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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
(Mark One)
X Annual Report pursuant to Section 13 or 15(d) of the Securities
- ----- Exchange Act of 1934 for the fiscal year ended December 31, 2003 or
Transition report pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 for the transition period from _____ to _______
Commission file number: 333-85963
Exact name of Registrant as specified in its charter: Education Loans
Incorporated
State or other jurisdiction of incorporation or organization: Delaware
I. R. S. Employer Identification No.: 91-1819974
Address of principal executive offices: 105 First Avenue Southwest, Aberdeen, SD
57401
Registrant's telephone number, including area code: (605) 622-4400
Securities registered pursuant to Section 12(b) of the Act: None
Securities registered pursuant to Section 12(g) of the Act: None
Indicate by check mark whether the Registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
Registrant was required to file such reports). and (2) has been subject to such
filing requirements for the past 90 days. Yes X No _____
-----
Indicate by check mark if disclosure of delinquent filers pursuant to Item
405 of Regulation S-K (Section 229.40S of this chapter) is not contained herein,
and will not be contained, to the best of Registrant's knowledge, in definitive
proxy or information statements incorporated by reference in Part III of this
Form 10-K or any amendment to this Form 10-K. [X]
Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Act). Yes ____ No X
---
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PART I
Item 1. BUSINESS.
Education Loans Incorporated (the "Company") is a bankruptcy remote,
limited purpose Delaware corporation and a wholly owned subsidiary of
Student Loan Finance Corporation, a South Dakota corporation. The sole
purpose of the company is restricted to financing, originating,
owning, selling and managing Student Loans, as described in the
Company's Prospectus dated November 30, 1999 (for its Student Loan
Asset-Backed Notes, Series 1999-1), the Company's Prospectus dated
November 28, 2000 (for its Student Loan Asset-Backed Notes, Series
2000-1), the Company's Prospectus dated July 23, 2001 (for its Student
Loan Asset-Backed Notes, Series 2001-1), the Company's Prospectus
dated September 12, 2002 (for its Student Loan Asset-Backed Notes,
Series 2002-1), the Company's Prospectus dated April 17, 2003 (for its
Student Loan Asset-Backed Notes, Series 2003-1) and the related
Registration Statement on Form S-3 (File No. 333-85963).
Item 2. PROPERTIES.
Not Applicable.
Item 3. LEGAL PROCEEDINGS.
Not Applicable.
Item 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS.
Not Applicable.
PART II
Item 5. MARKET FOR REGISTRANT'S COMMON EQUITY AND RELATED STOCKHOLDER MATTERS.
Not Applicable.
Item 6. SELECTED FINANCIAL DATA.
Not Applicable.
Item 7. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS.
Not Applicable.
Item 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
Not Applicable.
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Item 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.
Not Applicable.
Item 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS IN ACCOUNTING AND
FINANCIAL DISCLOSURE.
Not Applicable.
Item 9A. CONTROLS AND PROCEDURES.
Not Applicable.
PART III
Item 10. DIRECTORS AND EXECUTIVE OFFICERS OF THE REGISTRANT.
Not Applicable.
Item 11. EXECUTIVE COMPENSATION.
Not Applicable.
Item 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT.
Not Applicable.
Item 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS.
Not Applicable.
Item 14. PRINCIPAL ACCOUNTING FEES AND SERVICES.
Not Applicable.
PART IV
Item 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES AND REPORTS ON FORM 8-K.
(a) The Report of Independent Auditors, delivered pursuant to Section
21 of the Servicing Agreement dated as of December 1, 1999, is filed
herewith.
(b) None.
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Pursuant to the requirements of Section 13 or 15(d) 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.
EDUCATION LOANS INCORPORATED
By /s/ Michael Gort
------------------------------------
Title: President
Date: March 26, 2004
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CERTIFICATE OF STUDENT LOAN FINANCE CORPORATION, AS SERVICER
Re: Education Loans Incorporated
Student Loan Asset-Backed Notes, 1991-1 Indenture (Series 1999-1,
2000-1, 2001-1, 2002-1 and 2003-1)
I, Michael Gort, certify that:
1. I have reviewed this annual report on Form 10-K, and all reports on Form
8-K containing distribution and servicing reports filed in respect of periods
included in the year covered by this annual report, of Education Loans
Incorporated (the "Registrant");
2. Based on my knowledge, the information in these reports, taken as a
whole, does not contain any untrue statement of a material fact or omit to state
a material fact necessary to make the statements made, in light of the
circumstances under which such statements were made, not misleading as of the
last day of the period covered by this report;
3. Based on my knowledge, the distribution information required to be
provided by the Trustee and the servicing information required to be provided to
the Trustee by the Servicer under the Indenture and the Servicing Agreement for
inclusion in these reports is included in these reports;
4. Based on my knowledge and upon the annual compliance statement included
in the annual report and required to be delivered to the Trustee in accordance
with the terms of the Indenture and the Servicing Agreement, and except as
disclosed in the reports, the Servicer has fulfilled its obligations under the
Indenture and the Servicing Agreement; and
5. The reports disclose all significant deficiencies relating to the
Servicer's compliance with the minimum servicing standards based upon the report
provided by an independent public accountant, after conducting a review in
accordance with the Uniform Single Attestation Program for Mortgage Bankers or
similar procedure, as set forth in the Indenture, that is included in these
reports.
Capitalized terms used but not defined herein have the meanings ascribed
to them (i) in the Indenture, dated December 1, 1999, (the "Base Indenture"),
between the Registrant and U. S. Bank National Association, as trustee, (the
"Trustee"), and the Fifth Supplemental Indenture of Trust, dated as of April 1,
2003 (the "Fifth Supplement" together with the Base Indenture, as supplemented,
the "Indenture") between the Registrant and the Trustee and (ii) in the
Servicing and Administration Agreement, as amended, dated as of December 1, 1999
(the "Servicing Agreement") among the Registrant, the Servicer and the Trustee.
IN WITNESS WHEREOF, I have hereunto set my hand this 26th day of March, 2004.
Name: /s/ Michael Gort
------------------------------
Title: President
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EXHIBIT INDEX
Item
99.1 The Report of Independent Auditors, delivered pursuant to Section 21 of
the Servicing Agreement dated as of December 1, 1999.
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