<PAGE> 1
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 17, 1997
----------------
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,
and the SLM Student Loan Trust 1997-4)
Delaware 33-95474/333-2502/333-24949 23-2815650
- -------- --------------------------- ----------
(State or other (Commission File (I.R.S. employer
Jurisdiction of Numbers) Identification No.)
Incorporation)
777 Twin Creek Drive
Killeen, Texas 76543
----------------------------------------
(Address of principal executive offices)
Registrant's telephone number: (817) 554-4500
Page 1 of 4
Exhibit Index appears on Page 4
<PAGE> 2
Item 5. Other Events
On or about November 12, 1997, SLM Student Loan Trust 1997-4,
a newly formed Delaware Business Trust (the "Trust"), intends to issue Floating
Rate Class A-1 and Class A-2 Student Loan-Backed Notes in the aggregate
principal amount of $2,477,000,000 (the "Notes") and Floating Rate Student
Loan-Backed Certificates in the aggregate principal amount of $89,900,000 (the
"Certificates," and, together with the Notes, the "Securities"). The Trust
intends to issue the Notes pursuant to an Indenture, dated as of November 1,
1997, among the Trust, Chase Manhattan Bank USA, National Association, as
eligible lender trustee (the "Eligible Lender Trustee"), and Bankers Trust
Company, as Indenture Trustee. The Trust intends to issue the Certificates
pursuant to a Trust Agreement, dated as of November 1, 1997, between the
Registrant and the Eligible Lender Trustee.
In connection with the sale of the Securities, Morgan Stanley
& Co. Incorporated, a broker-dealer acting as an underwriter on behalf of the
Registrant ("Morgan Stanley"), has advised the Registrant that it has furnished
to a prospective investor written Structural Term Sheets (as defined in
Distribution of Certain Written Materials Relating to Asset-Backed Securities
(February 17, 1995) (response to no-action request from the Public Securities
Association)) (the "Computational Materials") with respect to the Securities
after the effective date of Registration Statement No. 333-24949 (the
"Registration Statement") but before the final prospectus (including both the
base prospectus and the prospectus supplement) became available and was
delivered to the prospective investor. Morgan Stanley has further advised the
Registrant that the Computational Materials were furnished to the prospective
investor at such prospective investor's request in order to assist the investor
in determining whether the proposed structure for the sale of the Securities
would meet the investor's needs. The contents of this Current Report on Form
8-K shall be deemed to be incorporated by reference in the Registration
Statement and to be a part thereof from the date of filing hereof.
Item 7. Financial Statements, Pro Forma Financial Statements and
Exhibits
(c) Exhibits
99.1 Computational Materials
Page 2 of 4
Exhibit Index appears on Page 4
<PAGE> 3
SIGNATURES
Pursuant to the requirements 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: November 6, 1997
SLM FUNDING
CORPORATION
By: /s/ ROBERT R. LEVINE
----------------------------
Name: Robert R. Levine
Title: Chief Financial Officer
Page 3 of 4
Exhibit Index appears on Page 4
<PAGE> 4
INDEX TO EXHIBITS
<TABLE>
<CAPTION>
Sequentially
Exhibit Numbered
Number Exhibit Page
------- ------- ------------
<S> <C> <C>
99.1 Computational Materials
</TABLE>
Page 4 of 4
Exhibit Index appears on Page 4
<PAGE> 1
STRUCTURAL TERM SHEET October 28, 1997
Chase Manhattan Bank USA, National Association, Eligible Lender Trustee
Bankers Trust Company, Indenture Trustee
SALLIE MAE SERVICING CORPORATION SERVICER
SLM FUNDING CORPORATION SELLER
SLM STUDENT LOAN TRUST 1997-4
[$1,456,350,000]* FLOATING RATE CLASS A-1 STUDENT LOAN-BACKED NOTES
[$1,028,500,000]* FLOATING RATE CLASS A-2 STUDENT LOAN-BACKED NOTES
[$90,150,000]* FLOATING RATE STUDENT LOAN-BACKED CERTIFICATES
*NOTE: THE CLASS A-1 AND A-2 NOTES AND THE ASSETS OF THE SLM STUDENT
LOAN TRUST 1997-4 (THE "TRUST") ARE EXPECTED TO BE SUBSTANTIALLY SIMILAR
TO THOSE OF SLM STUDENT LOAN TRUST 1997-3. THE FINAL ASSETS OF THE TRUST
MAY DIFFER AND ANY SUCH DIFFERENCE WILL IMPACT CLASS SIZE, MATURITIES,
AVERAGE LIFE AND DURATION.
