SEC FORM 4/A SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
 
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
KELER MARIANNE M

(Last) (First) (Middle)
12061 BLUEMONT WAY

(Street)
RESTON VA 20190

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
SLM CORP [ SLM ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
Director 10% Owner
X Officer (give title below) Other (specify below)
Executive Vice President
3. Date of Earliest Transaction (Month/Day/Year)
02/11/2004
4. If Amendment, Date of Original Filed (Month/Day/Year)
11/30/2004
6. Individual or Joint/Group Filing (Check Applicable Line)
X Form filed by One Reporting Person
Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 02/11/2004 G V 550 D $0 345,170 D
Common Stock 02/11/2004 G V 250 A $0 250 I By Daughter
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) $10.369 01/31/1998 01/25/2006 Common Stock 58,758 58,758 D
Stock Option (Right to Buy) $14.0625 06/03/2000 01/23/2007 Common Stock 44,469 44,469 D
Stock Option (Right to Buy) $24.0866 02/22/2002 08/13/2007 Common Stock 218,118 218,118 D
Stock Option (Right to Buy) $26.9033 08/08/2002 08/13/2007 Common Stock 99,516 99,516 D
Stock Option (Right to Buy) $31.0666 02/11/2003 01/13/2010 Common Stock 66,126 66,126 D
Stock Option (Right to Buy) $31.0666 02/11/2003 01/15/2011 Common Stock 110,280 110,280 D
Stock Option (Right to Buy) $38.4433 05/28/2004 01/15/2011 Common Stock 105,492 105,492 D
Stock Option (Right to Buy) $28.6666 (1) 01/24/2012 Common Stock 300,000 300,000 D
Stock Option (Right to Buy) $35.2 (2) 01/28/2013 Common Stock 75,000 75,000 D
Stock Option (Right to Buy) $37.87 (3) 01/29/2014 Common Stock 35,000 35,000 D
Explanation of Responses:
1. These options become exercisable upon the Company's common stock having a closing price on the New York Stock Exchange of $34.40 for five trading days, they also become exercisable on the eighth anniversary of the grant (January 24, 2010), but no sooner than one year from the grant date.
2. These options become exercisable upon (1) the Company's common stock having a closing price on the New York Stock Exchange of $42.24 for five trading days or (2) the Director's election to the SLM Corporation Board at the 2003 annual shareholder meeting, whichever is later. These options also become exercisable on the fifth anniversary of the grant (January 28, 2008).
3. These options become exercisable upon the Company's common stock having a closing price on the New York Stock Exchange of $45.44, for five trading days, they also become exercisable on the eighth anniversary of the grant (January 29, 2012), but no sooner than one year from the grant date.
Remarks:
By: Mary F. Eure (POA) 11/30/2004
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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