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OMB APPROVAL |
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OMB Number:
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3235-0145
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Expires:
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February 28, 2009
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Estimated average burden
hours per response
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. . . . . . . . . . . . . . . 10.4
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities
Exchange Act of 1934
(Amendment No. 1)*
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SLM CORPORATION
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| (Name of Issuer)
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6.97% Cumulative Redeemable Preferred Stock, Series A, par value $.20 per share
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| (Title of Class of Securities)
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78442P205
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| (CUSIP Number)
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December 31, 2008
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| (Date of Event Which Requires Filing of this Statement
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Check the appropriate box to
designate the rule pursuant to which this Schedule is filed:
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[X] |
Rule 13d-1(b) |
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[ ] |
Rule 13d-1(c) |
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[ ] |
Rule 13d-1(d) |
| * |
The
remainder of this cover page shall be filled out for a reporting person’s initial
filing on this form with respect to the subject class of securities, and for any
subsequent amendment containing information which would alter the disclosures provided in a
prior cover page. |
The information required in the
remainder of this cover page shall not be deemed to be “filed” for the purpose
of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise
subject to the liabilities of that section of the Act but shall be subject to all other
provisions of the Act (however, see the Notes).
(Continued on following page(s))
Page 1 of 8 Pages
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1
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NAMES OF REPORTING PERSONS
Donald A. Yacktman
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a) [ ]
(b) [X]
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
United States |
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NUMBER OF
SHARES |
5
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SOLE VOTING POWER
531,523
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BENEFICIALLY
OWNED |
6
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SHARED VOTING POWER
182,323(1)
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BY EACH
REPORTING |
7
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SOLE DISPOSITIVE POWER
531,523
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PERSON WITH:
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8
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SHARED DISPOSITIVE POWER
12,700(1) |
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
544,223
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS)
Not Applicable
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[ ]
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
16.5%(2)
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IN
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(1) |
Represents
shares beneficially owned by Yacktman Asset Management Co.; Donald A. Yacktman holds
100% of the outstanding shares of capital stock of Yacktman Asset Management Co. |
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(2) |
Based
upon an aggregate of 3,300,000 shares outstanding as of September 30, 2008. |
Page 2 of 8 Pages
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1
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NAMES OF REPORTING PERSONS
The Yacktman Funds, Inc.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a) [ ]
(b) [X]
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
Maryland |
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NUMBER OF
SHARES |
5
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SOLE VOTING POWER
349,200
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BENEFICIALLY
OWNED |
6
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SHARED VOTING POWER
0
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BY EACH
REPORTING |
7
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SOLE DISPOSITIVE POWER
0
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PERSON WITH:
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8
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SHARED DISPOSITIVE POWER
0 |
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
349,200
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS)
Not Applicable
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[ ]
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
10.6%(1)
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IV
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(1) |
Based
upon an aggregate of 3,300,000 shares outstanding as of September 30, 2008. |
Page 3 of 8 Pages
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1
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NAMES OF REPORTING PERSONS
Yacktman Asset Management Co.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (SEE INSTRUCTIONS)
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(a) [ ]
(b) [X]
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
Illinois |
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NUMBER OF
SHARES |
5
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SOLE VOTING POWER
182,323
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BENEFICIALLY
OWNED |
6
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SHARED VOTING POWER
0
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BY EACH
REPORTING |
7
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SOLE DISPOSITIVE POWER
12,700
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PERSON WITH:
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8
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SHARED DISPOSITIVE POWER
0 |
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
195,023
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10
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CHECK IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES
(SEE INSTRUCTIONS)
Not Applicable
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[ ]
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
5.9%(1)
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12
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TYPE OF REPORTING PERSON (SEE INSTRUCTIONS)
IA
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(1) |
Based
upon an aggregate of 3,300,000 shares outstanding as of September 30, 2008. |
Page 4 of 8 Pages
| Item 1(a). |
Name
of Issuer: |
| Item 1(b). |
Address
of Issuer’s Principal Executive Offices: |
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12061
Bluemont Way
Reston, VA 20190 |
| Item 2(a). |
Name
of Person Filing: |
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The
persons filing this Schedule 13G are: (i) Donald A. Yacktman
(“Mr. Yacktman”); (ii) The Yacktman Funds, Inc. (“The Yacktman
Funds”), an investment company registered under the Investment Company Act of 1940;
and (iii) Yacktman Asset Management Co. (“Yacktman Asset Management”), an
investment adviser registered under Section 203 of the Investment Advisers Act of 1940.