TRANSACTION HIGHLIGHTS
<TABLE>
<CAPTION>
===========================================================================================
PAR EXPECTED RATINGS AVERAGE LIFE
CLASS AMOUNT (MOODY'S/S&P/FITCH) (CALL/NO CALL) INDEX
===========================================================================================
<S> <C> <C> <C> <C>
Class A-1 [$1,456,350,000]* Aaa/AAA/AAA [2.52 / 2.52 yrs.]* 91 Day T-Bill
-------------------------------------------------------------------------------------------
Class A-2 [$1,028,500,000]* Aaa/AAA/AAA [7.20 / 7.26 yrs.]* 91 Day T-Bill
-------------------------------------------------------------------------------------------
Certificates [$90,150,000]* A2/A+/A+ [9.12 / 10.98 yrs.]* 91 Day T-Bill
-------------------------------------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
CLASS A-1 CLASS A-2 CERTIFICATES
--------- --------- ------------
<S> <C> <C> <C>
Expected Principal
Amount: [$1,456,350,000]* [$1,028,500,000]* [$90,150,000]*
Expected Ratings
(Moody's/S&P/Fitch): Aaa/AAA/AAA Aaa/AAA/AAA A2/A+/A+
Expected Coupon: 91-day T-bill+0.75% 91-day T-bill+0.75% 91-day T-Bill + [__]%
</TABLE>
This information has been prepared in connection with the proposed issuance of
securities representing obligations of and interests in the above trust, and is
based in part on information provided by SLM Funding Corporation, with respect
to the expected characteristics of the pool of student loans in respect of
which these securities will be issued. The actual characteristics and
performance of the student loans will differ from the assumptions used in
preparing these materials, which are hypothetical in nature. Changes in the
assumptions may have a material impact on the information set forth in these
materials. No representation is made that any performance or return indicated
herein will be achieved. For example, it is very unlikely that student loans
will repay at a constant rate or follow a predictable pattern. This
information may not be used or otherwise disseminated in connection with the
offer or sale of these or any other securities, except in connection with the
initial offer or sale of these securities to you to the extent set forth below.
NO REPRESENTATION IS MADE AS TO THE APPROPRIATENESS, USEFULNESS, ACCURACY OR
COMPLETENESS OF THESE MATERIALS OR THE ASSUMPTIONS ON WHICH THEY ARE BASED.
These materials do not constitute an offer to buy or sell or a solicitation of
an offer to buy or sell any security or instrument or to participate in any
particular trading strategy. ANY SUCH OFFER TO BUY OR SELL ANY SECURITY WOULD
BE MADE PURSUANT TO A DEFINITIVE PROSPECTUS AND PROSPECTUS SUPPLEMENT PREPARED
BY THE ISSUER WHICH WOULD CONTAIN MATERIAL INFORMATION NOT CONTAINED IN THESE
MATERIALS. SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT WILL CONTAIN ALL MATERIAL
INFORMATION IN RESPECT OF ANY SUCH SECURITY OFFERED THEREBY AND ANY DECISION TO
INVEST IN SUCH SECURITIES SHOULD BE MADE SOLELY IN RELIANCE UPON SUCH
PROSPECTUS AND PROSPECTUS SUPPLEMENT. These materials, including any
description of the student loans contained herein, supersede any information
previously distributed, and in the event of any such offering shall be deemed
superseded in their entirety by such Prospectus and Prospectus Supplement.
