Exhibit 14



EDUCATION LENDING GROUP, INC.

CODE OF ETHICS FOR SENIOR FINANCIAL OFFICERS

(adopted November 11, 2003)

Introduction



In accordance with the provisions of Section 406 of the Sarbanes-Oxley Act of 2002, Education Lending Group, Inc. (the Company) has adopted
this Code of Ethics (the Code) applicable to its senior financial officers. For purposes of Section 406, senior financial officers is defined to include the Companys principal executive officer, the principal financial
officer, the principal accounting officer and the controller.



This Code has been developed and adopted to promote honest and ethical conduct; full, fair, accurate, timely and understandable disclosure; and compliance with applicable governmental rules and regulations. The honesty, integrity and sound
judgment of our senior financial officers is fundamental to the reputation and success of the Company.



The senior financial officers of the Company to whom this Code applies have a special obligation to:



Honest and Ethical Conduct



| |  | Act with honesty and integrity, especially in relation to the handling of actual and apparent conflicts of interest in personal and professional relationships.
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| |  | Avoid conflicts of interest and disclose to the Companys General Counsel and Chairperson of the Audit Committee any transaction or relationship that reasonably could be
expected to give rise to such a conflict.
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| |  | Promote honest and ethical behavior among the Companys employees.
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| |  | Report any violation or suspected violation of this Code to the Companys General Counsel and the Chairperson of the Audit Committee.
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| |  | Assure responsible use and control of all Company assets, resources and information.
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Disclosure



| |  | Ensure that external and internal financial data, and other information contained in the Companys public reports, is complete, accurate, timely, relevant, understandable and
present the facts fairly.
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| |  | Take all reasonable measures to protect the confidentiality of non-public information about the Company or its subsidiaries acquired in the course of employment.
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Compliance



| |  | Ensure that the Company is in full compliance with all applicable governmental laws, rules and regulations, including rules and regulations of self-regulatory organizations and
private or public regulatory agencies.
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The
principal executive officer, the principal financial officer, the principal accounting officer and the controller of the Company are expected to conduct their actions in accordance with this Code at all times.



Waivers and Amendments



The Audit Committee of the Board of Directors has the authority to approve
any amendment to, or waiver of, the Code. The Company shall disclose to its stockholders any waiver and the grounds for waiver or any amendment to the Code within five business days of such waiver or amendment. Such disclosure shall be made by
filing a Form 8-K (or such other appropriate form) with the Securities and Exchange Commission or by posting the relevant information on the Companys website.