Schedule 13G Amendment No.2

-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, BSF/EOI/c60atxUQe0bOCWRzzU65lgBrH4CfpopgpykIEfGn1eGPCsXIP7Mcl9cB /lteKiMTShqOssThCf9wvQ== 0001193125-07-032056.txt : 20070214 0001193125-07-032056.hdr.sgml : 20070214 20070214173038 ACCESSION NUMBER: 0001193125-07-032056 CONFORMED SUBMISSION TYPE: SC 13G/A PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20070214 DATE AS OF CHANGE: 20070214 GROUP MEMBERS: MICHAEL ACKERMAN GROUP MEMBERS: VIRGINIA JEAN ACKERMAN SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: LAUREATE EDUCATION, INC. CENTRAL INDEX KEY: 0000912766 STANDARD INDUSTRIAL CLASSIFICATION: SERVICES-EDUCATIONAL SERVICES [8200] IRS NUMBER: 521492296 STATE OF INCORPORATION: MD FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A SEC ACT: 1934 Act SEC FILE NUMBER: 005-42825 FILM NUMBER: 07623007 BUSINESS ADDRESS: STREET 1: 1001 FLEET STREET CITY: BALTIMORE STATE: MD ZIP: 21202 BUSINESS PHONE: 4108436100 MAIL ADDRESS: STREET 1: 1001 FLEET STREET CITY: BALTIMORE STATE: MD ZIP: 21202 FORMER COMPANY: FORMER CONFORMED NAME: SYLVAN LEARNING SYSTEMS INC DATE OF NAME CHANGE: 19930929 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: Ackerman-Walden Limited Partnership Florida Tax Intangible Trust Dated 12/20/04 CENTRAL INDEX KEY: 0001313689 IRS NUMBER: 000000000 STATE OF INCORPORATION: FL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: SC 13G/A BUSINESS ADDRESS: STREET 1: C/O CHANDELLE VENTURES INC. STREET 2: 24311 WALDEN CENTER DRIVE, SUITE 300 CITY: BONITA SPRINGS STATE: FL ZIP: 34134 BUSINESS PHONE: 239-949-5160 MAIL ADDRESS: STREET 1: C/O CHANDELLE VENTURES INC. STREET 2: 24311 WALDEN CENTER DRIVE, SUITE 300 CITY: BONITA SPRINGS STATE: FL ZIP: 34134 SC 13G/A 1 dsc13ga.htm SCHEDULE 13G AMENDMENT NO.2 Schedule 13G Amendment No.2


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UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13G

Under the Securities Exchange Act of 1934

(Amendment No. 2)*

Laureate Education, Inc.

(Name of Issuer)

Common Stock

(Title of Class of Securities)

518613104

(CUSIP Number)

December 31, 2006

(Date of Event which Requires Filing of this Statement)

Check the appropriate box to designate the rule pursuant to which this Schedule is filed:

¨ Rule 13d-1(b)

x Rule 13d-1(c)

¨ Rule 13d-1(d)

The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.

The information required on the remainder of this cover page shall not be deemed to be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934 (“Act”) or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).


CUSIP No. 518613104		13G		Page 2 of 8 Pages


1.		Name of Reporting Persons: Ackerman-Walden Limited Partnership Florida Intangible Tax Trust dated 12/20/04 I.R.S. Identification Nos. of above persons (entities only):


2.		Check the Appropriate Box if a Member of a Group
		(a) ¨
		(b) x
		Virginia Jean Ackerman and Michael Ackerman are trustees of the Ackerman-Walden Limited Partnership Florida Intangible Tax Trust dated 12/20/04 (the “Trust”), having joint responsibility for the disposition of assets held by the Trust. Mrs. Ackerman also owns 3,755 shares of Laureate Education, Inc. common stock. Mrs. Ackerman has sole voting and dispositive authority over such shares.
3.		SEC Use Only

4.		Citizenship or Place of Organization:

		Florida


NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5. Sole Voting Power:

		-0-
		6. Shared Voting Power:

		-0-
		7. Sole Dispositive Power:

		-0-
		8. Shared Dispositive Power:

