<PAGE>


                                                                    EXHIBIT 19.2


March 1, 1999

Sallie Mae Servicing Corporation
11600 Sallie Mae Drive
Reston, Virginia 20193

             and

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 that Sallie Mae Servicing Corporation
(the "Company") complied, in all material respects, with the terms and
conditions of Sections 2.2, 2.3, 3.1, 3.2, 3.5A, 3.6, 3.10, and 3.15 of the
Servicing Agreement among the Company, Chase Manhattan Bank Delaware, Bankers
Trust Company, and the Student Loan Marketing Association, as Administrator,
(the "Agreement") pursuant to the Sallie Mae Student Loan Trust 1995-1, as of
December 31, 1998, and for the year then ended, included in the accompanying
report titled REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER. Management is
responsible for the Company's compliance with those requirements. Our
responsibility is to express an opinion on management's assertion about the
Company's compliance based on our examination.

Our examination was made in accordance with 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 the specified requirements.


                                       35

<PAGE>

In our opinion, management's assertion that the Company complied, in all
material respects, with the terms and conditions of the Sections in the
Agreement indicated above as of December 31, 1998, and for the year then ended,
is fairly stated, in all material respects.

This report is intended solely for your information and should not be referred
to or distributed for any purpose to anyone who is not authorized to receive
such information as specified in the Agreement.


Very truly yours,

/s/ Arthur Andersen LLP


                                       36

<PAGE>


                 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, 3.2, 3.5A, 3.6, 3.10, and 
3.15 of the Servicing Agreement among the Company, Chase Manhattan Bank 
Delaware, 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 Agreements.

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 of the
Agreement indicated above as of December 31, 1998, and for the year then ended.


March 1, 1999

/s/ John F. Wallerstedt

John F. Wallerstedt
Vice President and Treasurer
Sallie Mae Servicing Corporation


/s/ Robert R. Levine
--------------------
Robert R. Levine
President and Chief Operating Officer
Sallie Mae Servicing Corporation

                                       37

<PAGE>


March 1, 1999

Sallie Mae Servicing Corporation
11600 Sallie Mae Drive
Reston, Virginia 20193

             and

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 that Sallie Mae Servicing Corporation
(the "Company") complied, in all material respects, with the terms and
conditions of Sections 2.2, 2.3, 3.1, 3.2, 3.5A, 3.6, 3.10, and 3.15 of the
Servicing Agreement among the Company, Chase Manhattan Bank Delaware, Bankers
Trust Company, and the Student Loan Marketing Association, as Administrator,
(the "Agreement") pursuant to the Sallie Mae Student Loan Trust 1996-1, as of
December 31, 1998, and for the year then ended, included in the accompanying
report titled REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER. Management is
responsible for the Company's compliance with those requirements. Our
responsibility is to express an opinion on management's assertion about the
Company's compliance based on our examination.

Our examination was made in accordance with 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 the specified requirements.

In our opinion, management's assertion that the Company complied, in all
material respects, with the terms and conditions of the Sections in the
Agreement indicated 


                                       38

<PAGE>

above as of December 31, 1998, and for the year then ended, is fairly stated, in
all material respects.

This report is intended solely for your information and should not be referred
to or distributed for any purpose to anyone who is not authorized to receive
such information as specified in the Agreement.


Very truly yours,

/s/ Arthur Andersen LLP


                                       39

<PAGE>


                 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, 3.2, 3.5A, 3.6, 3.10, and 3.15 of the
Servicing Agreement among the Company, Chase Manhattan Bank Delaware, 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 Agreements.

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 of the
Agreement indicated above as of December 31, 1998, and for the year then ended.


March 1, 1999

/s/ John F. Wallerstedt

John F. Wallerstedt
Vice President and Treasurer
Sallie Mae Servicing Corporation


/s/ Robert R. Levine
--------------------
Robert R. Levine
President and Chief Operating Officer
Sallie Mae Servicing Corporation


                                       40

<PAGE>


March 1, 1999

Sallie Mae Servicing Corporation
11600 Sallie Mae Drive
Reston, Virginia 20193

             and

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 that Sallie Mae Servicing Corporation
(the "Company") complied, in all material respects, with the terms and
conditions of Sections 2.2, 2.3, 3.1, 3.2, 3.5A, 3.6, 3.10, and 3.15 of the
Servicing Agreement among the Company, Chase Manhattan Bank Delaware, Bankers
Trust Company, and the Student Loan Marketing Association, as Administrator,
(the "Agreement") pursuant to the SLM Student Loan Trust 1996-2, as of December
31, 1998, and for the year then ended, included in the accompanying report
titled REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER. Management is responsible
for the Company's compliance with those requirements. Our responsibility is to
express an opinion on management's assertion about the Company's compliance
based on our examination.

