UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of The Securities Exchange Act of 1934

Date of Report: December 16, 2010

(Date of earliest event reported)

The Student Loan Corporation

(Exact name of registrant as specified in its charter)

Delaware (State or other jurisdiction of incorporation or organization) 1-11616 (Commission File Number) 16-1427135 (I.R.S. Employer Identification No.)


750 Washington Boulevard
Stamford, Connecticut (Address of principal executive offices)	06901 (Zip Code)

(203) 975-6320

(Registrant's telephone number, including area code)

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

[ ]	Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

[ ]	Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

[ ]	Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

[ ]	Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

~~ITEM~~Item 51.~~07.~~01 ~~Submission~~Entry ofinto ~~Matters to~~ a ~~Vote~~Material ofDefinitive ~~Security Holders~~Agreement.

On December 1622, 2010, The Student Loan Corporation (the “Company”), ~~announced~~an 80% owned subsidiary of Citibank, N.A. (CBNA) entered into an Extension Letter (amendment) to extend the ~~final~~terms ~~voting~~of ~~results~~the ~~for~~Amended and Restated Omnibus Credit Agreement, dated as of January 29, 2010 (as amended by the ~~Special~~Amendment ~~Meeting~~No. 1 thereto, dated as of February 11, 2010) (the Credit Agreement), by and among the Company’s ~~Stockholders~~and ~~held~~CBNA. The amendment extends the terms of the Credit Agreement for a one day period ending on December 231, 2010 in an effort to ensure funding is in place for the Company until consummation of the Agreement and ~~adjourned~~Plan of Merger (the Merger Agreement), dated September 17, 2010, by and ~~reconvened~~among Discover Bank, Academy Acquisition Corp. and the Company (which is expected to take place on December 1631, 2010), (with potential extension up to March 31, 2011 if the ~~“Special~~Merger ~~Meeting”)~~Agreement does not close by December 31, 2010. At ~~the~~A ~~Special~~copy ~~Meeting~~of the ~~Company’s~~Extension ~~Stockholders~~Letter ~~approved~~is attached hereto as Exhibit 10.1 and is incorporated herein by reference. The foregoing description of the ~~following~~Extension ~~proposals:~~Letter does not purport to be complete and is qualified in its entirety by reference to such Exhibit 10.1.

1Item 5.02 ~~The~~Departure ~~proposal to adopt a resolution authorizing the transactions contemplated by the Asset Purchase Agreement, dated as~~ of ~~September~~Directors ~~17,~~or ~~2010,~~Certain ~~by and among The Student Loan Corporation~~Officers; ~~Citibank,~~Election ~~N.A.;~~of ~~Citibank (South Dakota) National Association~~Directors; ~~SLC~~Appointment ~~Student~~of ~~Loan~~Certain ~~Receivables I, Inc.~~Officers; ~~SLM~~Compensatory ~~Corporation;~~Arrangements ~~Bull~~of ~~Run~~Certain ~~1 LLC; SLM Education Credit Finance Corporation; and Sallie Mae, Inc~~Officers.

Number of Shares
Votes in Favor	Votes Against	Abstain	Broker Non-Votes
19,161,199	81,911	275	0

On December 16, 2010, the Company received notification from Discover Bank that, upon completion of the Merger Agreement, Patricia A. Morris will be vacating her position of Chief Risk Officer of the Company. The transaction is expected to occur on December 31, 2010, at which time Ms. Morris will assume another position within Citi.

2Item 9. ~~The proposal to adopt the Agreement and Plan of Merger, dated as of September 17, 2010, by and among The Student Loan Corporation, Discover Bank and Academy Acquisition Corp~~01., aFinancial ~~wholly~~Statements ~~owned subsidiary of Discover Bank,~~ and approve the merger of Academy Acquisition Corp. with and into The Student Loan Corporation, with The Student Loan Corporation continuing as the surviving corporation and a wholly owned subsidiary of Discover Bank.Exhibits

Number of Shares
Votes in Favor	Votes Against	Abstain	Broker Non-Votes
19,158,441	84,669	275	0

A copy of the related press release is being filed as Exhibit 99.1 to this Form 8-K and is incorporated herein by reference in its entirety.

ITEM 9.01. Financial Statements and Exhibits

(d) Exhibits

Exhibit No. Description

9910.1 ~~Press~~ ~~Release~~Amendment No. 2, dated December 1622, 2010, ~~issued~~to the Amended and Restated Omnibus Credit Agreement, by and among the Company and CBNA.

~~The~~SIGNATURE ~~Student~~Pursuant ~~Loan~~to ~~Corporation~~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 hereunto duly authorized.

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 hereunto duly authorized.

	THE STUDENT LOAN CORPORATION



Date: December 22, 2010

	By: /s/ Joseph P. Guage
	Name: Joseph P. Guage
	Title: Chief Financial Officer

	THE STUDENT LOAN CORPORATION
Date: December 17, 2010
	By: /s/ Joseph P. Guage
	Name: Joseph P. Guage
	Title: Chief Financial Officer

INDEX TO EXHIBITS

Exhibit No. Description

9910.1 ~~Press~~ ~~Release~~Amendment No. 2, dated December 1622, 2010, to the Amended and Restated Omnibus Credit Agreement by and among the Company and CBNA.

issued by The Student Loan Corporation

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