Rule 424(b)(3)

                                         File Nos. 333-114270 and 333-114270-03


PRICING SUPPLEMENT NO. 1 DATED March 16, 2005
     (To  Prospectus  Dated  April  21,  2004 and  Prospectus  Supplement  Dated
February 7, 2005)

                        COUNTRYWIDE FINANCIAL CORPORATION
                           Medium-Term Notes, Series A
                   Due Nine Months or More From Date of Issue
                     Payment of Principal, Premium, if any,
              and Interest Fully and Unconditionally Guaranteed by
                          COUNTRYWIDE HOME LOANS, INC.
                               Floating Rate Notes




Trade Date:                March 16, 2005                    Book Entry:    |X|
Issue Price:               100%                              Certificated:  |_|
Original Issue Date:       March 21, 2005    Principal Amount:     $575,000,000
Stated Maturity Date:      March 21, 2006    Net Proceeds:         $574,712,500
                                             Specified Currency:   U.S. Dollars


     Base Rate(s): |_| CD Rate |_| Eleventh District |_| Prime Rate
                               Cost of Funds Rate

     |_| Commercial Paper Rate |_| Federal Funds Rate |_| Treasury Rate
     |_| CMT Rate |X| LIBOR |_| Other
                          [Telerate Page 7051]             [Telerate Page  ]
                          [Telerate Page 7052]             [Reuters Page  ]

                            |_|  Weekly Average            [Currency: ]
                            |_|  Monthly Average]

Exchange Rate Agent:       N/A


     Minimum Denomination: $1,000 Maximum Interest Rate: N/A
     Initial Interest Rate: 3.12% Minimum Interest Rate: N/A
Interest Factor Convention:            N/A
Interest Determination Dates:  Two London Business Days
                               prior to each Interest
                               Payment Date
                                            Index Maturity:            3 months
Spread (plus or minus):    plus 7 basis points
Spread Multiplier:                     N/A
Interest Reset Dates:      Same as Interest Payment Dates
Interest Payment Dates:    Quarterly on the 21st of March,
                           June, September and December,
                           commencing June 21, 2005
                                     Fixed Rate Commencement Date:          N/A
                                     Fixed Interest Rate:                   N/A
     Agents: Countrywide Securities Corp., Goldman, Sachs & Co, Lehman Brothers,
ABN AMRO Inc., Banc of America  Securities LLC, Barclays Capital Inc.,  Wachovia
Securities Inc., BNP Paribas Securities Corp.

Calculation Agent:        The Bank of New York

Redemption:                                               Repayment:


     Check box opposite  applicable  paragraph:  Check box  opposite  applicable
paragraph:
     |x| The Notes cannot be redeemed prior to maturity. |x| The Notes cannot be
repaid prior to maturity.
     |_| The  Notes  may be  redeemed  prior to  maturity.  |_| The Notes may be
repaid prior to maturity.
     Initial Redemption Date: Optional Repayment Dates:
     Initial Redemption Percentage:

     Annual Redemption Percentage Reduction, if any:

Estate Option:  Check box if the Estate Option is applicable  |_|


Additional/Other Terms:             N/A









         The Notes to which this Pricing Supplement relates will constitute
unsecured and unsubordinated indebtedness of Countrywide Financial Corporation
and will rank equally with other unsecured and unsubordinated indebtedness of
Countrywide Financial Corporation. As of December 31, 2004, Countrywide
Financial Corporation, on an unconsolidated basis, had no secured indebtedness
outstanding, $77,652,000 aggregate principal amount of unsecured and
unsubordinated indebtedness outstanding, which indebtedness ranked equally with
the other unsecured and unsubordinated indebtedness of Countrywide Financial
Corporation and will rank equally with the Notes to which this Pricing
Supplement relates, and $235,913,000 of intercompany notes payable. As of that
date, Countrywide Home Loans had $25,061,455,758 aggregate principal amount of
secured indebtedness outstanding, including $7,775,825,596 of intercompany
borrowings, and $25,443,413,816 aggregate principal amount of unsecured and
unsubordinated indebtedness outstanding, which indebtedness ranked equally with
the other unsecured and unsubordinated indebtedness of Countrywide Home Loans
and will rank equally with the Guarantees to which this Pricing Supplement
relates.

         You should rely only on the information contained or incorporated by
reference in this Pricing Supplement and the accompanying Prospectus Supplement
and Prospectus. Countrywide Financial Corporation and Countrywide Home Loans
have not, and the Agent(s) have not, authorized any other person to provide you
with different information. If anyone provides you with different or
inconsistent information, you should not rely on it. Countrywide Financial
Corporation and Countrywide Home Loans are not, and the Agent(s) are not, making
an offer to sell these securities in any jurisdiction where the offer or sale is
not permitted.

         You should assume that the information appearing in this Pricing
Supplement and the accompanying Prospectus Supplement and Prospectus is accurate
as of the date on the front cover of this Pricing Supplement only. The business,
financial condition, results of operations and prospects of Countrywide
Financial Corporation and Countrywide Home Loans may have changed since that
date.