Our examination was made in accordance with 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 the specified requirements.

In our opinion, management's assertion that the Company complied, in all
material respects, with the terms and conditions of the Sections in the
Agreement indicated


                                       41

<PAGE>

above as of December 31, 1998, and for the year then ended, is fairly stated, in
all material respects.

This report is intended solely for your information and should not be referred
to or distributed for any purpose to anyone who is not authorized to receive
such information as specified in the Agreement.


Very truly yours,

/s/ Arthur Andersen LLP


                                       42

<PAGE>


                 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, 3.2, 3.5A, 3.6, 3.10, and 3.15 of the
Servicing Agreement among the Company, Chase Manhattan Bank Delaware, Bankers
Trust Company, and the Student Loan Marketing Association, as Administrator,
(the "Agreement") pursuant to the SLM 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 Agreements.

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 of the
Agreement indicated above as of December 31, 1998, and for the year then ended.


March 1, 1999

/s/ John F. Wallerstedt

John F. Wallerstedt
Vice President and Treasurer
Sallie Mae Servicing Corporation


/s/ Robert R. Levine
--------------------
Robert R. Levine
President and Chief Operating Officer
Sallie Mae Servicing Corporation


                                       43

<PAGE>


March 1, 1999

Sallie Mae Servicing Corporation
11600 Sallie Mae Drive
Reston, Virginia 20193

             and

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 that Sallie Mae Servicing Corporation
(the "Company") complied, in all material respects, with the terms and
conditions of Sections 2.2, 2.3, 3.1, 3.2, 3.5A, 3.6, 3.10, and 3.15 of the
Servicing Agreement among the Company, Chase Manhattan Bank Delaware, Bankers
Trust Company, and the Student Loan Marketing Association, as Administrator,
(the "Agreement") pursuant to the SLM Student Loan Trust 1996-3, as of December
31, 1998, and for the year then ended, included in the accompanying report
titled REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER. Management is responsible
for the Company's compliance with those requirements. Our responsibility is to
express an opinion on management's assertion about the Company's compliance
based on our examination.

Our examination was made in accordance with 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 the specified requirements.

In our opinion, management's assertion that the Company complied, in all
material respects, with the terms and conditions of the Sections in the
Agreement indicated 


                                       44

<PAGE>

above as of December 31, 1998, and for the year then ended, is fairly stated, in
all material respects.

This report is intended solely for your information and should not be referred
to or distributed for any purpose to anyone who is not authorized to receive
such information as specified in the Agreement.


Very truly yours,

/s/ Arthur Andersen LLP


                                       45

<PAGE>


                 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, 3.2, 3.5A, 3.6, 3.10, and 3.15 of the
Servicing Agreement among the Company, Chase Manhattan Bank Delaware, Bankers
Trust Company, and the Student Loan Marketing Association, as Administrator,
(the "Agreement") pursuant to the SLM 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 Agreements.

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 of the
Agreement indicated above as of December 31, 1998, and for the year then ended.


March 1, 1999

/s/ John F. Wallerstedt

John F. Wallerstedt
Vice President and Treasurer
Sallie Mae Servicing Corporation


/s/ Robert R. Levine
--------------------
Robert R. Levine
President and Chief Operating Officer
Sallie Mae Servicing Corporation


                                       46

<PAGE>


March 1, 1999

Sallie Mae Servicing Corporation
11600 Sallie Mae Drive
Reston, Virginia 20193

             and

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 that Sallie Mae Servicing Corporation
(the "Company") complied, in all material respects, with the terms and
conditions of Sections 2.2, 2.3, 3.1, 3.2, 3.5A, 3.6, 3.10, and 3.15 of the
Servicing Agreement among the Company, Chase Manhattan Bank Delaware, Bankers
Trust Company, and the Student Loan Marketing Association, as Administrator,
(the "Agreement") pursuant to the SLM Student Loan Trust 1996-4, as of December
31, 1998, and for the year then ended, included in the accompanying report
titled REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER. Management is responsible
for the Company's compliance with those requirements. Our responsibility is to
express an opinion on management's assertion about the Company's compliance
based on our examination.

Our examination was made in accordance with 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 the specified requirements.

In our opinion, management's assertion that the Company complied, in all
material respects, with the terms and conditions of the Sections in the
Agreement indicated


                                       47

<PAGE>

above as of December 31, 1998, and for the year then ended, is fairly stated, in
all material respects.

This report is intended solely for your information and should not be referred
to or distributed for any purpose to anyone who is not authorized to receive
such information as specified in the Agreement.


