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 1934May 7, 2009
(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 7, 2009, American Public Education, Inc. issued a press release reporting financial results for the quarter ended March 31,2009.  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. EST on May 7, 2009 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.

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 7, 2009, reporting financial results for the quarter ended March 31, 2009.
	99.2	American Public Education, Inc. slides for May 7, 2009 conference call and webcast for financial results for the quarter ended March 31, 2009.

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 7, 2009	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 7, 2009, reporting financial results for the quarter ended March 31, 2009.
99.2	American Public Education, Inc. slides for May 7, 2009 conference call and webcast for financial results for the quarter ended March 31, 2009.

EX-99.1

Exhibit 99.1

American Public Education Reports First Quarter 2009 Results

Net Income Increases 53% in First Quarter 2009 Compared to the Prior Year Period

CHARLES TOWN, W. Va.--(BUSINESS WIRE)--May 7, 2009--American Public Education, Inc. (NASDAQ: APEI) – parent company of online learning provider American Public University System, which operates through American Military University and American Public University – announced strong financial results for the quarter ended March 31, 2009.

Recent Highlights:

• The Company announced net course registrations of approximately 46,650 in the first quarter of 2009, a year-over-year increase of 41%.
• Net course registrations from new students in the first quarter of 2009 increased to approximately 10,500, an increase of 40% over the same period of 2008.
• As of March 31, 2009, a total of approximately 49,600 students were enrolled in American Public University System.
• American Public Education reported first quarter 2009 revenues increased 43% to $33.2 million, compared to $23.2 million in the first quarter of 2008.
• Income from operations before interest income and income tax in the first quarter of 2009 increased 58% to $8.7 million, compared to $5.5 million in the same period of 2008. Operating margin in the first quarter of 2009 increased to 26.3%, compared to 23.5% in the first quarter of 2008.
• Net income for the first quarter of 2009 increased 53% to $5.2 million or $0.28 per diluted share, compared to $3.4 million or $0.18 per diluted share in the same period of 2008. The weighted average diluted shares outstanding for the first quarter of 2009 and 2008 were approximately 18.9 million and 18.8 million, respectively.

Wallace E. Boston, Jr., Chief Executive Officer of American Public Education, Inc., stated, “We believe our success is directly attributable to an unyielding commitment to our students before, during and after their enrollment at American Public University System. What that means in practical terms is affordable tuition, a highly-interactive instructional model, and a customer-oriented student experience.

“As an important part of our dedication to quality, we regularly test and assess student outcomes, evaluate student satisfaction, and rely on this information to continually improve our programs and enhance the value of our degrees,” added Mr. Boston. “We believe our strategy translates into a valuable experience for our students and graduates, a strong financial performance for our shareholders, and a business that addresses America’s need for a well-educated population through a high commitment to affordability, access and proven results.” The American Public University System is a member of the Higher Learning Commission's Assessment Academy and is also a member of the Transparency by Design initiative.

American Public University System uses a variety of assessment activities designed to improve academic programs as well as to document and enhance student learning. American Public University System publishes the details of its continuous assessment activities at http://www.apus.edu/Learning-Outcomes-Assessment/.

Financial and Other Results:

Total revenues for the first quarter of 2009 increased 43% to $33.2 million, compared to total revenues of $23.2 million in the first quarter of 2008. Income from operations before interest income and income tax in the first quarter of 2009 increased 58% to $8.7 million, compared to $5.5 million in the same period of 2008. Operating margin in the first quarter of 2009 increased to 26.3%, compared to 23.5% in the first quarter of 2008. Stock-based compensation expense reduced operating income by $535,000 in the first quarter of 2009 and $377,000 in the first quarter of 2008.

Net income for the first quarter of 2009 increased 53% to $5.2 million or $0.28 per diluted share, which includes $346,000 or $0.02 per diluted share in stock-based compensation expense net of tax. This compares to net income of $3.4 million or $0.18 per diluted share for the first quarter of 2008, including $249,000 or $0.01 per diluted share in stock-based compensation expense net of tax. The weighted average diluted shares outstanding for the first quarter of 2009 and 2008 were approximately 18.9 million and 18.8 million, respectively.

