Supplement dated May 23, 2012
To Pricing Supplement dated May 22, 2012
(To Offering Circular dated May 09, 2012)

Universal Debt Facility

This Supplement supplements the Pricing Supplement dated May 22, 2012, and relates to the Debt Securities described below (the "Notes"). You should read it together with the Offering Circular dated May 09, 2012 (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 $100,000,000.00 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 May 22, 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: 1.20% Notes Due May 30, 2017

2. Aggregate Principal Amount: $50,000,000.00 ($150,000,000.00 aggregate principal amount outstanding when combined with the Outstanding Notes)

3. Issue Date: May 30, 2012

Offering

1. Pricing Date: May 23, 2012

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

3. The following dealers have agreed, jointly and severally, to purchase all of the Notes:

Morgan Keegan & Co., Inc.
Vining-Sparks IBG, Limited Partnership

a. Representative(s): Morgan Keegan & Co., Inc.

b. Stabilizing Manager: Morgan Keegan & Co., Inc.

4. Offering Price:
Fixed Offering Price: 100.00% of principal amount, plus accrued interest, if any, from May 30, 2012
__ Variable Price Offering

5. Dealer Purchase Price: 99.86% of principal amount, plus accrued interest, if any, from May 30, 2012

a. Concession: N/A

b. Reallowance: N/A

6. Proceeds to Fannie Mae: $49,930,000.00 

Settlement

1. Settlement Date:  May 30, 2012