Very truly yours,

/s/ Arthur Andersen LLP


                                       48

<PAGE>


                 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, 3.2, 3.5A, 3.6, 3.10, and 3.15 of the
Servicing Agreement among the Company, Chase Manhattan Bank Delaware, Bankers
Trust Company, and the Student Loan Marketing Association, as Administrator,
(the "Agreement") pursuant to the SLM 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 Agreements.

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 of the
Agreement indicated above as of December 31, 1998, and for the year then ended.


March 1, 1999

/s/ John F. Wallerstedt

John F. Wallerstedt
Vice President and Treasurer
Sallie Mae Servicing Corporation


/s/ Robert R. Levine
--------------------
Robert R. Levine
President and Chief Operating Officer
Sallie Mae Servicing Corporation


                                       49

<PAGE>


March 1, 1999

Sallie Mae Servicing Corporation
11600 Sallie Mae Drive
Reston, Virginia 20193

             and

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 that Sallie Mae Servicing Corporation
(the "Company") complied, in all material respects, with the terms and
conditions of Sections 2.2, 2.3, 3.1, 3.2, 3.5A, 3.6, 3.10, and 3.15 of the
Servicing Agreement among the Company, Chase Manhattan Bank Delaware, Bankers
Trust Company, and the Student Loan Marketing Association, as Administrator,
(the "Agreement") pursuant to the Sallie Mae Student Loan Trust 1997-1, as of
December 31, 1998, and for the year then ended, included in the accompanying
report titled REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER. Management is
responsible for the Company's compliance with those requirements. Our
responsibility is to express an opinion on management's assertion about the
Company's compliance based on our examination.

Our examination was made in accordance with 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 the specified requirements.

In our opinion, management's assertion that the Company complied, in all
material respects, with the terms and conditions of the Sections in the
Agreement indicated


                                       50

<PAGE>

above as of December 31, 1998, and for the year then ended, is fairly stated, in
all material respects.

This report is intended solely for your information and should not be referred
to or distributed for any purpose to anyone who is not authorized to receive
such information as specified in the Agreement.


Very truly yours,

/s/ Arthur Andersen LLP


                                       51

<PAGE>


                 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, 3.2, 3.5A, 3.6, 3.10, and 3.15 of the
Servicing Agreement among the Company, Chase Manhattan Bank Delaware, 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 Agreements.

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 of the
Agreement indicated above as of December 31, 1998, and for the year then ended.


March 1, 1999

/s/ John F. Wallerstedt

John F. Wallerstedt
Vice President and Treasurer
Sallie Mae Servicing Corporation


/s/ Robert R. Levine
--------------------
Robert R. Levine
President and Chief Operating Officer
Sallie Mae Servicing Corporation


                                       52

<PAGE>


March 1, 1999

Sallie Mae Servicing Corporation
11600 Sallie Mae Drive
Reston, Virginia 20193

             and

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 that Sallie Mae Servicing Corporation
(the "Company") complied, in all material respects, with the terms and
conditions of Sections 2.2, 2.3, 3.1, 3.2, 3.5A, 3.6, 3.10, and 3.15 of the
Servicing Agreement among the Company, Chase Manhattan Bank Delaware, Bankers
Trust Company, and the Student Loan Marketing Association, as Administrator,
(the "Agreement") pursuant to the SLM Student Loan Trust 1997-2, as of December
31, 1998, and for the year then ended, included in the accompanying report
titled REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER. Management is responsible
for the Company's compliance with those requirements. Our responsibility is to
express an opinion on management's assertion about the Company's compliance
based on our examination.

Our examination was made in accordance with 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 the specified requirements.

In our opinion, management's assertion that the Company complied, in all
material respects, with the terms and conditions of the Sections in the
Agreement indicated


                                       53

<PAGE>

above as of December 31, 1998, and for the year then ended, is fairly stated, in
all material respects.

This report is intended solely for your information and should not be referred
to or distributed for any purpose to anyone who is not authorized to receive
such information as specified in the Agreement.


Very truly yours,

/s/ Arthur Andersen LLP


                                       54

<PAGE>


                 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, 3.2, 3.5A, 3.6, 3.10, and 3.15 of the
Servicing Agreement among the Company, Chase Manhattan Bank Delaware, Bankers
Trust Company, and the Student Loan Marketing Association, as Administrator,
(the "Agreement") pursuant to the SLM 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 Agreements.

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 of the
Agreement indicated above as of December 31, 1998, and for the year then ended.