Total cash and cash equivalents at March 31, 2009 were $53.0 million with no long-term debt. Cash from operations for the three months ended March 31, 2009 was $6.3 million, compared to $7.0 million in the same period of 2008. Capital expenditures were $1.8 million for the three months ended March 31, 2009, which compares to $2.2 million in capital expenditures in the same period of 2008. Depreciation and amortization was $1.3 million for the three months ended March 31, 2009 and $0.9 million for the same period of 2008.

Net Course Registrations and Student Enrollment:
For the three months ended March 31,
	2008	2009	% Change
Net Course Registrations from New Students	7,500	10,500	40%
Net Course Registrations	33,100	46,650	41%
As of March 31,
	2008	2009	% Change
Total Student Enrollment	33,000	49,600	50%

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. Total student enrollment is the number of students who have completed at least one course in the last 12 months or are in the start of the second week of class for the most current semester.

Second Quarter 2009 Outlook:

The following statements are based on current expectations. These statements are forward-looking and actual results may differ materially.

• The Company expects net course registrations from new students of approximately 11,350 and net course registrations of approximately 46,600 in the quarter ending June 30, 2009.

• The Company’s second quarter 2009 revenue is expected to be between $33.8 million and $35.0 million.
• The Company estimates that second quarter 2009 net income, including stock-based compensation expense, will be between $4.8 million and $5.2 million or between $0.25 and $0.27 per diluted share. The weighted average number of diluted shares outstanding is expected to be approximately 19.0 million shares in the three month period ending June 30, 2009.

Full Year 2009 Outlook:

The following statements are based on current expectations. These statements are forward-looking and actual results may differ materially.

• The Company anticipates net course registrations from new students of 50,200 or more and total net course registrations of 202,500 or more in the twelve month period ending December 31, 2009.
• The Company expects full year 2009 revenues to be between $147 million and $151 million.
• The Company estimates that full year 2009 net income, including stock-based compensation expense, will be between $22.9 million and $23.9 million or between $1.19 and $1.26 per diluted share. The weighted average number of diluted shares outstanding is expected to be between 19.0 and 19.2 million shares in the twelve month period ending December 31, 2009.

Webcast:

A live webcast of the Company’s first quarter earnings conference call will be broadcast at 5:00 p.m. Eastern time today. 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, comprises two universities – American Military University (AMU) and American Public University (APU). Regionally and nationally accredited, APUS serves more than 49,500 part-time students who live and work in all 50 states and more than 100 countries; and offers 74 degree programs in fields ranging from homeland security, military studies, intelligence, and criminal justice to technology, business administration, public health, and liberal arts.

Forward Looking Statements

Statements made in this press release regarding American Public Education, 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 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 under the heading “Full Year 2009 Outlook" and “Second Quarter 2009 Outlook” above and 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, 2008 as filed 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,
	2009		2008
	(Unaudited)
Revenues	$	33,161	$	23,241
Costs and expenses:
Instructional costs and services		12,743		9,912
Selling and promotional		4,331		2,177
General and administrative		6,056		4,803
Depreciation and amortization		1,297		898
Total costs and expenses		24,427		17,790
Income from operations before interest income and income taxes		8,734		5,451
Interest income, net		11		242
Income from operations before income taxes		8,745		5,693
Income tax expense		3,507		2,288
Net income	$	5,238	$	3,405
Net Income per common share:
Basic	$	0.29	$	0.19
Diluted	$	0.28	$	0.18
Weighted average number of common shares:
Basic		18,055		17,736
Diluted		18,889		18,768

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
Director, Investor Relations

EX-99.2

Exhibit 99.2

Online Higher Education Built To Succeed  May 7, 2009 First Quarter 2009 Conference Call

Statements made in this presentation regarding American Public Education, 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 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 on the slides “Second Quarter 2009 Outlook” and “Full Year 2009 Outlook” and 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, 2008 as filed 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. Safe Harbor Statement Built To Succeed

