10-K 1 a2130721z10-k.htm 10-K
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549


FORM 10-K

(Mark One)


ý

Annual report pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

For the fiscal year ended December 31, 2002 or

o

Transition report pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934

For the transition period from                                  to                                 

SLM FUNDING LLC
formerly known as SALLIE MAE FUNDING CORPORATION and SLM FUNDING CORPORATION
(Exact name of registrant as specified in its charter)

Depositor of

the Sallie Mae Student Loan Trust 1995-1,
the Sallie Mae Student Loan Trust 1996-1,
the SLM Student Loan Trust 1996-2,
the SLM Student Loan Trust 1996-3,
the SLM Student Loan Trust 1996-4,
the SLM Student Loan Trust 1997-1,
the SLM Student Loan Trust 1997-2,
the SLM Student Loan Trust 1997-3,
the SLM Student Loan Trust 1997-4,
the SLM Student Loan Trust 1998-1,
the SLM Student Loan Trust 1998-2,
the SLM Student Loan Trust 1999-1,
the SLM Student Loan Trust 1999-2,
the SLM Student Loan Trust 1999-3,
the SLM Student Loan Trust 2000-1,
the SLM Student Loan Trust 2000-2,
the SLM Student Loan Trust 2000-3,
the SLM Student Loan Trust 2000-4,
the SLM Student Loan Trust 2001-1,
the SLM Student Loan Trust 2001-2,
the SLM Student Loan Trust 2001-3,
the SLM Student Loan Trust 2001-4,
  the SLM Student Loan Trust 2002-1,
the SLM Student Loan Trust 2002-2,
the SLM Student Loan Trust 2002-3,
the SLM Student Loan Trust 2002-4,
the SLM Student Loan Trust 2002-5,
the SLM Student Loan Trust 2002-6,
the SLM Student Loan Trust 2002-7,
the SLM Student Loan Trust 2002-8,
the SLM Student Loan Trust 2003-1,
the SLM Student Loan Trust 2003-2
the SLM Student Loan Trust 2003-3,
the SLM Student Loan Trust 2003-4,
the SLM Student Loan Trust 2003-5,
the SLM Student Loan Trust 2003-6,
the SLM Student Loan Trust 2003-7,
the SLM Student Loan Trust 2003-8,
the SLM Student Loan Trust 2003-9,
the SLM Student Loan Trust 2003-11,
the SLM Student Loan Trust 2003-12,
the SLM Student Loan Trust 2003-14,
the SLM Student Loan Trust 2004-1,
the SLM Student Loan Trust 2004-2, and
SLM Student Loan Trust 2004-3.
DELAWARE   33-95474/333-2502/333-24949/333-44465/333-30932/333-68660/333-97247   23-2815650
(State or other Jurisdiction of Incorporation)   (Commission File Numbers)   (I.R.S. employer
Identification No.)

11600 SALLIE MAE DRIVE
RESTON, VA 20193
(Address of principal executive offices)

(703) 810-7600
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 ý No o

        Documents are incorporated by reference into this Form 10-K: None.

        State the aggregate market value of the voting stock held by non-affiliates of the Registrant: None.

        This Annual Report on Form 10-K is filed in reliance upon (i) certain no-action letters issued by the Office of Chief Counsel, Division of Corporate Finance of the Securities and Exchange Commission stating that the Division will not object if periodic reports filed by the registrant pursuant to Sections 13 and 15(d) of the Securities and Exchange Act of 1934 are filed in the manner set forth in such letters and the requests for such letters and (ii) the Registrant's filing letter accompanying the Registrant's Current Report on Form 8-K filed with the Commission on or about November 6, 1995 in which the Registrant described the manner in which it intended to file such periodic reports.





PART I.

Item 2. Properties.

