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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549


FORM 10-K


 

 

 

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

 

 

 

o      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 333-75952


SLC STUDENT LOAN RECEIVABLES I, INC.Delaware04-3598719
  (Depositor)  
SLC STUDENT LOAN TRUST-IDelaware04-6959982
  (Issuer of Notes)  

(Exact name of co-registrants as specified in their charters)(State or other jurisdiction of incorporation or organization)(I.R.S. Employer Identification Nos.)

 

 

 

750 Washington Blvd., Stamford, Connecticut

 

06901


 


(Address of principal executive office)

 

(Zip Code)

 

 

 

(203) 975-6923

(203) 975-5018


(Registrant’s telephone number, including area code)

 


 

 

 

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 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  

     State the aggregate market value of the voting and non-voting stock held by non-affiliates of the Registrants. The aggregate market value shall be computed by reference to the price at which the stock was sold, or the average bid and asked price of such stock, as of a specified date within 60 days prior to the date of filing. (See definition of affiliate in Rule 405).

   Not Applicable.

      Documents Incorporated by Reference:   None






























Introductory Note

This Annual Report on Form 10-K is prepared in reliance on the no-action letter dated December 20, 1996 issued by the Securities and Exchange Commission to Nellie Mae Education Funding, LLC.















































PART I

Item 1.    Business

   The sole business of SLC Student Loan Receivables I, Inc. (the Depositor) and SLC Student Loan Trust-I (the Trust) is to issue asset-backed notes (the Notes). These Notes are issued by the Trust backed by student loans first transferred by The Student Loan Corporation (the Servicer) to the Depositor, and then by the Depositor to the Trust. The Servicer services the loans on behalf of the Trust and provides administrative services to the Trust. Payments received by the Servicer and transferred to the Trust with respect to such loans are used to make payments on the Notes.

Item 2.    Properties

   The Property of the Trust consists solely of student loans originated under the Federal Family Education Loan Program. See Exhibit 99.2, a Certificate of The Student Loan Corporation, as Servicer, with respect to the activities of the Servicer during the fiscal year ended December 31, 2003. See Exhibit 99.4, a Certificate of The Student Loan Corporation, as Administrator, with respect to the activities of the Administrator during the fiscal year ended December 31, 2003.

Item 3.    Legal Proceedings

   Neither the Depositor nor the Trust knows of any material pending legal proceedings with respect to the Trust, involving the Trust, the Depositor, the Servicer, Deutsche Bank Trust Company Americas, formerly known as Bankers Trust Company (the Indenture Trustee), the Depositor's eligible lender trustee or the Trust assets, other than ordinary routine litigation incidental to the duties of the Indenture Trustee, the Servicer or the Depositor under the Servicing Agreement between the Servicer and the Trust dated as of March 27, 2002.

Item 4.    Submission of Matters to a Vote of Security Holders

    No matter was submitted during the fiscal year covered by this report to a vote of Note Holders.


PART II

Item 5.    Market for Registrant's Common Equity, Related Stockholder Matters, and Issuer Purchases of Equity Securities

   Each class of Notes is represented by one or more Notes registered in the name of Cede & Co., the nominee of the Depository Trust Company. Records provided to the Trust by the Depository Trust Company and the Indenture Trustee indicate that as of December 31, 2003, the number of holders of record for each class of Notes were as follows:

Class A-16
Class A-25
Class A-34
Class A-47
Class A-54
Class A-69
Class A-74
Class B-11
Class B-23
Total:      43  
 

   To the knowledge of the Depositor and the Trust, there is no established public trading market for the Notes.





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.

Item 8.    Financial Statements and Supplementary Data

   Exhibit 99.1 is filed as part of this report and listed in Item 15(a) below. This exhibit is also filed as part of this report under this Item 8.

Item 9.    Changes in and Disagreements With Accountants on Accounting and Financial Disclosure

   None

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 and Related Stockholder Matters

                 (a) Each class of Notes is represented by one or more Notes registered in the name of Cede & Co., the nominee of the Depository Trust Company (DTC), and an investor holding an interest in the Trust is not entitled to receive a note representing such interest except in certain limited circumstances. Accordingly, Cede & Co. is the sole holder of record of Notes, which it held on behalf of brokers, dealers, banks and other direct participants in the DTC system at December 31, 2003. Such direct participants may hold Notes for their own accounts or for the accounts of their customers. At December 31, 2003, the following direct DTC participants held positions in the Notes representing interests in the Trust equal to or exceeding 5% of the total principal amount of each class of Notes on that date:











SERIES 2002-1

ClassParticipantQuantityPercentage
-------------------------------------
A-1 Citigroup Global Markets $23,825,000  45.14%
 J.P. Morgan Chase Bank $19,825,000  37.57%
 Morgan Stanley & Co., Inc. $  6,000,000  11.37%
 
