Item 8.01 Other Events

On October 30, 2008, the Board of Directors of SLM Corporation (the "Company") approved amendments to the compensation agreement entered into on January 7, 2008, with the Company's Chairman of the Board, Anthony P. Terracciano (the "Agreement"). The Agreement was filed as Exhibit 10.3 to the Company's Form 10-Q filed with the Securities and Exchange Commission on May 9, 2008.

The Agreement was amended as follows: 1) the term of the Agreement was extended by one year from January 7, 2011, to January 7, 2012; 2) Mr. Terracciano's cash retainer was reduced from $600,000 to $480,000 at his request; and 3) the vesting of the first one-third tranche of his SLM common stock award (66,666 shares) was postponed from January 7, 2009 to January 7, 2010, also at his request.

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