-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, StBRPHKnsXgIWCa0vgDkkJBtp7uKEX5qK+HRFgHj/kWNM+HszkFnCWXsHVCai9rX mjyAPPKxLbnpvdCgGiuh/g== 0000912057-01-505814.txt : 20010402 0000912057-01-505814.hdr.sgml : 20010402 ACCESSION NUMBER: 0000912057-01-505814 CONFORMED SUBMISSION TYPE: 10-K PUBLIC DOCUMENT COUNT: 3 CONFORMED PERIOD OF REPORT: 20001231 FILED AS OF DATE: 20010330 FILER: COMPANY DATA: COMPANY CONFORMED NAME: SLM FUNDING CORP CENTRAL INDEX KEY: 0000949114 STANDARD INDUSTRIAL CLASSIFICATION: ASSET-BACKED SECURITIES [6189] IRS NUMBER: 232815650 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-K SEC ACT: SEC FILE NUMBER: 033-95474 FILM NUMBER: 1587128 BUSINESS ADDRESS: STREET 1: 7773 TWIN CREEK DRIVE CITY: KILLEEN STATE: TX ZIP: 76543 BUSINESS PHONE: 8175544500 MAIL ADDRESS: STREET 1: 7773 TWIN CREEK DR CITY: KILLEEN STATE: TX ZIP: 76543 FORMER COMPANY: FORMER CONFORMED NAME: SALLIE MAE FUNDING CORP DATE OF NAME CHANGE: 19950808 10-K 1 a2041087z10-k.txt 10-K - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, DC 20549 ------------------------ FORM 10-K (MARK ONE) /X/ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2000 OR / / TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE TRANSITION PERIOD FROM TO
SLM FUNDING CORPORATION formerly known as SALLIE MAE FUNDING CORPORATION (Exact name of registrant as specified in its charter) Originator of the Sallie Mae Student Loan Trust 1995-1, the Sallie Mae Student Loan Trust 1996-1, the SLM Student Loan Trust 1996-2, the SLM Student Loan Trust 1996-3, the SLM Student Loan Trust 1996-4, the SLM Student Loan Trust 1997-1, the SLM Student Loan Trust 1997-2, the SLM Student Loan Trust 1997-3, the SLM Student Loan Trust 1997-4, the SLM Student Loan Trust 1998-1, the SLM Student Loan Trust 1998-2, the SLM Student Loan Trust 1999-1, the SLM Student Loan Trust 1999-2, the SLM Student Loan Trust 1999-3, the SLM Student Loan Trust 2000-1, the SLM Student Loan Trust 2000-2, the SLM Student Loan Trust 2000-3, and the SLM Student Loan Trust 2000-4. DELAWARE 33-95474/333-2502/333-24949/333-44465 23-2815650 (State or other Jurisdiction (Commission File Numbers) (I.R.S. employer of Incorporation) Identification No.)
304 SOUTH MINNESOTA STREET SUITE B CARSON CITY, NEVADA 89706 (Address of principal executive offices) (775) 884-4179 Registrant's telephone number, including area code Securities registered pursuant to Section 12(b) of the Act: None Securities registered pursuant to Section 12(g) of the Act: None Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes /X/ No / / No documents are incorporated by reference into this Form 10-K. State the aggregate market value of the voting stock held by non-affiliates of the Registrant: None. This Annual Report on Form 10-K is filed in reliance upon (1) certain no-action letters issued by the Office of Chief Counsel, Division of Corporate Finance of the Securities and Exchange Commission stating that the Division will not object if periodic reports filed by the registrant pursuant to Sections 13 and 15(d) of the Securities and Exchange Act of 1934 are filed in the manner set forth in such letters and the requests for such letters and (2) the Registrant's filing letter accompanying the Registrant's Current Report on Form 8-K filed with the Commission on or about November 6, 1995 in which the Registrant described the manner in which it intended to file such periodic reports. - -------------------------------------------------------------------------------- - -------------------------------------------------------------------------------- PART I. ITEM 2. PROPERTIES. The property of the Sallie Mae Student Loan Trust 1995-1, the Sallie Mae Student Loan Trust 1996-1, the SLM Student Loan Trust 1996-2, the SLM Student Loan Trust 1996-3, the SLM Student Loan Trust 1996-4, the SLM Student Loan Trust 1997-1, the SLM Student Loan Trust 1997-2, the SLM Student Loan Trust 1997-3, the SLM Student Loan Trust 1997-4, the SLM Student Loan Trust 1998-1, the SLM Student Loan Trust 1998-2, the SLM Student Loan Trust 1991-1, the SLM Student Loan Trust 1999-2, the SLM Student Loan Trust 1999-3, the SLM Student Loan Trust 2000-1, the SLM Student Loan Trust 2000-2, the SLM Student Loan Trust 2000-3 and the SLM Student Loan Trust 2000-4 (collectively, the "Trusts") consists mostly of pools of education loans to students and parents of students made under the Federal Family Education Loan Program, all funds collected in respect thereof and monies on deposit in certain trust accounts. For more information regarding the property of the Trusts, you should review the Annual Statements of Compliance (the "Annual Statements of Compliance") attached as Exhibit 19.1 hereto. These statements are required by - Section 3.2 of the Administration Agreements, dated as of October 26, 1995, March 6, 1996, April 26, 1996, July 9, 1996, October 3, 1996 and March 20, 1997, by and among the respective Trusts, the Student Loan Marketing Association (the "Administrator"), Chase Manhattan Bank USA, National Association, formerly known as Chase Manhattan Bank, Delaware, not in its individual capacity but solely as Trustee (the "Eligible Lender Trustee"), Sallie Mae Servicing Corporation (the "Servicer"), SLM Funding Corporation (the "Registrant") and Bankers Trust Company, not in its individual capacity but solely as Indenture Trustee (the "Indenture Trustee"); and - the Master Administration Agreement, dated as of May 1, 1997, between the Registrant and the Administrator, as variously amended or supplemented (collectively, the "Administration Agreements"). ITEM 3. LEGAL PROCEEDINGS. The Registrant knows of no material pending legal proceedings involving the Registrant or its property. ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS. Nothing to report. PART II. ITEM 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS. At December 31, 2000, the Registrant was a beneficial owner of certain of the Trusts' Floating Rate Student Loan-Backed Certificates ("Certificates"), and there was one (1) registered holder of the Certificates, CEDE & Co., as nominee of The Depository Trust Company ("DTC"). There were fourteen (14) different persons registered on the books of DTC as record owners of Certificates. There is no established trading market for the Certificates. ITEM 7. OTHER RELATED EVENTS AND INFORMATION. Effective as of August 31, 2000, Evelyn Echevarria replaced Susan Burdick Brennan as a director of the Registrant. Effective as of January 1, 2001, the Registrant moved its offices from 300 Hot Springs Road, Suite 4, Carson City, Nevada 89706 to 304 South Minnesota Street, Suite B, Carson City, Nevada 89706. Its telephone number remained the same. ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE. Nothing to report. 2 PART III. ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT. At December 31, 2000, the Certificates held by the Registrant were registered in the name of CEDE and Co., as nominee of DTC. The books of DTC indicate that fourteen (14) different participant institutions are record owners of more than 5% of the Certificates. SALLIE MAE STUDENT LOAN TRUST 1995-1 CUSIP 79545GAC5 $35,000,000
AMOUNT AND NATURE OF NAME AND ADDRESS OF BENEFICIAL PERCENT OF TITLE OF CLASS BENEFICIAL OWNER OWNERSHIP CLASS - -------------- ------------------- -------------- ---------- Floating Rate Student State Street Bank & Trust Co. $18,500,000.00 52.86% Loan--Backed Certificates Global Corp. Action Unit Dept JAB5NW 1776 Heritage Drive North Quincy, MA 02171 Chase Manhattan Bank $14,650,000.00 41.86% 4 New York Plaza 13th Floor New York, NY 10004
SALLIE MAE STUDENT LOAN TRUST 1996-1 CUSIP 79545GAF8 $52,500,000
AMOUNT AND NATURE OF NAME AND ADDRESS OF BENEFICIAL PERCENT OF TITLE OF CLASS BENEFICIAL OWNER OWNERSHIP CLASS - -------------- ------------------- -------------- ---------- Floating Rate Student Chase Manhattan Bank $50,000,000.00 95.24% Loan--Backed Certificates 4 New York Plaza 13th Floor New York, NY 10004
3 SLM STUDENT LOAN TRUST 1996-2 CUSIP 78442GAC0 $53,030,000
AMOUNT AND NATURE OF NAME AND ADDRESS OF BENEFICIAL PERCENT OF TITLE OF CLASS BENEFICIAL OWNER OWNERSHIP CLASS - -------------- ------------------- -------------- ---------- Floating Rate Student Chase Manhattan Bank $25,499,000.00 48.08% Loan--Backed Certificates 4 New York Plaza 13th Floor New York, NY 10004 Citibank, N.A. $18,000,000.00 33.94% P.O. Box 30576 Tampa, Florida 33630-3576 The Bank of New York $ 6,200,000.00 11.69% 925 Patterson Plank Road Secaucus, NJ 07094
SLM STUDENT LOAN TRUST 1996-3 CUSIP 78442GAF3 $52,750,000
AMOUNT AND NATURE OF NAME AND ADDRESS OF BENEFICIAL PERCENT OF TITLE OF CLASS BENEFICIAL OWNER OWNERSHIP CLASS - -------------- ------------------- -------------- ---------- Floating Rate Student Chase Manhattan Bank $19,000,000.00 26.02% Loan -- Backed Certificates 4 New York Plaza 13th Floor New York, NY 10004 ABN Amro Incorporated $12,000,000.00 22.75% 181 West Madison Chicago, IL 60603 Boston Safe Deposit & Trust Co. $11,000,000.00 20.85% c/o Mellon Bank N.A. Three Mellon Bank Center Rm 153-3015 Pittsburgh, PA 15259 Lehman Gov't Securities $7,222,5000.00 13.69% 101 Hudson Street 31st Floor Jersey City, NJ 07302 Deutsche Bank Securities Services $ 3,000,000.00 5.69% 175 Water Street New York, NY 10038
4 SLM STUDENT LOAN TRUST 1996-4 CUSIP 78442GAJ5 $52,700,000
AMOUNT AND NATURE OF NAME AND ADDRESS OF BENEFICIAL PERCENT OF TITLE OF CLASS BENEFICIAL OWNER OWNERSHIP CLASS - -------------- ------------------- -------------- ---------- Floating Rate Student The Bank of New York/JP Morgan $15,300,000.00 29.03% Loan--Backed Certificates 1 Wall Street New York, NY 10286 Lehman Gov't Securities $14,873,000.00 28.22% 101 Hudson Street 31st Floor Jersey City, NJ 07302 Chase Manhattan Bank $10,000,000.00 18.98% 4 New York Plaza 13th Floor New York, NY 10004 Boston Safe Deposit & Trust Co. $ 8,000,000.00 15.18% c/o Mellon Bank N.A. Three Mellon Bank Center Rm 153-3015 Pittsburgh, PA 15259 Salomon Smith Barney Inc. $ 3,000,000.00 5.69% 333 W 34th Street 3rd Floor New York, NY 10001
5 SLM STUDENT LOAN TRUST 1997-1 CUSIP 78442GAM8 $71,800,000
AMOUNT AND NATURE OF NAME AND ADDRESS OF BENEFICIAL PERCENT OF TITLE OF CLASS BENEFICIAL OWNER OWNERSHIP CLASS - -------------- ------------------- -------------- ---------- Floating Rate Student Boston Safe Deposit & Trust Co. $34,800,000.00 48.47% Loan -- Backed Certificates c/o Mellon Bank N.A. Three Mellon Bank Center Rm 153-3015 Pittsburgh, PA 15259 The Bank of New York/JP Morgan $13,000,000.00 18.11% 1 Wall Street New York, NY 10286 Chase Manhattan Bank $12,000,000.00 16.71% 4 New York Plaza 13th Floor New York, NY 10004 Lehman Gov't Securities $12,000,000.00 16.71% 101 Hudson Street 31st Floor Jersey City, NJ 07302
6 SLM STUDENT LOAN TRUST 1997-2 CUSIP 78442GAQ9 $87,450,000
AMOUNT AND NATURE OF NAME AND ADDRESS OF BENEFICIAL PERCENT OF TITLE OF CLASS BENEFICIAL OWNER OWNERSHIP CLASS - -------------- ------------------- -------------- ---------- Floating Rate Student Bankers Trust Company $30,000,000.00 34.31% Loan -- Backed Certificates c/o BT Services Tennessee Inc. 648 Grassmere Park Drive Nashville, TN 37211 The Bank of New York/JP Morgan $20,000,000.00 22.87% 1 Wall Street New York, NY 10286 The Bank of New York $ 15,00,000.00 17.15% 925 Patterson Plank Rd. Secaucus, NJ 07094 Chase Manhattan Bank $13,000,000.00 14.87% 4 New York Plaza 13th Floor New York, NY 10004 Boston Safe Deposit & Trust Co. $ 9,450,000.00 10.81% c/o Mellon Bank N.A. Three Mellon Bank Center Rm 153-3015 Pittsburgh, PA 15259
7 SLM STUDENT LOAN TRUST 1997-3 CUSIP 78442GAT3 $90,150,000
AMOUNT AND NATURE OF NAME AND ADDRESS OF BENEFICIAL PERCENT OF TITLE OF CLASS BENEFICIAL OWNER OWNERSHIP CLASS - -------------- --------------------------------- -------------- ---------- Floating Rate Student The Bank of New York/JP Morgan $48,650,000.00 53.97% Loan--Backed Certificates 1 Wall Street New York, NY 10286 Bankers Trust Company $12,200,000.00 13.53% c/o BT Services Tennessee Inc. 648 Grassmere Park Drive Nashville, TN 37211 The Bank of New York $12,150,000.00 13.48% 925 Patterson Plank Rd. Secaucus, NJ 07094 Boston Safe Deposit & Trust Co. $12,150,000.00 13.48% c/o Mellon Bank N.A. Three Mellon Bank Center Rm 153-3015 Pittsburgh, PA 15259 State Street Bank & Trust Co. $ 5,000,000.00 5.55% Global Corp. Action Unit Dept JAB5NW 1776 Heritage Drive North Quincy, MA 02171
SLM STUDENT LOAN TRUST 1997-4 CUSIP 78442GAW6 $89,900,000
AMOUNT AND NATURE OF NAME AND ADDRESS OF BENEFICIAL PERCENT OF TITLE OF CLASS BENEFICIAL OWNER OWNERSHIP CLASS - -------------- ------------------- -------------- ---------- Floating Rate Student The Bank of New York/JP Morgan $77,535,887.00 86.25% Loan--Backed Certificates 1 Wall Street New York, NY 10286 The Bank of New York $12,364,113.00 13.75% 925 Patterson Plank Rd. Secaucus, NJ 07094
8 SLM STUDENT LOAN TRUST 1998-1 CUSIP 78442GAZ9 $106,550,000
AMOUNT AND NATURE OF NAME AND ADDRESS OF BENEFICIAL PERCENT OF TITLE OF CLASS BENEFICIAL OWNER OWNERSHIP CLASS - -------------- ------------------- -------------- ---------- Floating Rate Student The Bank of New York/JP Morgan $81,550,000.00 76.54% Loan--Backed Certificates 1 Wall Street New York, NY 10286 State Street Bank & Trust Co. $13,000,000.00 12.20% Global Corp. Action Unit Dept JAB5NW 1776 Heritage Drive North Quincy, MA 02171 The Northern Trust Company $ 8,600,000.00 8.07% 801 S. Canal C-In Chicago, IL 60607
SLM STUDENT LOAN TRUST 1998-2 CUSIP 78442GBC9 $105,750,000
AMOUNT AND NATURE OF NAME AND ADDRESS OF BENEFICIAL PERCENT OF TITLE OF CLASS BENEFICIAL OWNER OWNERSHIP CLASS - -------------- ------------------- --------------- ---------- Floating Rate Student The Bank of New York/JP Morgan $ 90,750,000.00 85.82% Loan--Backed Certificates 1 Wall Street New York, NY 10286 The Bank of New York $ 10,000,000.00 9.46% 925 Patterson Plank Rd. Secaucus, NJ 07094
SLM STUDENT LOAN TRUST 1999-1 CUSIP 78442GBH8 $36,060,000
AMOUNT AND NATURE OF NAME AND ADDRESS OF BENEFICIAL PERCENT OF TITLE OF CLASS BENEFICIAL OWNER OWNERSHIP CLASS - -------------- ------------------- --------------- ---------- Floating Rate Student Bankers Trust Company $ 36,060,000.00 100.00% Loan--Backed Certificates c/o BT Services Tennessee Inc. 648 Grassmere Park Drive Nashville, TN 37211
9 SLM STUDENT LOAN TRUST 1999-2 CUSIP 78442GBN5 $36,000,000
AMOUNT AND NATURE OF NAME AND ADDRESS OF BENEFICIAL PERCENT OF TITLE OF CLASS BENEFICIAL OWNER OWNERSHIP CLASS - -------------- ------------------- --------------- ---------- Floating Rate Student Bankers Trust Company $ 36,000,000.00 100.00% Loan--Backed Certificates c/o BT Services Tennessee Inc. 648 Grassmere Park Drive Nashville, TN 37211
SLM STUDENT LOAN TRUST 1999-3 CUSIP 78442GBR6 $72,300,000
AMOUNT AND NATURE OF NAME AND ADDRESS OF BENEFICIAL PERCENT OF TITLE OF CLASS BENEFICIAL OWNER OWNERSHIP CLASS - -------------- ------------------- --------------- ---------- Floating Rate Student The Bank of New York $ 62,300,000.00 86.17% Loan--Backed Certificates 925 Patterson Plank Rd. Secaucus, NJ 07094 Chase Manhattan Bank $ 10,000,000.00 13.83% 4 New York Plaza 13th Floor New York, NY 10004
SLM STUDENT LOAN TRUST 2000-1 CUSIP 78442GBW5 $71,710,000
AMOUNT AND NATURE OF NAME AND ADDRESS OF BENEFICIAL PERCENT OF TITLE OF CLASS BENEFICIAL OWNER OWNERSHIP CLASS - -------------- ------------------- --------------- ---------- Floating Rate Student Bankers Trust Company $ 40,000,000.00 55.78% Loan--Backed Certificates c/o BT Services Tennessee Inc. 648 Grassmere Park Drive Nashville, TN 37211 Bank One Trust Company, N. A. $ 25,210,000.00 35.16% 235 W. Schrock Road Brooksedge Village Westerville, OH 43081 Chase Bank of Texas, N. A. $ 6,500,000.00 9.06% P. O. Box 2558 Houston, TX 77252-2558
10 SLM STUDENT LOAN TRUST 2000-2 CUSIP 78442GCB0 $72,290,000
AMOUNT AND NATURE OF NAME AND ADDRESS OF BENEFICIAL PERCENT OF TITLE OF CLASS BENEFICIAL OWNER OWNERSHIP CLASS - -------------- ------------------- --------------- ---------- Floating Rate Student Bankers Trust Company $ 31,290,000.00 43.28% Loan--Backed Certificates c/o BT Services Tennessee Inc. 648 Grassmere Park Drive Nashville, TN 37211 Chase Manhattan Bank $ 21,000,000.00 29.05% 4 New York Plaza 13th Floor New York, NY 10004 Bank One Trust Company, N. A. $ 20,000,000.00 27.67% 235 W. Schrock Road Brooksedge Village Westerville, OH 43081
SLM STUDENT LOAN TRUST 2000-3 CUSIP 78442GCF1 $89,750,000
AMOUNT AND NATURE OF NAME AND ADDRESS OF BENEFICIAL PERCENT OF TITLE OF CLASS BENEFICIAL OWNER OWNERSHIP CLASS - -------------- ------------------- --------------- ---------- Floating Rate Student Bankers Trust Company $ 60,000,000.00 66.85% Loan--Backed Certificates c/o BT Services Tennessee Inc. 648 Grassmere Park Drive Nashville, TN 37211 Bank One Trust Company, N. A. $ 20,000,000.00 27.67% 235 W. Schrock Road Brooksedge Village Westerville, OH 43081 Morgan Stanley & Co. $ 14,750,000.00 16.43% Incorporated One Pierrepont Plaza 7th Floor Brooklyn, NY 11201
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS. Nothing to Report. 11 PART IV. ITEM 14. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K. (a) EXHIBITS. The following documents are filed as part of this Annual Report on Form 10-K:
DESIGNATION DESCRIPTION - ----------- ----------- Exhibit 19.1 Annual Statements of Compliance Exhibit 19.2 Annual Independent Certified Public Accountant's Report
(b) REPORTS ON FORM 8-K. We filed two Current Reports on Form 8-K with the Commission during the last quarter of the period covered by this report. They were filed on: - on October 5, 2000 in connection with the closing of SLM Student Loan Trust 2000-4; and - on November 3, 2000 in connection with a quarterly Distribution Date. 12 SIGNATURES Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: March 28, 2001 SLM FUNDING CORPORATION By: /s/ JOHN F. REMONDI ----------------------------------------- Name: John F. Remondi Title: President
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities indicated on the dates indicated.
