UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
| Date of Report (Date of Earliest Event Reported): | June 7, 2007 |
Federal National Mortgage Association
__________________________________________
(Exact name of registrant as specified in its charter)
| Federally Chartered Corporation | 000-50231 | 52-0883107 |
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_____________________ (State or other jurisdiction |
_____________ (Commission |
______________ (I.R.S. Employer |
| of incorporation) | File Number) | Identification No.) |
| 3900 Wisconsin Avenue, NW, Washington, District of Columbia | 20016 | |
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_________________________________ (Address of principal executive offices) |
___________ (Zip Code) |
| Registrant’s telephone number, including area code: | 202-752-7000 |
Not Applicable
______________________________________________
Former name or former address, if changed since last report
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
[ ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
[ ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
[ ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
[ ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Item 7.01 Regulation FD Disclosure.
On June 8, 2007, Fannie Mae (formally, the Federal National Mortgage Association) released a statement updating its guidance on the timing of its 2006 10-K filing and its plans to become a current filer. In addition, the company announced its plans to hold an annual meeting of shareholders on December 14, 2007, in Washington, D.C. The statement, a copy of which is attached as Exhibit 99.1 to this report, is incorporated herein by reference.
The information in this item, including the exhibit submitted herewith, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, or otherwise subject to the liabilities of Section 18, nor shall it be deemed incorporated by reference into any disclosure document relating to Fannie Mae, except to the extent, if any, expressly set forth by specific reference in such filing.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| Federal National Mortgage Association | ||||
| June 8, 2007 | By: |
Robert T. Blakely
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| Name: Robert T. Blakely | ||||
| Title: Executive Vice President and Chief Financial Officer | ||||
Exhibit Index
| Exhibit No. | Description | |
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99.1
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News Release, dated June 8, 2007 |
news release
Exhibit 99.1
Media Hotline: 1-888-326-6694
Resource Center: 1-800-732-6643
Contact: Janis Smith
202-752-6673
Number: 4030
Date: June 8, 2007
Fannie Mae Updates Guidance on Timing of 2006 10-K Filing and its
Plan to Become a Current Filer; Company Also Announces Plans for
Annual Shareholders’ Meeting in December
WASHINGTON, DC – Updating its pervious guidance, Fannie Mae (FNM/NYSE) today announced that it expects to file its Annual Report on Form 10-K for the year ended December 31, 2006 with the U.S. Securities and Exchange Commission (SEC) during the third quarter of this year. In addition, Fannie Mae announced that it plans to become a current filer by the end of February 2008 with the filing of the Company’s 2007 Form 10-K with the SEC. With the filing of the 2006 Form 10-K, Fannie Mae will have satisfied the SEC financial statement requirements for convening its annual meeting of shareholders. As a result, the Company announced plans to hold an annual meeting of shareholders on December 14, 2007, in Washington, DC.
“Today’s update reflects a lot of continued momentum in our efforts to catch up and become a current filer,” said President and Chief Executive Officer Daniel H. Mudd. “We’re looking towards the future, the annual meeting, and to hearing from our shareholders on corporate issues.”
At the annual meeting, shareholders will have the opportunity to vote on important matters, including the election of the members of Fannie Mae’s Board of Directors for a one-year term. Fannie Mae will announce the time and location of the meeting, and will deliver proxy materials and its annual report to shareholders (including the required information from the 2006 Form 10-K) in accordance with the Company’s Bylaws, SEC rules and the New York Stock Exchange rules.
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Fannie Mae to Hold Annual Shareholders’ Meeting
Page 2
Shareholder Proposals for Inclusion in the Proxy Statement
If any holder of Fannie Mae common stock wishes to have a proposal considered for inclusion in
Fannie Mae’s proxy statement relating to the 2007 annual meeting of shareholders, Fannie Mae must
receive the proposal at its principal executive offices no later than July 18, 2007. Proposals for
inclusion in the proxy statement must comply with all of the requirements of Rule 14a-8 under the
Securities Exchange Act of 1934.
Director Nominations and Other Shareholder Proposals for Presentation at Annual Meeting
In addition, any shareholder who wishes to nominate a person for election to the Board of Directors
or submit any other matter to a vote at the 2007 annual meeting of shareholders (other than a
shareholder proposal included in Fannie Mae’s proxy materials in accordance with Rule 14a-8) must
deliver the information no later than June 18, 2007 and must comply with the other provisions and
requirements of Section 4.20 of Fannie Mae’s Bylaws (as amended through September 19, 2006), which
are on file with the SEC and may be obtained from the Secretary of Fannie Mae upon request. Our
Bylaws are also available in the Corporate Governance section of our website at
www.fanniemae.com. Any proposal or director nomination should be mailed to Fannie Mae at
3900 Wisconsin Avenue, NW, Washington, DC, 20016, Attention: General Counsel and Secretary.
If there is any proposal that is not submitted for inclusion in the proxy statement for the 2007 annual meeting, but is instead sought to be presented directly at the annual meeting, SEC rules permit management to vote proxies in its discretion if Fannie Mae: (1) receives notice of the proposal before the close of business on August 15, 2007, and advises shareholders in the 2007 proxy statement about the nature of the matter and how management intends to vote on such matter; or (2) does not receive notice of the proposal prior to the close of business on August 15, 2007.
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Meaningful cautionary statement: Given the time, effort and complex issues associated with the preparation and the audit of Fannie Mae’s annual financial statements and the preparation and review of quarterly financial statements, there is no assurance that Fannie Mae will be able to file its Form 10-K for 2006 during the third quarter, hold its annual meeting of shareholders in 2007 or become current in filing its periodic reports with the SEC by February 2008.
Fannie Mae is a shareholder-owned company with a public mission. We exist to expand affordable housing and bring global capital to local communities in order to serve the U.S. housing market. Fannie Mae has a federal charter and operates in America’s secondary mortgage market to ensure that mortgage bankers and other lenders have enough funds to lend to home buyers at low rates. Our job is to help those who house America.