SEC Filing | SLM Corporation

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SEC FORM 3 SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

Matheson James D.

(Last)

(First)

(Middle)

300 CONTINENTAL DRIVE

(Street)

NEWARK

19713

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
03/26/2015

3. Issuer Name and Ticker or Trading Symbol
SLM CORP [ SLM ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

X	Director	10% Owner
	Officer (give title below)	Other (specify below)

5. If Amendment, Date of Original Filed (Month/Day/Year)

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 Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
No Securities Owned	0	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)

Explanation of Responses:

Remarks:

Exhibit 24 POA

	/s/ Nicolas Jafarieh (POA) for James D. Matheson	04/06/2015
	** 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 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB Number.

EX-24

POWER OF ATTORNEY:

EXHIBIT 24 - POWER OF ATTORNEY
LIMITED POWER OF ATTORNEY
FOR SECTION 16 REPORTING OBLIGATIONS

1.	The undersigned hereby makes, constitutes and appoints each
 of Laurent Lutz, Richard Nelson and Nicolas Jafarieh or each of
 them acting individually, as his or her true and lawful attorney-
 in-fact, with full power and authority to
(A)	prepare, execute in the undersigneds name and on the
undersigned s behalf, and submit to the United States Securities
and Exchange Commission (the SEC)a Form ID, including amendments
thereto, and any other documents necessary or appropriate to obtain
codes and passwords enabling the undersigned  to make electronic
filings with the SEC of the reports required by Section 16(a) of
the Securities Exchange Act of 1934 and the rules and regulations
promulgated thereunder, as amended from time to time (the Exchange
Act)
(B)	prepare, execute in the undersigneds name and on the
undersigned s behalf and file Forms 3, 4, and 5 (including any
amendments thereto) with respect to the securities and derivative
securities of SLM Corporation, (the Corporation), with the SEC,
any national securities exchanges and the Corporation, as
onsidered necessary or advisable under Section 16(a) of the
Exchange Act
(C)	do and perform any and all acts for and on behalf of
the undersigned which may be legally required or desirable in
connection with the foregoing, including, but not limited to,
seeking or obtaining information on transactions in the
Corporations securities from any third party, including
brokers, employee benefit plan administrators and trustees,
and the undersigned hereby authorizes any such person to
release any such information to the attorney-in-fact and approves
and ratifies any such release of information; and
(D)	perform any and all other acts which in the discretion
of such attorney-in-fact are legally required or desirable for and
on behalf of the undersigned in connection with the foregoing, it
being understood that the documents executed by such attorney-in
-fact on behalf of the undersigned pursuant to this Limited Power
of Attorney shall be in such form and shall contain such terms
and conditions as such attorney-in-fact may approve in such attorney
-in-facts discretion.
2.	The undersigned hereby gives and grants each of the
foregoing attorneys-in-fact full power and authority to do and
perform all and every act and thing whatsoever requisite, necessary
or appropriate to be done in and about the foregoing matters
as fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution,
hereby ratifying and confirming all that each such attorney-in-fact
of, for and on behalf of the undersigned, shall heretofore or
hereafter lawfully do or cause to be done by virtue of this
Limited Power of Attorney.

The undersigned acknowledges that the foregoing attorneys-in-fact
in serving in such capacity at the request of the undersigned
are not assuming nor is the Corporation assuming, nor
relieving the undersigned of, any of the undersigned s
responsibilities to identify, disclose, ensure the proper
reporting of and monitor the reporting of and any potential
liability with respect to any transactions and holdings
under Section 16 of the Exchange Act.
3.	This Limited Power of Attorney shall remain in full
force and effect until the undersigned is no longer required
to file Forms 3, 4 and 5 with respect to the undersigneds
holdings of and transactions in the Corporations securities,
unless earlier revoked by the undersigned in a signed writing
delivered to each such attorney-in-fact.  Upon signing of this
Limited Power of Attorney, the undersigned hereby revokes
all previous powers of attorney granted concerning the
subject matter herein.

IN WITNESS WHEREOF, the undersigned has caused this Limited
Power of Attorney to be executed as of the 31st day of March
2015.


                            Signature:	/s/ James D. Matheson
					James D. Matheson
					a/k/a Jim Matheson