8-K

UNITED STATESSECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

May 9, 2013
(Date of earliest event reported)

American Public Education, Inc.

(Exact Name of Registrant as Specified in its Charter)

Delaware	001-33810	01-0724376
(State or other jurisdiction of Incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

111 W. Congress Street Charles Town, West Virginia	25414	304-724-3700
(Address of principal executive offices)	(Zip Code)	(Registrant's telephone number including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

⃞ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

⃞ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

⃞ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

⃞ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Section 2 – Financial Information
Item 2.02     Results of Operations and Financial Condition.

On May 9, 2013, American Public Education, Inc. issued a press release reporting financial results for the quarter ended March 31, 2013.  A copy of American Public Education’s press release is attached to this report as Exhibit 99.1 and is incorporated in this report by reference.  American Public Education has scheduled a conference call and webcast for 5:00 p.m. Eastern time on May 9, 2013 to discuss its financial results, and slides for that call are attached to this report as Exhibit 99.2 and are incorporated in this report by reference.  A copy of the investor fact sheet is attached to this report as Exhibit 99.3 and is incorporated in this report by reference.

Section 9 – Financial Statements and Exhibits
Item 9.01     Financial Statements and Exhibits.

(d)     Exhibits

99.1	American Public Education, Inc. press release dated May 9, 2013, reporting financial results for the quarter ended March 31, 2013.
99.2	American Public Education, Inc. slides for May 9, 2013 conference call and webcast for the quarter ended March 31, 2013.
99.3	American Public Education, Inc. fact sheet posted to its investor relations website on May 9, 2013.

SIGNATURES

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.

		American Public Education, Inc.
Date:	May 9, 2013	By:	/s/ Harry T. Wilkins
			Harry T. Wilkins, Executive Vice President and
			Chief Financial Officer

EXHIBIT INDEX

99.1	American Public Education, Inc. press release dated May 9, 2013, reporting financial results for the quarter ended March 31, 2013.
99.2	American Public Education, Inc. slides for May 9, 2013 conference call and webcast for the quarter ended March 31, 2013.
99.3	American Public Education, Inc. fact sheet posted to its investor relations website on May 9, 2013.

EX-99.1

Exhibit 99.1

American Public Education Reports First Quarter 2013 Results

CHARLES TOWN, W. Va.--(BUSINESS WIRE)--May 9, 2013--American Public Education, Inc. (NASDAQ: APEI) – parent company of online learning provider American Public University System (APUS), which operates through American Military University (AMU) and American Public University (APU) – announced financial results for the quarter ended March 31, 2013.

Recent Highlights:

• Net course registrations increased to approximately 109,700 in the first quarter of 2013, a year-over-year increase of 9%.
• Net course registrations by new students in the first quarter of 2013 were approximately 19,100, a decrease of approximately -7% over the same period of 2012.
• First quarter 2013 revenues increased 11% to $83.8 million, compared to $75.8 million in the first quarter of 2012.
• Income from operations before interest income and income taxes in the first quarter of 2013 increased 22% to $18.2 million, compared to $14.9 million in the same period of 2012.
• Net income for the first quarter of 2013 increased 25% to $11.4 million, or $0.63 per diluted share, compared to $9.1 million, or $0.50 per diluted share, in the same period of 2012.

Financial and Other Results:

Total revenues for the first quarter of 2013 increased 11% to $83.8 million, compared to total revenues of $75.8 million in the first quarter of 2012. Income from operations before interest income and income taxes in the first quarter of 2013 increased 22% to $18.2 million, compared to $14.9 million in the same period of 2012. Stock-based compensation expense reduced each period’s operating income by approximately $1.0 million in the first quarter of 2013 and in the first quarter of 2012.

Net income for the first quarter of 2013 was $11.4 million, or $0.63 per diluted share, which includes $0.03 per diluted share in stock-based compensation expense, net of tax. This compares to net income of $9.1 million, or $0.50 per diluted share for the first quarter of 2012, including $0.03 per diluted share in stock-based compensation expense, net of tax. The weighted average diluted shares outstanding for the first quarter of 2013 and for the first quarter of 2012 were approximately 18.0 million and 18.2 million, respectively.

Total cash and cash equivalents as of March 31, 2013 were approximately $120.6 million with no long-term debt. Cash from operations for the three months ended March 31, 2013 was approximately $20.6 million, compared to $14.8 million in the same period of 2012. Capital expenditures were approximately $5.9 million for the three months ended March 31, 2013, compared to $6.6 million in the prior year period. Depreciation and amortization was $3.2 million for the three months ended March 31, 2013 and $2.7 million for the same period of 2012.

Net Course Registrations: For the three months ended March 31,
		2013	2012	% Change
	Net Course Registrations by New Students	19,100	20,500	-7%
	Net Course Registrations	109,700	101,000	9%

Note: Net course registrations represent the aggregate number of classes in which students remain enrolled after the date by which they may drop the course without financial penalty. Net course registrations and net course registration growth rates include registrations for certain one-credit courses (non-lab courses) and other non-credit registrations in the current and prior year periods.

