UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): October 1, 2002
SLM EDUCATION CREDIT FUNDING LLC
--------------------------------
(Exact name of registrant as specified in its charter)
(Originator of the SLM Private Credit Student Loan Trust 2002-A)
Delaware 333-98169 04-03480392
-------- --------- -----------
(State or other (Commission File (I.R.S. employer
Jurisdiction of Numbers) Identification No.)
Incorporation)
20 Hemingway Drive
East Providence, Rhode Island 02915
----------------------------------------
(Address of principal executive offices)
Registrant's telephone number: (401) 438-4500
Page 1 of 5
Exhibit Index appears on Page 5
Item 5. Other Events.
Closing of SLM Private Credit Student Loan Trust 2002-A
Effective as of October 1, 2002, SLM Education Credit Funding LLC ("SLM
Education Credit") and Chase Manhattan Bank USA, National Association, not in
its individual capacity but solely as trustee (the "Trustee") executed and
delivered the Trust Agreement dated as of October 1, 2002 pursuant to which the
SLM Private Credit Student Loan Trust 2002-A was formed (the "Trust").
On October 11, 2002, the following agreements were executed and delivered
by the respective parties thereto: the Underwriting Agreement and the Pricing
Agreement relating to certain Student Loan-Backed Notes, each dated October 11,
2002, among SLM Education Credit, SLM Education Credit Management Corporation,
SLM Corporation and Merrill Lynch, Pierce, Fenner & Smith Incorporated, on
behalf of the Underwriters named in Schedule I to the Pricing Agreement (the
"Underwriters").
In connection with the foregoing, the following agreements were execute and
delivered by the respective parties thereto: (a) the Seller Sale Agreement,
dated as of October 17, 2002, by and between SLM Education Credit Management
Corporation and SLM Education Credit; (b) the Depositor Sale Agreement between
SLM Education Credit and the Trust; (c) the Indenture, dated as of August 1,
2002, by and between the Trust and JP Morgan Chase Bank, not in its individual
capacity but solely as the trustee under the Indenture (the "Indenture
Trustee");
Page 2 of 5
Exhibit Index appears on Page 5
(d) the Administration Agreement, dated as of October 17, 2002, by and among the
Trust, Sallie Mae, Inc.(the "Administrator"), Sallie Mae Servicing L.P. (the
"Servicer"), SLM Education Credit and the Indenture Trustee, and (f) the
Servicing Agreement, dated as of August 29, 2002, by and among the Servicer, the
Administrator, Inc., the Trust, and the Indenture Trustee.
On October 17, 2002, the Trust issued $726,860,000 of its Floating Rate
Student Loan-Backed Notes.
Item 7. Financial Statements, Pro Forma Financial Statements and Exhibits
(c) Exhibits
1.1 Underwriting Agreement relating to the Student Loan-Backed
Notes, dated October 11, 2002, by and among SLM Education
Credit, SLM Education Credit Management Corporation, SLM
Corporation and the Underwriters.
1.2 Pricing Agreement relating to the Student Loan-Backed Notes,
dated October 11, 2002, by and among SLM Education Credit, SLM
Education Credit Management Corporation, SLM Corporation and
the Underwriters.
4.1 Trust Agreement, dated as of October 1, 2002, by and between
SLM Education Credit and the Trustee.
Page 3 of 5
Exhibit Index appears on Page 5
4.2 Indenture, dated as of October 1, 2002, by and between the Trust
and the Indenture Trustee.
99.1 Seller Sale Agreement, dated as of October 17, 2002, by and
between SLM Education Credit and SLM Education Credit Management
Corporation.
99.2 Depositor Sale Agreement, dated as of October 17, 2002, by and
between SLM Education Credit and the Trust.
99.3 Administration Agreement, dated as of October 17, 2002, by and
among the Trust, the Administrator, SLM Education Credit, the
Servicer and the Indenture Trustee.
99.4 Servicing Agreement, dated as of October 17, 2002, by and among
the Servicer, the Administrator, SLM Education Credit, the Trust
and the Indenture Trustee.
Page 4 of 5
Exhibit Index appears on Page 5
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
as amended, the registrant has duly caused this report to be signed on its
behalf by the undersigned hereunto duly authorized.
Dated: October 25, 2002
SLM EDUCATION CREDIT FUNDING LLC
By: /s/ J. LANCE FRANKE
---------------------------
Name: J. Lance Franke
Title: Vice President
INDEX TO EXHIBIT
Exhibit
Number Exhibit
- ------ -------
1.1 Underwriting Agreement relating to the Student Loan-Backed Notes,
dated October 11, 2002, by and among SLM Education Credit, SLM
Education Credit Management Corporation, SLM Corporation and the
Underwriters.
1.2 Pricing Agreement relating to the Student Loan-Backed Notes,
dated October 11, 2002, by and among SLM Education Credit, SLM
Education Credit Management Corporation, SLM Corporation and the
Underwriters.
4.1 Trust Agreement, dated as of October 1, 2002, by and between SLM
Education Credit and the Trustee.
4.2 Indenture, dated as of October 1, 2002, by and between the Trust
and the Indenture Trustee.
99.1 Seller Sale Agreement, dated as of October 17, 2002, by and
between SLM Education Credit and SLM Education Credit Management
Corporation.
99.2 Depositor Sale Agreement, dated as of October 17, 2002, by and
between SLM Education Credit and the Trust.
99.3 Administration Agreement, dated as of October 17, 2002,
by and among the Trust, the Administrator, SLM Education Credit,
the Servicer and the Indenture Trustee.
99.4 Servicing Agreement, dated as of October 17, 2002, by and among
the Servicer, the Administrator, SLM Education Credit, the Trust
and the Indenture Trustee.
Page 5 of 5
Exhibit Index appears on Page 5