UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                              Washington, DC 20549




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

                                    FORM 8-K

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


        Date of Report (Date of earliest event reported): April 22, 2004



                          Sylvan Learning Systems, Inc.
               (Exact Name of Registrant as Specified in Charter)





            Maryland                      0-22844               52-1492296
(State or Other Jurisdiction of   (Commission File Number)     (IRS Employer
         Incorporation)                                     Identification No.)





                  1001 Fleet Street, Baltimore, Maryland   21202
               (Address of Principal Executive Offices) (ZIP Code)





       Registrant's telephone number, including area code: (410) 843-8000










Item 7.       Financial Statements and Exhibits.

              (c)  Exhibits

Exhibit       Description
-------       -----------

99.01         Press Release issued April 22, 2004.


Item 12.    Disclosure of Results of Operations and Financial Condition

         On April 22, 2004 the Company issued a press release announcing its
financial results for the first quarter ended March 31, 2004. A copy of the
release is furnished as Exhibit 99.01 to this Current Report on Form 8-K. The
Registrant has posted this Current Report on Form 8-K on its internet website at
www.sylvan.net.

         The information in this Form 8-K and the Exhibit attached hereto shall
not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act
of 1934, nor shall it be deemed incorporated by reference in any filing under
the Securities Exchange Act of 1933, except as shall be expressly set forth by
specific reference in such filing.













                                    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.

                              SYLVAN LEARNING SYSTEMS, INC.



                              /s/Sean R. Creamer
                              --------------------------------------------------
                              Name: Sean R. Creamer
                              Title: Senior Vice President and
                                     Chief Financial Officer

Date:  April 22, 2004






Exhibit Index

Exhibit       Description
-------       -----------

99.01         Press Release issued April 22, 2004.