Ownership Submission
FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
HELEEN MARK L
  2. Issuer Name and Ticker or Trading Symbol
SLM CORP [SLM]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
EVP & General Cousel
(Last)
(First)
(Middle)
12061 BLUEMONT WAY
3. Date of Earliest Transaction (Month/Day/Year)
06/14/2010
(Street)

RESTON, VA 20190
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Stock Option (Right to Buy) $ 11.39 06/14/2010   A   207     (1) 09/25/2011 Common Stock 207 (2) 207 D  
Stock Option (Right to Buy) $ 26.6466 06/14/2010   D     1,500 09/25/2003 09/25/2011 Common Stock 1,500 (2) 0 D  
Stock Option (Right to Buy) $ 11.39 06/14/2010   A   1,092     (1) 01/28/2013 Common Stock 1,092 (3) 1,092 D  
Stock Option (Right to Buy) $ 11.39 06/14/2010   A   1,217     (1) 01/28/2013 Common Stock 1,217 (3) 2,309 D  
Stock Option (Right to Buy) $ 35.2 06/14/2010   D     6,000 03/08/2004 01/28/2013 Common Stock 6,000 (3) 0 D  
Stock Option (Right to Buy) $ 11.39 06/14/2010   A   1,088     (1) 01/29/2014 Common Stock 1,088 (4) 1,088 D  
Stock Option (Right to Buy) $ 11.39 06/14/2010   A   1,591     (1) 01/29/2014 Common Stock 1,591 (4) 2,679 D  
Stock Option (Right to Buy) $ 37.87 06/14/2010   D     6,500 01/29/2005 01/29/2014 Common Stock 6,500 (4) 0 D  
Stock Option (Right to Buy) $ 50.75 06/14/2010   D     6,000   (5) 01/27/2015 Common Stock 6,000 (6) 0 D  
Stock Option (Right to Buy) $ 11.39 06/14/2010   A   523     (7) 01/27/2015 Common Stock 523 (6) 523 D  
Stock Option (Right to Buy) $ 11.39 06/14/2010   A   1,071     (7) 01/27/2015 Common Stock 1,071 (6) 1,594 D  
Stock Option (Right to Buy) $ 51.6 06/14/2010   D     5,000   (8) 07/28/2015 Common Stock 5,000 (9) 0 D  
Stock Option (Right to Buy) $ 11.39 06/14/2010   A   1,458     (7) 07/28/2015 Common Stock 1,458 (9) 1,458 D  
Stock Option (Right to Buy) $ 55.82 06/14/2010   D     6,500   (10) 01/26/2016 Common Stock 6,500 (11) 0 D  
Stock Option (Right to Buy) $ 11.39 06/14/2010   A   1,928     (7) 01/26/2016 Common Stock 1,928 (11) 1,928 D  
Stock Option (Right to Buy) $ 11.39 06/14/2010   A   2,618     (1) 01/25/2017 Common Stock 2,618 (12) 2,618 D  
Stock Option (Right to Buy) $ 45.41 06/14/2010   D     6,500 01/25/2008 01/25/2017 Common Stock 6,500 (12) 0 D  
Stock Option (Right to Buy) $ 21.5 06/14/2010   D     100,000   (13) 01/31/2018 Common Stock 100,000 (14) 0 D  
Stock Option (Right to Buy) $ 11.39 06/14/2010   A   85,099     (7) 01/31/2018 Common Stock 85,099 (14) 85,099 D  

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
HELEEN MARK L
12061 BLUEMONT WAY
RESTON, VA 20190
      EVP & General Cousel  

Signatures

 By: Carol R. Rakatansky (POA)   06/16/2010
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) These options vest 6 months from the grant date (December 14, 2010).
(2) On June 14, 2010, the issuer cancelled, pursuant to the issuer's option exchange program, an option granted to Mr. Heleen on September 25, 2001 for 1,500 shares at $26.6466. In exchange, Mr. Heleen received the option reported herein.
(3) On June 14, 2010, the issuer cancelled, pursuant to the issuer's option exchange program, an option granted to Mr. Heleen on January 28, 2003 for 6,000 shares at $35.20. In exchange, Mr. Heleen received the options reported herein.
(4) On June 14, 2010, the issuer cancelled, pursuant to the issuer's option exchange program, an option granted to Mr. Heleen on January 29, 2004 for 6,500 shares at $37.87. In exchange, Mr. Heleen received the options reported herein.
(5) These options become exercisable upon the Company's common stock having a closing price on the New York Stock Exchange of $60.90, for five trading days, they also become exercisable on the eighth anniversary of the grant (January 27, 2013), but no sooner than one year from the grant date.
(6) On June 14, 2010, the issuer cancelled, pursuant to the issuer's option exchange program, an option granted to Mr. Heleen on January 27, 2005 for 6,000 shares at $50.75. In exchange, Mr. Heleen received the options reported herein.
(7) One half of these options vest on the one year anniversary of the grant date (June 14, 2011) and one half of these options vest on the second anniversary of the grant date (June 14, 2012).
(8) These options become exercisable upon the Company's common stock having a closing price on the New York Stock Exchange of $61.92, for five trading days, they also become exercisable on the eighth anniversary of the grant (July 28, 2013), but no sooner than one year from the grant date.
(9) On June 14, 2010, the issuer cancelled, pursuant to the issuer's option exchange program, an option granted to Mr. Heleen on July 28, 2005 for 5,000 shares at $51.60. In exchange, Mr. Heleen received the option reported herein.
(10) These options become exercisable upon the Company's common stock having a closing price on the New York Stock Exchange of $66.98, for five trading days, they also become exercisable on the eighth anniversary of the grant (January 26, 2014), but no sooner than one year from the grant date.
(11) On June 14, 2010, the issuer cancelled, pursuant to the issuer's option exchange program, an option granted to Mr. Heleen on January 26, 2006 for 6,500 shares at $55.82. In exchange, Mr. Heleen received the option reported herein.
(12) On June 14, 2010, the issuer cancelled, pursuant to the issuer's option exchange program, an option granted to Mr. Heleen on January 25, 2007 for 6,500 shares at $45.41. In exchange, Mr. Heleen received the option reported herein.
(13) Fifty percent of these options become exercisable upon the Company's common stock having a closing price on the New York Stock Exchange of $25.80, for five trading days, but no sooner than January 31, 2009; 50 percent of these options become exercisable upon the Company's common stock having a closing price on the New York Stock Exchange of $30.10, for five trading days, but no sooner than January 31, 2010; they also become exercisable on the eight anniversary of the grant (January 31, 2016).
(14) On June 14, 2010, the issuer cancelled, pursuant to the issuer's option exchange program, an option granted to Mr. Heleen on January 31, 2008 for 100,000 shares at $21.50. In exchange, Mr. Heleen received the option reported herein.

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