		-0-


9.	Aggregate Amount Beneficially Owned by Each Reporting Person:

	-0-
10.	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)	x

	The aggregate amount excludes 3,755 shares over which Mrs. Ackerman has sole voting and dispositive authority.
11.	Percent of Class Represented by Amount in Row (9):

	0%
12.	Type of Reporting Person (See Instructions):

	OO

Page 2 of 8


CUSIP No. 518613104		13G		Page 3 of 8 Pages


1.		Name of Reporting Persons: Virginia Jean Ackerman I.R.S. Identification Nos. of above persons (entities only):


2.		Check the Appropriate Box if a Member of a Group
		(a) ¨
		(b) x
		Virginia Jean Ackerman and Michael Ackerman are trustees of the Ackerman-Walden Limited Partnership Florida Intangible Tax Trust dated 12/20/04 (the “Trust”), having joint responsibility for the disposition of assets held by the Trust. Mrs. Ackerman also owns 3,755 shares of Laureate Education, Inc. common stock. Mrs. Ackerman has sole voting and dispositive authority over such shares.
3.		SEC Use Only

4.		Citizenship or Place of Organization:

		Florida


NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5. Sole Voting Power:

		3,755
		6. Shared Voting Power:

		-0-
		7. Sole Dispositive Power:

		3,755
		8. Shared Dispositive Power:

		-0-


9.	Aggregate Amount Beneficially Owned by Each Reporting Person:

	3,755
10.	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)	¨


11.	Percent of Class Represented by Amount in Row (9):

	less than 0.001%
12.	Type of Reporting Person (See Instructions):

	IN

Page 3 of 8


CUSIP No. 518613104		13G		Page 4 of 8 Pages


1.		Name of Reporting Persons: Michael Ackerman I.R.S. Identification Nos. of above persons (entities only):


2.		Check the Appropriate Box if a Member of a Group
		(a) ¨
		(b) x
		Virginia Jean Ackerman and Michael Ackerman are trustees of the Ackerman-Walden Limited Partnership Florida Intangible Tax Trust dated 12/20/04 (the “Trust”), having joint responsibility for the disposition of assets held by the Trust. Mrs. Ackerman also owns 3,755 shares of Laureate Education, Inc. common stock. Mrs. Ackerman has sole voting and dispositive authority over such shares.
3.		SEC Use Only

4.		Citizenship or Place of Organization:

		Colorado


NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH		5. Sole Voting Power:

		-0-
		6. Shared Voting Power:

		-0-
		7. Sole Dispositive Power:

		-0-
		8. Shared Dispositive Power:

		-0-


9.	Aggregate Amount Beneficially Owned by Each Reporting Person:

	-0-
10.	Check Box if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions)	x

	The aggregate amount excludes 3,755 shares over which Mrs. Ackerman has sole voting and dispositive authority.
11.	Percent of Class Represented by Amount in Row (9):

	0%
12.	Type of Reporting Person (See Instructions):

	IN

Page 4 of 8

Item 1

(a).

Name of Issuer:

Laureate Education, Inc.

Item 1

(b).

Address of Issuer’s Principal Executive Offices:

1001 Fleet Street, Baltimore, MD 21202

Item 2

(a).

Name of Person Filing:

This statement is being filed jointly by Ackerman-Walden Limited Partnership Florida Intangible Tax Trust dated 12/20/04, a Florida trust (the “Trust”), Virginia Jean Ackerman, as a trustee of the Trust, and Michael Ackerman, as a trustee of the Trust. All of the shares of common stock of the Company that were beneficially owned by the reporting persons were held directly by the Trust, except for 3,755 shares held directly by Virginia Jean Ackerman.

Item 2

(b).

Address of Principal Business Office or, if none, Residence:

Trust: c/o Chandelle Ventures Inc., 24311 Walden Center Drive, Bonita Springs, FL 34134. Michael Ackerman: 15 Cherry Hills Park Drive, Cherry Hills Village, CO 80113. Virginia Jean Ackerman: 8477 Bay Colony Drive, Apt. 501, Naples, FL 34108.

Item 2

(c).

Citizenship:

The Trust is organized under the laws of the State of Florida. Virginia Jean Ackerman and Michael Ackerman are citizens of the United States.

Item 2

(d).

Title of Class of Securities:

Common Stock

Item 2

(e).

CUSIP Number:

518613104

Item 3.