March 1, 1999

/s/ John F. Wallerstedt

John F. Wallerstedt
Vice President and Treasurer
Sallie Mae Servicing Corporation


/s/ Robert R. Levine
--------------------
Robert R. Levine
President and Chief Operating Officer
Sallie Mae Servicing Corporation


                                       55

<PAGE>


March 1, 1999

Sallie Mae Servicing Corporation
11600 Sallie Mae Drive
Reston, Virginia 20193

             and

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 1997-3

We have examined management's assertion that Sallie Mae Servicing Corporation
(the "Company") complied, in all material respects, with the terms and
conditions of Sections 2.2, 2.3, 3.1, 3.2, 3.5A, 3.6, 3.10, and 3.15 of the
Servicing Agreement among the Company, Chase Manhattan Bank Delaware, Bankers
Trust Company, and the Student Loan Marketing Association, as Administrator,
(the "Agreement") pursuant to the SLM Student Loan Trust 1997-3, as of December
31, 1998, and for the year then ended, included in the accompanying report
titled REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER. Management is responsible
for the Company's compliance with those requirements. Our responsibility is to
express an opinion on management's assertion about the Company's compliance
based on our examination.

Our examination was made in accordance with 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 the specified requirements.

In our opinion, management's assertion that the Company complied, in all
material respects, with the terms and conditions of the Sections in the
Agreement indicated 


                                       56

<PAGE>

above as of December 31, 1998, and for the year then ended, is fairly stated, in
all material respects.

This report is intended solely for your information and should not be referred
to or distributed for any purpose to anyone who is not authorized to receive
such information as specified in the Agreement.


Very truly yours,

/s/ Arthur Andersen LLP


                                       57

<PAGE>


                 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, 3.2, 3.5A, 3.6, 3.10, and 3.15 of the
Servicing Agreement among the Company, Chase Manhattan Bank Delaware, Bankers
Trust Company, and the Student Loan Marketing Association, as Administrator,
(the "Agreement") pursuant to the SLM 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 Agreements.

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 of the
Agreement indicated above as of December 31, 1998, and for the year then ended.


March 1, 1999

/s/ John F. Wallerstedt

John F. Wallerstedt
Vice President and Treasurer
Sallie Mae Servicing Corporation


/s/ Robert R. Levine
--------------------
Robert R. Levine
President and Chief Operating Officer
Sallie Mae Servicing Corporation


                                       58

<PAGE>


March 1, 1999

Sallie Mae Servicing Corporation
11600 Sallie Mae Drive
Reston, Virginia 20193

             and

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 that Sallie Mae Servicing Corporation
(the "Company") complied, in all material respects, with the terms and
conditions of Sections 2.2, 2.3, 3.1, 3.2, 3.5A, 3.6, 3.10, and 3.15 of the
Servicing Agreement among the Company, Chase Manhattan Delaware, Bankers Trust
Company, and the Student Loan Marketing Association, as Administrator, (the
"Agreement") pursuant to the SLM Student Loan Trust 1997-4, as of December 31,
1998, and for the year then ended, included in the accompanying report titled
REPORT OF MANAGEMENT ON COMPLIANCE BY SERVICER. Management is responsible for
the Company's compliance with those requirements. Our responsibility is to
express an opinion on management's assertion about the Company's compliance
based on our examination.

Our examination was made in accordance with 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 the specified requirements.

In our opinion, management's assertion that the Company complied, in all
material respects, with the terms and conditions of the Sections in the
Agreement indicated


                                       59

<PAGE>

above as of December 31, 1998, and for the year then ended, is fairly stated, in
all material respects.

This report is intended solely for your information and should not be referred
to or distributed for any purpose to anyone who is not authorized to receive
such information as specified in the Agreement.


Very truly yours,

/s/ Arthur Andersen LLP


                                       60

<PAGE>


                 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, 3.2, 3.5A, 3.6, 3.10, and 3.15 of the
Servicing Agreement among the Company, Chase Manhattan Bank Delaware, Bankers
Trust Company, and the Student Loan Marketing Association, as Administrator,
(the "Agreement") pursuant to the SLM 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 Agreements.

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 of the
Agreement indicated above as of December 31, 1998, and for the year then ended.


March 1, 1999

/s/ John F. Wallerstedt

John F. Wallerstedt
Vice President and Treasurer
Sallie Mae Servicing Corporation


/s/ Robert R. Levine
--------------------
Robert R. Levine
President and Chief Operating Officer
Sallie Mae Servicing Corporation


                                       61

<PAGE>


March 1, 1999

Sallie Mae Servicing Corporation
11600 Sallie Mae Drive
Reston, Virginia 20193

             and

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 that Sallie Mae Servicing Corporation
(the "Company") complied, in all material respects, with the terms and
conditions of Sections 2.2, 2.3, 3.1, 3.2, 3.5A, 3.6, 3.10, and 3.15 of the
Servicing Agreement among the Company, Chase Manhattan Bank Delaware, Bankers
Trust Company, and the Student Loan Marketing Association, as Administrator,
(the "Agreement") pursuant to the SLM Student Loan Trust 1998-1, as of December
31, 1998, and for the period March 19, 1998 through December 31, 1998, included
in the accompanying report titled REPORT OF MANAGEMENT ON COMPLIANCE BY
SERVICER. Management is responsible for the Company's compliance with those
requirements. Our responsibility is to express an opinion on management's
assertion about the Company's compliance based on our examination.