SIGNATURE TITLE DATE --------- ----- ---- /s/ JOHN F. REMONDI President and Director ------------------------------------------- (Principal Executive March 28, 2001 John F. Remondi Officer) /s/ J. LANCE FRANKE Chief Financial Officer and ------------------------------------------- Director (Principal March 28, 2001 J. Lance Franke Financial Officer) /s/ WILLIAM M.E. RACHAL, JR. Treasurer and Controller ------------------------------------------- (Principal Accounting March 28, 2001 William M.E. Rachal, Jr. Officer) /s/ EVELYN ECHEVARRIA ------------------------------------------- Director March 28, 2001 Evelyn Echevarria /s/ DOUGLAS JOHNSON ------------------------------------------- Director March 28, 2001 Douglas Johnson
13 INDEX TO EXHIBITS
SEQUENTIALLY EXHIBIT NUMBERED NUMBER EXHIBIT PAGE - --------------------- ------- ------------ 19.1 Annual Statements of Compliance 14 19.2 Annual Independent Certified Public Accountant's Report 33
14 EX-19.1 2 a2041087zex-19_1.txt EX-19.1 Exhibit 19.1 SALLIE MAE STUDENT LOAN TRUST 1995-1 OFFICER'S CERTIFICATE INDENTURE TRUSTEE ELIGIBLE LENDER TRUSTEE - ----------------- ----------------------- Bankers Trust Company Chase Manhattan Bank USA, Four Albany Street National Association New York, NY 10006 1201 Market Street Attn: Chip Greiter, Wilmington, Delaware 19801 Corporate Trust and Agency Group Attn: John Cashin, (212) 250-6549 Corporate Trust Division (302) 428-3375 ADMINISTRATOR SERVICER - ------------- -------- Student Loan Marketing Association Sallie Mae Servicing Corporation 11600 Sallie Mae Drive 11600 Sallie Mae Drive Reston, Virginia 20193 Reston, Virginia 20193 Attn: Assistant Vice President, ATTN: Director ABS Administration Corporate Finance Operations (703) 810-7711 - -------------------------------------------------------------------------------- Pursuant to Section 3.2 of the Administration Agreement (the "Agreement"), we, the undersigned, hereby certify that (i) a review of the activities and performance of the Administrator from January 1, 2000 through December 31, 2000 has been made under our supervision and (ii) to the best of our knowledge, based on such review, the Administrator has fulfilled its obligations in all material respects under the Agreement throughout such period. December 31, 2000 STUDENT LOAN MARKETING ASSOCIATION, AS ADMINISTRATOR /s/ MICHAEL E. SHEEHAN /s/ J. LANCE FRANKE - ------------------------------------ ------------------------------------ Michael E. Sheehan, Vice President J. Lance Franke, Authorized Agent Student Loan Marketing Association Student Loan Marketing Association SALLIE MAE STUDENT LOAN TRUST 1996-1 OFFICER'S CERTIFICATE INDENTURE TRUSTEE ELIGIBLE LENDER TRUSTEE - ----------------- ----------------------- Bankers Trust Company Chase Manhattan Bank USA, Four Albany Street National Association New York, NY 10006 1201 Market Street Attn: Chip Greiter, Wilmington, Delaware 19801 Corporate Trust and Agency Group Attn: John Cashin, (212) 250-6549 Corporate Trust Division (302) 428-3375 ADMINISTRATOR SERVICER - ------------- -------- Student Loan Marketing Association Sallie Mae Servicing Corporation 11600 Sallie Mae Drive 11600 Sallie Mae Drive Reston, Virginia 20193 Reston, Virginia 20193 Attn: Assistant Vice President, ATTN: Director ABS Administration Corporate Finance Operations (703) 810-7711 - -------------------------------------------------------------------------------- Pursuant to Section 3.2 of the Administration Agreement (the "Agreement"), we, the undersigned, hereby certify that (i) a review of the activities and performance of the Administrator from January 1, 2000 through December 31, 2000 has been made under our supervision and (ii) to the best of our knowledge, based on such review, the Administrator has fulfilled its obligations in all material respects under the Agreement throughout such period. December 31, 2000 STUDENT LOAN MARKETING ASSOCIATION, AS ADMINISTRATOR /s/ MICHAEL E. SHEEHAN /s/ J. LANCE FRANKE - ------------------------------------ ------------------------------------ Michael E. Sheehan, Vice President J. Lance Franke, Authorized Agent Student Loan Marketing Association Student Loan Marketing Association SLM STUDENT LOAN TRUST 1996-2 OFFICER'S CERTIFICATE INDENTURE TRUSTEE ELIGIBLE LENDER TRUSTEE - ----------------- ----------------------- Bankers Trust Company Chase Manhattan Bank USA, Four Albany Street National Association New York, NY 10006 1201 Market Street Attn: Chip Greiter, Wilmington, Delaware 19801 Corporate Trust and Agency Group Attn: John Cashin, (212) 250-6549 Corporate Trust Division (302) 428-3375 ADMINISTRATOR SERVICER - ------------- -------- Student Loan Marketing Association Sallie Mae Servicing Corporation 11600 Sallie Mae Drive 11600 Sallie Mae Drive Reston, Virginia 20193 Reston, Virginia 20193 Attn: Assistant Vice President, ATTN: Director ABS Administration Corporate Finance Operations (703) 810-7711 - -------------------------------------------------------------------------------- Pursuant to Section 3.2 of the Administration Agreement (the "Agreement"), we, the undersigned, hereby certify that (i) a review of the activities and performance of the Administrator from January 1, 2000 through December 31, 2000 has been made under our supervision and (ii) to the best of our knowledge, based on such review, the Administrator has fulfilled its obligations in all material respects under the Agreement throughout such period. December 31, 2000 STUDENT LOAN MARKETING ASSOCIATION, AS ADMINISTRATOR /s/ MICHAEL E. SHEEHAN /s/ J. LANCE FRANKE - ------------------------------------ ------------------------------------ Michael E. Sheehan, Vice President J. Lance Franke, Authorized Agent Student Loan Marketing Association Student Loan Marketing Association SLM STUDENT LOAN TRUST 1996-3 OFFICER'S CERTIFICATE INDENTURE TRUSTEE ELIGIBLE LENDER TRUSTEE - ----------------- ----------------------- Bankers Trust Company Chase Manhattan Bank USA, Four Albany Street National Association New York, NY 10006 1201 Market Street Attn: Chip Greiter, Wilmington, Delaware 19801 Corporate Trust and Agency Group Attn: John Cashin, (212) 250-6549 Corporate Trust Division (302) 428-3375 ADMINISTRATOR SERVICER - ------------- -------- Student Loan Marketing Association Sallie Mae Servicing Corporation 11600 Sallie Mae Drive 11600 Sallie Mae Drive Reston, Virginia 20193 Reston, Virginia 20193 Attn: Assistant Vice President, ATTN: Director ABS Administration Corporate Finance Operations (703) 810-7711 - -------------------------------------------------------------------------------- Pursuant to Section 3.2 of the Administration Agreement (the "Agreement"), we, the undersigned, hereby certify that (i) a review of the activities and performance of the Administrator from January 1, 2000 through December 31, 2000 has been made under our supervision and (ii) to the best of our knowledge, based on such review, the Administrator has fulfilled its obligations in all material respects under the Agreement throughout such period. December 31, 2000 STUDENT LOAN MARKETING ASSOCIATION, AS ADMINISTRATOR /s/ MICHAEL E. SHEEHAN /s/ J. LANCE FRANKE - ------------------------------------ ------------------------------------ Michael E. Sheehan, Vice President J. Lance Franke, Authorized Agent Student Loan Marketing Association Student Loan Marketing Association SLM STUDENT LOAN TRUST 1996-4 OFFICER'S CERTIFICATE INDENTURE TRUSTEE ELIGIBLE LENDER TRUSTEE - ----------------- ----------------------- Bankers Trust Company Chase Manhattan Bank USA, Four Albany Street National Association New York, NY 10006 1201 Market Street Attn: Chip Greiter, Wilmington, Delaware 19801 Corporate Trust and Agency Group Attn: John Cashin, (212) 250-6549 Corporate Trust Division (302) 428-3375 ADMINISTRATOR SERVICER - ------------- -------- Student Loan Marketing Association Sallie Mae Servicing Corporation 11600 Sallie Mae Drive 11600 Sallie Mae Drive Reston, Virginia 20193 Reston, Virginia 20193 Attn: Assistant Vice President, ATTN: Director ABS Administration Corporate Finance Operations (703) 810-7711 - -------------------------------------------------------------------------------- Pursuant to Section 3.2 of the Administration Agreement (the "Agreement"), we, the undersigned, hereby certify that (i) a review of the activities and performance of the Administrator from January 1, 2000 through December 31, 2000 has been made under our supervision and (ii) to the best of our knowledge, based on such review, the Administrator has fulfilled its obligations in all material respects under the Agreement throughout such period. December 31, 2000 STUDENT LOAN MARKETING ASSOCIATION, AS ADMINISTRATOR /s/ MICHAEL E. SHEEHAN /s/ J. LANCE FRANKE - ------------------------------------ ------------------------------------ Michael E. Sheehan, Vice President J. Lance Franke, Authorized Agent Student Loan Marketing Association Student Loan Marketing Association SLM STUDENT LOAN TRUST 1997-1 OFFICER'S CERTIFICATE INDENTURE TRUSTEE ELIGIBLE LENDER TRUSTEE - ----------------- ----------------------- Bankers Trust Company Chase Manhattan Bank USA, Four Albany Street National Association New York, NY 10006 1201 Market Street Attn: Chip Greiter, Wilmington, Delaware 19801 Corporate Trust and Agency Group Attn: John Cashin, (212) 250-6549 Corporate Trust Division (302) 428-3375 ADMINISTRATOR SERVICER - ------------- -------- Student Loan Marketing Association Sallie Mae Servicing Corporation 11600 Sallie Mae Drive 11600 Sallie Mae Drive Reston, Virginia 20193 Reston, Virginia 20193 Attn: Assistant Vice President, ATTN: Director ABS Administration Corporate Finance Operations (703) 810-7711 - -------------------------------------------------------------------------------- Pursuant to Section 3.2 of the Administration Agreement (the "Agreement"), we, the undersigned, hereby certify that (i) a review of the activities and performance of the Administrator from January 1, 2000 through December 31, 2000 has been made under our supervision and (ii) to the best of our knowledge, based on such review, the Administrator has fulfilled its obligations in all material respects under the Agreement throughout such period. December 31, 2000 STUDENT LOAN MARKETING ASSOCIATION, AS ADMINISTRATOR /s/ MICHAEL E. SHEEHAN /s/ J. LANCE FRANKE - ------------------------------------ ------------------------------------ Michael E. Sheehan, Vice President J. Lance Franke, Authorized Agent Student Loan Marketing Association Student Loan Marketing Association SLM STUDENT LOAN TRUST 1997-2 OFFICER'S CERTIFICATE INDENTURE TRUSTEE ELIGIBLE LENDER TRUSTEE - ----------------- ----------------------- Bankers Trust Company Chase Manhattan Bank USA, Four Albany Street National Association New York, NY 10006 1201 Market Street Attn: Chip Greiter, Wilmington, Delaware 19801 Corporate Trust and Agency Group Attn: John Cashin, (212) 250-6549 Corporate Trust Division (302) 428-3375 ADMINISTRATOR SERVICER - ------------- -------- Student Loan Marketing Association Sallie Mae Servicing Corporation 11600 Sallie Mae Drive 11600 Sallie Mae Drive Reston, Virginia 20193 Reston, Virginia 20193 Attn: Assistant Vice President, ATTN: Director ABS Administration Corporate Finance Operations (703) 810-7711 - -------------------------------------------------------------------------------- Pursuant to Section 3.2 of the Administration Agreement (the "Agreement"), we, the undersigned, hereby certify that (i) a review of the activities and performance of the Administrator from January 1, 2000 through December 31, 2000 has been made under our supervision and (ii) to the best of our knowledge, based on such review, the Administrator has fulfilled its obligations in all material respects under the Agreement throughout such period. December 31, 2000 STUDENT LOAN MARKETING ASSOCIATION, AS ADMINISTRATOR /s/ MICHAEL E. SHEEHAN /s/ J. LANCE FRANKE - ------------------------------------ ------------------------------------ Michael E. Sheehan, Vice President J. Lance Franke, Authorized Agent Student Loan Marketing Association Student Loan Marketing Association SLM STUDENT LOAN TRUST 1997-3 OFFICER'S CERTIFICATE INDENTURE TRUSTEE ELIGIBLE LENDER TRUSTEE - ----------------- ----------------------- Bankers Trust Company Chase Manhattan Bank USA, Four Albany Street National Association New York, NY 10006 1201 Market Street Attn: Chip Greiter, Wilmington, Delaware 19801 Corporate Trust and Agency Group Attn: John Cashin, (212) 250-6549 Corporate Trust Division (302) 428-3375 ADMINISTRATOR SERVICER - ------------- -------- Student Loan Marketing Association Sallie Mae Servicing Corporation 11600 Sallie Mae Drive 11600 Sallie Mae Drive Reston, Virginia 20193 Reston, Virginia 20193 Attn: Assistant Vice President, ATTN: Director ABS Administration Corporate Finance Operations (703) 810-7711 - -------------------------------------------------------------------------------- Pursuant to Section 3.2 of the Administration Agreement (the "Agreement"), we, the undersigned, hereby certify that (i) a review of the activities and performance of the Administrator from January 1, 2000 through December 31, 2000 has been made under our supervision and (ii) to the best of our knowledge, based on such review, the Administrator has fulfilled its obligations in all material respects under the Agreement throughout such period. December 31, 2000 STUDENT LOAN MARKETING ASSOCIATION, AS ADMINISTRATOR /s/ MICHAEL E. SHEEHAN /s/ J. LANCE FRANKE - ------------------------------------ ------------------------------------ Michael E. Sheehan, Vice President J. Lance Franke, Authorized Agent Student Loan Marketing Association Student Loan Marketing Association SLM STUDENT LOAN TRUST 1997-4 OFFICER'S CERTIFICATE INDENTURE TRUSTEE ELIGIBLE LENDER TRUSTEE - ----------------- ----------------------- Bankers Trust Company Chase Manhattan Bank USA, Four Albany Street National Association New York, NY 10006 1201 Market Street Attn: Chip Greiter, Wilmington, Delaware 19801 Corporate Trust and Agency Group Attn: John Cashin, (212) 250-6549 Corporate Trust Division (302) 428-3375 ADMINISTRATOR SERVICER - ------------- -------- Student Loan Marketing Association Sallie Mae Servicing Corporation 11600 Sallie Mae Drive 11600 Sallie Mae Drive Reston, Virginia 20193 Reston, Virginia 20193 Attn: Assistant Vice President, ATTN: Director ABS Administration Corporate Finance Operations (703) 810-7711 - -------------------------------------------------------------------------------- Pursuant to Section 3.2 of the Administration Agreement (the "Agreement"), we, the undersigned, hereby certify that (i) a review of the activities and performance of the Administrator from January 1, 2000 through December 31, 2000 has been made under our supervision and (ii) to the best of our knowledge, based on such review, the Administrator has fulfilled its obligations in all material respects under the Agreement throughout such period. December 31, 2000 STUDENT LOAN MARKETING ASSOCIATION, AS ADMINISTRATOR /s/ MICHAEL E. SHEEHAN /s/ J. LANCE FRANKE - ------------------------------------ ------------------------------------ Michael E. Sheehan, Vice President J. Lance Franke, Authorized Agent Student Loan Marketing Association Student Loan Marketing Association SLM STUDENT LOAN TRUST 1998-1 OFFICER'S CERTIFICATE INDENTURE TRUSTEE ELIGIBLE LENDER TRUSTEE - ----------------- ----------------------- Bankers Trust Company Chase Manhattan Bank USA, Four Albany Street National Association New York, NY 10006 1201 Market Street Attn: Chip Greiter, Wilmington, Delaware 19801 Corporate Trust and Agency Group Attn: John Cashin, (212) 250-6549 Corporate Trust Division (302) 428-3375 ADMINISTRATOR SERVICER - ------------- -------- Student Loan Marketing Association Sallie Mae Servicing Corporation 11600 Sallie Mae Drive 11600 Sallie Mae Drive Reston, Virginia 20193 Reston, Virginia 20193 Attn: Assistant Vice President, ATTN: Director ABS Administration Corporate Finance Operations (703) 810-7711 - -------------------------------------------------------------------------------- Pursuant to Section 3.2 of the Administration Agreement (the "Agreement"), we, the undersigned, hereby certify that (i) a review of the activities and performance of the Administrator from January 1, 2000 through December 31, 2000 has been made under our supervision and (ii) to the best of our knowledge, based on such review, the Administrator has fulfilled its obligations in all material respects under the Agreement throughout such period. December 31, 2000 STUDENT LOAN MARKETING ASSOCIATION, AS ADMINISTRATOR /s/ MICHAEL E. SHEEHAN /s/ J. LANCE FRANKE - ------------------------------------ ------------------------------------ Michael E. Sheehan, Vice President J. Lance Franke, Authorized Agent Student Loan Marketing Association Student Loan Marketing Association SLM STUDENT LOAN TRUST 1998-2 OFFICER'S CERTIFICATE INDENTURE TRUSTEE ELIGIBLE LENDER TRUSTEE - ----------------- ----------------------- Bankers Trust Company Chase Manhattan Bank USA, Four Albany Street National Association New York, NY 10006 1201 Market Street Attn: Chip Greiter, Wilmington, Delaware 19801 Corporate Trust and Agency Group Attn: John Cashin, (212) 250-6549 Corporate Trust Division (302) 428-3375 ADMINISTRATOR SERVICER - ------------- -------- Student Loan Marketing Association Sallie Mae Servicing Corporation 11600 Sallie Mae Drive 11600 Sallie Mae Drive Reston, Virginia 20193 Reston, Virginia 20193 Attn: Assistant Vice President, ATTN: Director ABS Administration Corporate Finance Operations (703) 810-7711 - -------------------------------------------------------------------------------- Pursuant to Section 3.2 of the Administration Agreement (the "Agreement"), we, the undersigned, hereby certify that (i) a review of the activities and performance of the Administrator from January 1, 2000 through December 31, 2000 has been made under our supervision and (ii) to the best of our knowledge, based on such review, the Administrator has fulfilled its obligations in all material respects under the Agreement throughout such period. December 31, 2000 STUDENT LOAN MARKETING ASSOCIATION, AS ADMINISTRATOR /s/ MICHAEL E. SHEEHAN /s/ J. LANCE FRANKE - ------------------------------------ ------------------------------------ Michael E. Sheehan, Vice President J. Lance Franke, Authorized Agent Student Loan Marketing Association Student Loan Marketing Association SLM STUDENT LOAN TRUST 1999-1 OFFICER'S CERTIFICATE INDENTURE TRUSTEE ELIGIBLE LENDER TRUSTEE - ----------------- ----------------------- Bankers Trust Company Chase Manhattan Bank USA, Four Albany Street National Association New York, NY 10006 1201 Market Street Attn: Chip Greiter, Wilmington, Delaware 19801 Corporate Trust and Agency Group Attn: John Cashin, (212) 250-6549 Corporate Trust Division (302) 428-3375 ADMINISTRATOR SERVICER - ------------- -------- Student Loan Marketing Association Sallie Mae Servicing Corporation 11600 Sallie Mae Drive 11600 Sallie Mae Drive Reston, Virginia 20193 Reston, Virginia 20193 Attn: Assistant Vice President, ATTN: Director ABS Administration Corporate Finance Operations (703) 810-7711 - -------------------------------------------------------------------------------- Pursuant to Section 3.2 of the Administration Agreement (the "Agreement"), we, the undersigned, hereby certify that (i) a review of the activities and performance of the Administrator from January 1, 2000 through December 31, 2000 has been made under our supervision and (ii) to the best of our knowledge, based on such review, the Administrator has fulfilled its obligations in all material respects under the Agreement throughout such period. December 31, 2000 STUDENT LOAN MARKETING ASSOCIATION, AS ADMINISTRATOR /s/ MICHAEL E. SHEEHAN /s/ J. LANCE FRANKE - ------------------------------------ ------------------------------------ Michael E. Sheehan, Vice President J. Lance Franke, Authorized Agent Student Loan Marketing Association Student Loan Marketing Association SLM STUDENT LOAN TRUST 1999-2 OFFICER'S