Pricing Supplement No. 4 dated July 11, 2006 |
Filed under Rule 424(b)(3) |
(to Prospectus dated May 5, 2006 |
File No. 333-130584 |
and Prospectus Supplement dated May 5, 2006) |
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SLM Corporation
Medium Term Notes, Series A
Due 9 Months or Longer From the Date of Issue
Principal Amount: |
$2,000,000,000 |
Floating Rate Notes: |
x |
Fixed Rate Notes: |
o |
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Original Issue Date: |
July 18, 2006 |
Closing Date: |
July 18, 2006 |
CUSIP Number: |
78442F EC 8 |
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Maturity Date: |
July 26, 2010 |
Option to Extend Maturity:
If Yes, Final Maturity Date: |
x No
o Yes |
Specified Currency: |
U.S. Dollars |
Redeemable at the option of the Company: |
x No |
Redemption Price: |
Not Applicable. |
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o Yes |
Redemption Dates: |
Not Applicable. |
Repayment at the option of the Holder: |
x No |
Repayment Price: |
Not Applicable. |
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o Yes |
Repayment Dates: |
Not Applicable. |
Applicable to Floating Rate Notes Only: |
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Floating Rate Index: |
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o CD Rate |
Index Maturity: Three Months. |
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o Commercial Paper Rate |
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o CMT Rate |
Spread: Plus 16 basis points (0.16%). |
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o Federal Funds Rate |
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x LIBOR Telerate |
Initial Interest Rate: TBD. |
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o LIBOR Reuters |
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o Prime Rate |
Interest Rate Reset Period: Quarterly. |
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o 91-Day Treasury Bill Rate |
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ABN AMRO Incorporated |
Banc of America Securities LLC |
Barclays Capital |
BNP PARIBAS |
Citigroup |
Credit Suisse |
Goldman, Sachs & Co. |
HSBC |
Lehman Brothers |
Merrill Lynch & Co. |
Morgan Stanley |
Wachovia Securities |
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July 11, 2006
CALCULATION OF REGISTRATION FEE
Title of Each Class of Securities Offered |
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Maximum Aggregate |
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Amount of |
Floating Rate (LIBOR-Telerate) Medium Term Notes |
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$2,000,000,000 |
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$214,000.00 |
Reset Date(s): |
Each January 25th, April 25th, July 25th and October 25th during the term of the Notes, subject to adjustment in accordance with the following business day convention, beginning October 25, 2006. |
Interest Payment Date(s): |
Each January 25th, April 25th, July 25th and October 25th during the term of the Notes, subject to adjustment in accordance with the following business day convention, beginning October 25, 2006. |
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Interest
Determination |
2 London and New York Business Days prior to the related Reset Date (or Original Issue Date in the case of the first Interest Period). |
Interest Period(s): |
From and including the previous Interest Payment Date (or Original Issue Date, in the case of the first Interest Period) to but excluding the current Interest Payment Date (or Maturity Date, in the case of the last Interest Period). |
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Lock-in Period Start Date: |
Not Applicable. |
Accrual Method: |
Actual/360. |
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Maximum Interest Rate: |
Not Applicable. |
Minimum Interest Rate: |
Not Applicable. |
Form: |
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Book-entry. |
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Denominations: |
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$1,000 minimum and integral multiples of $1,000 in excess thereof. |
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Trustee: |
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JPMorgan Chase Bank, National Association, formerly known as JPMorgan Chase Bank and The Chase Manhattan Bank. |
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Agents: |
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The following agents are acting as underwriters in connection with this issuance. |
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Agents |
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Principal Amount of Notes |
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Wachovia Capital Markets, LLC |
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$ 587,500,000.00 |
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BNP Paribas Securities Corp. |
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250,500,000.00 |
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Goldman, Sachs & Co. |
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161,000,000.00 |
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Banc of America Securities LLC |
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160,000,000.00 |
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Barclays Capital Inc. |
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150,000,000.00 |
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HSBC Securities (USA) Inc. |
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150,000,000.00 |
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Lehman Brothers Inc. |
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145,000,000.00 |
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Morgan Stanley & Co. Incorporated |
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105,000,000.00 |
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Citigroup Global Markets Inc. |
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85,000,000.00 |
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Merrill Lynch, Pierce, Fenner & Smith Incorporated |
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81,000,000.00 |
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Credit Suisse Securities (USA) LLC |
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65,000,000.00 |
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ABN AMRO Incorporated |
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60,000,000.00 |
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Total |
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$2,000,000,000.00 |
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Issue Price: |
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100.0%. |
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Agents Commission: |
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0.035%. |
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Net Proceeds: |
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$1,999,300,000. |
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Concession: |
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Up to 0.02%. |
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Reallowance |
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Up to 0.01%. |
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CUSIP Number: |
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78442F EC 8. |
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ISIN Number: |
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US78442FEC86. |
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Obligations of SLM Corporation
and any subsidiary of SLM Corporation are not guaranteed by the full faith
and credit of the United States of America. Neither SLM Corporation nor any
subsidiary
of SLM Corporation is a government-sponsored enterprise or an instrumentality
of the United States of America.
MTN 123