LISTING SUPPLEMENT $189000000 Class A-1 Notes $342100000 ...

(13) Pro rata: any unreimbursed advances to The First Marblehead Corporation and
for all amounts in excess of the maximum amounts specified in clause (1), for indenture trustee
fees and expenses pursuant to the indenture; owner trustee fees and expenses pursuant to the trust
agreement; indemnities and expenses of the servicers; the portion of the administration fee
allocated to the notes and all unpaid administration fees from prior Collection Periods allocated
to the notes; broker-dealer fees and expenses pursuant to the broker-dealer agreements; auction
agent fees and expenses pursuant to the auction agency agreement;
(14) To the holders of the class A-1 notes, any remaining amounts until the
outstanding principal balance of that class is reduced to zero;
(15) On and after the 10% Pool Balance Distribution Date or a TERI Trigger Event, to
the holders of the notes or to the future distribution account, as the case may be, any remaining
amounts as payment of principal allocated among the noteholders as described in clause (11)
until paid in full; and
(16) To the structuring advisor, any unpaid and accrued structuring advisory fees, and
then to the certificateholders, any remaining amounts.
Upon any distribution to The First Marblehead Corporation or the certificateholders of
any amounts included as Available Funds, the noteholders will not have any rights in, or claims
to, those amounts.
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