ITEM 1. BUSINESS
Omitted.
ITEM 1A.
ITEM 1A. RISK FACTORS
Omitted.
ITEM 1B.
ITEM 1B. UNRESOLVED STAFF COMMENTS
None.
ITEM 2.
ITEM 2. PROPERTIES
GCO Education Loan Funding Trust-I (the “Trust”) is a Delaware statutory trust formed by GCO ELF LLC (the “Depositor”) for the purpose of engaging in a program of financing and holding pools of student loans, and engaging in related activities. The property in the Trust consists solely of a pool of education loans to students and parents of students that are guaranteed by qualified guarantee agencies under the Higher Education Act of 1965 and are reinsured by the United States Department of Education. All funds collected in respect thereof are deposited in certain trust accounts established under an indenture of trust and are paid as described therein. For more information regarding the property of the Trust, see the Subservicer’s Annual Statement as to Compliance provided by Great Lakes Educational Loan Services, Inc., as subservicer of the Trust, dated as of December 31, 2007, which is attached hereto as Exhibit 35.1, the Subservicer’s Annual Statement as to Compliance provided by ACS Education Services, Inc., as subservicer of the Trust, dated as of December 31, 2007, which is attached hereto as Exhibit 35.2, the Subservicer’s Annual Statement as to Compliance provided by Chase Student Loan Servicing, LLC as of December 31, 2007, which is attached hereto as Exhibit 35.3, the Subservicer’s Annual Statement as to Compliance provided by Pennsylvania Higher Education Assistance Agency as of February 21, 2008, which is attached hereto as Exhibit 35.4, and the Annual Statement as to Compliance provided by GCO Education Loan Funding Corp., as the administrator of the Trust, dated as of March 3, 2008, which is attached hereto as Exhibit 99.1. We also prepare monthly statements setting forth information with respect to the Trust’s student loan asset-backed notes and the student loans held by the Trust. Those monthly statements are filed with the Securities and Exchange Commission (the “SEC”) and may be obtained from a website maintained by the SEC at http://www.sec.gov.
ITEM 3.
ITEM 3. LEGAL PROCEEDINGS
The Registrant knows of no material legal proceedings involving the Depositor, the Trust or its property.
ITEM 4.
ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
No matters were submitted to the Trust’s noteholders or certificateholders for a vote or consent during the fiscal year covered by this Annual Report.
PART II
ITEM 5.
ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
The Trust has issued a single Certificate representing a 100% beneficial ownership interest in the Trust which is held by GCO SLIMS Trust I. There is no established public trading market for the Certificate.
ITEM 6.
ITEM 6. SELECTED FINANCIAL DATA
Omitted.
ITEM 7.
ITEM 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
Omitted.
ITEM 7A.
ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Omitted.
ITEM 8.
ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
Omitted.
ITEM 9.
ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE
There have been no changes in the accountants for the Co-registrants and no disagreements with the current accounting firm on any matter of accounting principles or practices, financial statement disclosure, or auditing scope or procedure.
ITEM 9A.
ITEM 9A. CONTROLS AND PROCEDURES
Not applicable.
ITEM 9A(T). CONTROLS AND PROCEDURES
Not applicable.
ITEM 9B.
ITEM 9B. OTHER INFORMATION
None.
PART III
ITEM 10.
ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
Omitted.
ITEM 11.
ITEM 11. EXECUTIVE COMPENSATION
Omitted.
ITEM 12.
ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
As of the date of this Annual Report all of the certificates of the Trust are owned by GCO SLIMS Trust I, which is owned by the Depositor.
ITEM 13.
ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
Neither the Depositor nor the Trust knows of any transaction or series of transactions to which either of the Co-registrants, in each of their respective capacities, is a party with any holder of the notes who owns of record or beneficially more than 5% of the notes.
ITEM 14.
ITEM 14. PRINCIPAL ACCOUNTANT FEES AND SERVICES
Not applicable.
PART IV
ITEM 15.
ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES
Exhibits
The following is a complete list of exhibits filed as part of this Form 10-K. Exhibit numbers correspond to the numbers in the Exhibit Table of Item 601 of Regulation S-K.
Exhibit No.
Description
31.1
Rule 15d-14(a) Certification.
35.1
Subservicer’s Annual Statement as to Compliance, Great Lakes Educational Loan Services, Inc., dated as of December 31, 2007.
35.2
Subservicer’s Annual Statement as to Compliance, ACS Education Services, Inc., dated as of December 31, 2007.
35.3
Subservicer’s Annual Statement as to Compliance, Chase Student Loan Servicing, LLC, dated as of December 31, 2007.
35.4
Subservicer’s Annual Statement as to Compliance, Pennsylvania Higher Education Assistance Agency, dated as of February 21, 2008.
99.1
Administrator’s Annual Statement as to Compliance, GCO Education Loan Funding Corp., dated as of March 3, 2008.
99.2
Report of Ernst & Young LLP, Independent Accountants, regarding the Great Lakes Educational Loan Services, Inc. Subservicing Report.
99.3
Report of KPMG, LLP, Independent Accountants, regarding the ACS Education Services, Inc. Subservicing Report.
99.4
Report of Horne, LLP, Independent Accountants, regarding the Chase Student Loan Servicing, LLC Subservicing Report.
99.5
Report of KPMG, LLP, Independent Accountants, regarding the Pennsylvania Higher Education Assistance Agency Subservicing Report.
SIGNATURES
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Co-registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the Co-registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.
Exhibit Index
31.1
Rule 15d-14(a) Certification.
35.1
Subservicer’s Annual Statement as to Compliance, Great Lakes Educational Loan Services, Inc., dated as of December 31, 2007.
35.2
Subservicer’s Annual Statement as to Compliance, ACS Education Services, Inc., dated as of December 31, 2007.
35.3
Subservicer’s Annual Statement as to Compliance, Chase Student Loan Servicing, LLC, dated as of December 31, 2007.
35.4
Subservicer’s Annual Statement as to Compliance, Pennsylvania Higher Education Assistance Agency, dated as of February 21, 2008.
99.1
Administrator’s Annual Statement as to Compliance, GCO Education Loan Funding Corp., dated as of March 3, 2008.
99.2
Report of Ernst & Young LLP, Independent Accountants, regarding the Great Lakes Educational Loan Services, Inc. Subservicing Report.
99.3
Report of KPMG, LLP, Independent Accountants, regarding the ACS Education Services, Inc. Subservicing Report.
99.4
Report of Horne, LLP, Independent Accountants, regarding the Chase Student Loan Servicing, LLC Subservicing Report.
99.5
Report of KPMG, LLP, Independent Accountants, regarding the Pennsylvania Higher Education Assistance Agency Subservicing Report.