President. Corporate Operations Officer, leads a team that provides consulting services and analytical tools to enhance the productivity of all areas of the company. Lisa Novacek, Executive Vice President of New Business Development, supports new initiatives and directs the integration of new acquisitions.

DAVE
Countrywide is one of the largest mortgage lenders in the U.S. In Fiscal 2001, we originated $69 billion in home loans, the second-highest annual total in company history. We source these loans through various channels. Our retail arm is the Consumer Markets Division, which encompasses some 400 local branches, plus state-of-the-art call centers and the industry's leading Internet presence. The Wholesale Lending Division serves nearly 15,000 mortgage brokers nationwide. Both of these divisions report to Creg Lumsden, Managing Director of Originations, and Greg also oversees Full Spectrum Lending, Inc., our retail sub-prime subsidiary. On the institutional side, our Correspondent Lending Division, under the direction of Doug Jones, Executive Vice President, purchases closed loans from a network of 1,900 financial institutions. Doug also manages Countrywide Warehouse Lending, which provides inventory financing to several of our mortgage banking clients.

DAVE
On the retail side, we have a powerful retail brand, backed by a nationwide branch network and one of the industry's best-known websites. In all channels, we provide a compelling value proposition highlighted by a broad product line, outstanding service and competitive pricing, all of which are made possible in part because of our emphasis on automation and technology. Years ago, for example, Countrywide was the first lender to launch an artificial intelligence underwriting program (CLUES). Our comprehensive product line contains virtually every loan program available in the U.S., including conventional, government, conforming, jumbo, fixed, adjustable, sub-prime and home equity loans. We have also expanded into loan closing services through our subsidiary LandSafe. Inc., under the direction of Marshall Gates, Managing Director, which provides title, appraisal, credit reporting, pre-purchase home inspections, escrow and closing documentation, and flood determination services. This increases the profitability of each loan we originate, and also allows us to better control the quality of service we provide to our customers.

DAVE
CCM is a fixed income investment banking firm engaged in sales, trading and underwriting of mortgage and other debt securities, as well as related research and advisory activities. CCM consists of three subsidiaries directed by Ranjit Kripalani, President: Countrywide Securities Corporation, an NASD regulated broker-dealer; Countrywide Servicing Exchange, one of the nation's largest brokerage firms specializing in mortgage servicing rights transactions; and Countrywide Asset Management Corporation, a manager of distressed mortgage related assets. Through its offices in Los Angeles, New York, Fort Lauderdale, and London, CCM primarily serves institutional fixed income investors and other financial institutions. The creation and growth of CCM has represented one of Countrywide's most successful diversification efforts, accounting for 8 percent of Countrywide's total income in Fiscal 2001.

STAN
They should understand the quality of our people. We've focused on our four newly promoted Senior Managing Directors, who are among the most accomplished and experienced people in the financial services industry. Kevin Bartlett, Tom Boone, Carlos Garcia and Dave Sambol collectively have over 60 years of experience with Countrywide, and they've been responsible for building new businesses and forming strategic alliances which set us apart from our competition. We've also described some of the Senior Managing Directors' key direct reports, including Managing Directors and Executive Vice Presidents who are recognized experts in their respective disciplines or functions.

  There are other senior managers who are important to Countrywide's success who report directly to me or Angelo who have not yet been mentioned. These include four Managing Directors: Andy Bielanski, Managing Director of Marketing, who oversees all branding, direct marketing and public relations activities; Sandy Samuels, Managing Director and General Counsel, who manages all legal matters; Sidney Lenz, one of our longest-tenured employees, with extensive industry experience as Managing Director of Industry Affairs; and Eric Sieracki, Managing Director of Corporate Finance, who directs our Investor Relations, Strategic Planning and enterprise corporate finance functions.

  As strong as this senior management team is, these individuals represent just the tip of the iceberg. Working with them are some 12,000 men and women who work hard every day to make Countrywide one of the top financial services firms in the nation, as well as the small but growing number of expatriates who are taking our expertise into foreign markets.

ANGELO
Within five years, our strategic objective is to achieve at least 10 percent market share in our core domestic businesses - mortgage origination and servicing. In our non-core businesses, which include insurance, capital markets, loan closing services and banking, our goal is to achieve even more rapid growth than that of our core businesses, which would result in a shift in the composition of earnings toward a more diverse mix. On the international scene, we plan to continue expanding our already considerable presence in the UK market, and to use GHL as a platform to penetrate the mortgage markets in continental Europe. Five years from now, we also expect to be capitalizing on opportunities in non-European markets, including countries in Asia and Latin America.

  These are lofty goals. But we believe the company has the best operational team in the business, across all levels of the organization. It's the quality of these people that gives us confidence we can meet the challenging objectives we've set for Countrywide.