<PAGE>


EXCEPT AS OTHERWISE PROVIDED IN SECTION 2.15 OF THE INDENTURE, THIS NOTE MAY BE
TRANSFERRED IN WHOLE, BUT NOT IN PART, ONLY TO ANOTHER NOMINEE OF THE DEPOSITARY
OR TO A SUCCESSOR DEPOSITARY OR TO A NOMINEE OF SUCH SUCCESSOR DEPOSITARY.
UNLESS THIS CERTIFICATE IS PRESENTED BY AN AUTHORIZED REPRESENTATIVE OF THE
DEPOSITORY TRUST COMPANY (55 WATER STREET, NEW YORK, NEW YORK) TO THE ISSUER OR
ITS AGENT FOR REGISTRATION OF TRANSFER, EXCHANGE OR PAYMENT, AND ANY CERTIFICATE
ISSUED IS REGISTERED IN THE NAME OF CEDE & CO. OR SUCH OTHER NAME AS REQUESTED
BY AN AUTHORIZED REPRESENTATIVE OF THE DEPOSITORY TRUST COMPANY AND ANY PAYMENT
IS MADE TO CEDE & CO., ANY TRANSFER, PLEDGE OR OTHER USE HEREOF FOR VALUE OR
OTHERWISE BY OR TO ANY PERSON IS WRONGFUL, SINCE THE REGISTERED OWNER HEREOF,
CEDE & CO., HAS AN INTEREST HEREIN.


REGISTERED

No. ____                                                        $_______________

                                                               CUSIP ___________


                               USA EDUCATION, INC.

                           MEDIUM TERM NOTE, SERIES A
                          DUE ______________ ___, 20__
                      ( FLOATING RATE - TREASURY BILL RATE)


<TABLE>
<S>                                                 <C>

Original Issue Date:  ___________ ___, 20___        Interest Determination Date:

Maturity Date: ___________ ___, 20___               Interest Payment Dates: *

Optional Repayment Date(s):                         Interest Accrual Period:  **

Redeemable On and After:                            Maximum Interest Rate:  Maximum permitted by law

Interest Rate Basis:  91-Day Treasury Rate          Spread:  [plus][minus] ___%

Initial Interest Rate:  _____%                      Accrual Method:  Actual/Actual____________

</TABLE>


* _________, _________, _________and _________of each year, except that the
first Interest Payment Date is _________, 20___, and the Maturity Date.
** The period from and including the previous Interest Payment Date (or Original
Issue Date, in the case of the first Interest Accrual Period) through the
calendar day before current Interest Payment Date (or Maturity Date, in the case
of the last Interest Accrual Period).



<PAGE>


         USA EDUCATION, INC., a Delaware corporation (the "Company"), for value
received, hereby promises to pay to CEDE & CO., or registered assigns, the
principal amount stated above on the Maturity Date shown above and interest on
the principal amount stated above at the rate PER ANNUM equal to the Initial
Interest Rate shown above on the first Interest Payment Date shown above and
thereafter at a rate determined in accordance with the provisions on the reverse
hereof, until the principal hereof is fully paid or duly made available for
payment. The Company will pay interest on each Interest Payment Date and on the
Maturity Date, PROVIDED if any Interest Payment Date, other than the Maturity
Date, would otherwise be a day that is not a Business Day, such Interest Payment
Date will be postponed until the next calendar day that is a Business Day. If
the Maturity Date is a day that is not a Business Day, principal and interest
will be paid on the next succeeding Business Day, with the same force and effect
as if made on the Maturity Date, and no interest on such payment shall accrue
from or after the Maturity Date. "Business Day" means any day other than a
Saturday, Sunday or Legal Holiday in New York City.

         The interest so payable, and punctually paid or duly provided for, on
the Interest Payment Dates referred to above, will as provided in the Indenture,
be paid to the Person in whose name this Note is registered at the close of
business on the Regular Record Date for such interest, PROVIDED that interest
payable on the Maturity Date will be paid to the Person to whom the principal of
this Note is payable. The "Regular Record Date" for each payment is [the date
one calendar day immediately preceding such Interest Payment Date or Maturity
Date][or the date specified in the Pricing Supplement for the Note}. Any such
interest which is payable, but is not punctually paid or duly provided for, on
any Interest Payment Date shall forthwith cease to be payable to the Holder on
such Regular Record Date, and may be paid to the Person in whose name this Note
is registered at the close of business on a special record date for the payment
of such defaulted interest to be fixed by the Trustee, notice whereof shall be
given to the Holder of this Note not less than ten days prior to such special
record date, or may be paid at any time in any other lawful manner not
inconsistent with the requirements of any securities exchange on which the Notes
may be listed and upon such notice as may be required by such exchange, all as
more fully provided in the Indenture. The Company shall pay interest at the
applicable interest rate, calculated ______________ on each Determination Date,
on overdue principal and, to the extent permitted by law, on overdue interest.

