SLM Corporation (NYSE: SLM), commonly known as Sallie Mae, announced today that it has signed a purchase agreement to acquire Upromise, Inc., pending regulatory approvals. When completed, the transaction will unite the nation's leading paying-for-college company with the nation's leading saving-forcollege company.

Sallie Mae, America's leading education finance company, has more than 10 million borrowing customers. Upromise's popular rewards service — one of the largest rewards marketing coalitions in the U.S. — has more than 7 million members who have joined Upromise to save for college when they and their families buy gas or groceries, dine out, or purchase other goods and services from more than 450 participating companies.

Upromise is also the largest administrator of direct-to-consumer 529 college savings plans, administering nearly 1 million college savings accounts and over $10 billion in assets with taxadvantaged 529 investment options through partnerships with seven states. Upromise offers its rewards service members the opportunity to link their Upromise account to a participating 529 plan so that their savings can be transferred automatically into their plan on a periodic basis. Launched in 2001, Upromise has achieved these milestones in just five years, and expects to grow its membership base for retail savings and 529 plans in excess of 30 percent annually over the next five years.

Together, Sallie Mae and Upromise will offer parents and students a comprehensive financial package to access college — including a broad range of investment options, financial aid information, college savings and student loan solutions.

"Upromise's savings plans, when linked with the purchasing power of their rewards program, provide tremendous incentives to help save for a college education," said Tim Fitzpatrick, CEO, Sallie Mae. "We are truly excited about this new acquisition. This complements our mission to improve access to higher education, and our leadership position in providing financing solutions to families and students. The opportunities to expand college savings through our customer relationships are extraordinary. In partnering with Upromise, we will be able to help families get a jumpstart on saving for college."

"Joining with Sallie Mae allows us to offer families a range of new services and advice that will help them realize the dream of college," said Tom Anderson, CEO, Upromise. "It will also allow Upromise to extend our relationship with families through college and beyond. Sallie Mae's work with 6,000 colleges and universities, as well as America's leading scholarship organizations, creates partnership opportunities that Upromise could never achieve on its own." Under the terms of the transaction, Upromise will become a wholly owned subsidiary of SLM Corporation. Upromise, which employs approximately 250 individuals, will retain its separate brand identity, management team and operations in Needham, Mass. The acquisition will be accretive immediately, although the impact on Sallie Mae's 2006 and 2007 earnings per share will not be material.

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Statements in this release referring to expectations as to future earnings and operations, and other future developments are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements involve risks, uncertainties and other factors that may cause the actual results to differ materially from such forward- looking statements. Such factors include, among others, the ability to successfully integrate operations, the impact of competitors' responses, changes in terms of student loans and the educational credit marketplace arising from the implementation of applicable laws and regulations, and from changes in such laws and regulations, and changes in the demand for educational financing or in financing preferences of educational institutions, students and their families.

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SLM Corporation (NYSE: SLM ), commonly known as Sallie Mae, is the nation's leading provider of education funding, managing nearly $127 billion in student loans for 10 million borrowers. Sallie Mae was originally created in 1972 as a government-sponsored entity (GSE) and terminated its ties to the federal government in 2004. The company remains the country's largest originator of federally insured student loans. Through its specialized subsidiaries and divisions, Sallie Mae also provides debt management services as well as business and technical products to a range of business clients, including colleges, universities and loan guarantors. More information is available at www.salliemae.com. SLM Corporation and its subsidiaries are not sponsored by or agencies of the United States of America.

Upromise's mission is to help families realize the dream of college. The Upromise Services division includes its popular rewards service, which allows families to automatically save money for college while making everyday purchases at more than 20,000 grocery and drug stores, 14,000 gas stations, 8,000 restaurants, thousands of retail stores and more than 400 online shopping sites. Upromise's partners include Citi®, Coca-Cola®, ExxonMobil Corporation, Kimberly-Clark, McDonald's®, JCPenney.com, LandsEnd.com, Sears.com, and hundreds of others. More than seven million parents, grandparents, and family friends have joined Upromise—and our partner contributions today represent the largest private source of college aid in America. Upromise also makes it easy for families to invest in tax-advantaged college savings plans and to use contributions to pay off student loans. The 529 college savings plans are municipal securities and are offered through Upromise Investments, Inc. (member NASD/SIPC). 529 college savings plans are not government or FDIC insured. Upromise is headquartered in Needham, Mass. For additional information, visit www.Upromise.com or call 781.707.8400.

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Contact

Tom Joyce (Media - Sallie Mae)
703/984-5610

Jim Doyle (Media - Upromise)
202/481-8133

Steve McGarry (Investors - Sallie Mae)
703/984-6746