<PAGE>   1
                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549

                              ------------------
                                  FORM 10-Q
                              ------------------


             QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF
                     THE SECURITIES EXCHANGE ACT OF 1934

              FOR THE QUARTERLY PERIOD ENDED SEPTEMBER 30, 2000



                         THE STUDENT LOAN CORPORATION
            (Exact name of registrant as specified in its charter)


<TABLE>
<S>                                                     <C>
          DELAWARE                                                 16-1427135
(State or other jurisdiction of                         (I.R.S. Employer Identification No.)
incorporation or organization)

     750 WASHINGTON BLVD.                                             06901
    STAMFORD, CONNECTICUT                                           (Zip Code)
(Address of principal executive offices)
</TABLE>


                                (203) 975-6292
             (Registrant's telephone number, including area code)

                              ------------------

         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  X     No
                                       -----

         On November 6, 2000, there were 20,000,000 shares of The Student Loan
Corporation's Common Stock outstanding.





<PAGE>   2


                                  Form 10-Q


<TABLE>
<S>      <C>                                                                                                   <C>
Part I   Financial Information

                                                                                                                  Page
                                                                                                                  ----
         Item 1 -    Financial Statements

                           Statements of Income (Unaudited) for the Three- and Nine- Month Periods
                           Ended September 30, 2000 and 19993.................................................        3

                           Balance Sheets (Unaudited) as of  September 30, 2000
                           and December 31, 1999..............................................................        4

                           Statements of Cash Flows (Unaudited) for the Nine-
                           Month Periods Ended September 30, 2000 and 1999....................................        5

                           Notes to Financial Statements (Unaudited)..........................................    6 - 8

         Item 2 -    Management's Discussion and Analysis of Financial Condition
                           and Results of Operations..........................................................   9 - 13

         Item 3 -    Quantitative and Qualitative Discussion About Market Risk*...............................   10- 11

Part II  Other Information

                  Item 6 -   Exhibits and Reports on Form 8-K.................................................       14


Signature.....................................................................................................       15
</TABLE>



     *This discussion is presented in Part I, Item 2 and is incorporated
                             herein by reference.



                                      2
<PAGE>   3
                        PART I. FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS.

                         THE STUDENT LOAN CORPORATION
                             STATEMENTS OF INCOME
               (Dollars in thousands, except per share amounts)
                                 (Unaudited)

<TABLE>
<CAPTION>
                                                                          Three months ended
                                                                            September 30,
                                                            -----------------------------------------------
                                                                    2000                     1999
                                                            ---------------------   -----------------------
<S>                                                          <C>                      <C>
REVENUE
    Interest income                                           $          297,223       $           173,997
    Interest expense                                                     236,971                   122,815
                                                            ---------------------   -----------------------
    NET INTEREST INCOME                                                   60,252                    51,182
    Provision for loan losses                                              1,087                       703
                                                            ---------------------   -----------------------
    Net interest income after provision for loan losses                   59,165                    50,479
    Fee and other income                                                   3,314                       891
                                                            ---------------------   -----------------------
       TOTAL REVENUE, NET                                     $           62,479       $            51,370
                                                            ---------------------   -----------------------

OPERATING EXPENSES
    Salaries and employee benefits                            $            4,523       $             5,569
    Other expenses                                                        15,964                    12,187
                                                            ---------------------   -----------------------
       TOTAL OPERATING EXPENSES                               $           20,487       $            17,756
                                                            ---------------------   -----------------------

    INCOME BEFORE INCOME TAXES                                $           41,992       $            33,614
    Income taxes                                                          17,447                    14,001
                                                            ---------------------   -----------------------
NET INCOME                                                    $           24,545       $            19,613
                                                            =====================   =======================

DIVIDENDS DECLARED                                            $           12,000       $            12,000
                                                            =====================   =======================

BASIC AND DILUTED EARNINGS PER COMMON SHARE -
    (based on 20 million average shares outstanding)          $             1.23       $              0.98
                                                            =====================   =======================

DIVIDENDS DECLARED PER COMMON SHARE                           $             0.60       $              0.60
                                                            =====================   =======================

OPERATING RATIOS
Net interest margin                                                        1.70%                     2.19%
Operating expense as a percentage of
   average insured student loans                                           0.58%                     0.76%
Return on equity                                                          17.71%                    15.40%
</TABLE>

