X0202 4 2005-06-28 0 0000077776 PHH CORP PHH 0001317186 Johnson Mark E 3000 LEADENHALL ROAD MT. LAUREL NJ 08054 0 1 0 0 VP & Treasurer Common Stock 2005-06-28 4 A 0 4802 0.00 A 4802 D Represents an award of restricted stock units that vests annually in three equal installments beginning on June 28, 2009, subject to potential acceleration of vesting of the total award in 25% increments upon the achievement of financial performance targets for each of the four fiscal years ending prior to June 28, 2009. /s/ William F. Brown, Attorney-in-fact 2005-06-29