X0303 4 2009-03-18 0 0001201792 AMERICAN PUBLIC EDUCATION INC APEI 0001365552 Camden Partners Strategic Manager, LLC 500 EAST PRATT STREET SUITE 1200 BALTIMORE MD 21202 1 0 0 0 0001317017 Camden Partners Strategic III, LLC 500 EAST PRATT STREET, SUITE 1200 BALTIMORE MD 21202 1 0 0 0 0001283497 CAMDEN PARTNERS STRATEGIC FUND III LP 500 EAST PRATT STREET, SUITE 1200 BALTIMORE MD 21202 1 0 0 0 0001283498 CAMDEN PARTNERS STRATEGIC FUND III-A LP 500 EAST PRATT STREET, SUITE 1200 BALTIMORE MD 21202 1 0 0 0 0001211905 BERKELEY RICHARD M C/O CAMDEN PARTNERS 500 EAST PRATT STREET, SUITE 1200 BALTIMORE MD 21202 1 0 0 0 0001211899 HUGHES DONALD W C/O CAMDEN PARTNERS 500 EAST PRATT STREET, SUITE 1200 BALTIMORE MD 21202 1 0 0 0 0001211913 JOHNSTON RICHARD M C/O CAMDEN PARTNERS 500 EAST PRATT STREET, SUITE 1200 BALTIMORE MD 21202 1 0 0 0 0001025664 WARNOCK DAVID L C/O CAMDEN PARTNERS 500 EAST PRATT ST, SUITE 1200 BALTIMORE MD 21202 1 0 0 0 Common Stock, par value $.01 2009-03-18 4 S 0 32800 41.78 D 20288 I See Footnote Common Stock, par value $.01 2009-03-18 4 S 0 800 41.30 D 19488 I See Footnote Common Stock, par value $.01 2009-03-19 4 S 0 18555 41.73 D 933 I See Footnote The price of $41.78 per share represents a weighted average of sales prices ranging from $41.36 to $42.32 per share. The reporting person undertakes to provide upon request by the Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased or sold at each separate price. Consists of 933 shares of Common Stock directly owned by David L. Warnock. CPSM, CPS III and each of the Managing Members disclaims beneficial ownership of the Common Stock held directly by David L. Warnock, except to the extent of its or his pecuniary interest therein. The price of $41.30 per share represents a weighted average of sales prices ranging from $41.20 to $41.32 per share. The reporting person undertakes to provide upon request by the Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased or sold at each separate price. The price of $41.73 per share represents a weighted average of sales prices ranging from $41.27 to $42.20 per share. The reporting person undertakes to provide upon request by the Commission staff, the issuer, or a security holder of the issuer, full information regarding the number of shares purchased or sold at each separate price. This report is being filed by Camden Partners Strategic Manager, LLC, as the managing member of Camden Partners Strategic III, LLC. This report includes reports by members of Camden Partners Strategic Fund III, L.P. and Camden Partners Strategic Fund III-A, L.P. This report is being filed jointly by Camden Partners Strategic Manager, LLC ("CPSM"), Camden Partners Strategic III, LLC ("CPS III"), Camden Partners Strategic Fund III, L.P. ("Fund III"), Camden Partners Strategic Fund III-A, L.P. ("Fund III-A"), Donald W. Hughes, David L. Warnock, Richard M. Johnston and Richard M. Berkeley (the "Managing Members") (collectively, the "Reporting Persons"). The Managing Members are the managing members of CPSM, which is the managing member of CPS III. CPS III is the General Partner of Fund III and Fund III-A (such funds together, the "Funds"). The Funds may each be deemed a director by deputization as a result of David L. Warnock, a managing member of CPSM, serving on the board of directors of American Public Education, Inc. /s/ Camden Partners Strategic Manager, LLC By Donald W. Hughes, Managing Member 2009-03-20 /s/ Camden Partners Strategic III, LLC, By Donald W. Hughes, Managing Member 2009-03-20 /s/ Camden Partners Strategic Fund III, LP, By Camden Partners Strategic III, LLC, its General Partner, By Camden Partners Strategic Manager, LLC, its Managing Member, By Donald W. Hughes, Managing Member 2009-03-20 By Camden Partners Strategic III, LLC its General Partner, By Camden Partners Strategic Manager, LLC, its Managing Member, By Donald W. Hughes, Managing Member 2009-03-20 /s/ Donald W. Hughes, Attorney-in-Fact 2009-03-20 /s/ Donald W. Hughes 2009-03-20 /s/ Donald W. Hughes, Attorney-in-Fact 2009-03-20 /s/ Donald W. Hughes, Attorney-in-Fact 2009-03-20