If this Statement is Filed Pursuant to §240.13d-1(b) or §240.13d-2(b) or (c), check whether the person filing is a:

(a)

Broker or dealer registered under Section 15 of the Act (15 U.S.C. 78o).

(b)

Bank as defined in section 3(a)(6) of the Exchange Act (15 U.S.C. 78c)

(c)

Insurance company as defined in Section 3(a)(19) of the Act (15 U.S.C. 78c).

(d)

Investment company registered under Section 8 of the Investment Company Act of 1940 (15 U.S.C. 80a-8).

(e)

An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);

(f)

An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);

(g)

A parent holding company or control person in accordance with §240.13d-1(b)(1)(ii)(G);

(h)

A savings association as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);

(i)

A church plan that is excluded from the definition of an investment company under Section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80-a3);

(j)

Group, in accordance with §240.13d-1(b)(1)(ii)(J).

Page 5 of 8


Item 4.	Ownership.

	(a)	Amount beneficially owned:

		As of December 31, 2006 the Trust owned 0 shares of common stock of the Company. Mrs. Ackerman owns 3,755 shares of common stock of the Company, over which Mrs. Ackerman has sole voting and dispositive authority.

	(b)	Percent of class:

		0%

	(c)	Number of shares as to which the person has:

		(i)	Sole power to vote or to direct the vote:

			The Trust: 0

			Virginia Jean Ackerman: 3,755

			Michael Ackerman: 0

		(ii)	Shared power to vote of to direct the vote:

			The Trust: 0

			Virginia Jean Ackerman: 0

			Michael Ackerman: 0

		(iii)	Sole power to dispose or to direct the disposition of:

			The Trust: 0

			Virginia Jean Ackerman: 3,755

			Michael Ackerman: 0

		(iv)	Shared power to dispose or to direct the disposition of:

			The Trust: 0

			Virginia Jean Ackerman: 0

			Michael Ackerman: 0

Item 5.	Ownership of Five Percent or Less of a Class

	If this statement is being filed to report the fact that as of the date hereof the reporting person has ceased to be the beneficial owner of more than five percent of the class of securities, check the following. x

Item 6.	Ownership of More than Five Percent on Behalf of Another Person.

	Not applicable

Item 7.	Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company

	Not applicable.

Item 8.	Identification and Classification of Members of the Group

	Not applicable.

Item 9.	Notice of Dissolution of Group

	Not applicable.

Item 10.	Certification

	By signing below, I certify that, to the best of my knowledge and belief, the securities referred to above were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are not held in connection with or as a participant in any transaction having the purpose or effect.

Page 6 of 8

SIGNATURE

After reasonable inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.


Date: February 14, 2007 ACKERMAN-WALDEN LIMITED PARTNERSHIP FLORIDA INTANGIBLE TAX TRUST DTD 12/20/04

By:		/s/ Virginia Jean Ackerman
		Virginia Jean Ackerman, Trustee

By:		/s/ Michael Ackerman
		Michael Ackerman, Trustee

		/s/ Virginia Jean Ackerman
		Virginia Jean Ackerman

		/s/ Michael Ackerman
		Michael Ackerman

Page 7 of 8

AGREEMENT REGARDING

THE JOINT FILING OF SCHEDULE 13G

The undersigned hereby agree as follows:

(i) Each of them is individually eligible to use the Schedule 13G to which this Exhibit is attached, and such Schedule 13G is filed on behalf of each of them; and

(ii) Each of them is responsible for the timely filing of such Schedule 13G and any amendments thereto, and for the completeness and accuracy of the information concerning such person contained therein; but none of them is responsible for the completeness or accuracy of the information concerning the other persons making the filing, unless such person knows or has reason to believe that such information is inaccurate.

Dated: February 14, 2007


ACKERMAN-WALDEN LIMITED PARTNERSHIP FLORIDA INTANGIBLE TAX TRUST DTD 12/20/04

By:		/s/ Virginia Jean Ackerman
		Virginia Jean Ackerman, Trustee

By:		/s/ Michael Ackerman
		Michael Ackerman, Trustee

		/s/ Virginia Jean Ackerman
		Virginia Jean Ackerman

		/s/ Michael Ackerman
		Michael Ackerman

Page 8 of 8

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