Our examination was made in accordance with 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 the specified requirements.

In our opinion, management's assertion that the Company complied, in all
material respects, with the terms and conditions of the Sections in the
Agreement indicated


                                       62

<PAGE>

above as of December 31, 1998, and for the period March 19, 1998 through
December 31, 1998, is fairly stated, in all material respects.

This report is intended solely for your information and should not be referred
to or distributed for any purpose to anyone who is not authorized to receive
such information as specified in the Agreement.


Very truly yours,

/s/ Arthur Andersen LLP


                                       63

<PAGE>


                 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, 3.2, 3.5A, 3.6, 3.10, and 3.15 of the
Servicing Agreement among the Company, Chase Manhattan Bank Delaware, Bankers
Trust Company, and the Student Loan Marketing Association, as Administrator,
(the "Agreement") pursuant to the SLM 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 Agreements.

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 of the
Agreement indicated above as of December 31, 1998, and for the period March 19,
1998 through December 31, 1998.


March 1, 1999

/s/ John F. Wallerstedt

John F. Wallerstedt
Vice President and Treasurer
Sallie Mae Servicing Corporation


/s/ Robert R. Levine
--------------------
Robert R. Levine
President and Chief Operating Officer
Sallie Mae Servicing Corporation


                                       64


<PAGE>


March 1, 1999

Sallie Mae Servicing Corporation
11600 Sallie Mae Drive
Reston, Virginia 20193

             and

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 that Sallie Mae Servicing Corporation
(the "Company") complied, in all material respects, with the terms and
conditions of Sections 2.2, 2.3, 3.1, 3.2, 3.5A, 3.6, 3.10, and 3.15 of the
Servicing Agreement among the Company, Chase Manhattan Bank Delaware, Bankers
Trust Company, and the Student Loan Marketing Association, as Administrator,
(the "Agreement") pursuant to the SLM Student Loan Trust 1998-2, as of December
31, 1998, and for the period June 18, 1998 through December 31, 1998, included
in the accompanying report titled REPORT OF MANAGEMENT ON COMPLIANCE BY
SERVICER. Management is responsible for the Company's compliance with those
requirements. Our responsibility is to express an opinion on management's
assertion about the Company's compliance based on our examination.

Our examination was made in accordance with 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 the specified requirements.

In our opinion, management's assertion that the Company complied, in all
material respects, with the terms and conditions of the Sections in the
Agreement indicated above as of December 31, 1998, and for the period June 18,
1998 through December 31, 1998, is fairly stated, in all material respects.


                                       65
<PAGE>

This report is intended solely for your information and should not be referred
to or distributed for any purpose to anyone who is not authorized to receive
such information as specified in the Agreement.


Very truly yours,

/s/ Arthur Andersen LLP


                                       66
<PAGE>


                 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, 3.2, 3.5A, 3.6, 3.10, and 3.15 of the
Servicing Agreement among the Company, Chase Manhattan Bank Delaware, Bankers
Trust Company, and the Student Loan Marketing Association, as Administrator,
(the "Agreement") pursuant to the SLM 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 of the
Agreement indicated above as of December 31, 1998, and for the period June 18,
1998 through December 31, 1998.


March 1, 1999

/s/ John F. Wallerstedt

John F. Wallerstedt
Vice President and Treasurer
Sallie Mae Servicing Corporation


/s/ Robert R. Levine
--------------------
Robert R. Levine
President and Chief Operating Officer
Sallie Mae Servicing Corporation


                                       67
<PAGE>


March 1, 1999
Student Loan Marketing Association
11600 Sallie Mae Drive
Reston, Virginia 20193

             and

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 that the Student Loan Marketing
Association (the "Company") complied, in all material respects, 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 Delaware,
Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding
Corporation, (the "Agreement") pursuant to the Sallie Mae Student Loan Trust
1995-1, as of December 31, 1998, and for the year then ended, included in the
accompanying report titled REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR.
Management is responsible for the Company's compliance with those requirements.
Our responsibility is to express an opinion on management's assertion about the
Company's compliance based on our examination.

Our examination was made in accordance with 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 the specified requirements.

In our opinion, management's assertion that the Company complied, in all
material respects, with the terms and conditions of the Sections in the
Agreement indicated above as of December 31, 1998, and for the year then ended,
is fairly stated, in all material respects.


                                       68
<PAGE>

This report is intended solely for your information and should not be referred
to or distributed for any purpose to anyone who is not authorized to receive
such information as specified in the Agreement.