<TABLE>
<CAPTION>
                                                                                Nine months ended
                                                                                  September 30,
                                                               ----------------------------------------------------
                                                                       2000                         1999
                                                               ---------------------      -------------------------
<S>                                                            <C>                         <C>
REVENUE
    Interest income                                              $          773,608           $            518,045
    Interest expense                                                        581,154                        352,415
                                                               ---------------------      -------------------------
    NET INTEREST INCOME                                                     192,454                        165,630
    Provision for loan losses                                                 3,693                          2,765
                                                               ---------------------      -------------------------
    Net interest income after provision for loan losses                     188,761                        162,865
    Fee and other income                                                      5,019                          2,484
                                                               ---------------------      -------------------------
       TOTAL REVENUE, NET                                        $          193,780           $            165,349
                                                               ---------------------      -------------------------

OPERATING EXPENSES
    Salaries and employee benefits                               $           13,878           $             15,895
    Other expenses                                                           45,664                         37,383
                                                               ---------------------      -------------------------
       TOTAL OPERATING EXPENSES                                  $           59,542           $             53,278
                                                               ---------------------      -------------------------

    INCOME BEFORE INCOME TAXES                                   $          134,238           $            112,071
    Income taxes                                                             55,787                         46,682
                                                               ---------------------      -------------------------
NET INCOME                                                       $           78,451           $             65,389
                                                               =====================      =========================

DIVIDENDS DECLARED                                               $           36,000           $             27,000
                                                               =====================      =========================

BASIC AND DILUTED EARNINGS PER COMMON SHARE -
    (based on 20 million average shares outstanding)             $             3.92           $               3.27
                                                               =====================      =========================

DIVIDENDS DECLARED PER COMMON SHARE                              $             1.80           $               1.35
                                                               =====================      =========================

OPERATING RATIOS
Net interest margin                                                           2.04%                          2.44%
Operating expense as a percentage of
   average insured student loans                                              0.63%                          0.79%
Return on equity                                                             19.53%                         17.97%
</TABLE>

See accompanying notes to financial statements.

                                      3
<PAGE>   4



                         THE STUDENT LOAN CORPORATION
                                BALANCE SHEETS
                            (Dollars in thousands)
                                 (Unaudited)



<TABLE>
<CAPTION>
                                                                                   September 30,          December 31,
                                                                                        2000                  1999
                                                                                 -----------------      -----------------

<S>                                                                               <C>                   <C>
ASSETS
  Insured student loans                                                           $     14,629,691      $      10,864,980
  Allowance for loan losses                                                                  3,950                  3,768
                                                                                 -----------------      -----------------
  Insured student loans, net                                                            14,625,741             10,861,212
  Cash                                                                                         279                    251
  Deferred tax benefits                                                                     21,237                 24,325
  Other assets                                                                             459,111                310,680
                                                                                 -----------------      -----------------

  TOTAL ASSETS                                                                    $     15,106,368      $      11,196,468
                                                                                 =================      =================

LIABILITIES AND STOCKHOLDERS' EQUITY
  Short-term borrowings                                                           $     11,085,306      $       7,312,061
  Long-term notes                                                                        3,222,000              3,222,000
  Payable to principal stockholder                                                          10,021                 11,552
  Other liabilities                                                                        231,209                135,723
                                                                                 -----------------      -----------------

        Total Liabilities                                                               14,548,536             10,681,336
                                                                                 -----------------      -----------------

  Common stock                                                                                 200                    200
  Additional paid-in capital                                                               134,772                134,523
  Retained earnings                                                                        422,860                380,409
                                                                                 -----------------      -----------------

        Total Stockholders' Equity                                                         557,832                515,132
                                                                                 -----------------      -----------------

  TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY                                      $     15,106,368      $      11,196,468
                                                                                 =================      =================

AVERAGE INSURED STUDENT LOANS                                                     $     12,578,556      $       9,406,600
  (year-to-date)                                                                 =================      =================
</TABLE>




See accompanying notes to financial statements.


