SLM CORPORATION 1,000,000 Shares Mandatory Convertible Preferred Stock ($0.20 par value per Share) UNDERWRITING AGREEMENTUnderwriting Agreement • January 3rd, 2008 • SLM Corp • Personal credit institutions • New York
Each of the undersigned, Albert L. Lord, Chief Executive Officer of SLM Corporation, a Delaware corporation (the “Company”), and Sandra L. Masino, Senior Vice President, Accounting, Credit and Loan Portfolio Analysis, on behalf of the Company, does hereby certify pursuant to Section 6(h) of that certain Underwriting Agreement dated December 27, 2007 (the “Underwriting Agreement”) between the Company and, on behalf of the several Underwriters named therein, UBS Securities LLC and Citigroup Global Markets Inc., that as of December 31, 2007:
