X0202 4 2006-04-11 0 0000929887 APOLLO GROUP INC APOL 0001237503 SPERLING JOHN G 4615 E ELWOOD ST PHOENIX AZ 85040 1 1 1 0 interim Executive Chairman Class A Common Stock 2006-04-11 4 J 0 0 D 17054468 D Class A Common Stock 2348886 I Aurora Foundation Class A Common Stock 1357339 I JGS Irrevocable Trust Class A Common Stock 585974 I JGS Revocable Trust Class A Common Stock 2006-04-12 4 J 0 0 D 17054468 D Class A Common Stock 2006-04-13 4 J 0 0 D 17054468 D Forward Sale Contract 2006-04-11 4 J 0 0 D Class A Common Stock 65000 D Forward Sale Contract 2006-04-12 4 J 0 0 D Class A Common Stock 44000 D Forward Sale Contract 2006-04-13 4 J 0 0 D Class A Common Stock 120000 D Please refer to the remarks portion of this Form for a detailed description of this transaction. By self as trustee of the Aurora Foundation dated May 22, 1997. By self as co-trustee and beneficiary of the John Sperling 1994 Irrevocable Trust dated April 27, 1994. By self as trustee and beneficiary of the John G. Sperling Revocable Trust dated January 31, 1995. On April 11, April 12,and April 13 2006, the Reporting Person entered into a forward sale agreement (the "Agreement") relating to up to 65,000, 44,000 and 120,000 shares (the "Base Amount") respectively of Class A Common Stock. The Agreement provides that the Reporting Person will deliver one block of up to 65,000 shares on April 11, 2009 (the "Maturity Date"), up to 44,000 shares on April 12, 2009 (the "Maturity Date"), and up to 120,000 shares on April 13, 2009 (the "Maturity Date"). The final number of shares (or, at the option of the Reporting Person, the cash equivalent of such shares) to be delivered on the Maturity Date is equal to the product of (a) the Base Amount and (b) the Exchange Rate, which Exchange Rate will be determined as follows: (i) If the closing price (the "Maturity Price") of the Class A Common Stock on the Maturity Date is less than or equal to $52.905 (the "Issue Price"), the Exchange Rate will be 1; (ii) If the Maturity Price is greater than the Issue Price but less than $79.425 (the "Threshold Price"), the Exchange Rate will be equal to the Issue Price divided by the Maturity Price, and (iii) If the Maturity Price is equal to or greater than the Threshold Price, the Exchange Rate will be equal to 1 minus a fraction: (A) the numerator of which is the Threshold Price minus the Issue Price; and (B) the denominator of which is the Maturity Price. In consideration thereof, the Reporting Person received a purchase price of $9,743,080.029. /s/ John G. Sperling 2006-04-13