Second Quarter 2013 Outlook:

The following statements are based on current expectations. These statements are forward-looking and actual results may differ materially. The Company undertakes no obligation to update publicly any forward-looking statements for any reason.

The Company believes that the temporary suspension of Department of Defense (DoD) voluntary education Tuition Assistance (TA) programs negatively impacted net course registrations in the months of April and May 2013.

As a result of the temporary suspension of TA, sequestration-related events and other possible factors, American Public Education anticipates second quarter 2013 net course registrations by new students to decline between -14% and -10% year-over-year; net course registrations to increase between approximately 9% and 12% year-over-year; and revenues to increase between approximately 10% and 13% over the prior year period.

In the second quarter of 2013, the Company expects net income to be between $0.53 and $0.58 per diluted share, which includes approximately $0.02 to $0.03 per diluted share of legal and financial due diligence expenses incurred in connection with the Company's review of potential transactions.

Webcast:

A live webcast of the Company’s first quarter earnings conference call will be broadcast today at 5:00 p.m. Eastern time. This call will be open to listeners who log in through the Company's investor relations website, www.AmericanPublicEducation.com.

A replay of the live webcast will also be available starting approximately one hour after the conclusion of the live conference call. The replay will be archived and available to listeners for one year.

About American Public Education, Inc.

American Public Education, Inc. (NASDAQ: APEI) is an online provider of higher education focused primarily on serving the military and public service communities. American Public University System (APUS), wholly owned by APEI, operates through American Military University (AMU) and American Public University (APU). APUS serves more than 100,000 adult learners worldwide and offers 87 degree programs in fields ranging from homeland security, military studies, intelligence, and criminal justice to technology, business administration, public health, and liberal arts. Nationally recognized for its best practices in online higher education, APUS provides an affordable education through classes taught by experienced faculty who are committed to the academic achievement of their students.

American Public University System is accredited by The Higher Learning Commission and is a member of the North Central Association of Colleges and Schools (www.ncahlc.org). For more information about APUS graduation rates, median debt of students who completed programs, and other important information, visit www.apus.edu/disclosure.

Forward Looking Statements

Statements made in this press release regarding American Public Education, Inc., or its subsidiaries, that are not historical facts are forward-looking statements based on current expectations, assumptions, estimates and projections about American Public Education, Inc. and the industry. These forward-looking statements are subject to risks and uncertainties that could cause actual future events or results to differ materially from such statements. Forward-looking statements can be identified by words such as "anticipate", "believe", "could", "estimate", "expect", "intend", "may", "should", "will" and "would". These forward-looking statements include, without limitation, statements regarding expected growth, expected revenues and expected earnings. Actual results could differ materially from those expressed or implied by these forward-looking statements as a result of various factors, including the various risks described in the "Risk Factors" section and elsewhere in the Company’s Annual Report on Form 10-K for the year ended December 31, 2012 and other filings with the SEC. The Company undertakes no obligation to update publicly any forward-looking statements for any reason, even if new information becomes available or other events occur in the future.

American Public Education, Inc.
Consolidated Statement of Income
(In thousands, except per share data)
	Three Months Ended
	March 31,
	2013		2012
	(Unaudited)
Revenues	$	83,840	$	75,822
Costs and expenses:
Instructional costs and services		28,405		27,853
Selling and promotional		16,539		14,371
General and administrative		17,479		16,072
Depreciation and amortization		3,207		2,656
Total costs and expenses		65,630		60,952
Income from operations before interest income and income taxes		18,210		14,870
Interest income, net		64		21
Income before income taxes		18,274		14,891
Income tax expense		6,850		5,808
Equity investment loss, net of taxes		48		-
Net income	$	11,376	$	9,083
Net Income per common share:
Basic		0.64	$	0.51
Diluted		0.63	$	0.50
Weighted average number of common shares:
Basic		17,764		17,854
Diluted		18,000		18,234

CONTACT:
American Public Education, Inc.
Harry T. Wilkins, CPA, 304-724-3722
Executive Vice President and Chief Financial Officer
or
Christopher L. Symanoskie, 703-334-3880
Vice President, Investor Relations

