Pricing Supplement Dated October 24, 2012
(To Offering Circular dated May 09, 2012)

Universal Debt Facility

This Pricing Supplement 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 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: Zero Coupon Notes Due March 01, 2016

2. Form: Fed Book-Entry Securities

3. Specified Payment Currency

a. Interest: U.S. dollars

b. Principal: U.S. dollars

4. Aggregate Original Principal Amount: $67,532,000.00 

5. Issue Date: November 15, 2012

6. Maturity Date: March 01, 2016

Amount Payable on the Maturity Date: 100.00% of principal amount

7. Subject to Redemption Prior to Maturity Date
No
__ Yes

8. Interest Category: Zero Coupon Securities

9. Interest: N/A

Additional Information Relating to the Notes

1. Identification Number(s)

a. CUSIP: 3136G04C2

b. ISIN: N/A

c. Common Code: N/A

2. Listing Application
X No
__ Yes

3. Eligibility for Stripping on the Issue Date
X No
__ Yes
___ Minimum Principal Amount: _____________

Offering

1. Pricing Date: October 24, 2012

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

3. Dealer: BB&T Investment Services Inc

4. Offering Price:
Fixed Offering Price: 98.378% of principal amount, plus accrued original issue discount, if any, from the Settlement Date
__ Variable Price Offering

5. Dealer Purchase Price: 98.320968% of principal amount

a. Concession: N/A

b. Reallowance: N/A

6. Proceeds to Fannie Mae: $66,398,116.11 

Settlement

1. Settlement Date:  November 15, 2012

2. Settlement Basis:  delivery versus payment

3. Settlement Clearing System: U.S. Federal Reserve Banks