                                      4





<PAGE>   5




                         THE STUDENT LOAN CORPORATION
                           STATEMENTS OF CASH FLOWS
                            (Dollars in thousands)
                                 (Unaudited)


<TABLE>
<CAPTION>
                                                                             Nine months ended
                                                                               September 30,
                                                             -----------------------------------------------
                                                                      2000                      1999
                                                             ------------------------    -------------------
<S>                                                           <C>                       <C>
Cash flows from operating activities:
Net income                                                      $         78,451          $         65,389
Adjustments to reconcile net income to
net cash from operating activities:
     Depreciation and amortization                                        23,030                     7,416
     Provision for loan losses                                             3,693                     2,765
     Deferred tax provision                                                3,088                     6,613
     (Increase) in accrued interest receivable                          (150,776)                  (53,936)
     Decrease (increase) in other assets                                   6,781                    (8,621)
     Increase (decrease) in other liabilities                             94,203                   (68,012)
                                                             --------------------       -------------------

NET CASH PROVIDED BY (USED IN) OPERATING ACTIVITIES                       58,470                   (48,386)
                                                             --------------------       -------------------

Cash flows from investing activities:
     Disbursements of loans                                           (2,879,645)               (1,505,123)
     Repayment of loans                                                2,145,311                   780,854
     Purchase of loans                                                (3,287,780)                 (913,657)
     Sale of loans                                                       231,346                   218,902
     Capital expenditures on furniture and equipment                      (4,919)                     (371)
                                                             --------------------       -------------------

NET CASH USED IN INVESTING ACTIVITIES                                 (3,795,687)               (1,419,395)
                                                             --------------------       -------------------

Cash flows from financing activities:
     Net increase in borrowings with original
        maturities of one year or less                                 3,773,245                 5,747,962
     Proceeds from long-term borrowings                                        -                   259,000
     Repayment of long-term debt                                               -                (4,512,000)
     Dividends paid to stockholders                                      (36,000)                  (27,000)
                                                             --------------------       -------------------

NET CASH PROVIDED BY FINANCING ACTIVITIES                              3,737,245                 1,467,962
                                                             --------------------       -------------------

NET INCREASE IN CASH                                                          28                       181
CASH - BEGINNING OF PERIOD                                                   251                        37
                                                             --------------------       -------------------

CASH - END OF PERIOD                                            $            279          $            218
                                                             ====================       ===================

SUPPLEMENTAL DISCLOSURE OF CASH FLOW INFORMATION:

     Cash paid for:
           Interest                                             $        503,661          $        395,958
           Income taxes                                         $         46,836          $         35,568
</TABLE>


See accompanying notes to financial statements.


                                      5






<PAGE>   6



                         THE STUDENT LOAN CORPORATION

                  NOTES TO FINANCIAL STATEMENTS (UNAUDITED)
                              SEPTEMBER 30, 2000



1.       SIGNIFICANT ACCOUNTING POLICIES

         INTERIM FINANCIAL INFORMATION

         The financial information of The Student Loan Corporation (the
         "Company") as of September 30, 2000 and for the three- and nine-
         month periods ended September 30, 2000 and 1999 includes all
         adjustments (consisting of normal recurring accruals) which, in the
         opinion of management, are necessary to fairly state the Company's
         financial position and results of operations in conformity with
         generally accepted accounting principles ("GAAP"). The accompanying
         financial statements should be read in conjunction with the financial
         statements and related notes included in the Company's 1999 Annual
         Report and Form 10-K.

2.       USE OF ESTIMATES

         In preparing the financial statements in conformity with GAAP,
         management has used a number of estimates and assumptions relating to
         the reporting of assets and liabilities, the disclosure of contingent
         assets and liabilities and the reported amounts of revenues and
         expenses during the reporting period. Actual results could differ
         from those estimates and assumptions.

3.       RELATED PARTY TRANSACTIONS

         Citibank (New York State) ("CNYS"), an indirect wholly-owned
         subsidiary of Citigroup Inc., owns 80% of the outstanding common
         stock of the Company. A number of significant transactions are
         carried out between the Company on the one hand and Citigroup and its
         affiliates on the other hand. At September 30, 2000, the Company had
         outstanding short-term and long-term borrowings with CNYS of $ 11.1
         billion and $3.2 billion, respectively, compared to $7.3 billion and
         $3.2 billion, respectively, at December 31, 1999. For the three- and
         nine- month periods ended September 30, 2000, the Company incurred
         $237.0 million and $581.2 million, respectively, in interest expense
         payable to CNYS and its affiliates, compared to $122.8 million and
         $354.3 million, respectively, for the same periods in 1999. In
         addition, Citigroup and its subsidiaries engage in other transactions
         and servicing activities with the Company, including cash management,
         data processing, income tax payments, loan servicing, employee
         benefits, payroll administration and facilities management.
         Management believes that the terms of these transactions are, in the
         aggregate, no less favorable to the Company than those which could be
         obtained from unaffiliated parties.

