Supplement dated February 16, 2012
To Pricing Supplement dated February 09, 2012
(To Offering Circular dated April 08, 2011)

Universal Debt Facility

This Supplement supplements the Pricing Supplement dated February 09, 2012, and relates to the Debt Securities described below (the "Notes"). You should read it together with the Offering Circular dated April 08, 2011 (the "Offering Circular"), relating to the Universal Debt Facility of the Federal National Mortgage Association ("Fannie Mae"). Unless defined below, capitalized terms have the meanings we gave to them in the Offering Circular.

The Notes offered by this Supplement, when issued, will form a single issue with the $175,000,000.00 aggregate principal amount of such Notes (the "Outstanding Notes") that we issued in one or more prior transactions. With the exception of the terms set forth below, the Notes will have the terms set forth in the Pricing Supplement dated February 09, 2012, a copy of which is attached.

The Notes, together with interest thereon, are not guaranteed by the United States and do not constitute a debt or obligation of the United States or of any agency or instrumentality thereof other than Fannie Mae.

Certain Securities Terms

1. Title: 2.30% Notes Due June 08, 2020

2. Aggregate Principal Amount: $25,000,000.00 ($200,000,000.00 aggregate principal amount outstanding when combined with the Outstanding Notes)

3. Issue Date: March 08, 2012

Offering

1. Pricing Date: February 16, 2012

2. Method of Distribution:  X Principal __ Non-underwritten

3. Dealer: First Tennessee Bank National Association

4. Offering Price:
Fixed Offering Price: 100.00% of principal amount, plus accrued interest, if any, from March 08, 2012
__ Variable Price Offering

5. Dealer Purchase Price: 99.88% of principal amount, plus accrued interest, if any, from March 08, 2012

a. Concession: N/A

b. Reallowance: N/A

6. Proceeds to Fannie Mae: $24,970,000.00 

Settlement

1. Settlement Date:  March 08, 2012

RECENT DEVELOPMENTS

Ratings Matters

Standard and Poor’s Ratings Services

On August 8, 2011, Standard and Poor’s Ratings Services (“Standard & Poor’s”) announced that they had downgraded Fannie Mae senior unsecured long term debt from “AAA” to “AA+” with a negative outlook.  This announcement followed a similar action by Standard & Poor’s taken on August 5, 2011 on the United States sovereign long term debt rating.  Standard & Poor’s also announced that Fannie Mae’s debt ratings were no longer on CreditWatch Negative, and that the ratings on Fannie Mae short-term debt and subordinated debt remain unchanged at “A-1+” and “A”, respectively.

The action taken by Standard & Poor’s with respect to Fannie Mae’s ratings was announced at the same time as similar ratings actions on other institutions with ties to the United States Government, including Freddie Mac, select Federal Home Loan Banks, and the Farm Credit System.

Moody’s Investors Service

On August 2, 2011, Moody’s Investors Service (“Moody’s”) confirmed the Aaa rating of institutions directly linked to the United States Government, including Fannie Mae.  Moody’s also announced that the rating outlook for Fannie Mae and other institutions directly linked to the United States Government was being revised to negative, following a similar revision on the outlook of the United States Government.

Fitch Ratings Limited

On November 28, 2011, Fitch Ratings Limited (“Fitch”) affirmed the long-term issuer default rating and senior unsecured debt rating of Fannie Mae at ‘AAA’, but revised its Ratings Outlook on Fannie Mae’s long-term issuer default rating to Negative from Stable.  This action followed a similar action by Fitch on the United States sovereign rating.  Fitch has previously indicated that the ratings of Fannie Mae and other issuers with ties to the United States Government would ultimately be aligned with the United States sovereign rating assigned by Fitch.

For additional information on the impacts of a credit rating downgrade on Fannie Mae and its securities, please refer to our most recent periodic reports filed with the U.S. Securities and Exchange Commission, including any Risk Factors set forth therein.