X0201 4 2003-10-29 0 0000929887 APOLLO GROUP INC UOPX 0001237505 NELSON TODD S 4615 E ELWOOD ST PHOENIX AZ 85040 1 1 0 0 CEO University of Phoenix Online Common Stock 2003-10-27 4 M 0 25000 18.9975 A 25000 D University of Phoenix Online Common Stock 2003-10-27 4 S 0 25000 68.9048 D 0 D University of Phoenix Online Common Stock 2003-10-28 4 M 0 6334 30.6 A 6334 D University of Phoenix Online Common Stock 2003-10-28 4 S 0 6334 68.5963 D 0 D University of Phoenix Online Common Stock 2003-10-28 4 M 0 7433 18.9975 A 7433 D University of Phoenix Online Common Stock 2003-10-28 4 S 0 7433 68.5963 D 0 D Non-Qualified Stock Option (right to buy) 18.9975 2003-10-27 4 M 0 25000 68.9048 D 2002-08-31 2011-09-21 University of Phoenix Online Common Stock 25000 7433 D Non-Qualified Stock Option (right to buy) 18.9975 2003-10-28 4 M 0 7433 68.5963 D 2002-08-31 2011-09-21 University of Phoenix Online Common Stock 7433 0 D Non-Qualified Stock Option (right to buy) 30.6 2003-10-28 4 M 0 6334 68.5963 D 2003-08-31 2012-10-24 University of Phoenix Online Common Stock 6334 193666 D 25% of the shares covered by this option shall vest on each of the following dates: 8/31/02, 8/31/03, 8/31/04 and 8/31/05. The vesting shall accelerate if certain earnings per share goals are achieved. As of 8/31/03, these goals were achieved, therefore, the options covered by this grant are 100% vested. 25% of the shares covered by this option shall vest on each of the following dates: 8/31/03, 8/31/04, 8/31/05 and 8/31/06. The vesting shall accelerate if certain earnings per share goals are achieved. As of 8/31/03, some goals were achieved, therefore, the options covered by this grant are now 50% vested. /s/ Todd S. Nelson 2003-10-29