**45-dAY NOTIce of intent to SELL LOANS**

**and PROJECTED LOAN SCHEDULE SUMMARY of loans to be sold**

**PURSUANT TO THE MASTER LOAN SALE AGREEMENT**

To: U.S. Department of Education \[\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_,
200\_\_\]

From: \[[Selling Lender\]]{.underline} \] \[Selling Lender or Custodian
ID (LID)\] [^1]

The Seller submits this "45-Day Notice of Intent to Sell Loans and
Projected Loan Schedule Summary of Loans to be Sold" (45-Day Notice) to
the U.S. Department of Education (the Department) to notify the
Department that the Seller has identified FFEL Program loans that are
Eligible Loans, under the Master Loan Sale Agreement (MLSA), that the
Seller intends to sell to the Department under the Loan Purchase
Commitment Program on **\[[Date of Sale]{.underline} \]** at a total
purchase price of
**\[\$\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_.00\]**. The Seller
provides with this 45-Day Notice data describing the characteristics of
the loans scheduled to be sold.

By submitting this 45-Day Notice the Seller certifies that:

1.  The Seller has submitted, and the Department of Education has
    acknowledged, receipt of the Sellers "Notice of Intent to
    Participate;"

2.  The Seller has executed, or will execute, a Master Loan Sale
    Agreement (MLSA) with the Department and will comply with all
    provisions of that Agreement and other procedural and process
    directions provided by the Department;

3.  The Seller will sell to the Department only those fully disbursed
    loans that the Seller identified in its preparation of this 45-Day
    Notice that are Eligible Loans, as defined in section (3)(I) of the
    MLSA, as of the date of the proposed sale to the Department;

4.  With the Bill of Sale as defined in section (3)(B) of the MLSA and
    related Schedule of Loans submitted pursuant to this 45-Day Notice,
    and with respect to the identified loans noted above, the Seller --

    a.  Will include the Eligible Loans described in paragraph 3, and no
        other loans;

    b.  Will sell all Eligible Loans described in paragraph 3 except any
        that have been fully cancelled or otherwise paid in full, or any
        that are not Eligible Loans by the date the Seller submits the
        Bill of Sale; and

    c.  Will adjust the selling price and loan level detail to account
        for removed loans and for changes to the outstanding principal
        balance and/or the accrued borrower interest on identified loans
        since the filing of this 45-Day Notice;

5.  The Seller understands that submission of this 45-Day Notice to the
    Department as a PDF attachment to an e-mail sent by the Seller, or
    its agent, to the e-mail address indicated below meets the
    requirements of section (4)(A) of the MLSA; and

6.  The Seller understands that upon receipt and review of this 45-Day
    Notice, the Department will send an e-mail to the Seller's contact
    e-mail address, as provided below, in which the Department will
    acknowledge the date on which the Department received this 45-Day
    Notice, the date on which the Department proposes as the projected
    date of sale, and the total projected purchase price to be paid by
    the Department.

> Both pages of this completed, signed and dated "45-Day Notice of
> Intent to Sell Loans and Projected Loan Schedule Summary of Loans to
> be Sold" should be sent as a PDF attachment to an e-mail message
> addressed to <ED.servicer@ed.gov>. The e-mail message subject line
> should read "45 Day Notice."

Selling Lender/Holder Authority:

Signature of Authorized Official:

Typed Name of Authorized Official:

Title of Authorized Official:

Phone Number and E-mail Address of Authorized Official:

**45-dAY NOTIce** \[\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_, 200\_\_\]

**Page 2**

Selling Lender
\[\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\]
Selling Lender or Custodian ID[^2] \[\_\_\_\_\_\_\_\_\_\_\_\]

**Requested Purchase Date:** **\[MM/DD/CCYY\]**

(May not be less than 45 calendar days from date this notice is
submitted to the U.S Department of Education)

**PROJECTED LOAN SCHEDULE SUMMARY OF LOANS TO BE SOLD**

**Loan Type Estimated Number Original Amount Estimated Outstanding
Estimated Borrower's**

**of Loans at Disbursed Principal Balance Accrued/Unpaid Interest**

**Purchase Date at Purchase Date at Purchase Date**

FFEL Stafford Subsidized \[\_\_\_\_\_\_\_\_\_\_\]
\[\$\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_.\_\_\_\]
\[\$\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_.\_\_\_\]
\[\$\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_.\_\_\_\_\]

FFEL Stafford Unsubsidized \[\_\_\_\_\_\_\_\_\_\_\]
\[\$\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_.\_\_\_\]
\[\$\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_.\_\_\_\]
\[\$\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_.\_\_\_\_\]

FFEL PLUS \[\_\_\_\_\_\_\_\_\_\_\]
\[\$\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_.\_\_\_\]
\[\$\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_.\_\_\_\]
\[\$\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_.\_\_\_\_\]

(Parent and Graduate/Professional)

**TOTALS**: \[\_\_\_\_\_\_\_\_\_\_\]
\[\$\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_.\_\_\_\]
\[\$\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_.\_\_\_\]
\[\$\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_.\_\_\_\_\]

**PURCHASE PRICE CALCULATION**

Total Outstanding Principal Balance at Purchase Date
\[\$\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_.\_\_\_\_\]

Total Borrower's Accrued/Unpaid Interest at Purchase Date
\[\$\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_.\_\_\_\_\]

Reimbursement of One-Percent Lender Fee

Total Original Amount Disbursed
\[\$\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_.\_\_\_\] X .01 =
\[\$\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_.\_\_\_\_\]

\$75.00 Purchase Fee per Loan

Total Estimated Number of Loans \[\_\_\_\_\_\_\_\_\_\_\] X \$75.00 =
\[\$\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_.\_\_\_\_\]

**TOTAL PROJECTED PURCHASE PRICE**
\[\$\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_\_.\_\_\_\_\_\_\_\]

**Seller to list all Originating Lender IDs (LIDs) and Department's
Receipt Date of Notice of Intent (NOI) to Participate:**

LID \[\_\_\_\_\_\_\_\_\_\_\] NOI DATE \[MM/DD/CCYY\] LID
\[\_\_\_\_\_\_\_\_\_\_\] NOI DATE \[MM/DD/CCYY\]

LID \[\_\_\_\_\_\_\_\_\_\_\] NOI DATE \[MM/DD/CCYY\] LID
\[\_\_\_\_\_\_\_\_\_\_\] NOI DATE \[MM/DD/CCYY\]

LID \[\_\_\_\_\_\_\_\_\_\_\] NOI DATE \[MM/DD/CCYY\] LID
\[\_\_\_\_\_\_\_\_\_\_\] NOI DATE \[MM/DD/CCYY\]

[^1]: If these loans are currently held in a Participation Agreement
    with the Department, use Custodian's ID number.

[^2]: If these loans are currently held in a Participation Agreement
    with the Department, use Custodian's ID number.