Very truly yours,

/s/ Arthur Andersen LLP


                                       69
<PAGE>


               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
Delaware, 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 of the Agreement indicated above as of December 31,
1998 and for the year then ended.


March 1, 1999

/s/ J. Lance Franke

J. Lance Franke
Authorized Agent
Student Loan Marketing Association


                                       70

<PAGE>


March 1, 1999

Student Loan Marketing Association
11600 Sallie Mae Drive
Reston, Virginia 20193

             and

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 that the Student Loan Marketing
Association (the "Company") complied, in all material respects, 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 Delaware,
Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding
Corporation, (the "Agreement") pursuant to the Sallie Mae Student Loan Trust
1996-1, as of December 31, 1998, and for the year then ended, included in the
accompanying report titled REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR.
Management is responsible for the Company's compliance with those requirements.
Our responsibility is to express an opinion on management's assertion about the
Company's compliance based on our examination.

Our examination was made in accordance with 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 the specified requirements.


                                       71
<PAGE>

In our opinion, management's assertion that the Company complied, in all
material respects, with the terms and conditions of the Sections in the
Agreement indicated above as of December 31, 1998, and for the year then ended,
is fairly stated, in all material respects.

This report is intended solely for your information and should not be referred
to or distributed for any purpose to anyone who is not authorized to receive
such information as specified in the Agreement.


Very truly yours,

/s/ Arthur Andersen LLP


                                       72
<PAGE>


               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
Delaware, 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 of the Agreement indicated above as of December 31,
1998 and for the year then ended.


March 1, 1999

/s/ J. Lance Franke

J. Lance Franke
Authorized Agent
Student Loan Marketing Association


                                       73

<PAGE>


March 1, 1999

Student Loan Marketing Association
11600 Sallie Mae Drive
Reston, Virginia 20193

             and

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 that the Student Loan Marketing
Association (the "Company") complied, in all material respects, 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 Delaware,
Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding
Corporation, (the "Agreement") pursuant to the SLM Student Loan Trust 1996-2, as
of December 31, 1998, and for the year then ended, included in the accompanying
report titled REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR. Management is
responsible for the Company's compliance with those requirements. Our
responsibility is to express an opinion on management's assertion about the
Company's compliance based on our examination.

Our examination was made in accordance with 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 the specified requirements.


                                       74
<PAGE>

In our opinion, management's assertion that the Company complied, in all
material respects, with the terms and conditions of the Sections in the
Agreement indicated above as of December 31, 1998, and for the year then ended,
is fairly stated, in all material respects.

This report is intended solely for your information and should not be referred
to or distributed for any purpose to anyone who is not authorized to receive
such information as specified in the Agreement.


Very truly yours,

/s/ Arthur Andersen LLP


                                       75
<PAGE>


               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
Delaware, 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 of the Agreement indicated above as of December 31,
1998 and for the year then ended.


March 1, 1999

/s/ J. Lance Franke

J. Lance Franke
Authorized Agent
Student Loan Marketing Association


                                       76

<PAGE>


March 1, 1999

Student Loan Marketing Association
11600 Sallie Mae Drive
Reston, Virginia 20193

             and

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 that the Student Loan Marketing
Association (the "Company") complied, in all material respects, 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 Delaware,
Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding
Corporation, (the "Agreement") pursuant to the SLM Student Loan Trust 1996-3, as
of December 31, 1998, and for the year then ended, included in the accompanying
report titled REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR. Management is
responsible for the Company's compliance with those requirements. Our
responsibility is to express an opinion on management's assertion about the
Company's compliance based on our examination.

Our examination was made in accordance with 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 the specified requirements.


                                       77

<PAGE>

In our opinion, management's assertion that the Company complied, in all
material respects, with the terms and conditions of the Sections in the
Agreement indicated above as of December 31, 1998, and for the year then ended,
is fairly stated, in all material respects.

This report is intended solely for your information and should not be referred
to or distributed for any purpose to anyone who is not authorized to receive
such information as specified in the Agreement.


Very truly yours,

/s/ Arthur Andersen LLP


                                       78

<PAGE>


               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
Delaware, 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 of the Agreement indicated above as of December 31,
1998 and for the year then ended.


March 1, 1999

/s/ J. Lance Franke

J. Lance Franke
Authorized Agent
Student Loan Marketing Association


                                       79
<PAGE>


March 1, 1999

Student Loan Marketing Association
11600 Sallie Mae Drive
Reston, Virginia 20193

             and

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 that the Student Loan Marketing
Association (the "Company") complied, in all material respects, 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 Delaware,
Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding
Corporation, (the "Agreement") pursuant to the SLM Student Loan Trust 1996-4, as
of December 31, 1998, and for the year then ended, included in the accompanying
report titled REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR. Management is
responsible for the Company's compliance with those requirements. Our
responsibility is to express an opinion on management's assertion about the
Company's compliance based on our examination.