A Solid Start to the Year 2009 Strong Growth in Niche Civilian SegmentsFor the three months ended March 31, 2009, net course registrations from students using Title IV grew 87.5% to approximately 7,500 (16% of net course registrations)Expanded Military Outreach Signed two new MOUs  Hired a new military outreach team memberPreparing New Programs for LaunchSubmitted two Masters programs for approval by HLC

Net Course Registrations and Enrollment  For the three months ended March 31, 2008 2009     % Change Net Course Registrations from New Students 7,500 10,500 40% Net Course Registrations 33,100 46,650 41% As of March 31, 2008 2009  % Change Total Student Enrollment 33,000 49,600 50% 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.  Total student enrollment is the number of students who have completed at least one course in the last 12 months or are in the start of the second week of class for the most current semester.

College 100 course for new online undergraduate studentsFollows many of the well-researched pathways  Persistence rate of approximately 80% (between “College 100” and second class) Participation in the HLC’s Assessment AcademyParticipation in the National Survey for Student EngagementParticipation in the Transparency by Design Initiative Specialty accreditationCertified Family Life Educator Preparation Designation from National Council on Family Relations for Child and Family Development Program Specialty Accreditation from the Foundation of Higher  Education for Emergency and Disaster Management ProgramApplying for additional specialty accreditations Partnership at a Distance (PAD) Student Satisfaction Quotient  Influencing APUS Quality and Improving Retention

Challenging Coursework Leads to Strong Outcomes  Preparing for class (studying, reading, writing, doing homework or lab work, etc. related to academic program)  Number of assigned textbooks, books, or book-length packs of course readings  Number of written papers or reports of 20 pages or more;  number of written papers or reports of between 5 and 19 pages; and number of written papers or reports of fewer than 5 pages Coursework emphasizes: Analysis of the basic elements of an idea, experience or theory Coursework emphasizes: Synthesis and organizing of ideas, information, or experiences into new, more complex interpretations and relationships Coursework emphasizes: Making of judgments about the value of information, arguments, or methods Coursework emphasizes: Applying theories or concepts to practical problems or in new situations Working harder than you thought you could to meet an instructor's standards or expectations Campus environment emphasizes: Spending significant amount of time studying and on academic work. Challenging intellectual and creative work is central to student learning and collegiate quality.  Colleges and universities promote high levels of student achievement by emphasizing the importance of academic effort and setting high expectations for student performance. Level of Academic Challenge

APUS mission aligns with that of Congress and the administration –  to make higher education more affordable, accessible and transparent.  APUS Activities Support US Higher Education Goals   AccessiblePart of the SolutionAffordableTransparent  The U.S. college attainment rate has fallen to 12th among major industrialized countries (source: Organization for Economic Cooperation and Development )American Opportunity Tax Credit and Simplify the Application Process for Financial Aid — www.whitehouse.gov/agenda/education/“US Secretary of Education stresses college affordability, increases in funding for loans." — The Daily Cardinal, April 2009 "I challenge state, college and university leaders to put affordability front and center as they chart a path forward." — President Obama Government/Policy Focus APEI

APUS Enjoys Solid Leadership Position within Military Higher Education#1 in total DOD enrollment*Well regarded by key influencers/military leadership APUS is Attractive to Military Professionals and Families Affordable  – minimal out of pocket expense for active duty military A military and public service oriented community of students and faculty Niche degree programs and courses, as well as a wide variety of degree fieldsMilitary-friendly policies a Top 20 “Military-Friendly College” as ranked by Military Advanced Education Quality, Value, Culture, Mission, Faculty and Programs APUS enjoys many competitive advantages  Knowledge of and relationship with target audience is critical APUS Knows Military Professionals      *Source: CCME 2009

Success in Niche Civilian Markets Title IV enrollment increased 87.5% year over yearCivilian applications increasing  Improving civilian conversion rates a significant opportunity for APUSEnhancing transfer credit processesContinued improvement of Title IV processing Gaining Confidence and Traction in Civilian Markets

