The Associated Press February 19, 2010, 6:07PM ET

GM CEO Whitacre receives $9M pay package

General Motors Co. CEO Ed Whitacre will receive a salary of $1.7 million this year, plus stock awards that will bring his total pay package to $9 million at a later date, the automaker said Friday.

In a surprise announcement, GM also said former CEO Fritz Henderson has been rehired as a consultant. Henderson, who was forced out of the job in December, will work 20 hours a month and will be paid $59,090 a month, the company said.

Whitacre's total compensation is larger than Henderson's when he was CEO. Henderson received a total pay package worth nearly $5.5 million.

Whitacre's pay package includes a cash salary of $1.7 million that took effect Jan. 1. It also includes $5.3 million in stock awarded in increments starting in 2012, plus another stock award worth $2 million. The details, including the timing, of the $2 million stock award still need to be worked out, a GM spokeswoman said.

GM is 60 percent owned by the federal government and has received $52 billion in federal aid. The company plans to repay as much of the money as possible by issuing stock to the public, possibly as early as this year.

Initially named interim CEO by the board of directors in December, Whitacre was officially awarded the title in January. At the time, Whitacre, who is also chairman, said the main reason he was taking the job was to bring stability to the top of the struggling Detroit automaker.

GM spokeswoman Renee Rashid-Merem said Whitacre's pay is higher than Henderson's because of his previous CEO experience.

"Ed is a long-serving veteran CEO and chairman, and while his package is higher than Fritz's, it is significantly lower than that of our peer companies," Rashid-Merem said in an e-mail.

Henderson's re-enlistment at GM marks a surprise return for the former CEO. Whitacre announced Henderson's retirement at a hastily called news conference on Dec. 1, the day before Henderson was scheduled to give the keynote address at the Los Angeles Auto Show. GM sent Vice Chairman Bob Lutz as a last-minute replacement.

Henderson was tapped by the Obama administration to run GM last March after forcing out former CEO Rick Wagoner. He led GM through its record-fast bankruptcy, but his tenure was marred by some failed deals and weak sales.

At the time, people close to Henderson said the board ousted him because it was upset the automaker was changing too slowly. Henderson, for his part, was tired of all the second-guessing from the board, these people said.

"I'm just wondering if Whitacre has re-evaluated a little bit," said Rebecca Lindland, auto analyst at the consulting firm IHS-Global Insight.

Henderson and GM agreed on his return Thursday, GM said. His contract will run through Dec. 31.

Whitacre, a former CEO of AT&T Inc., made $350,000 as chairman, but his salary as CEO had to be set by the board and approved by the U.S. government. GM said Whitacre will not receive any additional compensation as chairman.

Whitacre's pay package exceeds the limits imposed on companies that have received U.S. government aid, but the an exemption was worked out with government pay czar Kenneth Feinberg, GM said.

New GM Chief Financial Officer Chris Liddell will get a salary of $750,000 next year. He'll get up to another $5.45 million in stock starting in 2012 if GM successfully sells shares to the public, the company said in December.

GM also is paying former Wall Street adviser Stephen Girsky $1.1 million a year in cash and company stock for his dual roles as board member and special adviser to Whitacre.

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AP Auto Writer Tom Krisher contributed to this report from Detroit.


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