         Payments of principal and interest will be made at the office or agency
of the Trustee maintained for that purpose in the Borough of Manhattan, The City
of New York, in such coin or currency of the United States of America as at the
time of payment is legal tender for the payment of public and private debt, by
check mailed to the address of the Person entitled thereto as such address shall
appear in the register for this Note, PROVIDED that so long as this Note is
represented by a Global Security, each payment shall be made by wire transfer of
immediately available funds, if the registered holder has provided the Trustee
appropriate instructions for such payment.

         The principal hereof and interest due at maturity will be paid upon
maturity by wire transfer of immediately available funds against presentation of
this Note at the office or agency of the Trustee maintained for that purpose in
the Borough of Manhattan, The City of New York.


                                      -2-
<PAGE>


         REFERENCE IS HEREBY MADE TO THE FURTHER PROVISIONS OF THIS NOTE SET
FORTH ON THE REVERSE HEREOF, WHICH FURTHER PROVISIONS SHALL FOR ALL PURPOSES
HAVE THE SAME EFFECT AS IF SET FORTH ON THE FACE HEREOF.

         This Note shall be governed by and construed in accordance with the
laws of the State of New York.

         Unless the certificate of authentication hereon has been executed by
The Chase Manhattan Bank, the Trustee under the Indenture, or its successor
thereunder by the manual signature of one of its authorized signatories, this
Note shall not be entitled to any benefit under the Indenture or be valid or
obligatory for any purpose.




                                      -3-
<PAGE>


         IN WITNESS WHEREOF, the Company has caused this instrument to be duly
executed.

                      Dated: _________ ___, 20__


                                      USA EDUCATION, INC.


                                      By:
                                             -----------------------------------
                                      Name:
                                      Title:


                                      By:
                                             -----------------------------------
                                      Name:
                                      Title:


                                               CERTIFICATE OF AUTHENTICATION

                          This is one of the Notes referred to in the
within-mentioned Indenture.


                                      THE CHASE MANHATTAN BANK, as Trustee


                                      By:
                                          --------------------------------------
                                                  Authorized Signature



                                      -4-
<PAGE>


                                [Reverse of Note]

                               USA EDUCATION, INC.

                           MEDIUM TERM NOTE, SERIES A

                           DUE ____________ ___, 20___

                      (FLOATING RATE - TREASURY BILL RATE)


         This Note is one of a duly authorized issue of notes of the Company
issued under the Indenture, dated as of October 1, 2000 (the "Base Indenture"),
as supplemented by a Fourth Supplemental Indenture, dated as of October 31, 2001
(collectively, the "Indenture"), each between the Company and The Chase
Manhattan Bank, as trustee (the "Trustee," which term includes any successor
trustee under the Indenture), to which Indenture and all indentures supplemental
thereto reference is hereby made for a statement of the respective rights and
limitations of rights thereunder of the Company, the Trustee and the Holders of
the Notes, and the terms upon which the Securities are, and are to be,
authenticated and delivered. Capitalized terms used and not otherwise defined in
this Note have the meanings ascribed to them in the Indenture.

         This Note is designated as a Medium Term Note, Series A due ___________
___, 20___. The Interest Accrual Period for each Interest Payment Date begins on
each Interest Payment Date and ends on the calendar day before the next Interest
Payment Date, PROVIDED that the first Interest Accrual Period begins on
___________ ___, 20__ and ends on ___________ ___, 20__, the calendar day before
the first Interest Payment Date. The interest rate in effect during each
Interest Accrual Period after the first will be the interest rate determined on
the Determination Date immediately preceding such Interest Accrual Period,
PROVIDED that the interest rate in effect for the first Interest Accrual Period
will be the Initial Interest Rate specified on the face hereof. [Interest shall
be computed on the basis of a 365 or 366-day year, as the case may be, and the
actual number of days elapsed in the applicable Interest Accrual Period.] All
percentages resulting from any calculations will be carried to five decimal
places (that is, to the one hundred thousandths place), with five one-millionths
being rounded upwards, if necessary. In addition, the interest rate hereon shall
in no event be higher than the maximum rate, if any, permitted by applicable
law.

         Commencing with the first Determination Date, and thereafter on each
succeeding Determination Date, the rate at which interest on this Note is
payable shall be adjusted. Each such adjusted rate shall be applicable to the
Interest Accrual Period to which it relates.

         Subject to applicable law and except as specified herein, the rate of
interest on this Note for each Interest Accrual Period after the first shall be
the 91-day Treasury Bill Rate displayed on the applicable Calculation Date
[plus][minus] the Spread (all as specified on the face hereof).