<PAGE> 2
October 28, 1997
<TABLE>
<CAPTION>
CLASS A-1 CLASS A-2 CERTIFICATES
--------- --------- ------------
<S> <C> <C>
Expected Yield: 91-day T-bill+0.84% 91-day T-bill+0.84% 91-day T-Bill + [__]%
Price: To be calculated on To be calculated on To be calculated on
Nov. 3, 1997 Nov. 3, 1997 Nov. 3, 1997
Pricing Speed: 7% CPR, to auction call 7% CPR, to auction call 7% CPR, to auction call
ERISA Eligibility: Yes Yes No
Joint Bookrunners Goldman Sachs, MSDW Goldman Sachs, MSDW Goldman Sachs, MSDW
PRINCIPAL PAYMENTS:
- -------------------
Expected Average Life (Call): [2.52 years]* [7.20 years]* [9.12 years]*
Legal Final Maturity: [ ]* [ ]* [ ]*
Credit Enhancement: Class A-1 and Class A-2 are supported by 3.5% subordination, Certificates are
a [0.25]% reserve fund (of Initial Pool Balance) and Excess supported by a [0.25]%
Spread reserve fund (of Initial
Pool Balance) and Excess
Spread
</TABLE>
This information has been prepared in connection with the proposed issuance of
securities representing obligations of and interests in the above trust, and is
based in part on information provided by SLM Funding Corporation, with respect
to the expected characteristics of the pool of student loans in respect of
which these securities will be issued. The actual characteristics and
performance of the student loans will differ from the assumptions used in
preparing these materials, which are hypothetical in nature. Changes in the
assumptions may have a material impact on the information set forth in these
materials. No representation is made that any performance or return indicated
herein will be achieved. For example, it is very unlikely that student loans
will repay at a constant rate or follow a predictable pattern. This
information may not be used or otherwise disseminated in connection with the
offer or sale of these or any other securities, except in connection with the
initial offer or sale of these securities to you to the extent set forth below.
NO REPRESENTATION IS MADE AS TO THE APPROPRIATENESS, USEFULNESS, ACCURACY OR
COMPLETENESS OF THESE MATERIALS OR THE ASSUMPTIONS ON WHICH THEY ARE BASED.
These materials do not constitute an offer to buy or sell or a solicitation of
an offer to buy or sell any security or instrument or to participate in any
particular trading strategy. ANY SUCH OFFER TO BUY OR SELL ANY SECURITY WOULD
BE MADE PURSUANT TO A DEFINITIVE PROSPECTUS AND PROSPECTUS SUPPLEMENT PREPARED
BY THE ISSUER WHICH WOULD CONTAIN MATERIAL INFORMATION NOT CONTAINED IN THESE
MATERIALS. SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT WILL CONTAIN ALL MATERIAL
INFORMATION IN RESPECT OF ANY SUCH SECURITY OFFERED THEREBY AND ANY DECISION TO
INVEST IN SUCH SECURITIES SHOULD BE MADE SOLELY IN RELIANCE UPON SUCH
PROSPECTUS AND PROSPECTUS SUPPLEMENT. These materials, including any
description of the student loans contained herein, supersede any information
previously distributed, and in the event of any such offering shall be deemed
superseded in their entirety by such Prospectus and Prospectus Supplement.
<PAGE> 3
October 28, 1997
Seller: SLM Funding Corporation (the "Seller"), a
wholly-owned subsidiary of Student Loan Marketing
Association ("Sallie Mae").
Servicer: Sallie Mae Servicing Corporation (the "Servicer"),
a wholly-owned subsidiary of Sallie Mae that manages
and operates Sallie Mae's loan servicing functions.
Under certain circumstances, the Servicer may
transfer its obligations as Servicer. The Servicer
will receive a fee as described in the Prospectus
Supplement.
Optional Purchase: The Seller may purchase or arrange for the purchase
of all remaining Trust Student Loans, and thus effect
the early retirement of the Notes and the
Certificates, on any Distribution Date on or after
which the Pool Balance is equal to 10% or less of the
Initial Pool Balance, at a price equal to the
aggregate Purchase Amounts for such Trust Student
Loans as of the end of the preceding Collection
Period (but not less than the Minimum Purchase Amount
plus any Note Interest Carryover and any Certificate
Return Carryover). See "Formation of the Trusts --
Termination" in the Prospectus. The "Initial Pool
Balance" will equal the Pool Balance as of the Cutoff
Date.
