X0202 4 2006-01-24 0 0001262279 FIRST MARBLEHEAD CORP FMD 0001347421 Stark Sandra C/O THE FIRST MARBLEHEAD CORPORATION, 800 BOYLSTON STREET, 34TH FLOOR BOSTON MA 02199 0 1 0 0 EVP - Business Development Restricted Stock Units 2006-01-24 4 A 0 12000 0 A Common Stock 12000 12000 D Each restricted stock unit represents the right to receive one share of common stock on the applicable vesting date. The restricted stock units vest in five equal annual installments commencing on January 24, 2007, the first anniversary of the date of grant. Vested shares will be issued to the reporting person as soon as practicable after each vesting date. /s/ Peter Tarr, by power of attorney 2006-01-26