UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.
20549
FORM 10-K
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x Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
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For the fiscal year ended December 31, 2004 |
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OR |
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o Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 |
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For the transition period from ____ to ____ |
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Commission file numbers: 333-118089 |
SLC STUDENT LOAN RECEIVABLES I, INC. (Depositor) on behalf of SLC STUDENT LOAN TRUST 2004-1 (Issuer of Notes) (Exact name of co-registrants as specified in their charters) |
Delaware | 04-3598719 |
(State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
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750 Washington Blvd., Stamford, Connecticut |
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06901 | ||
(Address of principal executive office) |
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(Zip Code) | ||
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(203) 975-6923 | ||||
(203) 975-6237 | ||||
(Co-registrants telephone numbers, including area code) | ||||
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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
Not Applicable
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, 2004. 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, 2004.
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, Wachovia Bank, National Association (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 November 23, 2004.
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
Records provided to the Trust by the Depository Trust Company and the Indenture Trustee indicate that there were 19 holders of record for the Series 2004-1 Notes at December 31, 2004.
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
Not Applicable
Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure
None
Item 9A. Controls and Procedures
Not Applicable
Item 9B. Other Information
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
(a) SLC Student Loan Receivables I, Inc. is the beneficial owner of SLC Student Loan Trust 2004-1. | |||||
(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 Accounting Fees and Services
Not Applicable | |||
PART IV
Item 15. | Exhibits and Financial Statement Schedules | |
(a) The following are filed as part of this report: | ||
Exhibit 31.1 | Certification Pursuant to Section 302(a) of the Sarbanes-Oxley Act of 2002 | |
Exhibit 99.1 | Annual Statement for SLC Student Loan Trust 2004-1 for the Year ended December 31, 2004 | |
Exhibit 99.2 | Annual Servicer's Certificate, dated March 31, 2005 | |
Exhibit 99.3 | Report of Independent Registered Public Accounting Firm, dated March 31, 2005, issued by KPMG LLP - Servicing Agreement | |
Exhibit 99.4 | Annual Administrator's Certificate, dated March 31, 2005 | |
Exhibit 99.5 | Report of Independent Registered Public Accounting Firm, dated March 31, 2005, issued by KPMG LLP - Administration Agreement | |
(b) Not Applicable | ||
(c) 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 31st day of March, 2005.
SLC Student Loan Receivables I, Inc. | |
BY: /s/ Daniel P. McHugh | |
Name: Daniel P. McHugh | |
Title: Chief Financial Officer | |
SUPPLEMENTAL INFORMATION TO BE FURNISHED WITH REPORTS FILED PURSUANT TO SECTION 15(d) OF THE ACT BY CO-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 31.1 | Certification Pursuant to Section 302(a) of the Sarbanes-Oxley Act of 2002 | |
Exhibit 99.1 | Annual Statement for SLC Student Loan Trust 2004-1 for the Year ended December 31, 2004 | |
Exhibit 99.2 | Annual Servicer's Certificate, dated March 31, 2005. | |
Exhibit 99.3 | Report of Independent Registered Public Accounting Firm, dated March 31, 2005, issued by KPMG LLP - Servicing Agreement | |
Exhibit 99.4 | Annual Administrator's Certificate, dated March 31, 2005 | |
Exhibit 99.5 | Report of Independent Registered Public Accounting Firm, dated March 31, 2005, issued by KPMG LLP - Administration Agreement | |