4.       INTEREST RATE SWAP AGREEMENTS

         To better match the interest rate characteristics of its borrowings
         with its loan assets, the Company, from time to time, enters into
         interest rate swap agreements, generally with an affiliate, on portions
         of its portfolio. The swap agreements are intended to reduce the risk
         caused by differences between borrowing and lending rates. Upon
         entering into a swap agreement, the Company generally receives payments
         based on the three-month LIBOR and makes payments based on the asset
         yield, usually the 90-day Treasury Bill rate. The Company effectively
         reduces the risk of potential interest rate variability by entering
         into basis swap agreements to receive interest based on the
         characteristics of the Company's liabilities and pay interest based on
         the interest rate characteristics of the Company's assets.




                                      6


<PAGE>   7


         At September 30, 2000 and December 31, 1999, the Company had no
         interest rate swap agreements outstanding and managed interest rate
         risk directly through its funding agreements.

         For the third quarter and the first three quarters of 2000, the
         Company had no interest transactions related to swap agreements. For
         the third quarter of 1999, the Company incurred $0.1 million of
         interest expense related to swap agreements. In the first three
         quarters of 1999, the Company had a reduction of interest expense of
         $3.1 million related to these agreements.

5.       SHORT AND LONG-TERM BORROWINGS

         In the first nine months of 2000, short-term debt increased by $3.8
         billion to $11.1 billion. For the same period in 1999, short-term
         debt increased by $5.7 billion. The $3.2 billion long-term borrowings
         balance at September 30, 2000 did not change from that outstanding at
         December 31, 1999. Long-term borrowings increased by $0.3 billion
         during the first nine months of 1999 and $4.5 billion was repaid
         during that period.

6.       FUTURE IMPACTS OF RECENTLY ISSUED ACCOUNTING STANDARDS

         In June 1998, the Financial Accounting Standards Board (FASB) issued
         Statement of Financial Accounting Standards No. 133, "Accounting for
         Derivative Instruments and Hedging Activities", and it amended that
         statement in June 1999 and June 2000. The Company will adopt these
         new rules on January 1, 2001, when the rules become effective for
         calendar year companies, for any derivative instruments held at that
         time.

         The new standards will significantly change the accounting treatment
         of derivative contracts that are employed to manage risk, as well as
         certain derivative-like instruments embedded in other contracts. The
         rules require that all derivatives be recorded on the balance sheet
         at their fair values. The treatment of changes in the fair value of
         derivatives depends on the character of the transaction.

         For cash flow hedges, in which derivatives hedge the variability of
         cash flows related to floating rate assets, liabilities or forecasted
         transactions, the accounting treatment will depend on the
         effectiveness of the hedge. To the extent these derivatives are
         effective in offsetting the variability of the hedged cash flows,
         changes in the derivatives' fair values will not be included in
         current earnings but will be reported as other changes in
         stockholders' equity from nonowner sources. These changes in fair
         values will be included in earnings of future periods when they are
         also affected by the variability of the hedged cash flows. To the
         extent these derivatives are not effective, changes in their fair
         values will be immediately included in current earnings. The
         Company's cash flow hedges will primarily include hedges of floating
         rate borrowings. As a result, while the earnings impact of cash flow
         hedges may be similar to existing accounting practice, the amounts
         included in other changes in stockholders' equity from nonowner
         sources may vary depending on market conditions.

         For fair value hedges, in which derivatives hedge the fair value of
         assets and liabilities, changes in the fair value of derivatives will
         be reflected in current earnings, together with changes in the fair
         value of the related hedged item. The Company's fair value hedges would
         primarily include hedges of fixed rate long-term debt.

