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SEC Comment Letter for EDUCATION LENDING GROUP INC (CIK 0001103313) — Feb 23, 2005

EDUCATION LENDING GROUP INC (CIK 0001103313)
Date: Feb. 23, 2005 · CIK: 0001103313 · Accession: 0000000000-05-008689

AI Filing Summary & Sentiment

Date
February 4, 2005
Author
Michael Pressman
Form
UPLOAD
Company
EDUCATION LENDING GROUP INC (CIK 0001103313)

Letter

February 4, 2005 Via Facsimile (212) 848-7179 and U.S. Mail Carol Liao, Esq. Shearman & Sterling 599 Lexington Avenue New York, NY 10022

Re: Education Lending Group, Inc. Schedule TO-T filed January 14, 2005, as amended By CIT ELG and CIT Group, Inc. File No. 5-78537

Dear Ms. Liao:

We have reviewed the above-referenced filing and have the following comments.

Section 7. Certain Information Concerning the Company, page 10

1. We note your response to prior comment 7. Please revise the Schedule TO to indicate that the assumptions you list are the only material assumptions underlying the projections.

Closing Comments As appropriate, please amend your document in response to these comments. You may wish to provide us with marked copies of the amendment, if required, to expedite our review. Please furnish a cover letter with your amendment that keys your responses to our comments and provides any requested supplemental information. Detailed cover letters greatly facilitate our review. Please file your cover letter on EDGAR. Please understand that we may have additional comments after reviewing your amendment and responses to our comments. In addition, depending upon your response to these comments, a supplement may need to be sent to security holders.

Please direct any questions to me at (202) 942-1976. You may also contact me via facsimile at (202) 942-9638. Please send all correspondence to us at the following ZIP code: 20549-0303.

Sincerely,
Michael Pressman
Office of Mergers
and Acquisitions

Show Raw Text
<DOCUMENT>
<TYPE>LETTER
<SEQUENCE>1
<FILENAME>filename1.txt
<TEXT>
February 4, 2005

Via Facsimile (212) 848-7179 and U.S. Mail

Carol Liao, Esq.
Shearman & Sterling
599 Lexington Avenue
New York, NY 10022

Re:	Education Lending Group, Inc.
	Schedule TO-T filed January 14, 2005, as amended
	By CIT ELG and CIT Group, Inc.
      File No. 5-78537

Dear Ms. Liao:

      We have reviewed the above-referenced filing and have the
following comments.

Section 7. Certain Information Concerning the Company, page 10

1. We note your response to prior comment 7.  Please revise the
Schedule TO to indicate that the assumptions you list are the only
material assumptions underlying the projections.

Closing Comments
      As appropriate, please amend your document in response to
these comments.  You may wish to provide us with marked copies of the
amendment, if required, to expedite our review.  Please furnish a
cover letter with your amendment that keys your responses to our
comments and provides any requested supplemental information.
Detailed cover letters greatly facilitate our review.  Please file
your cover letter on EDGAR.  Please understand that we may have
additional comments after reviewing your amendment and responses
to our comments.  In addition, depending upon your response to these
comments, a supplement may need to be sent to security holders.

      Please direct any questions to me at (202) 942-1976.  You
may also contact me via facsimile at (202) 942-9638.  Please send all
correspondence to us at the following ZIP code:  20549-0303.

      						Sincerely,

							Michael Pressman
							Office of Mergers
							and Acquisitions

</TEXT>
</DOCUMENT>