Mr. Yacktman holds 100% of the outstanding shares of capital stock of Yacktman Asset
Management. |
| Item 2(b). |
Address
of Principal Business Office or, if none, Residence: |
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(for
each of Mr. Yacktman, The Yacktman Funds and Yacktman Asset Management) |
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6300
Bridgepoint Parkway, Bldg. 1, Suite 320
Austin, TX 78730 |
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Mr.
Yacktman is a citizen of the United States.
The Yacktman Funds is a
Maryland corporation.
Yacktman Asset Management is an Illinois
corporation. |
| Item 2(d). |
Title
of Class of Securities: |
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6.97% Cumulative Redeemable Preferred Stock, Series A, par value $.20 per share |
Page 5 of 8 Pages
| Item 3. |
If
this statement is filed pursuant to Rules 13d-1(b), or 13d-2(b) or (c), check whether the
person filing is a: |
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|X| |
Investment
company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C.
80a-8). |
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|X| |
An
investment adviser in accordance with section 240.13d-1(b)(1)(ii)(E). |
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|X| |
A
parent holding company or control person in accordance with section
240.13d-1(b)(1)(ii)(G) (as to Mr. Yacktman) |
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(a) |
Amount
Beneficially Owned: 544,223 |
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(b) |
Percent
of Class: 16.5% |
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(c) |
Number
of shares as to which such person has: |
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(i) |
sole
power to vote or to direct the vote: 531,523 |
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(ii) |
shared
power to vote or to direct the vote: 182,323 |
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(iii) |
sole
power to dispose or to direct the disposition of: 531,523 |
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(iv) |
shared
power to dispose or to direct the disposition of: 12,700 |
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Mr.
Yacktman’s beneficial ownership consists of (i) 349,200 shares
of 6.97% Cumulative Redeemable Preferred Stock, Series A, beneficially owned by The Yacktman Funds; and (ii) 195,023
shares of 6.97% Cumulative Redeemable Preferred Stock, Series A, beneficially owned by Yacktman Asset
Management. |
Page 6 of 8 Pages
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(a) |
Amount
Beneficially Owned: 349,200 |
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(b) |
Percent
of Class: 10.6% |
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(c) |
Number
of shares as to which such person has: |
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(i) |
sole
power to vote or to direct the vote: 349,200 |
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(ii) |
shared
power to vote or to direct the vote: 0 |
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(iii) |
sole
power to dispose or to direct the disposition of: 0 |
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(iv) |
shared
power to dispose or to direct the disposition of: 0 |
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Yacktman
Asset Management |
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(a) |
Amount
Beneficially Owned: 195,023 |
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(b) |
Percent
of Class: 5.9% |
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(c) |
Number
of shares as to which such person has: |
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(i) |
sole
power to vote or to direct the vote: 182,323 |
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(ii) |
shared
power to vote or to direct the vote: 0 |
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(iii) |
sole
power to dispose or to direct the disposition of: 12,700 |
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(iv) |
shared
power to dispose or to direct the disposition of: 0 |
| Item 5. |
Ownership
of Five Percent or Less of a Class. |
| Item 6. |
Ownership
of More than Five Percent on Behalf of Another Person. |
| Item 7. |
Identification
and Classification of the Subsidiary Which Acquired the Security Being
Reported on By the Parent Holding Company. |
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Mr.
Yacktman holds 100% of the outstanding shares of capital stock of
Yacktman Asset Management, whose Item 3 classification is Item 3(e),
an investment adviser in accordance with Rule 13d-1(b)(1)(ii)(E). |
| Item 8. |
Identification
and Classification of Members of the Group. |
| Item 9. |
Notice
of Dissolution of Group. |
Page 7 of 8 Pages
By
signing below I certify that, to the best of my knowledge and belief, the securities
referred to above were acquired and are held in the ordinary course of business and were
not acquired and are not held for the purpose of or with the effect of changing or
influencing the control of the issuer of the securities and were not acquired and are not
held in connection with or as a participant in any transaction having that purpose or
effect.
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1. |
Agreement
to file Schedule 13G jointly (previously filed as Exhibit 1 to the reporting
parties’ Schedule 13G filed October 6, 2008). |
SIGNATURE
After
reasonable inquiry and to the best of my knowledge and belief, I certify that the
information set forth in this statement is true, complete and correct.
Date: February 2, 2009
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/s/ Donald A. Yacktman |
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Donald A. Yacktman |
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THE YACKTMAN FUNDS, INC. |
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By: /s/ Donald A. Yacktman |
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Donald A. Yacktman, President |
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YACKTMAN ASSET MANAGEMENT CO. |
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By: /s/ Donald A. Yacktman |
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Donald A. Yacktman, President |
Page 8 of 8 Pages