         The Company may make changes to risk management strategies and also
         anticipates an increase in the complexity of the accounting and
         recordkeeping requirements for hedging activities, but overall it
         does not foresee a material impact on its financial position or
         results of operations from implementing the new rules. The FASB
         continues to deliberate potential changes to the new rules, the
         effect of which cannot be presently anticipated.

7.       COMMITMENTS AND CONTINGENCIES

         A consolidated stockholder complaint is pending against the Company.
         For further information, see "Legal Proceedings" beginning on page 13
         of the Company's Annual Report on Form 10-K for



                                      7


<PAGE>   8

         the year-ended December 31, 1999 and on page 13 of the Company's
         Quarterly Report on Form 10-Q for the quarterly period ended March
         31, 2000.

         Also, various legal proceedings arising out of the normal course of
         business are pending against the Company. Although there can be no
         assurances, the Company believes, based on information currently
         available, that the ultimate resolution of these legal proceedings
         would not be likely to have a material adverse effect on its results
         of operations, financial condition or liquidity.

         In addition, since 1992 a series of amendments to the Higher
         Education Act of 1965 (the "Act"), which governs the Federal Family
         Education Loan ("FFEL") Program, have increased costs and reduced
         interest payments to lenders. These legislative changes have
         progressively reduced the spread the Company receives over the base
         indices used to establish interest spreads that borrowers pay and
         lenders receive. Furthermore, the increased loan premium amortization
         from recent portfolio acquisitions and less favorable funding rates
         compared to prior years have additionally contributed to the
         reduction of net interest margin. Pressure on margins is expected to
         continue as a result of portfolio product mix. In addition, the Act
         may be amended by Congress at any time, possibly resulting in further
         reductions in FFEL Program loan subsidies in the form of increased
         risk-sharing costs and reduced interest spreads. Any such amendments
         could adversely affect the Company's business and prospects.

         The 1993 amendments to the Act also introduced a competitor program,
         the Federal Direct Student Loan Program ("Direct Lending"), in which
         private lenders such as the Company do not participate. Direct
         Lending currently accounts for approximately one-third of the student
         loans originated under federally sponsored programs.


8.       SUBSEQUENT EVENT

         On November 3, 2000, the Company in conjunction with nine other
         participants in the FFEL Program and one trade organization (the
         "Plaintiffs") filed a lawsuit against the Secretary of the Department
         of Education (the "Defendant"), alleging, among other things, that
         the Department violated the Administrative Procedure Act ("APA") and
         Title IV, Part D of the Higher Education Act (the "Act") by
         implementing certain taxpayer-funded borrower benefit programs,
         effective on or after July 1, 2000, only for loans made through the
         Direct Lending Program. The Plaintiffs seek declaratory relief with
         respect to the proper construction of, and Defendant's non-compliance
         with, the applicable provisions of APA and the Act.

         One of the issues contained in the lawsuit is the recent Department
         of Education decision to begin offering students a significantly
         better rate on loan consolidations made through the Direct Lending
         Program than is available to borrowers in the FFEL Program. This
         difference may have a material impact on the Company's ability and
         appropriateness to continue substantial participation in Loan
         Consolidation offerings.



                                      8


<PAGE>   9


ITEM 2.  MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
         RESULTS OF OPERATIONS.

         FORWARD-LOOKING STATEMENTS

         Certain statements contained in this report that are not historical
         facts are forward-looking statements within the meaning of the
         Private Securities Litigation Reform Act. The Student Loan
         Corporation's (the "Company's") actual results may differ materially
         from those suggested by the forward-looking statements, which are
         typically identified by the words or phrases "believe," "expect,"
         "anticipate," "intend", "estimate," "may increase," "may result in,"
         and similar expressions or future or conditional verbs such as
         "will", "should", "would" and "could". These forward-looking
         statements involve risks and uncertainties including, but not limited
         to, the following: the effects of future legislative changes; actual
         credit losses experienced by the Company in future periods compared
         to the estimates used in calculating reserves; fluctuations in the
         interest rates paid by the Company for its funding and received on
         its loan portfolio; the success of the Company's hedging policies;
         the successful resolution of legal proceedings; as well as general
         economic conditions, including the performance of financial markets
         and the passage of regulatory changes.


