For Many Top Executives, It's Ask and You Shall Receive

Some of the perks and pay arrangements don't show up in the compensation tables that publicly traded companies are required to include in reports to the SEC. If they appear at all, it's in the footnotes and fine print, seemingly designed to reward executives more stealthily, said Jesse Fried, a law professor at the University of California, Berkeley, and the co-author of "Pay Without Performance: The Unfulfilled Promise of Executive Compensation."

Fried blames the insular nature of corporate boards for the proliferation of benefits. Current rules make it difficult for shareholders to compete with the slates of candidates that companies present for seats on their boards of directors. Until board elections are more easily contested, significant changes in executive compensation are unlikely, he said.

"It's like so many things in life: 'Oh, so-and-so gets it, I ought to get it. . . . It's like keeping a star quarterback happy," said Joseph E. Bachelder, a lawyer who represents executives in compensation negotiations. "In many cases it would seem like sand in the gears for a director to raise his hand and object to the CEO getting a particular perquisite. . . . No one wants to look like a leper over a relatively immaterial issue."

One executive who makes a point of accepting no salary or bonus and takes almost all of his compensation in stock options had his company pay for professionals to help him manage his wealth. Richard D. Fairbank, chairman and chief executive of Capital One Financial Corp., last year gained $56.5 million from exercising stock options, and at the end of the year, his unexercised options were worth $560.2 million, the company reported.

Fairbank's $29.5 million pay package last year included $137,386 for "personal financial services," the company said in an SEC filing.

At Coventry Health Care, Dale B. Wolf, who rose to chief executive from chief financial officer in January, negotiated an employment contract granting him personal use of an airplane for 50 hours and reimbursing him for taxes on that benefit, the company reported in an SEC filing. He also receives the use of a leased car, which he will keep if he is fired without cause. Plus "all reasonable operating costs."

Based primarily on a grant of one million stock options, Wolf's pay package last year was worth an estimated $32.3 million, which placed him atop The Washington Post's annual ranking of total compensation.

As for Coventry's new chairman, after the company executed Wise's latest contract in September, "the Company paid Mr. Wise's legal fees and expenses arising in his representation in the preparation of the Agreement and in advising him of its consequences," Coventry reported.

Director John H. Austin, who was chairman of Coventry's board until the end of last year and chairman of the compensation committee until early November, declined to comment.

Lockheed Martin Corp. directors did a favor for Vance D. Coffman when he retired as chief executive by allowing him to keep options that had not vested.

"Generally, retirement before the first vesting date results in forfeiture of the award. Dr. Coffman's 2004 award was amended to permit continued vesting under the original award terms after his retirement as CEO," the company said in an SEC filing.

Coffman was granted 375,000 options last year with an estimated value of $11.6 million.