        SLM Funding LLC, the successor-in-interest to SLM Funding Corporation, is the depositor for 46 trusts, as of March 29, 2003. They are the Sallie Mae Student Loan Trust 1995-1, the Sallie Mae Student Loan Trust 1996-1, the SLM Student Loan Trust 1996-2, the SLM Student Loan Trust 1996-3, the SLM Student Loan Trust 1996-4, the SLM Student Loan Trust 1997-1, the SLM Student Loan Trust 1997-2, the SLM Student Loan Trust 1997-3, the SLM Student Loan Trust 1997-4, the SLM Student Loan Trust 1998-1, the SLM Student Loan Trust 1998-2, the SLM Student Loan Trust 1991-1, the SLM Student Loan Trust 1999-2, the SLM Student Loan Trust 1999-3, the SLM Student Loan Trust 2000-1, the SLM Student Loan Trust 2000-2, the SLM Student Loan Trust 2000-3, the SLM Student Loan Trust 2000-4, the SLM Student Loan Trust 2001-1, the SLM Student Loan Trust 2001-2, the SLM Student Loan Trust 2001-3, the SLM Student Loan Trust 2001-4, the SLM Student Loan Trust 2002-1, the SLM Student Loan Trust 2002-2, the SLM Student Loan Trust 2002-3, the SLM Student Loan Trust 2002-4, the SLM Student Loan Trust 2002-5, the SLM Student Loan Trust 2002-6, the SLM Student Loan Trust 2002-7, the SLM Student Loan Trust 2002-8, the SLM Student Loan Trust 2003-1, the SLM Student Loan Trust 2003-2, the SLM Student Loan Trust 2003-3, the SLM Student Loan Trust 2003-4, the SLM Student Loan Trust 2003-5, the SLM Student Loan Trust 2003-6, the SLM Student Loan Trust 2003-7, the SLM Student Loan Trust 2003-8, the SLM Student Loan Trust 2003-9, the SLM Student Loan Trust 2003-10 (non-registered transaction), the SLM Student Loan Trust 2003-11, the SLM Student Loan Trust 2003-12, the SLM Student Loan Trust 2003-14, the SLM Student Loan Trust 2004-1, the SLM Student Loan Trust 2004-2 and the SLM Student Loan Trust 2004-3 (collectively, the "Trusts"). The property of the Trusts consists of pools of education loans to students and parents of students made under the Federal Family Education Loan Program, all funds collected in respect thereof and monies on deposit in certain trust accounts together with rights to receive payments under certain swap transactions.

        On an annual basis, each trust is required to provide statements of compliance of its servicers and administrators. The Annual Statements of Compliance for the Sallie Mae Student Loan Trust 1995-1 to and including the SLM Student Loan Trust 2003-14 are attached as Exhibit 19.1 hereto. These statements are required by

    Section 3.2 of the Administration Agreements, dated thereto, by and among the Trusts party thereto, the Student Loan Marketing Association (the "Administrator"), Chase Manhattan Bank USA, National Association, formerly known as Chase Manhattan Bank, Delaware, not in its individual capacity but solely as Trustee (the "Eligible Lender Trustee"), Sallie Mae Inc. (the "Servicer"), SLM Funding LLC, formerly known as SLM Funding Corporation, and The Bank of New York, not in its individual capacity but solely as Indenture Trustee (the "Indenture Trustee"); and

    the Master Administration Agreement, dated as of May 1, 1997, between SLM Funding LLC, as the successor-in-interest to SLM Funding Corporation, and the Administrator, as variously amended or supplemented (collectively, the "Administration Agreements").


Item 3. Legal Proceedings.

        The Registrant knows of no material pending legal proceedings involving the Registrant or its property.


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

        Nothing to report.

2



PART II.

Item 5. Market for Registrant's Common Equity and Related Stockholder Matters.

        At December 31, 2003, there was one (1) registered holder of the Trusts' Floating Rate Student Loan-Backed Certificates ("Certificates"), CEDE & Co., as nominee of The Depository Trust Company ("DTC). At December 31, 2003, there were thirteen (13) different persons registered on the books of DTC as record owners of Certificates. The Registrant was a beneficial owner of some of the Certificates. There is no established trading market for the Certificates. The SLM Student Loan Trust 2000-4, the SLM Student Loan Trust 2001-1, the SLM Student Loan Trust 2001-2, the SLM Student Loan Trust 2001-3, the SLM Student Loan Trust 2001-4, the SLM Student Loan Trust 2002-1, the SLM Student Loan Trust 2002-2, the SLM Student Loan Trust 2002-3, the SLM Student Loan Trust 2002-4, the SLM Student Loan Trust 2002-5, the SLM Student Loan Trust 2002-6, the SLM Student Loan Trust 2002-7, the SLM Student Loan Trust 2002-8, the SLM Student Loan Trust 2003-4, the SLM Student Loan Trust 2003-5, the SLM Student Loan Trust 2003-6, the SLM Student Loan Trust 2003-7, the SLM Student Loan Trust 2003-8, the SLM Student Loan Trust 2003-9, the SLM Student Loan Trust 2003-10, the SLM Student Loan Trust 2003-11, the SLM Student Loan Trust 2003-12, the SLM Student Loan Trust 2003-14, the SLM Student Loan Trust 2004-1, the SLM Student Loan Trust 2004-2 and the SLM Student Loan Trust 2004-3 did not issue Certificates.