Our examination was made in accordance with 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 the specified requirements.


                                       80

<PAGE>

In our opinion, management's assertion that the Company complied, in all
material respects, with the terms and conditions of the Sections in the
Agreement indicated above as of December 31, 1998, and for the year then ended,
is fairly stated, in all material respects.

This report is intended solely for your information and should not be referred
to or distributed for any purpose to anyone who is not authorized to receive
such information as specified in the Agreement.


Very truly yours,

/s/ Arthur Andersen LLP


                                       81

<PAGE>


               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
Delaware, 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 of the Agreement indicated above as of December 31,
1998 and for the year then ended.


March 1, 1999

/s/ J. Lance Franke

J. Lance Franke
Authorized Agent
Student Loan Marketing Association


                                       82

<PAGE>


March 1, 1999

Student Loan Marketing Association
11600 Sallie Mae Drive
Reston, Virginia 20193

             and

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 that the Student Loan Marketing
Association (the "Company") complied, in all material respects, 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 Delaware,
Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding
Corporation, (the "Agreement") pursuant to the SLM Student Loan Trust 1997-1, as
of December 31, 1998, and for the year then ended, included in the accompanying
report titled REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR. Management is
responsible for the Company's compliance with those requirements. Our
responsibility is to express an opinion on management's assertion about the
Company's compliance based on our examination.

Our examination was made in accordance with 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 the specified requirements.


                                       83

<PAGE>

In our opinion, management's assertion that the Company complied, in all
material respects, with the terms and conditions of the Sections in the
Agreement indicated above as of December 31, 1998, and for the year then ended,
is fairly stated, in all material respects.

This report is intended solely for your information and should not be referred
to or distributed for any purpose to anyone who is not authorized to receive
such information as specified in the Agreement.


Very truly yours,

/s/ Arthur Andersen LLP


                                       84

<PAGE>


               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
Delaware, 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 of the Agreement indicated above as of December 31,
1998 and for the year then ended.


March 1, 1999

/s/ J. Lance Franke

J. Lance Franke
Authorized Agent
Student Loan Marketing Association


                                       85

<PAGE>


March 1, 1999

Student Loan Marketing Association
11600 Sallie Mae Drive
Reston, Virginia 20193

             and

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 that the Student Loan Marketing
Association (the "Company") complied, in all material respects, 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 Delaware,
Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding
Corporation, (the "Agreement") pursuant to the SLM Student Loan Trust 1997-2, as
of December 31, 1998, and for the year then ended, included in the accompanying
report titled REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR. Management is
responsible for the Company's compliance with those requirements. Our
responsibility is to express an opinion on management's assertion about the
Company's compliance based on our examination.

Our examination was made in accordance with 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 the specified requirements.


                                       86

<PAGE>

In our opinion, management's assertion that the Company complied, in all
material respects, with the terms and conditions of the Sections in the
Agreement indicated above as of December 31, 1998, and for the year then ended,
is fairly stated, in all material respects.

This report is intended solely for your information and should not be referred
to or distributed for any purpose to anyone who is not authorized to receive
such information as specified in the Agreement.


Very truly yours,

/s/ Arthur Andersen LLP


                                       87

<PAGE>


               REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR

I acknowledge that as a member of the 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
Delaware, 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 of the Agreement indicated above as of December 31,
1998 and for the year then ended..


March 1, 1999

/s/ J. Lance Franke

J. Lance Franke
Authorized Agent
Student Loan Marketing Association


                                       88

<PAGE>


March 1, 1999

Student Loan Marketing Association
11600 Sallie Mae Drive
Reston, Virginia 20193

             and

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 1997-3

We have examined management's assertion that the Student Loan Marketing
Association (the "Company") complied, in all material respects, 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 Delaware,
Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding
Corporation, (the "Agreement") pursuant to the SLM Student Loan Trust 1997-3, as
of December 31, 1998, and for the year then ended, included in the accompanying
report titled REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR. Management is
responsible for the Company's compliance with those requirements. Our
responsibility is to express an opinion on management's assertion about the
Company's compliance based on our examination.

Our examination was made in accordance with 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 the specified requirements.


                                       89

<PAGE>

In our opinion, management's assertion that the Company complied, in all
material respects, with the terms and conditions of the Sections in the
Agreement indicated above as of December 31, 1998, and for the year then ended,
is fairly stated, in all material respects.

This report is intended solely for your information and should not be referred
to or distributed for any purpose to anyone who is not authorized to receive
such information as specified in the Agreement.


