SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

Current Report Pursuant to Section 13 or 15(d)
of The Securities Exchange Act of 1934

SLM CORPORATION

(Exact name of registrant as specified in its charter)

DELAWARE		File No. 001-13251		52-2013874
(State or other jurisdiction		(Commission File Number)		(IRS Employer
of incorporation)				Identification No.)

12061 Bluemont Way, Reston, Virginia 20190
(Address if principal executive offices)(zip code)

Registrant’s telephone number, including area code: (703) 810-3000

Not Applicable
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o		Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o		Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o		Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o		Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

Item 5.07. Submission of Matters to a Vote of Security Holders.

      SLM Corporation (the “Company”) held its annual shareholders’ meeting on May 13, 2010. At the annual meeting, our shareholders (i) elected each of the persons listed below to serve as a director of the Company for a term that will continue until the next annual meeting of shareholders or until his or her successor has been duly elected and qualified or the director’s earlier resignation, death or removal, (ii) approved the amendment to its equity compensation plans to allow a one-time stock option exchange program excluding directors and named executive officers, and (iii) ratified the appointment of PricewaterhouseCoopers LLP as its independent registered public accounting firm for 2010.

      Our independent inspector of elections reported the vote of the shareholders as follows:

      Proposal 1: Election of Directors.

														BROKER
		FOR				AGAINST				ABSTAIN				NON-VOTES
Ann Torre Bates			403,333,453				10,120,563				103,675				25,791,504
W. M. Diefenderfer III			404,059,979				9,401,062				96,650				25,791,504
Diane Suitt Gilleland			403,091,923				10,381,492				84,276				25,791,504
Earl A. Goode			406,764,586				6,697,387				95,718				25,791,504
Ronald F. Hunt			403,953,804				9,515,051				88,836				25,791,504
Albert L. Lord			404,117,195				9,355,269				85,227				25,791,504
Michael E. Martin			406,734,151				6,707,218				116,322				25,791,504
Barry A Munitz			403,437,452				10,010,279				109,960				25,791,504
Howard H. Newman			406,989,615				6,451,787				116,289				25,791,504
A. Alexander Porter, Jr.			387,680,017				25,788,140				89,534				25,791,504
Frank C. Puleo			407,008,775				6,353,061				195,855				25,791,504
Wolfgang Schoellkopf			402,684,389				10,766,856				106,446				25,791,504
Steven L. Shapiro			403,322,421				10,143,393				91,877				25,791,504
J. Terry Strange			406,778,952				6,684,165				94,574				25,791,504
Anthony P. Terracciano			406,984,938				6,477,388				95,365				25,791,504
Barry L. Williams			403,456,169				10,010,391				91,131				25,791,504

     Proposal 2: Amendment to Equity Compensation Plans to Allow a One-Time Stock Option Exchange Program.

												Broker
Votes FOR				Votes AGAINST				Votes ABSTAIN				Non-Votes
	365,654,973				47,524,488				378,230				25,791,504

     Proposal 3: To ratify the appointment of PricewaterhouseCoopers LLP as independent registered public accounting firm.

												Broker
Votes FOR				Votes AGAINST				Votes ABSTAIN				Non-Votes
	433,417,398				5,835,381				96,416				0

SIGNATURES

      Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.