Item 7. Other Related Events and Information.

        Nothing to report.


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

        Nothing to report.

3



PART III.

Item 12. Security Ownership of Certain Beneficial Owners and Management.

        At December 31, 2003, the Certificates held by the Registrant were registered in the name of CEDE and Co., as nominee of DTC. The books of DTC indicate that thirteen (13) different participant institutions are record owners of more than 5% of the Certificates.

DTC REGISTERED

  DTC ID
  Holder
  Principal Amount
  Percent
 
1996-1 Floating Rate
Student Loan-Backed
Certificates
795452AF8
  902   JPMorgan Chase Bank
C/O JP Morgan Investor Services
14201 Dallas Pkwy 12th Floor
Mail Code 121
Dallas, TX 75254
  $ 13,000,000.00   24.76 %

 

 

997

 

State Street Bank and Trust Co.*
1776 Heritage Dr.
Global Corp Action Unit JAB 5NW
No. Quincy, MA 02171

 

$

6,800,000.00

 

12.95

%

 

 

2316

 

National City Bank
4100 West 150th St
Cleveland, OH 44135

 

$

25,000,000.00

 

47.62

%



 

1996-2 Floating Rate
Student Loan-Backed
Certificates
78442GAC0

 

902

 

JPMorgan Chase Bank
C/O JP Morgan Investor Services
14201 Dallas Pkwy 12th Floor
Mail Code 121
Dallas, TX 75254

 

$

25,499,000.00

 

48.08

%

 

 

954

 

Boston Safe Deposit and Trust Co.*
525 William Penn Place Suite 3418
Pittsburgh, PA 15259

 

$

19,800,000.00

 

37.34

%

 

 

2027

 

Wells Fargo Bank Minnesota, N. A.
C/O ADP Proxy Services
51 Mercedes Way
Edgewood, NY 11717

 

$

6,200,000.00

 

11.69

%



 

1996-3 Floating Rate
Student Loan-Backed
Certificates
78442GAF3

 

50

 

Morgan Stanley & Co. Incorporated
One Pierrepont Plaza
7th Floor
Brooklyn, NY 11201

 

$

10,222,500.00

 

19.38

%

 

 

902

 

JPMorgan Chase Bank
C/O JP Morgan Investor Services
14201 Dallas Pkwy 12th Floor
Mail Code 121
Dallas, TX 75254

 

$

2,775,000.00

 

5.26

%

 

 

2316

 

National City Bank
4100 West 150th St
Cleveland, OH 44135

 

$

17,000,000.00

 

32.23

%
                     

4



 

 

2027

 

Wells Fargo Bank Minnesota, N. A.
C/O ADP Proxy Services
51 Mercedes Way
Edgewood, NY 11717

 

$

8,000,000.00

 

15.17

%

 

 

954

 

Boston Safe Deposit and Trust Co.*
525 William Penn Place Suite 3418
Pittsburgh, PA 15259

 

$

12,150,000.00

 

23.03

%



 

1996-4 Floating Rate
Student Loan-Backed
Certificates
78442GAJ5

 

954

 

Boston Safe Deposit and Trust Co.*
525 William Penn Place Suite 3631
Pittsburgh, PA 15259

 

$

8,000,000.00

 

15.18

%

 

 

2379

 

The Bank of New York/JPMorgan PPB
One Wall Street
New York, NY 10286

 

$

15,300,000.00

 

29.03

%

 

 

50

 

Morgan Stanley & Co. Incorporated
One Pierrepont Plaza
7th Floor
Brooklyn, NY 11201

 

$

4,873,000.00

 

9.25

%

 

 

2162

 

Bank of New York/Kore
One Wall Street
New York, NY 10286

 

$

3,000,000.00

 

5.69

%

 

 

902

 

JPMorgan Chase Bank
C/O JP Morgan Investor Services
14201 Dallas Pkwy 12th Floor
Mail Code 121
Dallas, TX 75254

 

$

10,000,000.00

 

18.98

%

 

 

997

 

State Street Bank and Trust Co.*
1776 Heritage Dr.
Global Corp Action Unit JAB 5NW
No. Quincy, MA 02171

 