Staying Ahead of The Curve  2009 Initiatives: Continue to improve retention, especially in first 3 classesLaunch several new degree programs and specializations Continue to pursue specialty accreditations Improving conversion rates in civilian marketsPrepare for entry into new market segments

APEI Reports Strong First Quarter 2009 Revenue Growth Driven by Strong Increase in Net Course RegistrationsEBIT Increases 58% to $8.7 million Net Income Increases 53% to $5.2 millionReports Earnings of $0.28 Per Diluted Share Strong Balance Sheet:No long-term debtIncreasing cash balance, lower interest income Purchase and build new facilities in Charles Town in 2009/2010Company Introduces Second Quarter 2009 OutlookIncreasing Full Year 2009 Outlook

Continued Margin Improvement

Strong Balance Sheet with No Debt  Cash & Cash Equivalents $53.0 $31.8Total Assets $85.6 $54.7 Total Long-Term Debt $0 $0 Other Items: Depreciation and Amortization $1.3 $0.9 CAPEX $2.2 $1.8 ($ in millions) As of March 31, 2009 2008

Seasonality in New Net Course Registrations Net Course Registrations from New Students Typically, 1Q and 2Q show little sequential increase. 2008 seasonality was unusual due to timing of new Title IV starts (about 300) and unusually large inflow of new military students. Ramp up in civilian applications/ Title IV enrollment. *Represents second quarter 2009 Outlook*

The following statements are based on current expectations.  These statements are forward-looking and actual results may differ materially. Second Quarter 2009 % Growth Net Course Registrations from New Students  approx. 11,350 29% Net Course Registrations  approx.  46,600 40% Total Revenue $33.8 to $35.0 million 35%-40% Net Income (1)  $4.8 to $5.2 million 22%-33%(2) EPS – Diluted (1) $0.25 to $0.27  Weighted Ave. Shares Outstanding approx. 19.0 million shares Company Introduces Second Quarter 2009 Outlook   Includes stock-based compensation expense of approximately $525,000 Assumes 41% effective tax rate in 2Q2009, compared to a 34% effective tax rate in 2Q2008

The following statements are based on current expectations.  These statements are forward-looking and actual results may differ materially. Full Year 2009 % GrowthNet Course Registrations from New Students 50,200 or more 37%+Net Course Registrations 202,500 or more 38%+Total Revenue$147 to $151 million 37%-41%EBIT $39.5 to $40.5 million  54%-58%Net Income (1)$22.9 to $23.9 million41%-48%EPS – Diluted (1)   $1.19 to $1.26 Weighted Ave. Shares Outstanding:19.0 to 19.2 million shares      Depreciation and Amortization Expense$5.3 to 5.5 million 25%-30%  Capital Expenditures  $8 to 10 million**excludes approximately $10 million of possible new real estate expenditures over the next 18-24 months. Company Increases Full Year 2009 Outlook   (1) Includes stock-based compensation expense of approximately $2.2 million

APEI has achieved rapid growth in student registrations in a challenging economic environment…Net Course Registrations Strong Student Population Growth 38% Growth  (in thousands) 2009(e) represents 2009 Full Year Outlook of 202,500 or more net course registrations 7 year CAGR: 40%

APEI has consistently experienced strong revenue growth…Revenues  Built For Predictable Growth 39% Growth ($ in millions) 2009(e) represents midpoint of 2009 Full Year Outlook 7 year CAGR: 46%

Operating income growth has increased faster than revenue growth…Built For Improving Operating Performance 55% Growth Income from continuing operations before interest income and income tax (1) Excludes a $3.1 million write-off of capitalized software development costs in 2006.  ($ in millions) 2009(e) represents midpoint of 2009 Full Year Outlook 7 year CAGR: 54%

Built With A Simple, Sensible Strategy Continue success in military market Expand in select civilian markets  Utilize targeted approach to advertising Launch new programs  Enter new market segments APEI has a blueprint for the future…

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