SEC FORM 3

SEC Form 3

FORM 3

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES

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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1. Name and Address of Reporting Person^*

BISHOP TERRI C

(Last)

(First)

(Middle)

4615 EAST ELWOOD STREET

(Street)

PHOENIX

85040

(City)

(State)

(Zip)

2. Date of Event Requiring Statement (Month/Day/Year)
06/12/2006

3. Issuer Name and Ticker or Trading Symbol
APOLLO GROUP INC [ APOL ]

4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Chief Communications Officer

5. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Beneficially Owned
1. Title of Security (Instr. 4)	2. Amount of Securities Beneficially Owned (Instr. 4)	3. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	4. Nature of Indirect Beneficial Ownership (Instr. 5)
Class A Common Stock	1,359	D

Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 4)	2. Date Exercisable and Expiration Date (Month/Day/Year)		3. Title and Amount of Securities Underlying Derivative Security (Instr. 4)		4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
1. Title of Derivative Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security	5. Ownership Form: Direct (D) or Indirect (I) (Instr. 5)	6. Nature of Indirect Beneficial Ownership (Instr. 5)
Non-Qualified Stock Option (right to buy)	01/02/2003	01/02/2012	Class A Common Stock	150	$29.3267	D
Non-Qualified Stock Option (right to buy)	08/31/2003	10/22/2012	Class A Common Stock	10,000	$41.92	D
Non-Qualified Stock Option (right to buy)	08/31/2004	10/20/2013	Class A Common Stock	5,000	$60.9	D
Non-Qualified Stock Option (right to buy)	08/31/2006⁽¹⁾	11/01/2015	Class A Common Stock	4,000	$63.79	D
Non-Qualified Stock Option (right to buy)	08/31/2005⁽²⁾	08/06/2014	Class A Common Stock	5,000	$71.23	D

Explanation of Responses:

1. 25% of the shares covered by this option shall vest on the following dates: August 31,2006, August 31,2007, August 31, 2008 and August 31,2009.

2. 2,500 options were exercisable as of August 31, 2005. The remaining options shall vest as follows: 1,250 on August 31, 2007 1,250 on August 31, 2008 These 2,500 unvested options may vest at an accelerated rate if certain operational goals are achieved as of August 31, 2006.

Remarks:

Ms. Bishop's direct ownership of 1,359 shares were purchased through an employee benefit plan that satisfies the coverage and participation requirements of Sections 423 (b) (3) and 423 (b) (5) of the Internal Revenue Code of 1986, or any successor provisions thereof.

	/s/ Terri C Bishop	06/21/2006
	** 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 5 (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).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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