Item 1.01 Entry into a Material Definitive Agreement.

On April 24, 2009, SLM Corporation (the "Company") and the parties to the Company's asset-backed commercial paper ("ABCP") facilities (the "Facility") that provide funding for the Company's federally-guaranteed student loans agreed to extend the Facility. In connection with the extension, the Company reduced the amount of the Facility from $21.90 billion to $21.75 billion. The new scheduled maturity date of the Facility is April 23, 2010, and the new scheduled termination date is July 22, 2010. The Company paid fees of $43.5 million for the extension, exclusive of structuring fees. The usage fee for the Facility, which took effect on April 24, 2009, is 1.30 percent over the applicable funding rate. The extension features two contractual reductions over the term. The first reduction is on June 30, 2009, to $15.225 billion. The second reduction is on September 30, 2009, to $10.875 billion. If the Company fails to reduce the Facility at either trigger point, the usage fee increases to 3.00 percent over the applicable funding rate. Other terms and conditions of the Facility were materially unchanged.

Also, on April 24, 2009, the Company's Private Education Loan ABCP conduit facility with $2.7 billion outstanding was paid in full.

Finally, on April 28, 2009, the Company reduced the $2.0 billion secured FFELP loan facility (the "2008 Asset-Backed Loan Facility") to $1.5 billion and extended the maturity date from April 28, 2009, to June 26, 2009. The company does not intend to renew this facility. The company paid a $3.25 million fee in connection with this extension. The other terms of the facility remain materially unchanged.

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