Auction: If the Seller has waived its option to purchase the
Trust Student Loans, the Indenture Trustee may
auction the Trust Student Loans when the Pool Balance
is equal to 10% or less of the Initial Pool Balance,
at a price not less than the Minimum Purchase Price.
This information has been prepared in connection with the proposed issuance of
securities representing obligations of and interests in the above trust, and is
based in part on information provided by SLM Funding Corporation, with respect
to the expected characteristics of the pool of student loans in respect of
which these securities will be issued. The actual characteristics and
performance of the student loans will differ from the assumptions used in
preparing these materials, which are hypothetical in nature. Changes in the
assumptions may have a material impact on the information set forth in these
materials. No representation is made that any performance or return indicated
herein will be achieved. For example, it is very unlikely that student loans
will repay at a constant rate or follow a predictable pattern. This
information may not be used or otherwise disseminated in connection with the
offer or sale of these or any other securities, except in connection with the
initial offer or sale of these securities to you to the extent set forth below.
NO REPRESENTATION IS MADE AS TO THE APPROPRIATENESS, USEFULNESS, ACCURACY OR
COMPLETENESS OF THESE MATERIALS OR THE ASSUMPTIONS ON WHICH THEY ARE BASED.
These materials do not constitute an offer to buy or sell or a solicitation of
an offer to buy or sell any security or instrument or to participate in any
particular trading strategy. ANY SUCH OFFER TO BUY OR SELL ANY SECURITY WOULD
BE MADE PURSUANT TO A DEFINITIVE PROSPECTUS AND PROSPECTUS SUPPLEMENT PREPARED
BY THE ISSUER WHICH WOULD CONTAIN MATERIAL INFORMATION NOT CONTAINED IN THESE
MATERIALS. SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT WILL CONTAIN ALL MATERIAL
INFORMATION IN RESPECT OF ANY SUCH SECURITY OFFERED THEREBY AND ANY DECISION TO
INVEST IN SUCH SECURITIES SHOULD BE MADE SOLELY IN RELIANCE UPON SUCH
PROSPECTUS AND PROSPECTUS SUPPLEMENT. These materials, including any
description of the student loans contained herein, supersede any information
previously distributed, and in the event of any such offering shall be deemed
superseded in their entirety by such Prospectus and Prospectus Supplement.
<PAGE> 4
October 28, 1997
First Interest Payment
Date: [April 25, 1997]
Day Count Basis: Actual/Actual
Payment Dates: Quarterly, on about the 25th of each January, April,
July, October
Expected Settlement: [Week of November 10, 1997]
Settlement: Book-entry form through the facilities of DTC
Tax Considerations: In the opinion of Federal Tax Counsel and Delaware
Tax Counsel, the Notes will be characterized as debt
for federal and Delaware state tax purposes.
TRUST PRINCIPAL COMPONENT OF
PORTFOLIO AS OF CUTOFF DATE: [$2,503,689,634]*
This information has been prepared in connection with the proposed issuance of
securities representing obligations of and interests in the above trust, and is
based in part on information provided by SLM Funding Corporation, with respect
to the expected characteristics of the pool of student loans in respect of
which these securities will be issued. The actual characteristics and
performance of the student loans will differ from the assumptions used in
preparing these materials, which are hypothetical in nature. Changes in the
assumptions may have a material impact on the information set forth in these
materials. No representation is made that any performance or return indicated
herein will be achieved. For example, it is very unlikely that student loans
will repay at a constant rate or follow a predictable pattern. This
information may not be used or otherwise disseminated in connection with the
offer or sale of these or any other securities, except in connection with the
initial offer or sale of these securities to you to the extent set forth below.
NO REPRESENTATION IS MADE AS TO THE APPROPRIATENESS, USEFULNESS, ACCURACY OR
COMPLETENESS OF THESE MATERIALS OR THE ASSUMPTIONS ON WHICH THEY ARE BASED.