EX-99.2

Exhibit 99.2

First Quarter 2013 Conference Call May 9, 2013

Safe Harbor Statement Statements made in this presentation regarding American Public Education, Inc. or its subsidiaries, that are not historical facts are forward-looking statements based on current expectations, assumptions, estimates and projections about American Public Education and the industry. These forward-looking statements are subject to risks and uncertainties that could cause actual future events or results to differ materially from such statements. Forward-looking statements are sometimes identified by words such as “ anticipate ” , “believe”, “could", “estimate”, “expect”, “intend”, “may”, “should“, “will” and “would”. These forward-looking statements include, without limitation, statements on slide “First Quarter 2013 Outlook”, as well as statements regarding expected growth. Actual results could differ materially from those expressed or implied by these forward-looking statements as a result of various factors, including the various risks described in the “Risk Factors” section and elsewhere in the Company’s Annual Report on Form 10-K for the year ended December 31, 2012 as filed with the SEC, quarterly report on Form 10-Q for the three months ended March 31 2013 as filed with the SEC and in the Company’s other filings with the SEC The 31, SEC, Company s SEC. Company undertakes no obligation to update publicly any forward-looking statements for any reason, even if new information becomes available or other events occur in the future. LEARN. ADVANCE. LEAD. 2

First Quarter 2013 Highlights Continued Execution of LT Strategic Plan Expanding focus on relationships and referrals; programmatic emphasis on high-demand fields New Corporate and Other Relationships: Booz Allen Hamilton National Contract Management Association (NCMA) National Retail Federation Foundation (NRF) Several Chiefs of Police Associations ePress and other initiatives helped drive first quarter operating margin expansion Slightly lower bad debt expense as percent of revenue, compared to the prior year Recent new hires and promotions: Michael P. Miotto, Senior Vice President and CIO Richard Sunderland, Senior Vice President, Finance Net Course Registrations by Primary Funding Source Cash & Other 12% FSA/Title IV 35% VA 15% Military/TA 39% For three months ending March 31, 2013 Pay Type YTD 2013 Growth (y/y) FSA/Title IV 11% VA 33% Military/TA 5% Cash & Other -7% 3

upport “Growth” Quality Growth Strategy APUS is currently adopting an

mapping all courses to the Lumina Foundation for Education’s Degree Qualifications Profile (DQP). APUS is adopting technology to make our websites, campus and classroom easily accessible by multiple devices. Faculty research grants designed to advance online higher education knowledge and practice in key discipline areas were recently awarded to 15 APUS faculty. APEI made an investment in Fidelis Education - a technology platform that assists service members and working adults in completing online university and college coursework. In 2013, 16 APUS students and alumni were selected as Finalists to the Presidential Management Fellows (PMF) program and APUS became the first online school approved to be a charter member of Phi Alpha Delta, an international law fraternity. 4

APEI’s 2013 Strategic Goals Leveraging Unique Strengths & Expanding Opportunities Expand Presence in Military & Civilian Communities Increasing focus on relationships and referrals Programmatic focus on high-demand fields Develop Operational Efficiencies & Innovative Technologies Expand ePress initiative to combat textbook inflation Optimize financial aid processing Advance academic and distance learning innovations Build New Relationships & Diversify Revenue Sources Corporations, associations, community colleges, and government agencies Expand international and corporate training opportunities Further develop “school as a service” offerings Corporate, Agencies & Professional Associations Universities & Community Colleges International Outreach Support Services Education Hosting Educational Vendors (eg: New Horizons) Non‐Degree Credentialing New Markets & Segments (eg: Corporate Training) 5

First Quarter 2013 Financial Highlights Initiatives Drive Margin Improvement Revenues increased 11% to $83.8 million, compared to the first quarter of 2012. Income from operations before interest income and income taxes increased 22% to $18.2 million, compared to the first quarter of 2012. Overall operating margins improved in the first quarter of 2013: Instructional costs as a percentage of revenue improved in the three months ended March 31, 2013 as a result of increased utilization of full-time faculty and improved textbook costs due to e-press initiatives. Selling and promotional expenses increased as a percent of revenue due in part to higher costs associated with online advertising as well as increased staff focused on strategic relationships. General and administrative expenses as a percentage of revenues decreased in part due to headcount growing at a slower rate than revenue. Bad debt expense declined to 4.3% of revenue, compared to 4.5% of revenue in the first quarter of 2013 and a high of 5.1% of revenue in the second quarter of 2012. Net income was $11.4 million or approximately $0.63 per diluted share. Cash and cash equivalents of $120.6 million with no long-term debt. 6

Second Quarter 2013 Outlook The following statements are based on current expectations. These statements are forward-looking and actual results may differ materially. Second Quarter 2013 Approximate Growth (y/y) Net course registration growth by new students -14% to -10% Net course registration growth 9% to 12% Revenue growth 10% to 13% Net income per diluted share $0.53 to $0.58 Adjusted net income per diluted share* $0.56 to $0.60 Financial Considerations: APEI believes net course registration growth in the second quarter was adversely impacted by the temporary suspension of tuition assistance programs by certain branches of the U.S. Military. * Adjusted net income per diluted share is a non‐GAAP number that excludes approximately $0.02 to $0.03 per diluted share in legal and financial due diligence expenses. The Company believes this adjusted measures is useful to investors as a supplement to, but not as a substitute for, GAAP measures in evaluating the Company's guidance, particularly when comparing to prior periods. 7

First Quarter 2013 Conference Call May 9, 2013

EX-99.3

Exhibit 99.3