FOURTH AMENDMENT TO THE MARKETING AND ADMINISTRATIVE SERVICES AGREEMENT

THIS FOURTH AMENDMENT TO THE MARKETING AND ADMINISTRATIVE SERVICES AGREEMENT, hereinafter referred to as the “Fourth Amendment,” is effective on this 1st day of February, 2006, by and between STUDENT LOAN XPRESS, INC., a Delaware corporation, hereinafter referred to as “SLX,”, having its principal place of business at 12680 High Bluff Drive, Suite 310, San Diego, California 92130, and RELIANT PARTNERS LLC, a California limited liability company, hereinafter referred to as “Marketer,” having its business address as 11526 Sorrento Valley Road, Suite A-1, San Diego, California 92121.

WHEREAS, SLX and Marketer desire to amend the Marketing and Administrative Services Agreement between the parties, dated December 1, 2001, as amended by the First Amendment, dated April 1, 2002, Letter Agreement, executed February 7, 2003, as amended by the Second Amendment, dated November 1, 2004, and as amended by the Third Amendment, dated April 1, 2005, hereinafter, collectively referred to as the “Marketing Agreement,” to grant exclusivity to SLX for a seventeen (17) month period, to increase the Marketing Fee payment, to decrease the ABI, and to each year review performance and compensation.

WHEREAS, SLX desires Marketer to exclusively market on behalf of SLX FFELP Loans, Consolidation Loans and private Loan to Learn™ loans offered by SLX, or its affiliates, (“Private Loan to Learn™ Loans”) to current and prospective customers of Marketer in the form of leads for Private Loan to Learn™ Loans; and

WHEREAS, Marketer desires to exclusively market on behalf of SLX the FFELP Loans, Consolidation Loans, and Private Loan to Learn™ Loans offered by or through SLX, or its affiliates, on the terms and conditions hereinafter set forth.

NOW, THEREFORE, in consideration of the foregoing and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, the parties mutually agree as follows: