X0303 4 2008-07-14 0 0000929887 APOLLO GROUP INC APOL 0001237503 SPERLING JOHN G 4615 EAST ELWOOD STREET PHOENIX AZ 85040 1 1 1 0 Acting Exec Chrmn of the Board Class A Common Stock 2008-07-14 4 S 0 2100 55.15 D 15715293 D Class A Common Stock 2158886 I Aurora Foundation Class A Common Stock 1357339 I JGS Irrevocable Class A Common Stock 585974 I JGS Revocable Trust Includes 50,000 shares underlying restricted stock units previously awarded to the Reporting Person. The units are subject to both performance-vesting and service-vesting requirements. Should the performance objective be attained, then the restricted stock units will vest in four successive equal annual installments upon the Reporting Person's completion of each year of service with the Issuer over the four year period measured from September 1, 2007, subject to accelerated vesting upon certain changes in control or ownership of the Issuer. The shares of Class A common stock will be issued as the units vest. The reported holdings have not been adjusted downward to reflect certain gifts of Class A common stock made by the Reporting Person during the current fiscal year. Those gifts are eligible for deferred reporting on the Form 5 report to be filed for that fiscal year on or before October 15, 2008. 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. By: Joseph L. D'Amico For: John G. Sperling 2008-07-15