$

7,430,000.00

 

14.10

%



 

1997-1 Floating Rate
Student Loan-Backed
Certificates
78442GAM8

 

2379

 

Bank of New York/JP Morgan
1 Wall Street
New York, NY 10286

 

$

13,000,000.00

 

18.11

%

 

 

954

 

Boston Safe Deposit and Trust Co.*
525 William Penn Place Suite 3418
Pittsburgh, PA 15259

 

$

26,000,000.00

 

36.21

%

 

 

274

 

Citigroup Global Markets Inc./Salomon Bros.
333 W 34th Street
3rd Floor
New York, NY 10001

 

$

8,800,000.00

 

12.26

%
                     

5



 

 

902

 

JPMorgan Chase Bank
C/O JP Morgan Investor Services
14201 Dallas Pkwy 12th Floor
Mail Code 121
Dallas, TX 75254

 

$

22,000,000.00

 

30.64

%



 

1997-2 Floating Rate
Student Loan-Backed
Certificates
78442GAQ9

 

2379

 

Bank of New York/JP Morgan
1 Wall Street
New York, NY 10286

 

$

20,000,000.00

 

22.87

%

 

 

903

 

Deutsche Bank Trust Company America
648 Grassmere park Road
Nashville, TN 37211

 

$

30,000,000.00

 

34.31

%

 

 

384

 

BNY Clearing International Services Division
One Pershing Plaza
Jersey City, NJ 07399

 

$

10,000,000.00

 

11.44

%

 

 

902

 

JPMorgan Chase Bank
C/O JP Morgan Investor Services
14201 Dallas Pkwy 12th Floor
Mail Code 121
Dallas, TX 75254

 

$

15,605,000.00

 

17.84

%

 

 

2027

 

Wells Fargo Bank Minnesota N. A.
c/o ADP Proxy Services
Edgewood, NY 11717

 

$

5,000,000.00

 

5.72

%



 

1997-3 Floating Rate
Student Loan-Backed
Certificates
78442GAT3

 

2379

 

Bank of New York/JP Morgan
1 Wall Street
New York, NY 10286

 

$

48,650,000.00

 

53.97

%

 

 

384

 

BNY Clearing International Services Division
One Pershing Plaza
Jersey City, NJ 07399

 

$

12,150,000.00

 

13.48

%

 

 

903

 

Deutsche Bank Trust Company America
648 Grassmere park Road
Nashville, TN 37211

 

$

12,200,000.00

 

13.53

%

 

 

997

 

State Street Bank and Trust Co.*
1776 Heritage Dr.
Global Corp Action Unit JAB 5NW
No. Quincy, MA 02171

 

$

5,000,000.00

 

5.55

%

 

 

954

 

Boston Safe Deposit and Trust Co.*
525 William Penn Place Suite 3418
Pittsburgh, PA 15259

 

$

12,150,000.00

 

13.48

%
                     

6





 

1997-4 Floating Rate
Student Loan-Backed
Certificates
78442GAW6

 

2379

 

Bank of New York/JP Morgan
1 Wall Street
New York, NY 10286

 

$

89,900,000.00

 

100.00

%



 

1998-1 Floating Rate
Student Loan-Backed
Certificates
78442GAZ9

 

2379

 

Bank of New York/JP Morgan
1 Wall Street
New York, NY 10286

 

$

81,550,000.00

 

76.54

%

 

 

2027

 

Wells Fargo Bank Minnesota N. A.
c/o ADP Proxy Services
Edgewood, NY 11717

 

$

8,600,000.00

 

8.07

%

 

 

954

 

Boston Safe Deposit and Trust Co.*
525 William Penn Place Suite 3418
Pittsburgh, PA 15259

 

$

5,650,000.00

 

5.30

%

 

 

997

 

State Street Bank and Trust Co.*
1776 Heritage Dr.
Global Corp Action Unit JAB 5NW
No. Quincy, MA 02171

 

$

6,000,000.00

 

5.63

%



 

1998-2 Floating Rate
Student Loan-Backed
Certificates
78442GBC9

 

2379

 

Bank of New York/JP Morgan
1 Wall Street
New York, NY 10286

 

$

90,750,000.00

 

85.82

%

 

 

384

 

BNY Clearing International Services Division
One Pershing Plaza
Jersey City, NJ 07399

 

$

10,000,000.00

 

9.46

%



 

1999-1 Floating Rate
Student Loan-Backed
Certificates
78442GBH8

 