CERTIFICATE INDENTURE TRUSTEE ELIGIBLE LENDER TRUSTEE - ----------------- ----------------------- Bankers Trust Company Chase Manhattan Bank USA, Four Albany Street National Association New York, NY 10006 1201 Market Street Attn: Raymond Delli Colli, Wilmington, Delaware 19801 Corporate Trust and Agency Group Attn: John Cashin, (212) 250-6549 Corporate Trust Division (302) 428-3375 ADMINISTRATOR SERVICER - ------------- -------- Student Loan Marketing Association Sallie Mae Servicing Corporation 11600 Sallie Mae Drive 11600 Sallie Mae Drive Reston, Virginia 20193 Reston, Virginia 20193 Attn: Assistant Vice President, ATTN: Director ABS Administration Corporate Finance Operations (703) 810-7711 - -------------------------------------------------------------------------------- Pursuant to Section 3.2 of the Administration Agreement (the "Agreement"), we, the undersigned, hereby certify that (i) a review of the activities and performance of the Administrator from January 1, 2000 through December 31, 2000 has been made under our supervision and (ii) to the best of our knowledge, based on such review, the Administrator has fulfilled its obligations in all material respects under the Agreement throughout such period. December 31, 1999 STUDENT LOAN MARKETING ASSOCIATION, AS ADMINISTRATOR /s/ MARK G. OVEREND /s/ J. LANCE FRANKE - ------------------------------------ ------------------------------------ Mark G. Overend, Chief Financial Officer J. Lance Franke, Authorized Agent Student Loan Marketing Association Student Loan Marketing Association SLM STUDENT LOAN TRUST 1999-3 OFFICER'S CERTIFICATE INDENTURE TRUSTEE ELIGIBLE LENDER TRUSTEE - ----------------- ----------------------- Bankers Trust Company Chase Manhattan Bank USA, Four Albany Street National Association New York, NY 10006 1201 Market Street Attn: Chip Greiter, Wilmington, Delaware 19801 Corporate Trust and Agency Group Attn: John Cashin, (212) 250-6549 Corporate Trust Division (302) 428-3375 ADMINISTRATOR SERVICER - ------------- -------- Student Loan Marketing Association Sallie Mae Servicing Corporation 11600 Sallie Mae Drive 11600 Sallie Mae Drive Reston, Virginia 20193 Reston, Virginia 20193 Attn: Assistant Vice President, ATTN: Director ABS Administration Corporate Finance Operations (703) 810-7711 - -------------------------------------------------------------------------------- Pursuant to Section 3.2 of the Administration Agreement (the "Agreement"), we, the undersigned, hereby certify that (i) a review of the activities and performance of the Administrator from January 1, 2000 through December 31, 2000 has been made under our supervision and (ii) to the best of our knowledge, based on such review, the Administrator has fulfilled its obligations in all material respects under the Agreement throughout such period. December 31, 2000 STUDENT LOAN MARKETING ASSOCIATION, AS ADMINISTRATOR /s/ MICHAEL E. SHEEHAN /s/ J. LANCE FRANKE - ------------------------------------ ------------------------------------ Michael E. Sheehan, Vice President J. Lance Franke, Authorized Agent Student Loan Marketing Association Student Loan Marketing Association SLM STUDENT LOAN TRUST 2000-1 OFFICER'S CERTIFICATE INDENTURE TRUSTEE ELIGIBLE LENDER TRUSTEE - ----------------- ----------------------- Bankers Trust Company Chase Manhattan Bank USA, Four Albany Street National Association New York, NY 10006 1201 Market Street Attn: Chip Greiter, Wilmington, Delaware 19801 Corporate Trust and Agency Group Attn: John Cashin, (212) 250-6549 Corporate Trust Division (302) 428-3375 ADMINISTRATOR SERVICER - ------------- -------- Student Loan Marketing Association Sallie Mae Servicing Corporation 11600 Sallie Mae Drive 11600 Sallie Mae Drive Reston, Virginia 20193 Reston, Virginia 20193 Attn: Assistant Vice President, ATTN: Director ABS Administration Corporate Finance Operations (703) 810-7711 - -------------------------------------------------------------------------------- Pursuant to Section 3.2 of the Administration Agreement (the "Agreement"), we, the undersigned, hereby certify that (i) a review of the activities and performance of the Administrator from February 15, 2000 through December 31, 2000 has been made under our supervision and (ii) to the best of our knowledge, based on such review, the Administrator has fulfilled its obligations in all material respects under the Agreement throughout such period. December 31, 2000 STUDENT LOAN MARKETING ASSOCIATION, AS ADMINISTRATOR /s/ MICHAEL E. SHEEHAN /s/ J. LANCE FRANKE - ------------------------------------ ------------------------------------ Michael E. Sheehan, Vice President J. Lance Franke, Authorized Agent Student Loan Marketing Association Student Loan Marketing Association SLM STUDENT LOAN TRUST 2000-2 OFFICER'S CERTIFICATE INDENTURE TRUSTEE ELIGIBLE LENDER TRUSTEE - ----------------- ----------------------- Bankers Trust Company Chase Manhattan Bank USA, Four Albany Street National Association New York, NY 10006 1201 Market Street Attn: Chip Greiter, Wilmington, Delaware 19801 Corporate Trust and Agency Group Attn: John Cashin, (212) 250-6549 Corporate Trust Division (302) 428-3375 ADMINISTRATOR SERVICER - ------------- -------- Student Loan Marketing Association Sallie Mae Servicing Corporation 11600 Sallie Mae Drive 11600 Sallie Mae Drive Reston, Virginia 20193 Reston, Virginia 20193 Attn: Assistant Vice President, ATTN: Director ABS Administration Corporate Finance Operations (703) 810-7711 - -------------------------------------------------------------------------------- Pursuant to Section 3.2 of the Administration Agreement (the "Agreement"), we, the undersigned, hereby certify that (i) a review of the activities and performance of the Administrator from March 28, 2000 through December 31, 2000 has been made under our supervision and (ii) to the best of our knowledge, based on such review, the Administrator has fulfilled its obligations in all material respects under the Agreement throughout such period. December 31, 2000 STUDENT LOAN MARKETING ASSOCIATION, AS ADMINISTRATOR /s/ MICHAEL E. SHEEHAN /s/ J. LANCE FRANKE - ------------------------------------ ------------------------------------ Michael E. Sheehan, Vice President J. Lance Franke, Authorized Agent Student Loan Marketing Association Student Loan Marketing Association SLM STUDENT LOAN TRUST 2000-3 OFFICER'S CERTIFICATE INDENTURE TRUSTEE ELIGIBLE LENDER TRUSTEE - ----------------- ----------------------- Bankers Trust Company Chase Manhattan Bank USA, Four Albany Street National Association New York, NY 10006 1201 Market Street Attn: Chip Greiter, Wilmington, Delaware 19801 Corporate Trust and Agency Group Attn: John Cashin, (212) 250-6549 Corporate Trust Division (302) 428-3375 ADMINISTRATOR SERVICER - ------------- -------- Student Loan Marketing Association Sallie Mae Servicing Corporation 11600 Sallie Mae Drive 11600 Sallie Mae Drive Reston, Virginia 20193 Reston, Virginia 20193 Attn: Assistant Vice President, ATTN: Director ABS Administration Corporate Finance Operations (703) 810-7711 - -------------------------------------------------------------------------------- Pursuant to Section 3.2 of the Administration Agreement (the "Agreement"), we, the undersigned, hereby certify that (i) a review of the activities and performance of the Administrator from April 26, 2000 through December 31, 2000 has been made under our supervision and (ii) to the best of our knowledge, based on such review, the Administrator has fulfilled its obligations in all material respects under the Agreement throughout such period. December 31, 2000 STUDENT LOAN MARKETING ASSOCIATION, AS ADMINISTRATOR /s/ MICHAEL E. SHEEHAN /s/ J. LANCE FRANKE - ------------------------------------ ------------------------------------ Michael E. Sheehan, Vice President J. Lance Franke, Authorized Agent Student Loan Marketing Association Student Loan Marketing Association SLM STUDENT LOAN TRUST 2000-4 OFFICER'S CERTIFICATE INDENTURE TRUSTEE ELIGIBLE LENDER TRUSTEE - ----------------- ----------------------- Bankers Trust Company Chase Manhattan Bank USA, Four Albany Street National Association New York, NY 10006 1201 Market Street Attn: Chip Greiter, Wilmington, Delaware 19801 Corporate Trust and Agency Group Attn: John Cashin, (212) 250-6549 Corporate Trust Division (302) 428-3375 ADMINISTRATOR SERVICER - ------------- -------- Student Loan Marketing Association Sallie Mae Servicing Corporation 11600 Sallie Mae Drive 11600 Sallie Mae Drive Reston, Virginia 20193 Reston, Virginia 20193 Attn: Assistant Vice President, ATTN: Director ABS Administration Corporate Finance Operations (703) 810-7711 - -------------------------------------------------------------------------------- Pursuant to Section 3.2 of the Administration Agreement (the "Agreement"), we, the undersigned, hereby certify that (i) a review of the activities and performance of the Administrator from September 26, 2000 through December 31, 2000 has been made under our supervision and (ii) to the best of our knowledge, based on such review, the Administrator has fulfilled its obligations in all material respects under the Agreement throughout such period. December 31, 2000 STUDENT LOAN MARKETING ASSOCIATION, AS ADMINISTRATOR /s/ MICHAEL E. SHEEHAN /s/ J. LANCE FRANKE - ------------------------------------ ------------------------------------ Michael E. Sheehan, Vice President J. Lance Franke, Authorized Agent Student Loan Marketing Association Student Loan Marketing Association EX-19.2 3 a2041087zex-19_2.txt EX-19.2 Exhibit 19.2 March 1, 2001 Sallie Mae Servicing Corporation 11600 Sallie Mae Drive Reston, Virginia 20193 and Chase Manhattan Bank USA, National Association formerly known as Chase Manhattan Bank Delaware 1201 Market Street Wilmington, Delaware 19801 and Bankers Trust Company Four Albany Street New York, New York 10006 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS SALLIE MAE STUDENT LOAN TRUST 1995-1 We have examined management's assertion included in the accompanying report titled REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER that Sallie Mae Servicing Corporation (the Company) complied with the terms and conditions of Sections 2.2, 2.3, 3.1, 3.2A, 3.2B, 3.2C, 3.5A, 3.6, 3.10, and 3.15 of the Servicing Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, and the Student Loan Marketing Association, as Administrator, (the Agreement) pursuant to the Sallie Mae Student Loan Trust 1995-1, for the year ended December 31, 2000. Management is responsible for compliance with those requirements. Our responsibility is to express an opinion on the Company's compliance based on our examination. Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about the Company's compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with specified requirements. In our opinion, Sallie Mae Servicing Corporation complied, in all material respects, with the aforementioned requirements for the year ended December 31, 2000. This report is intended solely for your information and use of management, the board of directors, Chase Manhattan Bank USA, National Association and Bankers Trust Company and is not intended to be and should not be used by anyone other than these specified parties. Very truly yours, /s/ Arthur Andersen LLP REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER We acknowledge that as members of management of Sallie Mae Servicing Corporation (the "Company"), we are responsible for ensuring compliance with the terms and conditions of Sections 2.2, 2.3, 3.1, 3.2A, 3.2B, 3.2C, 3.5A, 3.6, 3.10, and 3.15 of the Servicing Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, and the Student Loan Marketing Association, as Administrator, (the "Agreement") pursuant to the Sallie Mae Student Loan Trust 1995-1. We are also responsible for reviewing and ensuring implementation of, and ongoing compliance with, effective internal control over compliance with the terms and conditions of the Agreement. On an ongoing basis we evaluate the Company's compliance with the terms and conditions of the Sections in the Agreement indicated above. Based on this management oversight and evaluation, we assert that the Company complied, in all material respects, with the terms and conditions of the Sections in the Agreement indicated above for the year ended December 31, 2000. March 1, 2001 /s/ ROBERT R. LEVINE - ----------------------------- Robert R. Levine Executive Vice President /s/ BARBARA DEEMER - ----------------------------- Barbara Deemer Vice President and Treasurer March 1, 2001 Sallie Mae Servicing Corporation 11600 Sallie Mae Drive Reston, Virginia 20193 and Chase Manhattan Bank USA, National Association formerly known as Chase Manhattan Bank Delaware 1201 Market Street Wilmington, Delaware 19801 and Bankers Trust Company Four Albany Street New York, New York 10006 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS SALLIE MAE STUDENT LOAN TRUST 1996-1 We have examined management's assertion included in the accompanying report titled REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER that Sallie Mae Servicing Corporation (the Company) complied with the terms and conditions of Sections 2.2, 2.3, 3.1, 3.2A, 3.2B, 3.2C, 3.5A, 3.6, 3.10, and 3.15 of the Servicing Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, and the Student Loan Marketing Association, as Administrator, (the Agreement) pursuant to the Sallie Mae Student Loan Trust 1996-1, for the year ended December 31, 2000. Management is responsible for compliance with those requirements. Our responsibility is to express an opinion on the Company's compliance based on our examination. Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about the Company's compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with specified requirements. In our opinion, Sallie Mae Servicing Corporation complied, in all material respects, with the aforementioned requirements for the year ended December 31, 2000. This report is intended solely for your information and use of management, the board of directors, Chase Manhattan Bank USA, National Association and Bankers Trust Company and is not intended to be and should not be used by anyone other than these specified parties. Very truly yours, /s/ Arthur Andersen LLP REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER We acknowledge that as members of management of Sallie Mae Servicing Corporation (the "Company"), we are responsible for ensuring compliance with the terms and conditions of Sections 2.2, 2.3, 3.1, 3.2A, 3.2B, 3.2C, 3.5A, 3.6, 3.10, and 3.15 of the Servicing Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, and the Student Loan Marketing Association, as Administrator, (the "Agreement") pursuant to the Sallie Mae Student Loan Trust 1996-1. We are also responsible for reviewing and ensuring implementation of, and ongoing compliance with, effective internal control over compliance with the terms and conditions of the Agreement. On an ongoing basis we evaluate the Company's compliance with the terms and conditions of the Sections in the Agreement indicated above. Based on this management oversight and evaluation, we assert that the Company complied, in all material respects, with the terms and conditions of the Sections in the Agreement indicated above for the year ended December 31, 2000. March 1, 2001 /s/ ROBERT R. LEVINE - ----------------------------- Robert R. Levine Executive Vice President /s/ BARBARA DEEMER - ----------------------------- Barbara Deemer Vice President and Treasurer March 1, 2001 Sallie Mae Servicing Corporation 11600 Sallie Mae Drive Reston, Virginia 20193 and Chase Manhattan Bank USA, National Association formerly known as Chase Manhattan Bank Delaware 1201 Market Street Wilmington, Delaware 19801 and Bankers Trust Company Four Albany Street New York, New York 10006 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS SLM STUDENT LOAN TRUST 1996-2 We have examined management's assertion included in the accompanying report titled REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER that Sallie Mae Servicing Corporation (the Company) complied with the terms and conditions of Sections 2.2, 2.3, 3.1, 3.2A, 3.2B, 3.2C, 3.5A, 3.6, 3.10, and 3.15 of the Servicing Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, and the Student Loan Marketing Association, as Administrator, (the Agreement) pursuant to the Sallie Mae Student Loan Trust 1996-2, for the year ended December 31, 2000. Management is responsible for compliance with those requirements. Our responsibility is to express an opinion on the Company's compliance based on our examination. Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about the Company's compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with specified requirements. In our opinion, Sallie Mae Servicing Corporation complied, in all material respects, with the aforementioned requirements for the year ended December 31, 2000. This report is intended solely for your information and use of management, the board of directors, Chase Manhattan Bank USA, National Association and Bankers Trust Company and is not intended to be and should not be used by anyone other than these specified parties. Very truly yours, /s/ Arthur Andersen LLP REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER We acknowledge that as members of management of Sallie Mae Servicing Corporation (the "Company"), we are responsible for ensuring compliance with the terms and conditions of Sections 2.2, 2.3, 3.1, 3.2A, 3.2B, 3.2C, 3.5A, 3.6, 3.10, and 3.15 of the Servicing Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, and the Student Loan Marketing Association, as Administrator, (the "Agreement") pursuant to the Sallie Mae Student Loan Trust 1996-2. We are also responsible for reviewing and ensuring implementation of, and ongoing compliance with, effective internal control over compliance with the terms and conditions of the Agreement. On an ongoing basis we evaluate the Company's compliance with the terms and conditions of the Sections in the Agreement indicated above. Based on this management oversight and evaluation, we assert that the Company complied, in all material respects, with the terms and conditions of the Sections in the Agreement indicated above for the year ended December 31, 2000. March 1, 2001 /s/ ROBERT R. LEVINE - ----------------------------- Robert R. Levine Executive Vice President /s/ BARBARA DEEMER - ----------------------------- Barbara Deemer Vice President and Treasurer March 1, 2001 Sallie Mae Servicing Corporation 11600 Sallie Mae Drive Reston, Virginia 20193 and Chase Manhattan Bank USA, National Association formerly known as Chase Manhattan Bank Delaware 1201 Market Street, Wilmington, Delaware 19801 and Bankers Trust Company Four Albany Street New York, New York 10006 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS SLM STUDENT LOAN TRUST 1996-3 We have examined management's assertion included in the accompanying report titled REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER that Sallie Mae Servicing Corporation (the Company) complied with the terms and conditions of Sections 2.2, 2.3, 3.1, 3.2A, 3.2B, 3.2C, 3.5A, 3.6, 3.10, and 3.15 of the Servicing Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, and the Student Loan Marketing Association, as Administrator, (the Agreement) pursuant to the Sallie Mae Student Loan Trust 1996-3, for the year ended December 31, 2000. Management is responsible for compliance with those requirements. Our responsibility is to express an opinion on the Company's compliance based on our examination. Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about the Company's compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with specified requirements. In our opinion, Sallie Mae Servicing Corporation complied, in all material respects, with the aforementioned requirements for the year ended December 31, 2000. This report is intended solely for your information and use of management, the board of directors, Chase Manhattan Bank USA, National Association and Bankers Trust Company and is not intended to be and should not be used by anyone other than these specified parties. Very truly yours, /s/ Arthur Andersen LLP REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER We acknowledge that as members of management of Sallie Mae Servicing Corporation (the "Company"), we are responsible for ensuring compliance with the terms and conditions of Sections 2.2, 2.3, 3.1, 3.2A, 3.2B, 3.2C, 3.5A, 3.6, 3.10, and 3.15 of the Servicing Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, and the Student Loan Marketing Association, as Administrator, (the "Agreement") pursuant to the Sallie Mae Student Loan Trust 1996-3. We are also responsible for reviewing and ensuring implementation of, and ongoing compliance with, effective internal control over compliance with the terms and conditions of the Agreement. On an ongoing basis we evaluate the Company's compliance with the terms and conditions of the Sections in the Agreement indicated above. Based on this management oversight and evaluation, we assert that the Company complied, in all material respects, with the terms and conditions of the Sections in the Agreement indicated above for the year ended December 31, 2000. March 1, 2001 /s/ ROBERT R. LEVINE - ----------------------------- Robert R. Levine Executive Vice President /s/ BARBARA DEEMER - ----------------------------- Barbara Deemer Vice President and Treasurer March 1, 2001 Sallie Mae Servicing Corporation 11600 Sallie Mae Drive Reston, Virginia 20193 and Chase Manhattan Bank USA, National Association formerly known as Chase Manhattan Bank Delaware 1201 Market Street Wilmington, Delaware 19801 and Bankers Trust Company Four Albany Street New York, New York 10006 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS SLM STUDENT LOAN TRUST 1996-4 We have examined management's assertion included in the accompanying report titled REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER that Sallie Mae Servicing Corporation (the Company) complied with the terms and conditions of Sections 2.2, 2.3, 3.1, 3.2A, 3.2B, 3.2C, 3.5A, 3.6, 3.10, and 3.15 of the Servicing Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, and the Student Loan Marketing Association, as Administrator, (the Agreement) pursuant to the Sallie Mae Student Loan Trust 1996-4, for the year ended December 31, 2000. Management is responsible for compliance with those requirements. Our responsibility is to express an opinion on the Company's compliance based on our examination. Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about the Company's compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with specified requirements. In our opinion, Sallie Mae Servicing Corporation complied, in all material respects, with the aforementioned requirements for the year ended December 31, 2000. This report is intended solely for your information and use of management, the board of directors, Chase Manhattan Bank USA, National Association and Bankers Trust Company and is not intended to be and should not be used by anyone other than these specified parties. Very truly yours, /s/ Arthur Andersen LLP REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER We acknowledge that as members of management of Sallie Mae Servicing Corporation (the "Company"), we are responsible for ensuring compliance with the terms and conditions of Sections 2.2, 2.3, 3.1, 3.2A, 3.2B, 3.2C, 3.5A, 3.6, 3.10, and 3.15 of the Servicing Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, and the Student Loan Marketing Association, as Administrator, (the "Agreement") pursuant to the Sallie Mae Student Loan Trust 1996-4. We are also responsible for reviewing and ensuring implementation of, and ongoing compliance with, effective internal control over compliance with the terms and conditions of the Agreement. On an ongoing basis we evaluate the Company's compliance with the terms and conditions of the Sections in the Agreement indicated above. Based on this management oversight and evaluation, we assert that the Company complied, in all material respects, with the terms and conditions of the Sections in the Agreement indicated above for the year ended December 31, 2000. March 1, 2001 /s/ ROBERT R. LEVINE - ----------------------------- Robert R. Levine Executive Vice President /s/ BARBARA DEEMER - ----------------------------- Barbara Deemer Vice President and Treasurer March 1, 2001 Sallie Mae Servicing Corporation 11600 Sallie Mae Drive Reston, Virginia 20193 and Chase Manhattan Bank USA, National Association formerly known as Chase Manhattan Bank Delaware 1201 Market Street Wilmington, Delaware 19801 and Bankers Trust Company Four Albany Street New York, New York 10006 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS SLM STUDENT LOAN TRUST 1997-1 We have examined management's assertion included in the accompanying report titled REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER that Sallie Mae Servicing Corporation (the Company) complied with the terms and conditions of Sections 2.2, 2.3, 3.1, 3.2A, 3.2B, 3.2C, 3.5A, 3.6, 3.10, and 3.15 of the Servicing Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, and the Student Loan Marketing Association, as Administrator, (the Agreement) pursuant to the Sallie Mae Student Loan Trust 1997-1, for the year ended December 31, 2000. Management is responsible for compliance with those requirements. Our responsibility is to express an opinion on the Company's compliance based on our examination. Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about the Company's compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with specified requirements. In our opinion, Sallie Mae Servicing Corporation complied, in all material respects, with the aforementioned requirements for the year ended December 31, 2000. This report is intended solely for your information and use of management, the board of directors, Chase Manhattan Bank USA, National Association and Bankers Trust Company and is not intended to be and should not be used by anyone other than these specified parties. Very truly yours, /s/ Arthur Andersen LLP REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER We acknowledge that as members of management of Sallie Mae Servicing Corporation (the "Company"), we are responsible for ensuring compliance with the terms and conditions of Sections 2.2, 2.3, 3.1, 3.2A, 3.2B, 3.2C, 3.5A, 3.6, 3.10, and 3.15 of the Servicing Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, and the Student Loan Marketing Association, as Administrator, (the "Agreement") pursuant to the Sallie Mae Student Loan Trust 1997-1. We are also responsible for reviewing and ensuring implementation of, and ongoing compliance with, effective internal control over compliance with the terms and conditions of the Agreement. On an ongoing basis we evaluate the Company's compliance with the terms and conditions of the Sections in the Agreement indicated above. Based on this management oversight and evaluation, we assert that the Company complied, in all material respects, with the terms and conditions of the Sections in the Agreement indicated above for the year ended December 31, 2000. March 1, 2001 /s/ ROBERT R. LEVINE - ----------------------------- Robert R. Levine Executive Vice President /s/ BARBARA DEEMER - ----------------------------- Barbara Deemer Vice President and Treasurer March 1, 2001 Sallie Mae Servicing Corporation 11600 Sallie Mae Drive Reston, Virginia 20193 and Chase Manhattan Bank USA, National Association formerly known as Chase Manhattan Bank Delaware 1201 Market Street Wilmington, Delaware 19801 and Bankers Trust Company Four Albany Street New York, New York 10006 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS SLM STUDENT LOAN TRUST 1997-2 We have examined management's assertion included in the accompanying report titled REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER that Sallie Mae Servicing Corporation (the Company) complied with the terms and conditions of Sections 2.2, 2.3, 3.1, 3.2A, 3.2B, 3.2C, 3.5A, 3.6, 3.10, and 3.15 of the Servicing Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, and the Student Loan Marketing Association, as Administrator, (the Agreement) pursuant to the Sallie Mae Student Loan Trust 1997-2, for the year ended December 31, 2000. Management is responsible for compliance with those requirements. Our responsibility is to express an opinion on the Company's compliance based on our examination. Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about the Company's compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with specified requirements. In our opinion, Sallie Mae Servicing Corporation complied, in all material respects, with the aforementioned requirements for the year ended December 31, 2000. This report is intended solely for your information and use of management, the board of directors, Chase Manhattan Bank USA, National Association and Bankers Trust Company and is not intended to be and should not be used by anyone other than these specified parties. Very truly yours, /s/ Arthur Andersen LLP REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER We acknowledge that as members of management of Sallie Mae Servicing Corporation (the "Company"), we are responsible for ensuring compliance with the terms and conditions of Sections 2.2, 2.3, 3.1, 3.2A, 3.2B, 3.2C, 3.5A, 3.6, 3.10, and 3.15 of the Servicing Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, and the Student Loan Marketing Association, as Administrator, (the "Agreement") pursuant to the Sallie Mae Student Loan Trust 1997-2. We are also responsible for reviewing and ensuring implementation of, and ongoing compliance with, effective internal control over compliance with the terms and conditions of the Agreement. On an ongoing basis we evaluate the Company's compliance with the terms and conditions of the Sections in the Agreement indicated above. Based on this management oversight and evaluation, we assert that the Company complied, in all material respects, with the terms and conditions of the Sections in the Agreement indicated above for the year ended December 31, 2000. March 1, 2001 /s/ ROBERT R. LEVINE - ----------------------------- Robert R. Levine Executive Vice President /s/ BARBARA DEEMER - ----------------------------- Barbara Deemer Vice President and Treasurer March 1, 2001 Sallie Mae Servicing Corporation 11600 Sallie Mae Drive Reston, Virginia 20193 and Chase Manhattan Bank USA, National Association formerly known as Chase Manhattan Bank of Delaware 1201 Market Street Wilmington, Delaware 19801 and Bankers Trust Company Four Albany Street New York, New York 10006 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS SLM STUDENT LOAN TRUST 1997-3 We have examined management's assertion included in the accompanying report titled REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER that Sallie Mae Servicing Corporation (the Company) complied with the terms and conditions of Sections 2.2, 2.3, 3.1, 3.2A, 3.2B, 3.2C, 3.5A, 3.6, 3.10, and 3.15 of the Servicing Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, and the Student Loan Marketing Association, as Administrator, (the Agreement) pursuant to the Sallie Mae Student Loan Trust 1997-3, for the year ended December 31, 2000. Management is responsible for compliance with those requirements. Our responsibility is to express an opinion on the Company's compliance based on our examination. Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about the Company's compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with specified requirements. In our opinion, Sallie Mae Servicing Corporation complied, in all material respects, with the aforementioned requirements for the year ended December 31, 2000. This report is intended solely for your information and use of management, the board of directors, Chase Manhattan Bank USA, National Association and Bankers Trust Company and is not intended to be and should not be used by anyone other than these specified parties. Very truly yours, /s/ Arthur Andersen LLP REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER We acknowledge that as members of management of Sallie Mae Servicing Corporation (the "Company"), we are responsible for ensuring compliance with the terms and conditions of Sections 2.2, 2.3, 3.1, 3.2A, 3.2B, 3.2C, 3.5A, 3.6, 3.10, and 3.15 of the Servicing Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, and the Student Loan Marketing Association, as Administrator, (the "Agreement") pursuant to the Sallie Mae Student Loan Trust 1997-3. We are also responsible for reviewing and ensuring implementation of, and ongoing compliance with, effective internal control over compliance with the terms and conditions of the Agreement. On an ongoing basis we evaluate the Company's compliance with the terms and conditions of the Sections in the Agreement indicated above. Based on this management oversight and evaluation, we assert that the Company complied, in all material respects, with the terms and conditions of the Sections in the Agreement indicated above for the year ended December 31, 2000. March 1, 2001 /s/ ROBERT R. LEVINE - ----------------------------- Robert R. Levine Executive Vice President /s/ BARBARA DEEMER - ----------------------------- Barbara Deemer Vice President and Treasurer March 1, 2001 Sallie Mae Servicing Corporation 11600 Sallie Mae Drive Reston, Virginia 20193 and Chase Manhattan Bank USA, National Association formerly known as Chase Manhattan Bank Delaware 1201 Market Street Wilmington, Delaware 19801 and Bankers Trust Company Four Albany Street New York, New York 10006 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS SLM STUDENT LOAN TRUST 1997-4 We have examined management's assertion included in the accompanying report titled REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER that Sallie Mae Servicing Corporation (the Company) complied with the terms and conditions of Sections 2.2, 2.3, 3.1, 3.2A, 3.2B, 3.2C, 3.5A, 3.6, 3.10, and 3.15 of the Servicing Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, and the Student Loan Marketing Association, as Administrator, (the Agreement) pursuant to the Sallie Mae Student Loan Trust 1997-4, for the year ended December 31, 2000. Management is responsible for compliance with those requirements. Our responsibility is to express an opinion on the Company's compliance based on our examination. Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about the Company's compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with specified requirements. In our opinion, Sallie Mae Servicing Corporation complied, in all material respects, with the aforementioned requirements for the year ended December 31, 2000. This report is intended solely for your information and use of management, the board of directors, Chase Manhattan Bank USA, National Association and Bankers Trust Company and is not intended to be and should not be used by anyone other than these specified parties Very truly yours, /s/ Arthur Andersen LLP REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER We acknowledge that as members of management of Sallie Mae Servicing Corporation (the "Company"), we are responsible for ensuring compliance with the terms and conditions of Sections 2.2, 2.3, 3.1, 3.2A, 3.2B, 3.2C, 3.5A, 3.6, 3.10, and 3.15 of the Servicing Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, and the Student Loan Marketing Association, as Administrator, (the "Agreement") pursuant to the Sallie Mae Student Loan Trust 1997-4. We are also responsible for reviewing and ensuring implementation of, and ongoing compliance with, effective internal control over compliance with the terms and conditions of the Agreement. On an ongoing basis we evaluate the Company's compliance with the terms and conditions of the Sections in the Agreement indicated above. Based on this management oversight and evaluation, we assert that the Company complied, in all material respects, with the terms and conditions of the Sections in the Agreement indicated above for the year ended December 31, 2000. March 1, 2001 /s/ ROBERT R. LEVINE - ----------------------------- Robert R. Levine Executive Vice President /s/ BARBARA DEEMER - ----------------------------- Barbara Deemer Vice President and Treasurer March 1, 2001 Sallie Mae Servicing Corporation 11600 Sallie Mae Drive Reston, Virginia 20193 and Chase Manhattan Bank USA, National Association formerly known as Chase Manhattan Bank Delaware 1201 Market Street Wilmington, Delaware 19801 and Bankers Trust Company Four Albany Street New York, New York 10006 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS SLM STUDENT LOAN TRUST 1998-1 We have examined management's assertion included in the accompanying report titled REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER that Sallie Mae Servicing Corporation (the Company) complied with the terms and conditions of Sections 2.2, 2.3, 3.1, 3.2A, 3.2B, 3.2C, 3.5A, 3.6, 3.10, and 3.15 of the Servicing Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, and the Student Loan Marketing Association, as Administrator, (the Agreement) pursuant to the Sallie Mae Student Loan Trust 1998-1, for the year ended Dceember 31, 2000. Management is responsible for compliance with those requirements. Our responsibility is to express an opinion on the Company's compliance based on our examination. Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about the Company's compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with specified requirements. In our opinion, Sallie Mae Servicing Corporation complied, in all material respects, with the aforementioned requirements for the year ended December 31, 2000. This report is intended solely for your information and use of management, the board of directors, Chase Manhattan Bank USA, National Association and Bankers Trust Company and is not intended to be and should not be used by anyone other than these specified parties. Very truly yours, /s/ Arthur Andersen LLP REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER We acknowledge that as members of management of Sallie Mae Servicing Corporation (the "Company"), we are responsible for ensuring compliance with the terms and conditions of Sections 2.2, 2.3, 3.1, 3.2A, 3.2B, 3.2C, 3.5A, 3.6, 3.10, and 3.15 of the Servicing Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, and the Student Loan Marketing Association, as Administrator, (the "Agreement") pursuant to the Sallie Mae Student Loan Trust 1998-1. We are also responsible for reviewing and ensuring implementation of, and ongoing compliance with, effective internal control over compliance with the terms and conditions of the Agreement. On an ongoing basis we evaluate the Company's compliance with the terms and conditions of the Sections in the Agreement indicated above. Based on this management oversight and evaluation, we assert that the Company complied, in all material respects, with the terms and conditions of the Sections in the Agreement indicated above for the year ended December 31, 2000. March 1, 2001 /s/ ROBERT R. LEVINE - ----------------------------- Robert R. Levine Executive Vice President /s/ BARBARA DEEMER - ----------------------------- Barbara Deemer Vice President and Treasurer March 1, 2001 Sallie Mae Servicing Corporation 11600 Sallie Mae Drive Reston, Virginia 20193 and Chase Manhattan Bank USA, National Association formerly known as Chase Manhattan Bank Delaware 1201 Market Street Wilmington, Delaware 19801 and Bankers Trust Company Four Albany Street New York, New York 10006 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS SLM STUDENT LOAN TRUST 1998-2 We have examined management's assertion included in the accompanying report titled REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER that Sallie Mae Servicing Corporation (the Company) complied with the terms and conditions of Sections 2.2, 2.3, 3.1, 3.2A, 3.2B, 3.2C, 3.5A, 3.6, 3.10, and 3.15 of the Servicing Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, and the Student Loan Marketing Association, as Administrator, (the Agreement) pursuant to the Sallie Mae Student Loan Trust 1998-2, for the year ended December 31, 2000. Management is responsible for compliance with those requirements. Our responsibility is to express an opinion on the Company's compliance based on our examination. Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about the Company's compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with specified requirements. In our opinion, Sallie Mae Servicing Corporation complied, in all material respects, with the aforementioned requirements for the year ended December 31, 2000. This report is intended solely for your information and use of management, the board of directors, Chase Manhattan Bank USA, National Association and Bankers Trust Company and is not intended to be and should not be used by anyone other than these specified parties. Very truly yours, /s/ Arthur Andersen LLP REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER We acknowledge that as members of management of Sallie Mae Servicing Corporation (the "Company"), we are responsible for ensuring compliance with the terms and conditions of Sections 2.2, 2.3, 3.1, 3.2A, 3.2B, 3.2C, 3.5A, 3.6, 3.10, and 3.15 of the Servicing Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, and the Student Loan Marketing Association, as Administrator, (the "Agreement") pursuant to the Sallie Mae Student Loan Trust 1998-2. We are also responsible for reviewing and ensuring implementation of, and ongoing compliance with, effective internal control over compliance with the terms and conditions of the Agreement. On an ongoing basis we evaluate the Company's compliance with the terms and conditions of the Sections in the Agreement indicated above. Based on this management oversight and evaluation, we assert that the Company complied, in all material respects, with the terms and conditions of the Sections in the Agreement indicated above for the year ended December 31, 2000. March 1, 2001 /s/ ROBERT R. LEVINE - ----------------------------- Robert R. Levine Executive Vice President /s/ BARBARA DEEMER - ----------------------------- Barbara Deemer Vice President and Treasurer March 1, 2001 Sallie Mae Servicing Corporation 11600 Sallie Mae Drive Reston, Virginia 20193 and Chase Manhattan Bank USA, National Association formerly known as Chase Manhattan Bank Delaware 1201 Market Street Wilmington, Delaware 19801 and Bankers Trust Company Four Albany Street New York, New York 10006 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS SLM STUDENT LOAN TRUST 1999-1 We have examined management's assertion included in the accompanying report titled REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER that Sallie Mae Servicing Corporation (the Company) complied with the terms and conditions of Sections 2.2, 2.3, 3.1, 3.2A, 3.2B, 3.2C, 3.5A, 3.6, 3.10, and 3.15 of the Servicing Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, and the Student Loan Marketing Association, as Administrator, (the Agreement) pursuant to the Sallie Mae Student Loan Trust 1999-1, for the year ended December 31, 2000. Management is responsible for compliance with those requirements. Our responsibility is to express an opinion on the Company's compliance based on our examination. Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about the Company's compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with specified requirements. In our opinion, Sallie Mae Servicing Corporation complied, in all material respects, with the aforementioned requirements for the year ended December 31, 2000. This report is intended solely for your information and use of management, the board of directors, Chase Manhattan Bank USA, National Association and Bankers Trust Company and is not intended to be and should not be used by anyone other than these specified parties. Very truly yours, /s/ Arthur Andersen LLP REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER We acknowledge that as members of management of Sallie Mae Servicing Corporation (the "Company"), we are responsible for ensuring compliance with the terms and conditions of Sections 2.2, 2.3, 3.1, 3.2A, 3.2B, 3.2C, 3.5A, 3.6, 3.10, and 3.15 of the Servicing Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, and the Student Loan Marketing Association, as Administrator, (the "Agreement") pursuant to the Sallie Mae Student Loan Trust 1999-1. We are also responsible for reviewing and ensuring implementation of, and ongoing compliance with, effective internal control over compliance with the terms and conditions of the Agreement. On an ongoing basis we evaluate the Company's compliance with the terms and conditions of the Sections in the Agreement indicated above. Based on this management oversight and evaluation, we assert that the Company complied, in all material respects, with the terms and conditions of the Sections in the Agreement indicated above for the year ended December 31, 2000. March 1, 2001 /s/ ROBERT R. LEVINE - ----------------------------- Robert R. Levine Executive Vice President /s/ BARBARA DEEMER - ----------------------------- Barbara Deemer Vice President and Treasurer March 1, 2001 Sallie Mae Servicing Corporation 11600 Sallie Mae Drive Reston, Virginia 20193 and Chase Manhattan Bank USA, National Association formerly known as Chase Manhattan Bank Delaware 1201 Market Street Wilmington, Delaware 19801 and Bankers Trust Company Four Albany Street New York, New York 10006 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS SLM STUDENT LOAN TRUST 1999-2 We have examined management's assertion included in the accompanying report titled REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER that Sallie Mae Servicing Corporation (the Company) complied with the terms and conditions of Sections 2.2, 2.3, 3.1, 3.2A, 3.2B, 3.2C, 3.5A, 3.6, 3.10, and 3.15 of the Servicing Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, and the Student Loan Marketing Association, as Administrator, (the Agreement) pursuant to the Sallie Mae Student Loan Trust 1999-2, for the year ended December 31, 2000. Management is responsible for compliance with those requirements. Our responsibility is to express an opinion on the Company's compliance based on our examination. Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about the Company's compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with specified requirements. In our opinion, Sallie Mae Servicing Corporation complied, in all material respects, with the aforementioned requirements for the year ended December 31, 2000. This report is intended solely for your information and use of management, the board of directors, Chase Manhattan Bank USA, National Association and Bankers Trust Company and is not intended to be and should not be used by anyone other than these specified parties. Very truly yours, /s/ Arthur Andersen LLP REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER We acknowledge that as members of management of Sallie Mae Servicing Corporation (the "Company"), we are responsible for ensuring compliance with the terms and conditions of Sections 2.2, 2.3, 3.1, 3.2A, 3.2B, 3.2C, 3.5A, 3.6, 3.10, and 3.15 of the Servicing Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, and the Student Loan Marketing Association, as Administrator, (the "Agreement") pursuant to the Sallie Mae Student Loan Trust 1999-2. We are also responsible for reviewing and ensuring implementation of, and ongoing compliance with, effective internal control over compliance with the terms and conditions of the Agreement. On an ongoing basis we evaluate the Company's compliance with the terms and conditions of the Sections in the Agreement indicated above. Based on this management oversight and evaluation, we assert that the Company complied, in all material respects, with the terms and conditions of the Sections in the Agreement indicated above for the year ended December 31, 2000. March 1, 2001 /s/ ROBERT R. LEVINE - ----------------------------- Robert R. Levine Executive Vice President /s/ BARBARA DEEMER - ----------------------------- Barbara Deemer Vice President and Treasurer March 1, 2001 Sallie Mae Servicing Corporation 11600 Sallie Mae Drive Reston, Virginia 20193 and Chase Manhattan Bank USA, National Association formerly known as Chase Manhattan Bank Delaware 1201 Market Street Wilmington, Delaware 19801 and Bankers Trust Company Four Albany Street New York, New York 10006 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS SLM STUDENT LOAN TRUST 1999-3 We have examined management's assertion included in the accompanying report titled REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER that Sallie Mae Servicing Corporation (the Company) complied with the terms and conditions of Sections 2.2, 2.3, 3.1, 3.2A, 3.2B, 3.2C, 3.5A, 3.6, 3.10, and 3.15 of the Servicing Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, and the Student Loan Marketing Association, as Administrator, (the Agreement) pursuant to the Sallie Mae Student Loan Trust 1999-3, for the year ended December 31, 2000. Management is responsible for compliance with those requirements. Our responsibility is to express an opinion on the Company's compliance based on our examination. Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about the Company's compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with specified requirements. In our opinion, Sallie Mae Servicing Corporation complied, in all material respects, with the aforementioned requirements for the year ended December 31, 2000. This report is intended solely for your information and use of management, the board of directors, Chase Manhattan Bank USA, National Association and Bankers Trust Company and is not intended to be and should not be used by anyone other than these specified parties. Very truly yours, /s/ Arthur Andersen LLP REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER We acknowledge that as members of management of Sallie Mae Servicing Corporation (the "Company"), we are responsible for ensuring compliance with the terms and conditions of Sections 2.2, 2.3, 3.1, 3.2A, 3.2B, 3.2C, 3.5A, 3.6, 3.10, and 3.15 of the Servicing Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, and the Student Loan Marketing Association, as Administrator, (the "Agreement") pursuant to the Sallie Mae Student Loan Trust 1999-3. We are also responsible for reviewing and ensuring implementation of, and ongoing compliance with, effective internal control over compliance with the terms and conditions of the Agreement. On an ongoing basis we evaluate the Company's compliance with the terms and conditions of the Sections in the Agreement indicated above. Based on this management oversight and evaluation, we assert that the Company complied, in all material respects, with the terms and conditions of the Sections in the Agreement indicated above for the year ended December 31, 2000. March 1, 2001 /s/ ROBERT R. LEVINE - ----------------------------- Robert R. Levine Executive Vice President /s/ BARBARA DEEMER - ----------------------------- Barbara Deemer Vice President and Treasurer March 1, 2001 Sallie Mae Servicing Corporation 11600 Sallie Mae Drive Reston, Virginia 20193 and Chase Manhattan Bank USA, National Association formerly known as Chase Manhattan Bank Delaware 1201 Market Street Wilmington, Delaware 19801 and Bankers Trust Company Four Albany Street New York, New York 10006 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS SLM STUDENT LOAN TRUST 2000-1 We have examined management's assertion included in the accompanying report titled REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER that Sallie Mae Servicing Corporation (the Company) complied with the terms and conditions of Sections 2.2, 2.3, 3.1, 3.2A, 3.2B, 3.2C, 3.5A, 3.6, 3.10, and 3.15 of the Servicing Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, and the Student Loan Marketing Association, as Administrator, (the Agreement) pursuant to the Sallie Mae Student Loan Trust 2000-1, for the period February 15, 2000 through December 31, 2000. Management is responsible for compliance with those requirements. Our responsibility is to express an opinion on the Company's compliance based on our examination. Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about the Company's compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with specified requirements. In our opinion, Sallie Mae Servicing Corporation complied, in all material respects, with the aforementioned requirements for the period February 15, 2000 through December 31, 2000. This report is intended solely for your information and use of management, the board of directors, Chase Manhattan Bank USA, National Association and Bankers Trust Company and is not intended to be and should not be used by anyone other than these specified parties. Very truly yours, /s/ Arthur Andersen LLP REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER We acknowledge that as members of management of Sallie Mae Servicing Corporation (the "Company"), we are responsible for ensuring compliance with the terms and conditions of Sections 2.2, 2.3, 3.1, 3.2A, 3.2B, 3.2C, 3.5A, 3.6, 3.10, and 3.15 of the Servicing Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, and the Student Loan Marketing Association, as Administrator, (the "Agreement") pursuant to the Sallie Mae Student Loan Trust 2000-1. We are also responsible for reviewing and ensuring implementation of, and ongoing compliance with, effective internal control over compliance with the terms and conditions of the Agreement. On an ongoing basis we evaluate the Company's compliance with the terms and conditions of the Sections in the Agreement indicated above. Based on this management oversight and evaluation, we assert that the Company complied, in all material respects, with the terms and conditions of the Sections in the Agreement indicated above for the period February 15, 2000 through December 31, 2000. March 1, 2001 /s/ ROBERT R. LEVINE - ----------------------------- Robert R. Levine Executive Vice President /s/ BARBARA DEEMER - ----------------------------- Barbara Deemer Vice President and Treasurer March 1, 2001 Sallie Mae Servicing Corporation 11600 Sallie Mae Drive Reston, Virginia 20193 and Chase Manhattan Bank USA, National Association formerly known as Chase Manhattan Bank Delaware 1201 Market Street Wilmington, Delaware 19801 and Bankers Trust Company Four Albany Street New York, New York 10006 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS SLM STUDENT LOAN TRUST 2000-2 We have examined management's assertion included in the accompanying report titled REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER that Sallie Mae Servicing Corporation (the Company) complied with the terms and conditions of Sections 2.2, 2.3, 3.1, 3.2A, 3.2B, 3.2C, 3.5A, 3.6, 3.10, and 3.15 of the Servicing Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, and the Student Loan Marketing Association, as Administrator, (the Agreement) pursuant to the Sallie Mae Student Loan Trust 2000-2, for the period March 28, 2000 through December 31, 2000. Management is responsible for compliance with those requirements. Our responsibility is to express an opinion on the Company's compliance based on our examination. Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about the Company's compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with specified requirements. In our opinion, Sallie Mae Servicing Corporation complied, in all material respects, with the aforementioned requirements for the period March 28, 2000 through December 31, 2000. This report is intended solely for your information and use of management, the board of directors, Chase Manhattan Bank USA, National Association and Bankers Trust Company and is not intended to be and should not be used by anyone other than these specified parties. Very truly yours, /s/ Arthur Andersen LLP REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER We acknowledge that as members of management of Sallie Mae Servicing Corporation (the "Company"), we are responsible for ensuring compliance with the terms and conditions of Sections 2.2, 2.3, 3.1, 3.2A, 3.2B, 3.2C, 3.5A, 3.6, 3.10, and 3.15 of the Servicing Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, and the Student Loan Marketing Association, as Administrator, (the "Agreement") pursuant to the Sallie Mae Student Loan Trust 2000-2. We are also responsible for reviewing and ensuring implementation of, and ongoing compliance with, effective internal control over compliance with the terms and conditions of the Agreement. On an ongoing basis we evaluate the Company's compliance with the terms and conditions of the Sections in the Agreement indicated above. Based on this management oversight and evaluation, we assert that the Company complied, in all material respects, with the terms and conditions of the Sections in the Agreement indicated above for the period March 28, 2000 through December 31, 2000. March 1, 2001 /s/ ROBERT R. LEVINE - ----------------------------- Robert R. Levine Executive Vice President /s/ BARBARA DEEMER - ----------------------------- Barbara Deemer Vice President and Treasurer March 1, 2001 Sallie Mae Servicing Corporation 11600 Sallie Mae Drive Reston, Virginia 20193 and Chase Manhattan Bank USA, National Association formerly known as Chase Manhattan Bank Delaware 1201 Market Street Wilmington, Delaware 19801 and Bankers Trust Company Four Albany Street New York, New York 10006 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS SLM STUDENT LOAN TRUST 2000-3 We have examined management's assertion included in the accompanying report titled REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER that Sallie Mae Servicing Corporation (the Company) complied with the terms and conditions of Sections 2.2, 2.3, 3.1, 3.2A, 3.2B, 3.2C, 3.5A, 3.6, 3.10, and 3.15 of the Servicing Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, and the Student Loan Marketing Association, as Administrator, (the Agreement) pursuant to the Sallie Mae Student Loan Trust 2000-3, for the period April 26, 2000 through December 31, 2000. Management is responsible for compliance with those requirements. Our responsibility is to express an opinion on the Company's compliance based on our examination. Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about the Company's compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with specified requirements. In our opinion, Sallie Mae Servicing Corporation complied, in all material respects, with the aforementioned requirements for the period April 26, 2000 through December 31, 2000. This report is intended solely for your information and use of management, the board of directors, Chase Manhattan Bank USA, National Association and Bankers Trust Company and is not intended to be and should not be used by anyone other than these specified parties. Very truly yours, /s/ Arthur Andersen LLP REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER We acknowledge that as members of management of Sallie Mae Servicing Corporation (the "Company"), we are responsible for ensuring compliance with the terms and conditions of Sections 2.2, 2.3, 3.1, 3.2A, 3.2B, 3.2C, 3.5A, 3.6, 3.10, and 3.15 of the Servicing Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, and the Student Loan Marketing Association, as Administrator, (the "Agreement") pursuant to the Sallie Mae Student Loan Trust 2000-3. We are also responsible for reviewing and ensuring implementation of, and ongoing compliance with, effective internal control over compliance with the terms and conditions of the Agreement. On an ongoing basis we evaluate the Company's compliance with the terms and conditions of the Sections in the Agreement indicated above. Based on this management oversight and evaluation, we assert that the Company complied, in all material respects, with the terms and conditions of the Sections in the Agreement indicated above for the period April 26, 2000 through December 31, 2000. March 1, 2001 /s/ ROBERT R. LEVINE - ----------------------------- Robert R. Levine Executive Vice President /s/ BARBARA DEEMER - ----------------------------- Barbara Deemer Vice President and Treasurer March 1, 2001 Sallie Mae Servicing Corporation 11600 Sallie Mae Drive Reston, Virginia 20193 and Chase Manhattan Bank USA, National Association formerly known as Chase Manhattan Bank Delaware 1201 Market Street Wilmington, Delaware 19801 and Bankers Trust Company Four Albany Street New York, New York 10006 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS SLM STUDENT LOAN TRUST 2000-4 We have examined management's assertion included in the accompanying report titled REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER that Sallie Mae Servicing Corporation (the Company) complied with the terms and conditions of Sections 2.2, 2.3, 3.1, 3.2A, 3.2B, 3.2C, 3.5A, 3.6, 3.10, and 3.15 of the Servicing Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, and the Student Loan Marketing Association, as Administrator, (the Agreement) pursuant to the Sallie Mae Student Loan Trust 2000-4, for the period September 26, 2000 through December 31, 2000. Management is responsible for compliance with those requirements. Our responsibility is to express an opinion on the Company's compliance based on our examination. Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about the Company's compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with specified requirements. In our opinion, Sallie Mae Servicing Corporation complied, in all material respects, with the aforementioned requirements for the period September 26, 2000 through December 31, 2000. This report is intended solely for your information and use of management, the board of directors, Chase Manhattan Bank USA, National Association and Bankers Trust Company and is not intended to be and should not be used by anyone other than these specified parties. Very truly yours, /s/ Arthur Andersen LLP REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER We acknowledge that as members of management of Sallie Mae Servicing Corporation (the "Company"), we are responsible for ensuring compliance with the terms and conditions of Sections 2.2, 2.3, 3.1, 3.2A, 3.2B, 3.2C, 3.5A, 3.6, 3.10, and 3.15 of the Servicing Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, and the Student Loan Marketing Association, as Administrator, (the "Agreement") pursuant to the Sallie Mae Student Loan Trust 1995-1. We are also responsible for reviewing and ensuring implementation of, and ongoing compliance with, effective internal control over compliance with the terms and conditions of the Agreement. On an ongoing basis we evaluate the Company's compliance with the terms and conditions of the Sections in the Agreement indicated above. Based on this management oversight and evaluation, we assert that the Company complied, in all material respects, with the terms and conditions of the Sections in the Agreement indicated above for the period September 26, 2000 through December 31, 2000. March 1, 2001 /s/ ROBERT R. LEVINE - ----------------------------- Robert R. Levine Executive Vice President /s/ BARBARA DEEMER - ----------------------------- Barbara Deemer Vice President and Treasurer [LOGO] ARTHUR ANDERSEN March 1, 2001 Student Loan Marketing Association ARTHUR ANDERSEN LLP 11600 Sallie Mae Drive 8000 Towers Crescent Drive Reston, Virginia 20193 Vienna VA 22182-2725 and Tel 703 962 2100 Chase Manhattan Bank USA, National Association formerly known as Chase Manhattan Bank Delaware 1201 Market Street Wilmington, Delaware 19801 and Bankers Trust Company Four Albany Street New York, New York 10006 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS SALLIE MAE STUDENT LOAN TRUST 1995-1 We have examined management's assertion included in the accompanying report titled REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR that the Student Loan Marketing Association (the Company) complied with the terms and conditions of Sections 2.3.A.1, 2.3.A.2, 2.4, 2.6.B, 2.7.A, 2.7.B, 2.7.C, 2.8.B.1, 2.8.B.2, 2.8.B.3, 2.9, 3.1.B, 3.1.C, 3.1.D, 3.2.A, 3.2.C, and 3.2.D of the Administration Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding Corporation, (the Agreement) pursuant to the Sallie Mae Student Loan Trust 1995-1, for the year ended December 31, 2000. Management is responsible for compliance with those requirements. Our responsibility is to express an opinion on the Company's compliance based on our examination. Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about the Company's compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with specified requirements. In our opinion, the Student Loan Marketing Association complied, in all material respects, with the aforementioned requirements for the year ended December 31, 2000. This report is intended solely for your information and use of management, the board of directors, Chase Manhattan Bank USA, National Association and Bankers Trust Company and is not intended to be and should not be used by anyone other than these specified parties. Very truly yours, /s/ Arthur Andersen LLP STUDENT LOAN MARKETING ASSOCIATION 11600 Sallie Mae Drive Reston, Virginia 20193 703-810-7687, Fax 703-810-7651 REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR I acknowledge that as a member of management of the Student Loan Marketing Association (the "Company"), we are responsible for ensuring compliance with the terms and conditions of Sections 2.3.A.1, 2.3.A.2, 2.4, 2.6.B, 2.7.A, 2.7.B, 2.7.C, 2.8.B.1, 2.8.B.2, 2.8.B.3, 2.9, 3.1.B, 3.1.C, 3.1.D, 3.2.A, 3.2.C, and 3.2.D of the Administration Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding Corporation, (the "Agreement") pursuant to the Sallie Mae Student Loan Trust 1995-1. We are also responsible for establishing and maintaining effective internal control over compliance with the terms and conditions of the Agreement. We have performed an evaluation of the Company's compliance with the conditions of the Sections in the Agreement indicated above. Based on the evaluation, we assert that the Company complied, in all material respects, with the terms and conditions of the Sections in the Agreement indicated above for the year ended December 31, 2000. March 1, 2001 /s/ J. Lance Franke - --------------------------------------- J. Lance Franke Authorized Agent Student Loan Marketing Association [LOGO] ARTHUR ANDERSEN March 1, 2001 Student Loan Marketing Association ARTHUR ANDERSEN LLP 11600 Sallie Mae Drive 8000 Towers Crescent Drive Reston, Virginia 20193 Vienna VA 22182-2725 and Tel 703 962 2100 Chase Manhattan Bank USA, National Association formerly known as Chase Manhattan Bank Delaware 1201 Market Street Wilmington, Delaware 19801 and Bankers Trust Company Four Albany Street New York, New York 10006 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS SALLIE MAE STUDENT LOAN TRUST 1996-1 We have examined management's assertion included in the accompanying report titled REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR that the Student Loan Marketing Association (the Company) complied with the terms and conditions of Sections 2.3.A.1, 2.3.A.2, 2.4, 2.6.B, 2.7.A, 2.7.B, 2.7.C, 2.8.B.1, 2.8.B.2, 2.8.B.3, 2.9, 3.1.B, 3.1.C, 3.1.D, 3.2.A, 3.2.C, and 3.2.D of the Administration Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding Corporation, (the Agreement) pursuant to the Sallie Mae Student Loan Trust 1996-1, for the year ended December 31, 2000. Management is responsible for compliance with those requirements. Our responsibility is to express an opinion on the Company's compliance based on our examination. Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about the Company's compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with specified requirements. In our opinion, the Student Loan Marketing Association complied, in all material respects, with the aforementioned requirements for the year ended December 31, 2000. This report is intended solely for your information and use of management, the board of directors, Chase Manhattan Bank USA, National Association and Bankers Trust Company and is not intended to be and should not be used by anyone other than these specified parties. Very truly yours, /s/ Arthur Andersen LLP STUDENT LOAN MARKETING ASSOCIATION 11600 Sallie Mae Drive Reston, Virginia 20193 703-810-7687, Fax 703-810-7651 REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR I acknowledge that as a member of management of the Student Loan Marketing Association (the "Company"), we are responsible for ensuring compliance with the terms and conditions of Sections 2.3.A.1, 2.3.A.2, 2.4, 2.6.B, 2.7.A, 2.7.B, 2.7.C, 2.8.B.1, 2.8.B.2, 2.8.B.3, 2.9, 3.1.B, 3.1.C, 3.1.D, 3.2.A, 3.2.C, and 3.2.D of the Administration Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding Corporation, (the "Agreement") pursuant to the Sallie Mae Student Loan Trust 1996-1. We are also responsible for establishing and maintaining effective internal control over compliance with the terms and conditions of the Agreement. We have performed an evaluation of the Company's compliance with the conditions of the Sections in the Agreement indicated above. Based on the evaluation, we assert that the Company complied, in all material respects, with the terms and conditions of the Sections in the Agreement indicated above for the year ended December 31, 2000. March 1, 2001 /s/ J. Lance Franke - --------------------------------------- J. Lance Franke Authorized Agent Student Loan Marketing Association [LOGO] ARTHUR ANDERSEN March 1, 2001 Student Loan Marketing Association ARTHUR ANDERSEN LLP 11600 Sallie Mae Drive 8000 Towers Crescent Drive Reston, Virginia 20193 Vienna VA 22182-2725 and Tel 703 962 2100 Chase Manhattan Bank USA, National Association formerly known as Chase Manhattan Bank Delaware 1201 Market Street Wilmington, Delaware 19801 and Bankers Trust Company Four Albany Street New York, New York 10006 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS SLM STUDENT LOAN TRUST 1996-2 We have examined management's assertion included in the accompanying report titled REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR that the Student Loan Marketing Association (the Company) complied with the terms and conditions of Sections 2.3.A.1, 2.3.A.2, 2.4, 2.6.B, 2.7.A, 2.7.B, 2.7.C, 2.8.B.1, 2.8.B.2, 2.8.B.3, 2.9, 3.1.B, 3.1.C, 3.1.D, 3.2.A, 3.2.C, and 3.2.D of the Administration Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding Corporation, (the Agreement) pursuant to the SLM Student Loan Trust 1996-2, for the year ended December 31, 2000. Management is responsible for compliance with those requirements. Our responsibility is to express an opinion on the Company's compliance based on our examination. Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about the Company's compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with specified requirements. In our opinion, the Student Loan Marketing Association complied, in all material respects, with the aforementioned requirements for the year ended December 31, 2000. This report is intended solely for your information and use of management, the board of directors, Chase Manhattan Bank USA, National Association and Bankers Trust Company and is not intended to be and should not be used by anyone other than these specified parties. Very truly yours, /s/ Arthur Andersen LLP STUDENT LOAN MARKETING ASSOCIATION 11600 Sallie Mae Drive Reston, Virginia 20193 703-810-7687, Fax 703-810-7651 REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR I acknowledge that as a member of management of the Student Loan Marketing Association (the "Company"), we are responsible for ensuring compliance with the terms and conditions of Sections 2.3.A.1, 2.3.A.2, 2.4, 2.6.B, 2.7.A, 2.7.B, 2.7.C, 2.8.B.1, 2.8.B.2, 2.8.B.3, 2.9, 3.1.B, 3.1.C, 3.1.D, 3.2.A, 3.2.C, and 3.2.D of the Administration Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding Corporation, (the "Agreement") pursuant to the SLM Student Loan Trust 1996-2. We are also responsible for establishing and maintaining effective internal control over compliance with the terms and conditions of the Agreement. We have performed an evaluation of the Company's compliance with the conditions of the Sections in the Agreement indicated above. Based on the evaluation, we assert that the Company complied, in all material respects, with the terms and conditions of the Sections in the Agreement indicated above for the year ended December 31, 2000. March 1, 2001 /s/ J. Lance Franke - --------------------------------------- J. Lance Franke Authorized Agent Student Loan Marketing Association [LOGO] ARTHUR ANDERSEN March 1, 2001 Student Loan Marketing Association ARTHUR ANDERSEN LLP 11600 Sallie Mae Drive 8000 Towers Crescent Drive Reston, Virginia 20193 Vienna VA 22182-2725 and Tel 703 962 2100 Chase Manhattan Bank USA, National Association formerly known as Chase Manhattan Bank Delaware 1201 Market Street Wilmington, Delaware 19801 and Bankers Trust Company Four Albany Street New York, New York 10006 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS SLM STUDENT LOAN TRUST 1996-3 We have examined management's assertion included in the accompanying report titled REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR that the Student Loan Marketing Association (the Company) complied with the terms and conditions of Sections 2.3.A.1, 2.3.A.2, 2.4, 2.6.B, 2.7.A, 2.7.B, 2.7.C, 2.8.B.1, 2.8.B.2, 2.8.B.3, 2.9, 3.1.B, 3.1.C, 3.1.D, 3.2.A, 3.2.C, and 3.2.D of the Administration Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding Corporation, (the Agreement) pursuant to the SLM Student Loan Trust 1996-3, for the year ended December 31, 2000. Management is responsible for compliance with those requirements. Our responsibility is to express an opinion on the Company's compliance based on our examination. Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about the Company's compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with specified requirements. In our opinion, the Student Loan Marketing Association complied, in all material respects, with the aforementioned requirements for the year ended December 31, 2000. This report is intended solely for your information and use of management, the board of directors, Chase Manhattan Bank USA, National Association and Bankers Trust Company and is not intended to be and should not be used by anyone other than these specified parties. Very truly yours, /s/ Arthur Andersen LLP STUDENT LOAN MARKETING ASSOCIATION 11600 Sallie Mae Drive Reston, Virginia 20193 703-810-7687, Fax 703-810-7651 REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR I acknowledge that as a member of management of the Student Loan Marketing Association (the "Company"), we are responsible for ensuring compliance with the terms and conditions of Sections 2.3.A.1, 2.3.A.2, 2.4, 2.6.B, 2.7.A, 2.7.B, 2.7.C, 2.8.B.1, 2.8.B.2, 2.8.B.3, 2.9, 3.1.B, 3.1.C, 3.1.D, 3.2.A, 3.2.C, and 3.2.D of the Administration Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding Corporation, (the "Agreement") pursuant to the SLM Student Loan Trust 1996-3. We are also responsible for establishing and maintaining effective internal control over compliance with the terms and conditions of the Agreement. We have performed an evaluation of the Company's compliance with the conditions of the Sections in the Agreement indicated above. Based on the evaluation, we assert that the Company complied, in all material respects, with the terms and conditions of the Sections in the Agreement indicated above for the year ended December 31, 2000. March 1, 2001 /s/ J. Lance Franke - --------------------------------------- J. Lance Franke Authorized Agent Student Loan Marketing Association [LOGO] ARTHUR ANDERSEN March 1, 2001 Student Loan Marketing Association ARTHUR ANDERSEN LLP 11600 Sallie Mae Drive 8000 Towers Crescent Drive Reston, Virginia 20193 Vienna VA 22182-2725 and Tel 703 962 2100 Chase Manhattan Bank USA, National Association formerly known as Chase Manhattan Bank Delaware 1201 Market Street Wilmington, Delaware 19801 and Bankers Trust Company Four Albany Street New York, New York 10006 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS SLM STUDENT LOAN TRUST 1996-4 We have examined management's assertion included in the accompanying report titled REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR that the Student Loan Marketing Association (the Company) complied with the terms and conditions of Sections 2.3.A.1, 2.3.A.2, 2.4, 2.6.B, 2.7.A, 2.7.B, 2.7.C, 2.8.B.1, 2.8.B.2, 2.8.B.3, 2.9, 3.1.B, 3.1.C, 3.1.D, 3.2.A, 3.2.C, and 3.2.D of the Administration Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding Corporation, (the Agreement) pursuant to the SLM Student Loan Trust 1996-4, for the year ended December 31, 2000. Management is responsible for compliance with those requirements. Our responsibility is to express an opinion on the Company's compliance based on our examination. Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about the Company's compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with specified requirements. In our opinion, the Student Loan Marketing Association complied, in all material respects, with the aforementioned requirements for the year ended December 31, 2000. This report is intended solely for your information and use of management, the board of directors, Chase Manhattan Bank USA, National Association and Bankers Trust Company and is not intended to be and should not be used by anyone other than these specified parties. Very truly yours, /s/ Arthur Andersen LLP STUDENT LOAN MARKETING ASSOCIATION 11600 Sallie Mae Drive Reston, Virginia 20193 703-810-7687, Fax 703-810-7651 REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR I acknowledge that as a member of management of the Student Loan Marketing Association (the "Company"), we are responsible for ensuring compliance with the terms and conditions of Sections 2.3.A.1, 2.3.A.2, 2.4, 2.6.B, 2.7.A, 2.7.B, 2.7.C, 2.8.B.1, 2.8.B.2, 2.8.B.3, 2.9, 3.1.B, 3.1.C, 3.1.D, 3.2.A, 3.2.C, and 3.2.D of the Administration Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding Corporation, (the "Agreement") pursuant to the SLM Student Loan Trust 1996-4. We are also responsible for establishing and maintaining effective internal control over compliance with the terms and conditions of the Agreement. We have performed an evaluation of the Company's compliance with the conditions of the Sections in the Agreement indicated above. Based on the evaluation, we assert that the Company complied, in all material respects, with the terms and conditions of the Sections in the Agreement indicated above for the year ended December 31, 2000. March 1, 2001 /s/ J. Lance Franke - --------------------------------------- J. Lance Franke Authorized Agent Student Loan Marketing Association [LOGO] ARTHUR ANDERSEN March 1, 2001 Student Loan Marketing Association ARTHUR ANDERSEN LLP 11600 Sallie Mae Drive 8000 Towers Crescent Drive Reston, Virginia 20193 Vienna VA 22182-2725 and Tel 703 962 2100 Chase Manhattan Bank USA, National Association formerly known as Chase Manhattan Bank Delaware 1201 Market Street Wilmington, Delaware 19801 and Bankers Trust Company Four Albany Street New York, New York 10006 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS SLM STUDENT LOAN TRUST 1997-1 We have examined management's assertion included in the accompanying report titled REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR that the Student Loan Marketing Association (the Company) complied with the terms and conditions of Sections 2.3.A.1, 2.3.A.2, 2.4, 2.6.B, 2.7.A, 2.7.B, 2.7.C, 2.8.B.1, 2.8.B.2, 2.8.B.3, 2.9, 3.1.B, 3.1.C, 3.1.D, 3.2.A, 3.2.C, and 3.2.D of the Administration Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding Corporation, (the Agreement) pursuant to the SLM Student Loan Trust 1997-1, for the year ended December 31, 2000. Management is responsible for compliance with those requirements. Our responsibility is to express an opinion on the Company's compliance based on our examination. Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about the Company's compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with specified requirements. In our opinion, the Student Loan Marketing Association complied, in all material respects, with the aforementioned requirements for the year ended December 31, 2000. This report is intended solely for your information and use of management, the board of directors, Chase Manhattan Bank USA, National Association and Bankers Trust Company and is not intended to be and should not be used by anyone other than these specified parties. Very truly yours, /s/ Arthur Andersen LLP STUDENT LOAN MARKETING ASSOCIATION 11600 Sallie Mae Drive Reston, Virginia 20193 703-810-7687, Fax 703-810-7651 REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR I acknowledge that as a member of management of the Student Loan Marketing Association (the "Company"), we are responsible for ensuring compliance with the terms and conditions of Sections 2.3.A.1, 2.3.A.2, 2.4, 2.6.B, 2.7.A, 2.7.B, 2.7.C, 2.8.B.1, 2.8.B.2, 2.8.B.3, 2.9, 3.1.B, 3.1.C, 3.1.D, 3.2.A, 3.2.C, and 3.2.D of the Administration Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding Corporation, (the "Agreement") pursuant to the SLM Student Loan Trust 1997-1. We are also responsible for establishing and maintaining effective internal control over compliance with the terms and conditions of the Agreement. We have performed an evaluation of the Company's compliance with the conditions of the Sections in the Agreement indicated above. Based on the evaluation, we assert that the Company complied, in all material respects, with the terms and conditions of the Sections in the Agreement indicated above for the year ended December 31, 2000. March 1, 2001 /s/ J. Lance Franke - --------------------------------------- J. Lance Franke Authorized Agent Student Loan Marketing Association [LOGO] ARTHUR ANDERSEN March 1, 2001 Student Loan Marketing Association ARTHUR ANDERSEN LLP 11600 Sallie Mae Drive 8000 Towers Crescent Drive Reston, Virginia 20193 Vienna VA 22182-2725 and Tel 703 962 2100 Chase Manhattan Bank USA, National Association formerly known as Chase Manhattan Bank Delaware 1201 Market Street Wilmington, Delaware 19801 and Bankers Trust Company Four Albany Street New York, New York 10006 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS SLM STUDENT LOAN TRUST 1997-2 We have examined management's assertion included in the accompanying report titled REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR that the Student Loan Marketing Association (the Company) complied with the terms and conditions of Sections 2.3.A.1, 2.3.A.2, 2.4, 2.6.B, 2.7.A, 2.7.B, 2.7.C, 2.8.B.1, 2.8.B.2, 2.8.B.3, 2.9, 3.1.B, 3.1.C, 3.1.D, 3.2.A, 3.2.C, and 3.2.D of the Administration Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding Corporation, (the Agreement) pursuant to the SLM Student Loan Trust 1997-2, for the year ended December 31, 2000. Management is responsible for compliance with those requirements. Our responsibility is to express an opinion on the Company's compliance based on our examination. Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about the Company's compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with specified requirements. In our opinion, the Student Loan Marketing Association complied, in all material respects, with the aforementioned requirements for the year ended December 31, 2000. This report is intended solely for your information and use of management, the board of directors, Chase Manhattan Bank USA, National Association and Bankers Trust Company and is not intended to be and should not be used by anyone other than these specified parties. Very truly yours, /s/ Arthur Andersen LLP STUDENT LOAN MARKETING ASSOCIATION 11600 Sallie Mae Drive Reston, Virginia 20193 703-810-7687, Fax 703-810-7651 REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR I acknowledge that as a member of management of the Student Loan Marketing Association (the "Company"), we are responsible for ensuring compliance with the terms and conditions of Sections 2.3.A.1, 2.3.A.2, 2.4, 2.6.B, 2.7.A, 2.7.B, 2.7.C, 2.8.B.1, 2.8.B.2, 2.8.B.3, 2.9, 3.1.B, 3.1.C, 3.1.D, 3.2.A, 3.2.C, and 3.2.D of the Administration Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding Corporation, (the "Agreement") pursuant to the SLM Student Loan Trust 1997-2. We are also responsible for establishing and maintaining effective internal control over compliance with the terms and conditions of the Agreement. We have performed an evaluation of the Company's compliance with the conditions of the Sections in the Agreement indicated above. Based on the evaluation, we assert that the Company complied, in all material respects, with the terms and conditions of the Sections in the Agreement indicated above for the year ended December 31, 2000. March 1, 2001 /s/ J. Lance Franke - --------------------------------------- J. Lance Franke Authorized Agent Student Loan Marketing Association [LOGO] ARTHUR ANDERSEN March 1, 2001 Student Loan Marketing Association ARTHUR ANDERSEN LLP 11600 Sallie Mae Drive 8000 Towers Crescent Drive Reston, Virginia 20193 Vienna VA 22182-2725 and Tel 703 962 2100 Chase Manhattan Bank USA, National Association formerly known as Chase Manhattan Bank Delaware 1201 Market Street Wilmington, Delaware 19801 and Bankers Trust Company Four Albany Street New York, New York 10006 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS SALLIE MAE STUDENT LOAN TRUST 1997-3 We have examined management's assertion included in the accompanying report titled REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR that the Student Loan Marketing Association (the Company) complied with the terms and conditions of Sections 2.3.A.1, 2.3.A.2, 2.4, 2.6.B, 2.7.A, 2.7.B, 2.7.C, 2.8.B.1, 2.8.B.2, 2.8.B.3, 2.9, 3.1.B, 3.1.C, 3.1.D, 3.2.A, 3.2.C, and 3.2.D of the Administration Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding Corporation, (the Agreement) pursuant to the Sallie Mae Student Loan Trust 1997-3, for the year ended December 31, 2000. Management is responsible for compliance with those requirements. Our responsibility is to express an opinion on the Company's compliance based on our examination. Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about the Company's compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with specified requirements. In our opinion, the Student Loan Marketing Association complied, in all material respects, with the aforementioned requirements for the year ended December 31, 2000. This report is intended solely for your information and use of management, the board of directors, Chase Manhattan Bank USA, National Association and Bankers Trust Company and is not intended to be and should not be used by anyone other than these specified parties. Very truly yours, /s/ Arthur Andersen LLP STUDENT LOAN MARKETING ASSOCIATION 11600 Sallie Mae Drive Reston, Virginia 20193 703-810-7687, Fax 703-810-7651 REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR I acknowledge that as a member of management of the Student Loan Marketing Association (the "Company"), we are responsible for ensuring compliance with the terms and conditions of Sections 2.3.A.1, 2.3.A.2, 2.4, 2.6.B, 2.7.A, 2.7.B, 2.7.C, 2.8.B.1, 2.8.B.2, 2.8.B.3, 2.9, 3.1.B, 3.1.C, 3.1.D, 3.2.A, 3.2.C, and 3.2.D of the Administration Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding Corporation, (the "Agreement") pursuant to the SLM Student Loan Trust 1997-3. We are also responsible for establishing and maintaining effective internal control over compliance with the terms and conditions of the Agreement. We have performed an evaluation of the Company's compliance with the conditions of the Sections in the Agreement indicated above. Based on the evaluation, we assert that the Company complied, in all material respects, with the terms and conditions of the Sections in the Agreement indicated above for the year ended December 31, 2000. March 1, 2001 /s/ J. Lance Franke - --------------------------------------- J. Lance Franke Authorized Agent Student Loan Marketing Association [LOGO] ARTHUR ANDERSEN March 1, 2001 Student Loan Marketing Association ARTHUR ANDERSEN LLP 11600 Sallie Mae Drive 8000 Towers Crescent Drive Reston, Virginia 20193 Vienna VA 22182-2725 and Tel 703 962 2100 Chase Manhattan Bank USA, National Association formerly known as Chase Manhattan Bank Delaware 1201 Market Street Wilmington, Delaware 19801 and Bankers Trust Company Four Albany Street New York, New York 10006 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS SLM STUDENT LOAN TRUST 1997-4 We have examined management's assertion included in the accompanying report titled REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR that the Student Loan Marketing Association (the Company) complied with the terms and conditions of Sections 2.3.A.1, 2.3.A.2, 2.4, 2.6.B, 2.7.A, 2.7.B, 2.7.C, 2.8.B.1, 2.8.B.2, 2.8.B.3, 2.9, 3.1.B, 3.1.C, 3.1.D, 3.2.A, 3.2.C, and 3.2.D of the Administration Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding Corporation, (the Agreement) pursuant to the SLM Student Loan Trust 1997-4, for the year ended December 31, 2000. Management is responsible for compliance with those requirements. Our responsibility is to express an opinion on the Company's compliance based on our examination. Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about the Company's compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with specified requirements. In our opinion, the Student Loan Marketing Association complied, in all material respects, with the aforementioned requirements for the year ended December 31, 2000. This report is intended solely for your information and use of management, the board of directors, Chase Manhattan Bank USA, National Association and Bankers Trust Company and is not intended to be and should not be used by anyone other than these specified parties. Very truly yours, /s/ Arthur Andersen LLP STUDENT LOAN MARKETING ASSOCIATION 11600 Sallie Mae Drive Reston, Virginia 20193 703-810-7687, Fax 703-810-7651 REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR I acknowledge that as a member of management of the Student Loan Marketing Association (the "Company"), we are responsible for ensuring compliance with the terms and conditions of Sections 2.3.A.1, 2.3.A.2, 2.4, 2.6.B, 2.7.A, 2.7.B, 2.7.C, 2.8.B.1, 2.8.B.2, 2.8.B.3, 2.9, 3.1.B, 3.1.C, 3.1.D, 3.2.A, 3.2.C, and 3.2.D of the Administration Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding Corporation, (the "Agreement") pursuant to the SLM Student Loan Trust 1997-4. We are also responsible for establishing and maintaining effective internal control over compliance with the terms and conditions of the Agreement. We have performed an evaluation of the Company's compliance with the conditions of the Sections in the Agreement indicated above. Based on the evaluation, we assert that the Company complied, in all material respects, with the terms and conditions of the Sections in the Agreement indicated above for the year ended December 31, 2000. March 1, 2001 /s/ J. Lance Franke - --------------------------------------- J. Lance Franke Authorized Agent Student Loan Marketing Association [LOGO] ARTHUR ANDERSEN March 1, 2001 Student Loan Marketing Association ARTHUR ANDERSEN LLP 11600 Sallie Mae Drive 8000 Towers Crescent Drive Reston, Virginia 20193 Vienna VA 22182-2725 and Tel 703 962 2100 Chase Manhattan Bank USA, National Association formerly known as Chase Manhattan Bank Delaware 1201 Market Street Wilmington, Delaware 19801 and Bankers Trust Company Four Albany Street New York, New York 10006 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS SLM STUDENT LOAN TRUST 1998-1 We have examined management's assertion included in the accompanying report titled REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR that the Student Loan Marketing Association (the Company) complied with the terms and conditions of Sections 2.3.A.1, 2.3.A.2, 2.4, 2.6.B, 2.7.A, 2.7.B, 2.7.C, 2.8.B.1, 2.8.B.2, 2.8.B.3, 2.9, 3.1.B, 3.1.C, 3.1.D, 3.2.A, 3.2.C, and 3.2.D of the Administration Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding Corporation, (the Agreement) pursuant to the SLM Student Loan Trust 1998-1, for the year ended December 31, 2000. Management is responsible for compliance with those requirements. Our responsibility is to express an opinion on the Company's compliance based on our examination. Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about the Company's compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with specified requirements. In our opinion, the Student Loan Marketing Association complied, in all material respects, with the aforementioned requirements for the year ended December 31, 2000. This report is intended solely for your information and use of management, the board of directors, Chase Manhattan Bank USA, National Association and Bankers Trust Company and is not intended to be and should not be used by anyone other than these specified parties. Very truly yours, /s/ Arthur Andersen LLP STUDENT LOAN MARKETING ASSOCIATION 11600 Sallie Mae Drive Reston, Virginia 20193 703-810-7687, Fax 703-810-7651 REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR I acknowledge that as a member of management of the Student Loan Marketing Association (the "Company"), we are responsible for ensuring compliance with the terms and conditions of Sections 2.3.A.1, 2.3.A.2, 2.4, 2.6.B, 2.7.A, 2.7.B, 2.7.C, 2.8.B.1, 2.8.B.2, 2.8.B.3, 2.9, 3.1.B, 3.1.C, 3.1.D, 3.2.A, 3.2.C, and 3.2.D of the Administration Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding Corporation, (the "Agreement") pursuant to the SLM Student Loan Trust 1998-1. We are also responsible for establishing and maintaining effective internal control over compliance with the terms and conditions of the Agreement. We have performed an evaluation of the Company's compliance with the conditions of the Sections in the Agreement indicated above. Based on the evaluation, we assert that the Company complied, in all material respects, with the terms and conditions of the Sections in the Agreement indicated above for the year ended December 31, 2000. March 1, 2001 /s/ J. Lance Franke - --------------------------------------- J. Lance Franke Authorized Agent Student Loan Marketing Association [LOGO] ARTHUR ANDERSEN March 1, 2001 Student Loan Marketing Association ARTHUR ANDERSEN LLP 11600 Sallie Mae Drive 8000 Towers Crescent Drive Reston, Virginia 20193 Vienna VA 22182-2725 and Tel 703 962 2100 Chase Manhattan Bank USA, National Association formerly known as Chase Manhattan Bank Delaware 1201 Market Street Wilmington, Delaware 19801 and Bankers Trust Company Four Albany Street New York, New York 10006 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS SALLIE MAE STUDENT LOAN TRUST 1998-2 We have examined management's assertion included in the accompanying report titled REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR that the Student Loan Marketing Association (the Company) complied with the terms and conditions of Sections 2.3.A.1, 2.3.A.2, 2.4, 2.6.B, 2.7.A, 2.7.B, 2.7.C, 2.8.B.1, 2.8.B.2, 2.8.B.3, 2.9, 3.1.B, 3.1.C, 3.1.D, 3.2.A, 3.2.C, and 3.2.D of the Administration Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding Corporation, (the Agreement) pursuant to the SLM Student Loan Trust 1998-2, for the year ended December 31, 2000. Management is responsible for compliance with those requirements. Our responsibility is to express an opinion on the Company's compliance based on our examination. Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about the Company's compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with specified requirements. In our opinion, the Student Loan Marketing Association complied, in all material respects, with the aforementioned requirements for the year ended December 31, 2000. This report is intended solely for your information and use of management, the board of directors, Chase Manhattan Bank USA, National Association and Bankers Trust Company and is not intended to be and should not be used by anyone other than these specified parties. Very truly yours, /s/ Arthur Andersen LLP STUDENT LOAN MARKETING ASSOCIATION 11600 Sallie Mae Drive Reston, Virginia 20193 703-810-7687, Fax 703-810-7651 REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR I acknowledge that as a member of management of the Student Loan Marketing Association (the "Company"), we are responsible for ensuring compliance with the terms and conditions of Sections 2.3.A.1, 2.3.A.2, 2.4, 2.6.B, 2.7.A, 2.7.B, 2.7.C, 2.8.B.1, 2.8.B.2, 2.8.B.3, 2.9, 3.1.B, 3.1.C, 3.1.D, 3.2.A, 3.2.C, and 3.2.D of the Administration Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding Corporation, (the "Agreement") pursuant to the SLM Student Loan Trust 1998-2. We are also responsible for establishing and maintaining effective internal control over compliance with the terms and conditions of the Agreement. We have performed an evaluation of the Company's compliance with the conditions of the Sections in the Agreement indicated above. Based on the evaluation, we assert that the Company complied, in all material respects, with the terms and conditions of the Sections in the Agreement indicated above for the year ended December 31, 2000. March 1, 2001 /s/ J. Lance Franke - --------------------------------------- J. Lance Franke Authorized Agent Student Loan Marketing Association [LOGO] ARTHUR ANDERSEN March 1, 2001 Student Loan Marketing Association ARTHUR ANDERSEN LLP 11600 Sallie Mae Drive 8000 Towers Crescent Drive Reston, Virginia 20193 Vienna VA 22182-2725 and Tel 703 962 2100 Chase Manhattan Bank USA, National Association formerly known as Chase Manhattan Bank Delaware 1201 Market Street Wilmington, Delaware 19801 and Bankers Trust Company Four Albany Street New York, New York 10006 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS SLM STUDENT LOAN TRUST 1999-1 We have examined management's assertion included in the accompanying report titled REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR that the Student Loan Marketing Association (the Company) complied with the terms and conditions of Sections 2.3.A.1, 2.3.A.2, 2.4, 2.6.B, 2.7.A, 2.7.B, 2.7.C, 2.8.B.1, 2.8.B.2, 2.8.B.3, 2.9, 3.1.B, 3.1.C, 3.1.D, 3.2.A, 3.2.C, and 3.2.D of the Administration Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding Corporation, (the Agreement) pursuant to the SLM Student Loan Trust 1999-1, for the year ended December 31, 2000. Management is responsible for compliance with those requirements. Our responsibility is to express an opinion on the Company's compliance based on our examination. Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about the Company's compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with specified requirements. In our opinion, the Student Loan Marketing Association complied, in all material respects, with the aforementioned requirements for the year ended December 31, 2000. This report is intended solely for your information and use of management, the board of directors, Chase Manhattan Bank USA, National Association and Bankers Trust Company and is not intended to be and should not be used by anyone other than these specified parties. Very truly yours, /s/ Arthur Andersen LLP STUDENT LOAN MARKETING ASSOCIATION 11600 Sallie Mae Drive Reston, Virginia 20193 703-810-7687, Fax 703-810-7651 REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR I acknowledge that as a member of management of the Student Loan Marketing Association (the "Company"), we are responsible for ensuring compliance with the terms and conditions of Sections 2.3.A.1, 2.3.A.2, 2.4, 2.6.B, 2.7.A, 2.7.B, 2.7.C, 2.8.B.1, 2.8.B.2, 2.8.B.3, 2.9, 3.1.B, 3.1.C, 3.1.D, 3.2.A, 3.2.C, and 3.2.D of the Administration Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding Corporation, (the "Agreement") pursuant to the SLM Student Loan Trust 1999-1. We are also responsible for establishing and maintaining effective internal control over compliance with the terms and conditions of the Agreement. We have performed an evaluation of the Company's compliance with the conditions of the Sections in the Agreement indicated above. Based on the evaluation, we assert that the Company complied, in all material respects, with the terms and conditions of the Sections in the Agreement indicated above for the year ended December 31, 2000. March 1, 2001 /s/ J. Lance Franke - --------------------------------------- J. Lance Franke Authorized Agent Student Loan Marketing Association [LOGO] ARTHUR ANDERSEN March 1, 2001 Student Loan Marketing Association ARTHUR ANDERSEN LLP 11600 Sallie Mae Drive 8000 Towers Crescent Drive Reston, Virginia 20193 Vienna VA 22182-2725 and Tel 703 962 2100 Chase Manhattan Bank USA, National Association formerly known as Chase Manhattan Bank Delaware 1201 Market Street Wilmington, Delaware 19801 and Bankers Trust Company Four Albany Street New York, New York 10006 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS SLM STUDENT LOAN TRUST 1999-2 We have examined management's assertion included in the accompanying report titled REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR that the Student Loan Marketing Association (the Company) complied with the terms and conditions of Sections 2.3.A.1, 2.3.A.2, 2.4, 2.6.B, 2.7.A, 2.7.B, 2.7.C, 2.8.B.1, 2.8.B.2, 2.8.B.3, 2.9, 3.1.B, 3.1.C, 3.1.D, 3.2.A, 3.2.C, and 3.2.D of the Administration Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding Corporation, (the Agreement) pursuant to the SLM Student Loan Trust 1999-2, for the year ended December 31, 2000. Management is responsible for compliance with those requirements. Our responsibility is to express an opinion on the Company's compliance based on our examination. Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about the Company's compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with specified requirements. In our opinion, the Student Loan Marketing Association complied, in all material respects, with the aforementioned requirements for the year ended December 31, 2000. This report is intended solely for your information and use of management, the board of directors, Chase Manhattan Bank USA, National Association and Bankers Trust Company and is not intended to be and should not be used by anyone other than these specified parties. Very truly yours, /s/ Arthur Andersen LLP STUDENT LOAN MARKETING ASSOCIATION 11600 Sallie Mae Drive Reston, Virginia 20193 703-810-7687, Fax 703-810-7651 REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR I acknowledge that as a member of management of the Student Loan Marketing Association (the "Company"), we are responsible for ensuring compliance with the terms and conditions of Sections 2.3.A.1, 2.3.A.2, 2.4, 2.6.B, 2.7.A, 2.7.B, 2.7.C, 2.8.B.1, 2.8.B.2, 2.8.B.3, 2.9, 3.1.B, 3.1.C, 3.1.D, 3.2.A, 3.2.C, and 3.2.D of the Administration Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding Corporation, (the "Agreement") pursuant to the SLM Student Loan Trust 1999-2. We are also responsible for establishing and maintaining effective internal control over compliance with the terms and conditions of the Agreement. We have performed an evaluation of the Company's compliance with the conditions of the Sections in the Agreement indicated above. Based on the evaluation, we assert that the Company complied, in all material respects, with the terms and conditions of the Sections in the Agreement indicated above for the year ended December 31, 2000. March 1, 2001 /s/ J. Lance Franke - --------------------------------------- J. Lance Franke Authorized Agent Student Loan Marketing Association [LOGO] ARTHUR ANDERSEN March 1, 2001 Student Loan Marketing Association ARTHUR ANDERSEN LLP 11600 Sallie Mae Drive 8000 Towers Crescent Drive Reston, Virginia 20193 Vienna VA 22182-2725 and Tel 703 962 2100 Chase Manhattan Bank USA, National Association formerly known as Chase Manhattan Bank Delaware 1201 Market Street Wilmington, Delaware 19801 and Bankers Trust Company Four Albany Street New York, New York 10006 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS SLM STUDENT LOAN TRUST 1999-3 We have examined management's assertion included in the accompanying report titled REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR that the Student Loan Marketing Association (the Company) complied with the terms and conditions of Sections 2.3.A.1, 2.3.A.2, 2.4, 2.6.B, 2.7.A, 2.7.B, 2.7.C, 2.8.B.1, 2.8.B.2, 2.8.B.3, 2.9, 3.1.B, 3.1.C, 3.1.D, 3.2.A, 3.2.C, and 3.2.D of the Administration Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding Corporation, (the Agreement) pursuant to the SLM Student Loan Trust 1999-3, for the year ended December 31, 2000. Management is responsible for compliance with those requirements. Our responsibility is to express an opinion on the Company's compliance based on our examination. Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about the Company's compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with specified requirements. In our opinion, the Student Loan Marketing Association complied, in all material respects, with the aforementioned requirements for the year ended December 31, 2000. This report is intended solely for your information and use of management, the board of directors, Chase Manhattan Bank USA, National Association and Bankers Trust Company and is not intended to be and should not be used by anyone other than these specified parties. Very truly yours, /s/ Arthur Andersen LLP STUDENT LOAN MARKETING ASSOCIATION 11600 Sallie Mae Drive Reston, Virginia 20193 703-810-7687, Fax 703-810-7651 REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR I acknowledge that as a member of management of the Student Loan Marketing Association (the "Company"), we are responsible for ensuring compliance with the terms and conditions of Sections 2.3.A.1, 2.3.A.2, 2.4, 2.6.B, 2.7.A, 2.7.B, 2.7.C, 2.8.B.1, 2.8.B.2, 2.8.B.3, 2.9, 3.1.B, 3.1.C, 3.1.D, 3.2.A, 3.2.C, and 3.2.D of the Administration Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding Corporation, (the "Agreement") pursuant to the SLM Student Loan Trust 1999-3. We are also responsible for establishing and maintaining effective internal control over compliance with the terms and conditions of the Agreement. We have performed an evaluation of the Company's compliance with the conditions of the Sections in the Agreement indicated above. Based on the evaluation, we assert that the Company complied, in all material respects, with the terms and conditions of the Sections in the Agreement indicated above for the year ended December 31, 2000. March 1, 2001 /s/ J. Lance Franke - --------------------------------------- J. Lance Franke Authorized Agent Student Loan Marketing Association [LOGO] ARTHUR ANDERSEN March 1, 2001 Student Loan Marketing Association ARTHUR ANDERSEN LLP 11600 Sallie Mae Drive 8000 Towers Crescent Drive Reston, Virginia 20193 Vienna VA 22182-2725 and Tel 703 962 2100 Chase Manhattan Bank USA, National Association formerly known as Chase Manhattan Bank Delaware 1201 Market Street Wilmington, Delaware 19801 and Bankers Trust Company Four Albany Street New York, New York 10006 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS SLM STUDENT LOAN TRUST 2000-1 We have examined management's assertion included in the accompanying report titled REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR that the Student Loan Marketing Association (the Company) complied with the terms and conditions of Sections 2.3.A.1, 2.3.A.2, 2.4, 2.6.B, 2.7.A, 2.7.B, 2.7.C, 2.8.B.1, 2.8.B.2, 2.8.B.3, 2.9, 3.1.B, 3.1.C, 3.1.D, 3.2.A, 3.2.C, and 3.2.D of the Administration Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding Corporation, (the Agreement) pursuant to the SLM Student Loan Trust 2000-1, for the period February 15, 2000 through December 31, 2000. Management is responsible for compliance with those requirements. Our responsibility is to express an opinion on the Company's compliance based on our examination. Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about the Company's compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with specified requirements. In our opinion, the Student Loan Marketing Association complied, in all material respects, with the aforementioned requirements for the period February 15, 2000 through December 31, 2000. This report is intended solely for your information and use of management, the board of directors, Chase Manhattan Bank USA, National Association and Bankers Trust Company and is not intended to be and should not be used by anyone other than these specified parties. Very truly yours, /s/ Arthur Andersen LLP STUDENT LOAN MARKETING ASSOCIATION 11600 Sallie Mae Drive Reston, Virginia 20193 703-810-7687, Fax 703-810-7651 REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR I acknowledge that as a member of management of the Student Loan Marketing Association (the "Company"), we are responsible for ensuring compliance with the terms and conditions of Sections 2.3.A.1, 2.3.A.2, 2.4, 2.6.B, 2.7.A, 2.7.B, 2.7.C, 2.8.B.1, 2.8.B.2, 2.8.B.3, 2.9, 3.1.B, 3.1.C, 3.1.D, 3.2.A, 3.2.C, and 3.2.D of the Administration Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding Corporation, (the "Agreement") pursuant to the SLM Student Loan Trust 2000-1. We are also responsible for establishing and maintaining effective internal control over compliance with the terms and conditions of the Agreement. We have performed an evaluation of the Company's compliance with the conditions of the Sections in the Agreement indicated above. Based on the evaluation, we assert that the Company complied, in all material respects, with the terms and conditions of the Sections in the Agreement indicated above for the period February 15, 2000 through December 31, 2000. March 1, 2001 /s/ J. Lance Franke - --------------------------------------- J. Lance Franke Authorized Agent Student Loan Marketing Association [LOGO] ARTHUR ANDERSEN March 1, 2001 Student Loan Marketing Association ARTHUR ANDERSEN LLP 11600 Sallie Mae Drive 8000 Towers Crescent Drive Reston, Virginia 20193 Vienna VA 22182-2725 and Tel 703 962 2100 Chase Manhattan Bank USA, National Association formerly known as Chase Manhattan Bank Delaware 1201 Market Street Wilmington, Delaware 19801 and Bankers Trust Company Four Albany Street New York, New York 10006 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS SLM STUDENT LOAN TRUST 2000-2 We have examined management's assertion included in the accompanying report titled REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR that the Student Loan Marketing Association (the Company) complied with the terms and conditions of Sections 2.3.A.1, 2.3.A.2, 2.4, 2.6.B, 2.7.A, 2.7.B, 2.7.C, 2.8.B.1, 2.8.B.2, 2.8.B.3, 2.9, 3.1.B, 3.1.C, 3.1.D, 3.2.A, 3.2.C, and 3.2.D of the Administration Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding Corporation, (the Agreement) pursuant to the SLM Student Loan Trust 2000-2, for the period March 28, 2000 through December 31, 2000. Management is responsible for compliance with those requirements. Our responsibility is to express an opinion on the Company's compliance based on our examination. Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about the Company's compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with specified requirements. In our opinion, the Student Loan Marketing Association complied, in all material respects, with the aforementioned requirements for the period March 28, 2000 through December 31, 2000. This report is intended solely for your information and use of management, the board of directors, Chase Manhattan Bank USA, National Association and Bankers Trust Company and is not intended to be and should not be used by anyone other than these specified parties. Very truly yours, /s/ Arthur Andersen LLP STUDENT LOAN MARKETING ASSOCIATION 11600 Sallie Mae Drive Reston, Virginia 20193 703-810-7687, Fax 703-810-7651 REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR I acknowledge that as a member of management of the Student Loan Marketing Association (the "Company"), we are responsible for ensuring compliance with the terms and conditions of Sections 2.3.A.1, 2.3.A.2, 2.4, 2.6.B, 2.7.A, 2.7.B, 2.7.C, 2.8.B.1, 2.8.B.2, 2.8.B.3, 2.9, 3.1.B, 3.1.C, 3.1.D, 3.2.A, 3.2.C, and 3.2.D of the Administration Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding Corporation, (the "Agreement") pursuant to the SLM Student Loan Trust 2000-2. We are also responsible for establishing and maintaining effective internal control over compliance with the terms and conditions of the Agreement. We have performed an evaluation of the Company's compliance with the conditions of the Sections in the Agreement indicated above. Based on the evaluation, we assert that the Company complied, in all material respects, with the terms and conditions of the Sections in the Agreement indicated above for the period March 28, 2000 through December 31, 2000. March 1, 2001 /s/ J. Lance Franke - --------------------------------------- J. Lance Franke Authorized Agent Student Loan Marketing Association [LOGO] ARTHUR ANDERSEN March 1, 2001 Student Loan Marketing Association ARTHUR ANDERSEN LLP 11600 Sallie Mae Drive 8000 Towers Crescent Drive Reston, Virginia 20193 Vienna VA 22182-2725 and Tel 703 962 2100 Chase Manhattan Bank USA, National Association formerly known as Chase Manhattan Bank Delaware 1201 Market Street Wilmington, Delaware 19801 and Bankers Trust Company Four Albany Street New York, New York 10006 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS SALLIE MAE STUDENT LOAN TRUST 2000-3 We have examined management's assertion included in the accompanying report titled REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR that the Student Loan Marketing Association (the Company) complied with the terms and conditions of Sections 2.3.A.1, 2.3.A.2, 2.4, 2.6.B, 2.7.A, 2.7.B, 2.7.C, 2.8.B.1, 2.8.B.2, 2.8.B.3, 2.9, 3.1.B, 3.1.C, 3.1.D, 3.2.A, 3.2.C, and 3.2.D of the Administration Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding Corporation, (the Agreement) pursuant to the SLM Student Loan Trust 2000-3, for the period April 26, 2000 through December 31, 2000. Management is responsible for compliance with those requirements. Our responsibility is to express an opinion on the Company's compliance based on our examination. Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about the Company's compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with specified requirements. In our opinion, the Student Loan Marketing Association complied, in all material respects, with the aforementioned requirements for the period April 26, 2000 through December 31, 2000. This report is intended solely for your information and use of management, the board of directors, Chase Manhattan Bank USA, National Association and Bankers Trust Company and is not intended to be and should not be used by anyone other than these specified parties. Very truly yours, /s/ Arthur Andersen LLP STUDENT LOAN MARKETING ASSOCIATION 11600 Sallie Mae Drive Reston, Virginia 20193 703-810-7687, Fax 703-810-7651 REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR I acknowledge that as a member of management of the Student Loan Marketing Association (the "Company"), we are responsible for ensuring compliance with the terms and conditions of Sections 2.3.A.1, 2.3.A.2, 2.4, 2.6.B, 2.7.A, 2.7.B, 2.7.C, 2.8.B.1, 2.8.B.2, 2.8.B.3, 2.9, 3.1.B, 3.1.C, 3.1.D, 3.2.A, 3.2.C, and 3.2.D of the Administration Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding Corporation, (the "Agreement") pursuant to the SLM Student Loan Trust 2000-3. We are also responsible for establishing and maintaining effective internal control over compliance with the terms and conditions of the Agreement. We have performed an evaluation of the Company's compliance with the conditions of the Sections in the Agreement indicated above. Based on the evaluation, we assert that the Company complied, in all material respects, with the terms and conditions of the Sections in the Agreement indicated above for the period April 26, 2000 through December 31, 2000. March 1, 2001 /s/ J. Lance Franke - --------------------------------------- J. Lance Franke Authorized Agent Student Loan Marketing Association [LOGO] ARTHUR ANDERSEN March 1, 2001 Student Loan Marketing Association ARTHUR ANDERSEN LLP 11600 Sallie Mae Drive 8000 Towers Crescent Drive Reston, Virginia 20193 Vienna VA 22182-2725 and Tel 703 962 2100 Chase Manhattan Bank USA, National Association formerly known as Chase Manhattan Bank Delaware 1201 Market Street Wilmington, Delaware 19801 and Bankers Trust Company Four Albany Street New York, New York 10006 REPORT OF INDEPENDENT PUBLIC ACCOUNTANTS SLM STUDENT LOAN TRUST 2000-4 We have examined management's assertion included in the accompanying report titled REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR that the Student Loan Marketing Association (the Company) complied with the terms and conditions of Sections 2.3.A.1, 2.3.A.2, 2.4, 2.6.B, 2.7.A, 2.7.B, 2.7.C, 2.8.B.1, 2.8.B.2, 2.8.B.3, 2.9, 3.1.B, 3.1.C, 3.1.D, 3.2.A, 3.2.C, and 3.2.D of the Administration Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding Corporation, (the Agreement) pursuant to the SLM Student Loan Trust 2000-4, for the period September 26, 2000 through December 31, 2000. Management is responsible for compliance with those requirements. Our responsibility is to express an opinion on the Company's compliance based on our examination. Our examination was conducted in accordance with attestation standards established by the American Institute of Certified Public Accountants and, accordingly, included examining, on a test basis, evidence about the Company's compliance with those requirements and performing such other procedures as we considered necessary in the circumstances. We believe that our examination provides a reasonable basis for our opinion. Our examination does not provide a legal determination on the Company's compliance with specified requirements. In our opinion, the Student Loan Marketing Association complied, in all material respects, with the aforementioned requirements for the period September 26, 2000 through December 31, 2000. This report is intended solely for your information and use of management, the board of directors, Chase Manhattan Bank USA, National Association and Bankers Trust Company and is not intended to be and should not be used by anyone other than these specified parties. Very truly yours, /s/ Arthur Andersen LLP STUDENT LOAN MARKETING ASSOCIATION 11600 Sallie Mae Drive Reston, Virginia 20193 703-810-7687, Fax 703-810-7651 REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR I acknowledge that as a member of management of the Student Loan Marketing Association (the "Company"), we are responsible for ensuring compliance with the terms and conditions of Sections 2.3.A.1, 2.3.A.2, 2.4, 2.6.B, 2.7.A, 2.7.B, 2.7.C, 2.8.B.1, 2.8.B.2, 2.8.B.3, 2.9, 3.1.B, 3.1.C, 3.1.D, 3.2.A, 3.2.C, and 3.2.D of the Administration Agreement among the Company, Chase Manhattan Bank USA, National Association, Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding Corporation, (the "Agreement") pursuant to the SLM Student Loan Trust 2000-4. We are also responsible for establishing and maintaining effective internal control over compliance with the terms and conditions of the Agreement. We have performed an evaluation of the Company's compliance with the conditions of the Sections in the Agreement indicated above. Based on the evaluation, we assert that the Company complied, in all material respects, with the terms and conditions of the Sections in the Agreement indicated above for the period September 26, 2000 through December 31, 2000. March 1, 2001 /s/ J. Lance Franke - --------------------------------------- J. Lance Franke Authorized Agent Student Loan Marketing Association -----END PRIVACY-ENHANCED MESSAGE-----