SEC Form 4
FORM 4 UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940
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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
1. Name and Address of Reporting Person*
CHRISTIANSON TONY

(Last) (First) (Middle)
C/O CHERRY TREE INVESTMENTS, INC.
301 CARLSON PARKWAY, SUITE 103

(Street)
MINNETONKA MN 55305

(City) (State) (Zip)
2. Issuer Name and Ticker or Trading Symbol
PEOPLES EDUCATIONAL HOLDINGS [ PEDH ]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
X Director X 10% Owner
Officer (give title below) Other (specify below)
3. Date of Earliest Transaction (Month/Day/Year)
05/20/2009
4. If Amendment, Date of Original Filed (Month/Day/Year)
6. Individual or Joint/Group Filing (Check Applicable Line)
Form filed by One Reporting Person
X Form filed by More than One Reporting Person
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3) 2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code (Instr. 8) 4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5) 5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4) 6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 7. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V Amount (A) or (D) Price
Common Stock 01/30/2009 P 3,300 A $1(3) 1,781,241 I see footnotes(1)(2)
Common Stock 05/20/2009 S 385,662 D (4) 1,395,579 I see footnote(1)(2)
Common Stock 05/20/2009 P 385,662 A (4) 1,781,241 I see footnote(1)(2)
Common Stock 05/20/2009 S 105,707 D $0.8935(5) 1,675,534 I see footnote(1)(2)
Common Stock 05/20/2009 P 105,707 A $0.8935(5) 1,781,241 I see footnote(1)(2)
Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3) 2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code (Instr. 8) 5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5) 6. Date Exercisable and Expiration Date (Month/Day/Year) 7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4) 8. Price of Derivative Security (Instr. 5) 9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) 10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4) 11. Nature of Indirect Beneficial Ownership (Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
1. Name and Address of Reporting Person*
CHRISTIANSON TONY

(Last) (First) (Middle)
C/O CHERRY TREE INVESTMENTS, INC.
301 CARLSON PARKWAY, SUITE 103

(Street)
MINNETONKA MN 55305

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
X Director X 10% Owner
Officer (give title below) Other (specify below)
1. Name and Address of Reporting Person*
Adam Smith Companies, LLC

(Last) (First) (Middle)
C/O CHERRY TREE INVESTMENTS, INC.
301 CARLSON PARKWAY, SUITE 103

(Street)
MINNETONKA MN 55305

(City) (State) (Zip)

Relationship of Reporting Person(s) to Issuer
Director X 10% Owner
Officer (give title below) Other (specify below)
Explanation of Responses:
1. The shares beneficially owned by the reporting persons after the transactions reported herein include: (a) 109,007 shares owned directly by Adam Smith Growth Partners, a Limited Partnership. These shares are indirectly owned by Adam Smith Companies, LLC, as general partner of Adam Smith Growth Partners, and by Tony J. Christianson, as manager of Adam Smith Companies. (b) 61,248 shares owned directly by Adam Smith Fund, LLC. These shares are indirectly owned by Adam Smith Management, LLC, as manager of Adam Smith Fund, by Adam Smith Companies, as manager of Adam Smith Management, and by Tony J. Christianson, as manager of Adam Smith Companies. (c) 1,610,986 shares owned directly by School Power Limited Partnership. These shares are indirectly owned by Adam Smith Companies, as general partner of School Power, and by Tony J. Christianson, as manager of Adam Smith Companies.
2. The reporting persons disclaim beneficial ownership of the shares reported herein except to the extent of their pecuniary interests in the shares. This report shall not be deemed an admission by any of the reporting persons that it is the beneficial owner of the shares reported herein for purposes of Section 16 or any other purpose.
3. On January 30, 2009, Adam Smith Growth Partners purchased 3,300 shares of PEDH.
4. On May 20, 2009, Adam Smith Growth Partners acquired partnership nterests in School Power from Adam Smith Fund for an aggregate consideration of $407,995. The transferred interest included an indirect interest in 385,662 shares of PEDH.
5. On May 20, 2009, Adam Smith Growth Partners acquired 105,707 shares from Adam Smith Fund of PEDH.
Remarks:
/s/Tony Christianson 05/21/2009
Adam Smith Companies, LLC By: /s/ Tony Christianson, Manager 05/21/2009
** Signature of Reporting Person Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
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