A-2 Citigroup Global Markets $31,400,000  59.05%
 J.P. Morgan Chase Bank $12,750,000  23.98%
 State Street Bank and Trust Co. $  5,000,000    9.40%
 
A-3 Citigroup Global Markets $38,750,000  72.87%
 Deutsche Bank Trust Company Americas $  6,950,000  13.07%
 Morgan Stanley & Co., Inc. $  5,900,000  11.10%
 
A-4 J.P. Morgan Chase Bank $23,900,000  41.48%
 Merrill Lynch, Pierce, Fenner & Smith Safekeeping $12,350,000  21.43%
 Comerica Bank $  9,125,000  15.84%
 State Street Bank and Trust Co. $  5,425,000    9.41%
 Mellon Trust of New England, N.A. $  5,000,000    8.68%
 
B-1Citigroup Global Markets $15,250,000 100.00%
 

SERIES 2002-2

Class Participant Quantity Percentage
----- ----------- --------- ----------
A-5 Citigroup Global Markets $29,450,000  50.43%
  J.P. Morgan Chase Bank $23,450,000  40.15%
  Morgan Stanley & Co., Inc. $  4,350,000    7.45%
 
A-6 State Street Bank and Trust Co. $26,700,000  45.72%
  Citigroup Global Markets $21,125,000  36.17%
  Morgan Stanley & Co., Inc. $  4,500,000    7.71%
 
A-7 Merrill Lynch, Pierce, Fenner & Smith Safekeeping $34,225,000  58.60%
  Comerica Bank $20,600,000  35.27%
 
B-2 Citigroup Global Markets $  7,150,000  70.44%
  Mellon Trust of New England, N.A. $  2,500,000  24.63%
 
           The address of each above participant is:  
 
                                          c/o    The Depository Trust Company
      55 Water Street
      New York, New York 10041
 (b)    Not Applicable  
 
 (c)    Not Applicable  
 
 (d)    Not Applicable  

Item 13.     Certain Relationships and Related Transactions.

 (a) Neither the Depositor nor the Trust knows of any transaction or series of transactions to which any of the Depositor, the
Trust or the Servicer, in each of their respective capacities, is a party with any holder of Notes who owns of record or beneficially more than five percent of the Notes.
 
 (b) Not Applicable
 
 (c) Not Applicable

Item 14.     Principal Accountant Fees and Services

 Not Applicable
 

PART IV

Item 15. Exhibits, Financial Statement Schedules and Reports on Form 8-K
 
 (a) The following are filed as part of this report:
 
 Exhibit 31.1Certification Pursuant to Section 302(a) of the Sarbanes-Oxley Act of 2002
 
 Exhibit 99.1Annual Statement for SLC Student Loan Trust-I, Student Loan Asset Backed Notes, Series 2002-1 and Series 2002-2 for the Year ended December 31, 2003
 
 Exhibit 99.2 Annual Servicer's Certificate, dated March 10, 2004
 
 Exhibit 99.3Independent Accountants' Report, dated March 10, 2004, issued by KPMG LLP
 
 Exhibit 99.4 Annual Administrator's Certificate, dated March 3, 2004
 
 Exhibit 99.5Independent Accountants' Report, dated March 3, 2004, issued by KPMG LLP
 
 (b) The following Current Reports on Form 8-K were filed by the Registrants during the last quarter of the year covered in this report:
 
  October 16, 2003
  November 17, 2003
  December 16, 2003
 
 (c) Not Applicable
 
 (d) Not Applicable
 
 
 



SIGNATURES

                        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 on this 26th day of March, 2004.

  
 
    SLC Student Loan Receivables I, Inc.
 
 
 
  BY:         /s/ Michael J. Reardon                
  Name:     Michael J. Reardon
  Title:       Acting Chief Financial Officer
 

SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS FILED PURSUANT TO SECTION 15(d) OF THE ACT BY REGISTRANTS WHICH HAVE NOT REGISTERED SECURITIES PURSUANT TO SECTION 12 OF THE ACT.

No annual report, proxy statement, form of proxy or other proxy soliciting material has been sent to Security Holders during the period covered by this Annual Report on Form 10-K and the Co-Registrants do not intend to furnish such materials to Security Holders subsequent to the filing of this report.






























 INDEX TO EXHIBITS
 
   
Exhibit No.Description 
 
Exhibit 31.1Certification Pursuant to Section 302(a) of the Sarbanes-Oxley Act of 2002  
 
Exhibit 99.1Annual Statement for SLC Student Loan Trust-I, Student Loan Asset Backed Notes, Series 2002-1 and Series 2002-2 for the Year ended December 31, 2003  
 
Exhibit 99.2 Annual Servicer's Certificate, dated March 10, 2004. 
 
Exhibit 99.3Independent Accountants' Report, dated March 10, 2004, issued by KPMG LLP 
 
Exhibit 99.4Annual Administrator's Certificate, dated March 3, 2004 
 
Exhibit 99.5Independent Accountants' Report, dated March 3, 2004, issued by KPMG LLP