903

 

Deutsche Bank Trust Company America 648 Grassmere park Road
Nashville, TN 37211

 

$

36,060,000.00

 

100.00

%



 

1999-2 Floating Rate
Student Loan-Backed
Certificates
78442GBN5

 

903

 

Deutsche Bank Trust Company America
648 Grassmere park Road
Nashville, TN 37211

 

$

36,000,000.00

 

100.00

%



 

1999-3 Floating Rate
Student Loan-Backed
Certificates
78442GBR6

 

901

 

The Bank of New York
One Wall Street
New York, NY 10286

 

$

42,300,000.00

 

58.51

%
                     

7



 

 

997

 

State Street Bank and Trust Co.*
1776 Heritage Dr.
Global Corp Action Unit JAB 5NW
No. Quincy, MA 02171

 

$

6,000,000.00

 

8.30

%

 

 

2027

 

Wells Fargo Bank Minnesota N. A.
c/o ADP Proxy Services
Edgewood, NY 11717

 

$

15,000,000.00

 

20.75

%

 

 

954

 

Boston Safe Deposit and Trust Co.*
525 William Penn Place Suite 3418
Pittsburgh, PA 15259

 

$

6,000,000.00

 

8.30

%



 

2000-1 Floating Rate
Student Loan-Backed
Certificates
78442GBW5

 

903

 

Deutsche Bank Trust Company America
648 Grassmere park Road
Nashville, TN 37211

 

$

40,000,000.00

 

55.78

%

 

 

384

 

BNY Clearing International Services Division
One Pershing Plaza
Jersey City, NJ 07399

 

$

10,000,000.00

 

13.95

%

 

 

5

 

Goldman Sachs & Co.
180 Maiden Lane
New York, NY 10038

 

$

15,210,000.00

 

21.21

%

 

 

902

 

JPMorgan Chase Bank
Proxy/Class Actions/Bankruptcy
14201 Dallas Pkwy 12th Floor
Mail Code 121
Dallas, TX 75254

 

$

6,500,000.00

 

9.06

%



 

2000-2 Floating Rate
Student Loan-Backed
Certificates
78442GCB0

 

903

 

Deutsche Bank Trust Company America
648 Grassmere park Road
Nashville, TN 37211

 

$

31,290,000.00

 

43.28

%

 

 

384

 

BNY Clearing International Services Division
One Pershing Plaza
Jersey City, NJ 07399

 

$

10,000,000.00

 

13.83

%

 

 

5

 

Goldman Sachs & Co.
180 Maiden Lane
New York, NY 10038

 

$

10,000,000.00

 

13.83

%

 

 

902

 

JPMorgan Chase Bank
Proxy/Class Actions/Bankruptcy
14201 Dallas Pkwy 12th Floor
Mail Code 121
Dallas, TX 75254

 

$

21,000,000.00

 

29.05

%



 

8



2000-3 Floating Rate
Student Loan-Backed
Certificates
78442GCF1

 

903

 

Deutsche Bank Trust Company America
648 Grassmere park Road
Nashville, TN 37211

 

$

74,750,000.00

 

83.29

%

 

 

384

 

BNY Clearing International Services Division
One Pershing Plaza
Jersey City, NJ 07399

 

$

15,000,000.00

 

16.71

%

*
Participants who use ADP as their proxy contact


Item 13. Certain Relationships and Related Transactions.

        Nothing to Report.

9




PART IV.

Item 14. Exhibits, Financial Statement Schedules and Reports on Form 8-K.

        (a)    Exhibits.    The following documents are filed as part of this Annual Report on Form 10-K:

Designation

Description
Exhibit 19.1 Annual Statements of Compliance of the Administrator and the Servicer

Exhibit 19.2

Annual Independent Certified Public Accountant's Report

        (b)    Reports on Form 8-K.    We filed twenty-one (21) Current Reports on Form 8-K with the Commission during the period covered by this report. They are:

    On January 2, 2003 in connection with the December 15, 2002 Quarterly Distribution Report;

    On February 6, 2003 in connection with the closing of SLM Student Loan Trust 2003-1;

    On February 6, 2003 in connection with the January 25, 2003 Quarterly Distribution Report;

    On March 7, 2003 in connection with the closing of SLM Student Loan Trust 2003-2;

    On March 24, 2003 in connection with the March 15, 2003 Quarterly Distribution Report;

    On April 1, 2003 in connection with the closing of SLM Student Loan Trust 2003-3;

