This document is a proxy statement for the annual shareholders' meeting of the Federal National Mortgage Association (Fannie Mae). It provides details on the date, time, and location of the meeting, as well as the matters that will be voted on, including the election of directors, ratification of auditors, approval of an amendment to an employee stock plan, and a shareholder proposal. It gives information on shareholder voting rights and the number of shares outstanding. The meeting will take place on May 25, 2004 in Chicago, where shareholders will vote on the election of directors, ratification of auditors, approval of an employee stock plan amendment, and a shareholder proposal on cumulative voting.