Very truly yours,

/s/ Arthur Andersen LLP


                                       90

<PAGE>


               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
Delaware, 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 of the Agreement indicated above as of December 31,
1998 and for the year then ended.


March 1, 1999

/s/ J. Lance Franke

J. Lance Franke
Authorized Agent
Student Loan Marketing Association


                                       91

<PAGE>


March 1, 1999

Student Loan Marketing Association
11600 Sallie Mae Drive
Reston, Virginia 20193

             and

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 that the Student Loan Marketing
Association (the "Company") complied, in all material respects, 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 Delaware,
Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding
Corporation, (the "Agreement") pursuant to the SLM Student Loan Trust 1997-4, as
of December 31, 1998, and for the year then ended, included in the accompanying
report titled REPORT OF MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR. Management is
responsible for the Company's compliance with those requirements. Our
responsibility is to express an opinion on management's assertion about the
Company's compliance based on our examination.

Our examination was made in accordance with 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 the specified requirements.


                                       92

<PAGE>

In our opinion, management's assertion that the Company complied, in all
material respects, with the terms and conditions of the Sections in the
Agreement indicated above as of December 31, 1998, and for the year then ended,
is fairly stated, in all material respects.

This report is intended solely for your information and should not be referred
to or distributed for any purpose to anyone who is not authorized to receive
such information as specified in the Agreement.


Very truly yours,

/s/ Arthur Andersen LLP


                                       93

<PAGE>


               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
Delaware, 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 of the Agreement indicated above as of December 31,
1998 and for the year then ended.


March 1, 1999

/s/ J. Lance Franke

J. Lance Franke
Authorized Agent
Student Loan Marketing Association


                                       94

<PAGE>


March 1, 1999

Student Loan Marketing Association
11600 Sallie Mae Drive
Reston, Virginia 20193

             and

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 that the Student Loan Marketing
Association (the "Company") complied, in all material respects, 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 Delaware,
Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding
Corporation, (the "Agreement") pursuant to the SLM Student Loan Trust 1998-1, as
of December 31, 1998, and for the period March 19, 1998 through December 31,
1998, included in the accompanying report titled REPORT OF MANAGEMENT ON
COMPLIANCE BY ADMINISTRATOR. Management is responsible for the Company's
compliance with those requirements. Our responsibility is to express an opinion
on management's assertion about the Company's compliance based on our
examination.

Our examination was made in accordance with 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 the specified requirements.

In our opinion, management's assertion that the Company complied, in all
material respects, with the terms and conditions of the Sections in the
Agreement indicated 


                                       95

<PAGE>

above as of December 31, 1998, and for the period March 19, 1998 through
December 31, 1998, is fairly stated, in all material respects.

This report is intended solely for your information and should not be referred
to or distributed for any purpose to anyone who is not authorized to receive
such information as specified in the Agreement.


Very truly yours,

/s/ Arthur Andersen LLP


                                       96

<PAGE>


               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
Delaware, 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 of the Agreement indicated above as of December 31,
1998 and for the period March 19, 1998 through December 31, 1998.


March 1, 1999

/s/ J. Lance Franke

J. Lance Franke
Authorized Agent
Student Loan Marketing Association


                                       97

<PAGE>


March 1, 1999

Student Loan Marketing Association
11600 Sallie Mae Drive
Reston, Virginia 20193

             and

Chase Manhattan Bank USA, National Association
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 that the Student Loan Marketing
Association (the "Company") complied, in all material respects, 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 Delaware,
Bankers Trust Company, Sallie Mae Servicing Corporation, and the SLM Funding
Corporation, (the "Agreement") pursuant to the Sallie Mae Student Loan Trust
1998-2, as of December 31, 1998, and for the period June 18, 1998 through
December 31, 1998, included in the accompanying report titled REPORT OF
MANAGEMENT ON COMPLIANCE BY ADMINISTRATOR. Management is responsible for the
Company's compliance with those requirements. Our responsibility is to express
an opinion on management's assertion about the Company's compliance based on our
examination.

Our examination was made in accordance with 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 the specified requirements.

In our opinion, management's assertion that the Company complied, in all
material respects, with the terms and conditions of the Sections in the
Agreement indicated


                                       98
<PAGE>

above as of December 31, 1998, and for the period June 18, 1998 through December
31, 1998, is fairly stated, in all material respects.

This report is intended solely for your information and should not be referred
to or distributed for any purpose to anyone who is not authorized to receive
such information as specified in the Agreement.


Very truly yours,

/s/ Arthur Andersen LLP


                                       99

<PAGE>


               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
Delaware, 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 of the Agreement indicated above as of December 31,
1998 and for the period June 18, 1998 through December 31, 1998.


March 1, 1999

/s/ J. Lance Franke

J. Lance Franke
Authorized Agent
Student Loan Marketing Association


                                      100