    On April 24, 2003 in connection with the closing of SLM Student Loan Trust 2003-4;

    On May 1, 2003 in connection with the April 25, 2003 Quarterly Distribution Report;

    On May 22, 2003 in connection with the closing of SLM Student Loan Trust 2003-5;

    On June 11, 2003 in connection with the closing of SLM Student Loan Trust 2003-6;

    On June 24, 2003 in connection with the June 15, 2003 Quarterly Distribution Report;

    On July 29, 2003 in connection with the closing of SLM Student Loan Trust 2003-7;

    On June 31, 2003 in connection with the June 25, 2003 Quarterly Distribution Report;

    On August 12, 2003 in connection with the closing of SLM Student Loan Trust 2003-8;

    On September 4, 2003 in connection with the closing of SLM Student Loan Trust 2003-9;

    On September 26, 2003 in connection with the September 15, 2003 Quarterly Distribution Report;

    On November 4, 2003 in connection with the October 25, 2003 Quarterly Distribution Report;

    On November 5, 2003 in connection with the closing of SLM Student Loan Trust 2003-11;

    On December 3, 2003 in connection with the closing of SLM Student Loan Trust 2003-12;

    On December 17, 2003 in connection with the closing of SLM Student Loan Trust 2003-14; and

    On December 23, 2003 in connection with the December 15, 2003 Quarterly Distribution Report.

10



SIGNATURES

        Pursuant to the requirements of Section 13 or 15(d) 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: March 30, 2003   SLM FUNDING LLC

 

 

By:

/s/  
JOHN F. REMONDI      
Name:  John F. Remondi
Title:    President

        Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the Registrant and in the capacities indicated on the dates indicated.

Signature
  Title
  Date

 

 

 

 

 
/s/  JOHN F. REMONDI      
John F. Remondi
  President (Principal Executive Officer) and Manager   March 30, 2003

/s/  
C.E. ANDREWS      
C. E. Andrews

 

Chief Financial Officer (Principal Financial Officer) and Manager

 

March 30, 2003

/s/  
TIMOTHY FITZPATRICK      
Timothy Fitzpatrick

 

Manager

 

March 30, 2003


Victor A. Duva

 

Independent Manager

 

March 30, 2003


Kennith J. Uva

 

Independent Manager

 

March 30, 2003

11



CERTIFICATION

I, John F. Remondi, certify that:

        1.     I have reviewed this annual report on Form 10-K, and all reports on Form 8-K containing distribution or servicing reports filed in respect of periods included in the year covered by this annual report, of SLM Funding LLC;

        2.     Based on my knowledge, the information in these reports, taken as a while, 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 annual report;

        3.     Based on my knowledge, the distribution or servicing information required to be provided to the trustee by the servicer under the pooling and servicing, or similar, 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 report and required to be delivered to the trustee in accordance with the terms of the pooling and servicing, or similar, agreement, and except as disclosed in the reports, the servicer has fulfilled its obligations under 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 compliance with the Uniform Single Attestation Program for Mortgage Bankers or similar procedures, as set forth in the pooling and servicing, or similar, agreement, that is included in these reports.

Date: March 30, 2003

/s/ JOHN F. REMONDI
John F. Remondi
President
SLM Funding LLC

12



CERTIFICATION

I, C. E. Andrews, certify that:

        1.     I have reviewed this annual report on Form 10-K, and all reports on Form 8-K containing distribution or servicing reports filed in respect of periods included in the year covered by this annual report, of SLM Funding LLC;

        2.     Based on my knowledge, the information in these reports, taken as a while, 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 annual report;

        3.     Based on my knowledge, the distribution or servicing information required to be provided to the trustee by the servicer under the pooling and servicing, or similar, 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 report and required to be delivered to the trustee in accordance with the terms of the pooling and servicing, or similar, agreement, and except as disclosed in the reports, the servicer has fulfilled its obligations under 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 compliance with the Uniform Single Attestation Program for Mortgage Bankers or similar procedures, as set forth in the pooling and servicing, or similar, agreement, that is included in these reports.

Date: March 30, 2003

/s/ C.E. ANDREWS
C.E. Andrews
Chief Financial Officer
SLM Funding LLC

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INDEX TO EXHIBITS

Exhibit Number
  Exhibit
  Sequentially Numbered Page
19.1   Annual Statements of Compliance of the Administrator and the Servicer   17
19.2   Annual Independent Certified Public Accountant's Report   105

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