These materials do not constitute an offer to buy or sell or a solicitation of
an offer to buy or sell any security or instrument or to participate in any
particular trading strategy. ANY SUCH OFFER TO BUY OR SELL ANY SECURITY WOULD
BE MADE PURSUANT TO A DEFINITIVE PROSPECTUS AND PROSPECTUS SUPPLEMENT PREPARED
BY THE ISSUER WHICH WOULD CONTAIN MATERIAL INFORMATION NOT CONTAINED IN THESE
MATERIALS. SUCH PROSPECTUS AND PROSPECTUS SUPPLEMENT WILL CONTAIN ALL MATERIAL
INFORMATION IN RESPECT OF ANY SUCH SECURITY OFFERED THEREBY AND ANY DECISION TO
INVEST IN SUCH SECURITIES SHOULD BE MADE SOLELY IN RELIANCE UPON SUCH
PROSPECTUS AND PROSPECTUS SUPPLEMENT. These materials, including any
description of the student loans contained herein, supersede any information
previously distributed, and in the event of any such offering shall be deemed
superseded in their entirety by such Prospectus and Prospectus Supplement.
<PAGE> 5
October 17, 1997
Chase Manhattan Bank USA. N.A., Eligible Lender ("Owner") Trustee
Bankers Trust Company, Indenture Trustee
SALLIE MAE SERVICING CORPORATION SERVICER
SLM FUNDING CORPORATION SELLER
SLM STUDENT LOAN TRUST 1997-4
[$1,456,350,000]* FLOATING RATE CLASS A-1 STUDENT LOAN-BACKED NOTES
[$1,028,500,000]* FLOATING RATE CLASS A-2 STUDENT LOAN-BACKED NOTES
[$90,150,000]* FLOATING RATE STUDENT LOAN-BACKED CERTIFICATES
TRANSACTION HIGHLIGHTS
----------------------
<TABLE>
<CAPTION>
=======================================================================================================================
PAR EXPECTED RATINGS AVERAGE LIFE PAYMENT PRICE
CLASS AMOUNT (MOODY'S/S&P/FITCH) (CALL/TURBO) WINDOW (CALL) INDEX TALK
=======================================================================================================================
<S> <C> <C> <C> <C> <C> <C>
Class A-1 [$1,456,350,000]* Aaa/AAA/AAA [2.52/2.52 yrs]* [4-58, 55]* 91 Day T-Bill [+81.5]*
- -----------------------------------------------------------------------------------------------------------------------
Class A-2 [$1,028,500,000]* Aaa/AAA/AAA [7.20/7.26 yrs.]* [58-109, 52]* 91 Day T-Bill [+85.5]*
- -----------------------------------------------------------------------------------------------------------------------
Certificate [$90,150,000]* A2/A+/A+ [9.12/10.98 yrs.]* [ 109, 1]* 91 Day T-Bill
- -----------------------------------------------------------------------------------------------------------------------
</TABLE>
<TABLE>
<CAPTION>
CLASS A-1 CLASS A-2 CERTIFICATES
--------- --------- ------------
<S> <C> <C> <C>
Principal Amount: [$1,456,350,000]* [$1,028,500,000]* [$90,150,000]*
Expected Ratings Aaa/AAA/AAA Aaa/AAA/AAA A2/A+/A+
(Moody's/S&P/Fitch):
ERISA Eligibility: Yes Yes No
Joint Bookrunners MSDW, [Goldman Sachs) MSDW,[Goldman Sachs] MSDW, [Goldman Sachs]
PRINCIPAL PAYMENTS:
- ------------------
Expected Average Life [2.52 years]* [7.20 years]* [9.12 years]*
(Call):
Expected Final Maturity [10/02]* [1/07]* [1/07]*
(Call):
Legal Final Maturity [7/06]* [1/11]* [1/13]*
Credit Enhancement: Class A-1 is supported by Class A-2 is supported by Certificates are supported
3.5% subordination, a 0.25% 3.5% subordination, a by a 0.25% reserve fund
reserve fund (of Initial Pool 0.25% reserve fund (of (of Initial Pool Balance)
Balance) and Excess Spread Initial Pool Balance) and and Excess Spread
Excess Spread
</TABLE>
Note: * The accounts in the SLM Student Loan Trust 1997-4 will attempt to
mirror the SLM 1997-3 collateral. However, changes in total Trust
principal and tranching will impact maturities, average life and
duration, thereby impacting pricing.
