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): May 26, 2004
SLM EDUCATION CREDIT FUNDING LLC
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(Exact name of registrant as specified in its charter)
(Originator of the SLM Private Credit Student Loan Trust 2004-B)
Delaware 333-98169/333-109004 04-03480392
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(State or other (Commission File (I.R.S. employer
Jurisdiction of Numbers) Identification No.)
Incorporation)
20 Hemingway Drive
East Providence, Rhode Island 02915
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(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 2004-B
Effective as of May 26, 2004, SLM Education Credit Funding LLC (the
"Depositor") 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 May 1, 2004, pursuant to which the SLM Private
Credit Student Loan Trust 2004-B was formed (the "Trust"). The Trust Agreement
was amended by the Amended and Restated Trust Agreement dated May 26, 2004 by
and among the Depositor, the Trustee and the Indenture Trustee (as defined
below).
On May 18, 2004, 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 May 18,
2004, among the Depositor, SLM Education Credit Finance Corporation, SLM
Corporation and Merrill Lynch, Pierce, Fenner & Smith Incorporated, Morgan
Stanley & Co. Incorporated, Barclays Bank, plc, Deutsche Bank Securities Inc.,
and J.P. Morgan Securities, Inc. (the "Underwriters").
In connection with the foregoing, the following agreements were executed
and delivered by the respective parties thereto: (a) the Depositor Sale
Agreement, dated as of May 26, 2004, by and between SLM Education Credit Finance
Corporation and the Depositor; (b) the Issuer Sale Agreement dated May 26, 2004
between the Depositor and the Trust; (c) the Indenture, dated as of May 1,
2004, 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"); (d) the Administration Agreement, dated as of May 26, 2004, by and
among the Trust, Sallie Mae, Inc. (the "Administrator" and the "Servicer"), the
Depositor and the Indenture Trustee, and (f) the Servicing Agreement, dated as
of May 26, 2004, by and among the Servicer, the Administrator, the Trust, and
the Indenture Trustee.
Page 2 of 5
Exhibit Index appears on Page 5
On May 26, 2004, the Trust issued $1,507,574,000 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 May 18, 2004, by and among the Depositor, SLM
Education Credit Finance Corporation, SLM Corporation and the
Underwriters.
1.2 Pricing Agreement relating to the Student Loan-Backed Notes,
dated May 18, 2004, by and among the Depositor, SLM Education
Credit Finance Corporation, SLM Corporation and the
Underwriters.
4.1 Amended and Restated Trust Agreement, dated as of May 26,
2004, by and among the Depositor, the Trustee and the
Indenture Trustee.
Page 3 of 5
Exhibit Index appears on Page 5
4.2 Indenture, dated as of May 1, 2004, by and between the Trust
and the Indenture Trustee.
99.1 Depositor Sale Agreement, dated as of May 26, 2004, by and
between the Depositor and SLM Education Credit Finance
Corporation.
99.2 Issuer Sale Agreement, dated as of May 26, 2004, by and
between the Depositor and the Trust.
99.3 Administration Agreement, dated as of May 26, 2004, by and
among the Trust, the Administrator, the Depositor, the
Servicer and the Indenture Trustee.
99.4 Servicing Agreement, dated as of May 26, 2004, by and among
the Servicer, the Administrator, the Depositor, the Trust
and the Indenture Trustee.
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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: May 26, 2004
SLM EDUCATION CREDIT FUNDING LLC
By: /s/ MARK L. HELEEN
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Name: Mark L. Heleen
Title: Vice President
INDEX TO EXHIBIT
Exhibit
Number Exhibit
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1.1 Underwriting Agreement relating to the Student Loan-Backed Notes,
dated May 18, 2004, by and among the Depositor, SLM
Education Credit Finance Corporation, SLM Corporation and the
Underwriters.
1.2 Pricing Agreement relating to the Student Loan-Backed Notes,
dated May 18, 2004, by and among the Depositor, SLM
Education Credit Finance Corporation, SLM Corporation and the
Underwriters.
4.1 Amended and Restated Trust Agreement, dated as of May 26, 2004,
by and among the Depositor, the Trustee and the Indenture
Trustee.
4.2 Indenture, dated as of May 1, 2004, by and between the Trust
and the Indenture Trustee.
99.1 Depositor Sale Agreement, dated as of May 26, 2004, by and
between the Depositor and SLM Education Credit Finance
Corporation.
99.2 Issuer Sale Agreement, dated as of May 26, 2004, by and
between the Depositor and the Trust.
99.3 Administration Agreement, dated as of May 26, 2004, by and
among the Trust, the Administrator, the Servicer and the
Indenture Trustee.
99.4 Servicing Agreement, dated as of May 26, 2004, by and among
the Servicer, the Administrator, the Depositor, the Trust
and the Indenture Trustee.
Page 5 of 5
Exhibit Index appears on Page 5