         The Trustee shall calculate the interest rate hereon in accordance with
the foregoing and will confirm in writing such calculation to the Company and
the Paying Agent (if other than the Trustee) immediately after each
determination. All determinations made by the Trustee shall be,


                                      -5-
<PAGE>


in the absence of manifest error, conclusive for all purposes and binding on the
Company and Holders of the Notes. At the request of the Holder hereof, the
Trustee will provide to the Holder hereof the interest rate hereon then in
effect and, if determined, the interest rate which will become effective as of
the next Interest Accrual Period.

         If an Event of Default with respect to the Notes shall occur and be
continuing, the Trustee, by notice to the Company, or the Holders of at least
25% in principal amount of all of the outstanding Notes, by notice to the
Company and the Trustee, may declare the principal of all the Notes due and
payable in the manner and with the effect provided in the Indenture.

         The Indenture permits, with certain exceptions as therein provided, the
amendment thereof and the modification of the rights and obligations of the
Company and the rights of the Holders of the Notes at any time by the Company
and the Trustee with the consent of the Holders of a majority in aggregate
principal amount of the Notes at the time outstanding. The Indenture also
contains provisions permitting the Holders of specified percentages in aggregate
principal amount of the Notes at the time outstanding, on behalf of the Holders
of all Notes, to waive compliance by the Company with certain provisions of the
Indenture and certain past defaults under the Indenture and their consequences.
Any such consent or waiver by the Holder of this Note shall be conclusive and
binding upon such Holder and upon future Holders of this Note and of any Note
issued upon the registration of transfer hereof or in exchange therefor or in
lieu hereof whether or not notation of such consent or waiver is made upon this
Note.

         Holders of Notes may not enforce their rights pursuant to the Indenture
or the Notes except as provided in the Indenture. No reference herein to the
Indenture and no provision of this Note or the Indenture shall alter or impair
the obligation of the Company, which is absolute and unconditional, to pay the
principal of and interest on this Note at the time, place, and rate, and in the
coin or currency, herein prescribed.

         As provided in the Indenture and subject to certain limitations therein
set forth, the transfer of this Note may be registered on the Note register of
the Company, upon surrender of this Note for registration of transfer at the
office or agency of the Company in the Borough of Manhattan, The City of New
York, duly endorsed by, or accompanied by a written instrument of transfer in
form satisfactory to the Company, and this Note duly executed by, the Holder
hereof or by his attorney duly authorized in writing and thereupon one or more
new Notes, of authorized denominations and for the same aggregate principal
amount, will be issued to the designated transferee or transferees.

         The Notes are issuable only in registered form without coupons in
denominations of $1,000 or any amount in excess thereof which is an integral
multiple of $1,000. As provided in the Indenture and subject to certain
limitations therein set forth, this Note is exchangeable for a like aggregate
principal amount of Notes of different authorized denomination as requested by
the Holder surrendering the same.

         No service charge will be made for any such registration of transfer or
exchange, but the Company may require payment of a sum sufficient to cover any
tax or other governmental charge payable in connection therewith.


                                      -6-
<PAGE>


         Prior to the due presentment of this Note for registration of transfer,
the Company, the Trustee and any agent of the Company or the Trustee may treat
the Person in whose name this Note is registered as the owner hereof for all
purposes, whether or not this Note be overdue, and neither the Company, the
Trustee nor any such agent shall be affected by notice to the contrary.



                                      -7-
<PAGE>


                                  ABBREVIATIONS

The following abbreviations, when used in the inscription on the face of this
instrument, shall be construed as though they were written out in full according
to applicable laws or regulations:

<TABLE>
<S>                 <C>
TEN COM     -       as tenants in common

TEN ENT     -       as tenants by the entireties

JT TEN      -       as joint tenants with right of survivorship and not as tenants
                    in common

UNIF GIFT MIN ACT - ________________________ Custodian ________________________
                             (Cust)                             (Minor)

                                Under Uniform Gifts to Minors Act

                          ----------------------------------------------
                                                        (State)
                          ------------------------------
</TABLE>

Additional abbreviations may also be used though not in the above list.


                               ------------------


                                      -8-
<PAGE>


                                   Assignment

                       FOR VALUE RECEIVED, the undersigned
                 hereby sell(s), assign(s) and transfer(s) unto


------------------------------------------------------------------------------
PLEASE INSERT SOCIAL SECURITY OR OTHER IDENTIFYING NUMBER OF ASSIGNEE

------------------------------------------------------------------------------

------------------------------------------------------------------------------
PLEASE PRINT OR TYPEWRITE NAME AND ADDRESS INCLUDING POSTAL ZIP CODE OF ASSIGNEE

------------------------------------------------------------------------------
the within Note and all rights thereunder, hereby irrevocably constituting and
appointing ___________________________________________________________ Attorney
to transfer said Note on the books of the Company, with full power of
substitution in the premises.

Dated:  __________________________          ________________________________



-------------------------------------------
          (Signature Guarantee)







                                      -9-