<PAGE> 6
OCTOBER 17, 1997
Seller: SLM Funding Corporation (the "Seller"), a wholly-owned
subsidiary of Student Loan Marketing Association
("Sallie Mae"). Because the Seller is not an
institution eligible to hold legal title to the Student
Loans, Chase Manhattan Bank USA, National Association,
as eligible lender trustee for the Seller (the "Interim
Trustee") will hold legal title to the Student Loans on
behalf of the Seller pursuant to a trust agreement to
be dated as of [TBD, 1997] between the Interim Trustee
and the Seller (as amended and supplemented from time
to time, the "Interim Trust Agreement"). References to
the "Seller" herein mean the Interim Trustee for all
purposes, where the context so requires, involving the
holding or transferring of legal title to the Trust
Student Loans.
Servicer: Sallie Mae Servicing Corporation (the "Servicer"), a
wholly-owned subsidiary of Sallie Mae that manages and
operates Sallie Mae's loan servicing functions. Under
certain circumstances, the Servicer may transfer its
obligations as Servicer.
Servicing Fee: Before [January, 2002] the primary servicing fee will
equal to 1/12 of [0.80%] of the outstanding balance of
the student loans. After [January, 2002], the primary
servicing fee will be equal to the lesser of (1) to
1/12 of [0-80%] of the outstanding balance of the
student loans; (ii) [$4.07] times the number of
accounts in the Trust (the "Unit Amount").
Additionally after that date, a Carryover Servicing
Fee will be payable out of the excess cashflow equal
to the sum of (a) the amomt by which (i) 1/12 of
[0-80%] exceeds (ii) the Unit Amount and (b) certain
other costs described in the Prospectus Supplement.
Optional Purchase: The Seller may purchase or arrange for the purchase of
all remaining Trust Student Loans, and thus effect the
early retirement of the Notes and the Certificates, on
any Distribution Date on or after which the Pool
Balance is equal to 10% or less of the Initial Pool
Balance, at a price equal to the aggregate Purchase
Amounts for such Trust Student Loans as of the end of
the preceding Collection Period (but not less than the
Minimum Purchase Amount plus any Note Interest
Carryover and any Certificate Return Carryover). See
"Formation of the Trusts -- Termination" in the
Prospectus. The "Initial Pool Balance" will equal the
Pool Balance as of the Cutoff Date.
INTEREST PAYMENTS:
First Interest Payment [April 25-1997]
Date:
Day Count Basis: Actual/Actual
Payment Dates: Quarterly, on about the 25th of each January, April,
July, October
Expected Settlement: [TBD, 1997]
Settlement: Book-entry form through the facilities of DTC.
Euroclear, societe anonyme and Cedel
Tax Considerations: The Notes will be characterized as debt for federal and
Delaware state tax purposes of securities having the
same terms as the Notes.
Note: * The accounts in the SLM Student Loan Trust 1997-4 will attempt to
mirror the SLM 1997-3 collateral. However, changes in total Trust
principal and tranching will impact maturities, average life and
duration, thereby impacting pricing.
<PAGE> 7
OCTOBER 17, 1997
COLLATERAL DESCRIPTION
Description of
Accounts: All of the student loan collateral is government
guaranteed through reinsurance with the Department of
Education (DOE), Guaranteed Student Loans are insured
for 98 or 100% of principal and accrued interest by
Guarantee Agencies which are reinsured by the Federal
Government. Guarantors can claim reimbursement from the
Federal Government for defaulted loans. The DOE is
required to stand behind Guarantors in the case of a
Guarantor insolvency, however the actual timing of DOE
assistance in the case of Guarantor insolvency is
unclear.
A claim can only be rejected by a Guarantee agency (and
subsequently the DOE) if a loan servicer has not
followed the proper servicing procedures and policies.
TRUST PRINCIPAL
COMPONENT OF
PORTFOLIO AS OF
CUTOFF DATE: [$2,503,689,634]*
Note: * The accounts in the SLM Student Loan Trust 1997-4 will attempt to
mirror the SLM 1997-3 collateral. However, changes in total Trust
principal and tranching will impact maturities, average life and
duration, thereby impacting pricing.