         FINANCIAL CONDITION

         During the nine months ended September 30, 2000, the net insured
         student loan portfolio of the Company grew by $3.8 billion (35%) from
         the balance at December 31, 1999. This growth was the result of loan
         disbursements totaling $2.9 billion and loan purchases of $3.3
         billion in the first nine months of 2000, partially offset by $0.2
         billion in loan sales and $2.1 billion in loan reductions
         (attributable to repayments and claims paid by guarantors), and other
         adjustments of $0.1 billion. During the nine months ended September
         30, 1999, the Company made loan disbursements of $1.5 billion, loan
         purchases of $0.9 billion, loan sales of $0.2 billion, and loan
         reductions of $0.8 billion in the first nine months of 1999. The
         increase in loan purchases for the first three quarters of 2000
         compared to the same period in 1999 is primarily attributable to the
         Company's loan portfolio acquisition efforts during this period, as
         well as to third party loan consolidation marketing initiated in June
         2000.

         The Company's loan disbursements and new CitiAssist loan commitments
         for the first nine months of 2000 of $3.2 billion were $1.5 billion
         (86%) more than those made in the same period of 1999. This increase
         is attributable primarily to increases in new Federal Consolidation
         program loan disbursements. During the first nine months of 2000, new
         CitiAssist loan commitments increased to $0.3 billion, a $0.1 billion
         (55%) increase from the same period last year. FFEL Program Stafford
         and Plus loan disbursements of $1.5 billion in the first nine months
         of 2000 is $0.2 billion (12%) higher than the $1.3 billion disbursed
         during the same period of 1999. Federal Consolidation program loan
         originations of $1.4 billion for the first three quarters of 2000
         have increased $1.2 billion compared to the same period of 1999.




                                      9


<PAGE>   10

         During the first nine months of 2000, the Company made $504 million
         in interest payments, principally to CNYS, compared to $396 million
         for the same period in 1999. The increase is due to changes in both
         the size of the borrowings and interest rates as well as timing of
         interest payments. The Company paid $47 million in income taxes
         during the first three quarters of 2000, compared to $36 million for
         the same period last year. The increase in the amount of taxes paid
         is primarily due to timing differences in making intercompany tax
         payments and does not reflect any significant changes in applicable
         income tax rates.

         Other assets at September 30, 2000 increased $148.4 million (48%)
         from December 31, 1999, principally as a result of additional
         interest receivable attributable to growth in the student loan
         portfolio and timing of interest receipts. Other liabilities,
         principally comprised of accrued interest and income taxes payable,
         increased $95.5 million (70%) from December 31, 1999, primarily due
         to accrued interest on new borrowings and timing differences in
         making intercompany interest and tax payments.

         In the first nine months of 2000, short-term debt increased by $3.8
         billion to $11.1 billion. The increase in borrowings resulted from
         the Company's decided action to grow assets by loan sourcing to
         non-direct distribution channels, specifically the secondary market
         and third party loan consolidation marketing. For the first nine
         months of 1999, short-term debt increased by $5.7 billion. This new
         short-term debt was used primarily to replace maturing long- term
         debt. The $3.2 billion long-term borrowings balance at September 30,
         2000 did not change from that outstanding at December 31, 1999.
         Long-term borrowings increased by $0.3 billion during the first nine
         months of 1999 and $4.5 billion was repaid during that period.

         The Company paid a quarterly dividend of $0.60 per common share on
         September 1, 2000. On October 19, 2000, the Board of Directors
         declared a regular quarterly dividend on the Company's common stock
         of $0.60 per share to be paid December 1, 2000 to stockholders of
         record on November 15, 2000.

         RISK MANAGEMENT

         Risk management is an important business objective of the Company.
         The Company actively manages market, price and other risks. For
         further information, see "Risk Management" beginning on page 6 of the
         Company's Annual Report on Form 10-K for the year ended December 31,
         1999.

         MARKET RISK

         The Company's primary market risk exposure is to fluctuations in the
         spreads between the Company's borrowing and lending rates, which may
         be impacted by shifts in market interest rates. Market risk is
         measured using various tools, including Earnings-at-Risk which
         reflects repricing gaps in the position as well as option positions,
         both explicit and embedded in the loan portfolio. The Company
         prepares Earnings-at-Risk calculations to measure the discounted
         pre-tax earnings impact over a preset time span of a specified shift
         in the interest rate yield curve. The yield curve shift is
         statistically derived as a two standard deviation change in a
         short-term interest rate over the period required to defease the
         position (usually four weeks). As of September 30, 2000, the rate
         shift over a four-week defeasance period applied to the interest rate
         yield curve for purposes of calculating Earnings-at-Risk was 38 basis
         points.



                                      10


<PAGE>   11





         The Earnings-at-Risk calculation is a measure to look at exposures
         based upon the Company's position at one point in time. As indicated
         in the table below, as of September 30, 2000 a 38 basis point (two
         standard deviation) increase in the interest yield curve would have a
         potential positive impact on the Company's pretax earnings of
         approximately $5.6 million in the next twelve months and a potential
         negative impact of approximately $2.0 million for the total five-year
         period 2001-2005. A two standard deviation decrease in the interest
         yield curve would have a potential negative impact on the Company's
         pretax earnings of approximately $3.3 million in the next twelve
         months and a potential positive impact of approximately $6.7 million
         for the five-year period 2001-2005.



<TABLE>
<CAPTION>
                     Earnings-at-Risk (effect on pre-tax earnings) as of September 30, 2000
-------------------------------------------------------------------------------------------------------------
(Dollars in millions)                        2001       2002       2003       2004        2005      Total
-------------------------------------------------------------------------------------------------------------
<S>                                        <C>         <C>       <C>         <C>         <C>        <C>
Two standard deviation increase               $5.6     ($1.9)     ($1.9)     ($1.9)      ($1.9)     ($2.0)
-------------------------------------------------------------------------------------------------------------
Two standard deviation decrease            ($  3.3)     $2.8       $2.6       $2.4        $2.2       $6.7
-------------------------------------------------------------------------------------------------------------
</TABLE>


<TABLE>
<CAPTION>
                     Earnings-at-Risk (effect on pre-tax earnings) as of September 30, 1999
-------------------------------------------------------------------------------------------------------------
(Dollars in millions)                        2000       2001      2002        2003        2004       Total
-------------------------------------------------------------------------------------------------------------
<S>                                        <C>         <C>       <C>         <C>         <C>        <C>
Two standard deviation increase               $8.4     ($2.7)     ($2.9)     ($2.6)      ($2.2)     $ (2.0)
-------------------------------------------------------------------------------------------------------------
Two standard deviation decrease               $  -      $3.7       $3.9       $3.5        $2.9      $ 14.0
-------------------------------------------------------------------------------------------------------------
</TABLE>

         The Company, through its Asset/Liability Management Committee,
         actively manages these risks by setting Earnings-at-Risk limits and
         takes appropriate actions if interest rates move against the existing
         structure.

         RESULTS OF OPERATIONS

         Quarter Ended September 30, 2000

         Net income was $24.5 million ($1.23 basic and diluted earnings per
         share) for the third quarter of 2000. This was an increase of $4.9
         million (25%) from earnings for the same period last year. The
         increase in net income was primarily attributable to higher interest
         income generated by loan portfolio growth resulting from new
         originations and loan portfolio acquisition efforts.

         The net interest margin for the third quarter of 2000 was 1.70%,
         0.49% lower than the 2.19%, margin for the third quarter of 1999. The
         decline in the margin was primarily attributable to increases in loan
         premium amortization resulting from recent portfolio acquisitions and
         less favorable funding spreads compared to those for the same period
         last year. The pressure on margins is expected to continue as more
         loans with lower interest spreads are added to the portfolio and
         older loans with higher interest spreads are repaid.

         Total operating expenses for the third quarter of 2000 increased $2.7
         million (15%) from the same period last year, primarily due to an
         increase of $3.9 million in fees and other costs to convert newly
         purchased portfolios and service the significantly larger loan
         portfolio, partially offset by decreases in current quarter salary
         costs. Notwithstanding, operating expense as a percentage of average
         insured student loans improved 0.18% to 0.58%, from the third quarter
         of 1999 expense ratio of 0.76%. The improvement in the expense ratio
         was primarily attributable to portfolio growth and efficiencies in
         administrative and operational expenses.

         Return on equity was 17.7% for the third quarter of 2000, 2.3% higher
         than the 15.4% return for the same period of 1999. The increase was
         attributed to higher earnings.



                                      11


<PAGE>   12

         Nine Months Ended September 30, 2000

         The Company earned net income of $78.5 million ($3.92 basic earnings
         per share) for the nine months ended September 30, 2000, an increase
         of $13.1 million (20%) compared to earnings for the first nine months
         of 1999. The increase was primarily due to higher interest income
         generated by loan portfolio growth resulting from new originations
         and loan portfolio acquisition efforts. Management believes that the
         rapid asset growth was as a result of opportunistic market conditions
         in the secondary market and loan consolidation business. Continued
         growth in these areas will depend on market conditions.

         Total operating expenses for the first nine months of 2000 were $59.5
         million, $6.3 million (12%) higher than the same period last year due
         to increased costs to service the significantly larger portfolio,
         partially offset by decreases in salary costs. Notwithstanding,
         operating expense as a percentage of average insured student loans
         for the first nine months of 2000 decreased to 0.63%, an improvement
         of 0.16% compared to the first nine months of 1999. The improvement
         in the expense ratio was primarily attributable to portfolio growth
         and efficiencies in administrative and operational expenses.

         Return on equity was 19.5% for the nine months ended September 30,
         2000, 1.5% higher than the 18.0% return for the same period of 1999.
         The increase was attributed to higher earnings.

         The Company's effective tax rate was approximately 41.6% for the
         first nine months of 2000, compared to 41.7% for the same period in
         1999.

         REGULATORY IMPACTS

         In recent years the Company's loan portfolio, comprised primarily of
         loans originated under the FFEL Program, has been subject to
         increased costs and reduced interest payments to lenders as a result
         of amendments to the Higher Education Act of 1965, which governs the
         FFEL Program. Pressure on margins will continue as more loans are
         originated with lower revenue yields, resulting in reduced interest
         spreads received by FFEL Program lenders.

         In order to counteract the reduced net interest margin on the
         Company's loan portfolio resulting from these legislative changes,
         the Company has aggressively pursued both new and existing marketing
         programs, expanded its guarantor relationships and sought new ways to
         meet the education finance needs of schools and students, including
         the implementation of loan programs, such as the Company's CitiAssist
         loan program, that are not dependent on Federal funding, guarantees
         and authorization.

         The 1993 amendments to the Act also introduced a competitor program,
         the Federal Direct Student Loan Program ("Direct Lending"), in which
         private lenders such as the Company do not participate. Direct
         Lending currently accounts for approximately one-third of the student
         loans originated under federally sponsored programs.




                                      12


<PAGE>   13


         OTHER

         On November 3, 2000, the Company in conjunction with nine other
         participants in the FFEL Program and one trade organization (the
         "Plaintiffs") filed a lawsuit against the Secretary of the Department
         of Education (the "Defendant"), alleging, among other things, that
         the Department violated the Administrative Procedure Act ("APA") and
         Title IV, Part D of the Higher Education Act (the "Act") by
         implementing certain taxpayer-funded borrower benefit programs,
         effective on or after July 1, 2000, only for loans made through the
         Direct Lending Program. The Plaintiffs seek declaratory relief with
         respect to the proper construction of, and Defendant's non-compliance
         with, the applicable provisions of APA and the Act.

         One of the issues contained in the lawsuit is the recent Department
         of Education decision to begin offering students a significantly
         better rate on loan consolidations made through the Direct Lending
         Program than is available to borrowers in the FFEL Program. This
         difference may have a material impact on the Company's ability and
         appropriateness to continue substantial participation in Loan
         Consolidation offerings.




                                      13







<PAGE>   14


PART II. OTHER INFORMATION


ITEM 6.  EXHIBITS AND REPORTS ON FORM 8-K.


(a)      Exhibits

         27      Financial Data Schedule

(b)      Reports on Form 8-K:

         No reports on Form 8-K were filed during the third quarter of 2000.


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<PAGE>   15



SIGNATURE


                  Pursuant to the requirements of the Securities Exchange Act
of 1934, the registrant has duly caused this report to be signed on its behalf
by the undersigned, thereunto duly authorized.

Date: November 10, 2000





                                            The Student Loan Corporation





                                                 By /s/ Steven Gorey
                                                    ----------------
                                                        Steven Gorey
                                                        Vice President and
                                                        Chief Financial Officer



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