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 1934November 5, 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 InformationItem 2.02     Results of Operations and Financial Condition.

On November 5, 2009, American Public Education, Inc. issued a press release reporting financial results for the quarter ended September 30, 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. EDT on November 5, 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 ExhibitsItem 9.01     Financial Statements and Exhibits.

(d)	Exhibits
	99.1	American Public Education, Inc. press release dated November 5, 2009, reporting financial results for the quarter ended September 30, 2009.
	99.2	American Public Education, Inc. slides for November 5, 2009 conference call and webcast for financial results for the quarter ended September 30, 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:	November 5, 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 November 5, 2009, reporting financial results for the quarter ended September 30, 2009.
99.2	American Public Education, Inc. slides for November 5, 2009 conference call and webcast for financial results for the quarter ended September 30, 2009.

EX-99.1

Exhibit 99.1

American Public Education Reports Third Quarter 2009 Results

Net Course Registrations from New Students Increased Approximately 41% in Third Quarter 2009 Compared to the Prior Year Period

CHARLES TOWN, W.V.--(BUSINESS WIRE)--November 5, 2009--American Public Education, Inc. (NASDAQ: APEI) – parent company of online learning provider American Public University System (APUS), which operates through American Military University and American Public University – announced strong financial results for the quarter ended September 30, 2009.

Recent Highlights:

• Net course registrations from new students in the third quarter of 2009 increased to approximately 14,700, an increase of approximately 41% over the same period of 2008.
• Net course registrations increased to approximately 55,300 in the third quarter of 2009, a year-over-year increase of 42%.
• As of September 30, 2009, a total of approximately 59,300 students were enrolled in American Public University System, a year-over-year increase of 44%.
• American Public Education reported third quarter 2009 revenues increased 33% to $36.5 million, compared to $27.4 million in the third quarter of 2008.
• Income from operations before interest income and income tax in the third quarter of 2009 increased 35% to $8.4 million, compared to $6.2 million in the same period of 2008. Operating margin in the third quarter of 2009 increased to 23.0%, compared to 22.6% in the third quarter of 2008.
• Net income for the third quarter of 2009 increased 31% to $5.0 million or $0.27 per diluted share, compared to $3.8 million or $0.20 per diluted share in the same period of 2008.
• American Public University System received approval for and launched a Master’s degree in Legal Studies and a Bachelor’s degree in General Studies. These two new programs bring the total number of degrees offered to 76 degrees, with a new degree pending approval by its regional accrediting body and other degrees under development.
• American Public University System was recently recognized by The Sloan Consortium (Sloan-C), a renowned non-profit group of higher education institutions, with The Ralph E. Gomory Award for Quality Online Education. The annual award honors the institution that best demonstrates its commitment to excellence in online learning.
• The International Association of Emergency Managers (IAEM), a non-profit educational organization dedicated to saving lives and protecting property during emergencies and disasters, honored the Emergency and Disaster Management Program at APUS with the 2009 Academic Recognition Award. The annual award goes to the institution that made significant contributions to the formal education of students pursuing a career in emergency management.
• American Public University System announced a graduate tuition increase to $300 per credit hour ($900 per three credit course) for courses beginning in April 2010 or later.

Financial and Other Results:

Total revenues for the third quarter of 2009 increased 33% to $36.5 million, compared to total revenues of $27.4 million in the third quarter of 2008. Income from operations before interest income and income tax in the third quarter of 2009 increased 35% to $8.4 million, compared to $6.2 million in the same period of 2008. Operating margin in the third quarter of 2009 increased to 23.0%, compared to 22.6% in the third quarter of 2008. Stock-based compensation expense reduced operating income by $562,000 in the third quarter of 2009 and $396,000 in the third quarter of 2008.

Net income for the third quarter of 2009 increased 31% to $5.0 million or $0.27 per diluted share, which includes $359,000 or $0.02 per diluted share in stock-based compensation expense net of tax. This compares to net income of $3.8 million or $0.20 per diluted share for the third quarter of 2008, including $261,000 or $0.01 per diluted share in stock-based compensation expense net of tax. The weighted average diluted shares outstanding for the third quarter of 2009 and 2008 was approximately 18.9 million in each period.

For the nine months ended September 30, 2009, total revenues were $105.3 million, an increase of 39% compared to total revenues of $75.6 million in the same period of 2008. Income from operations before interest income and income tax for the nine months ended September 30, 2009 increased 49% to $25.9 million, compared to $17.4 million in the same period of 2008. Stock-based compensation expense reduced each period's operating income by $1.6 million and $1.2 million, respectively.

Net income for the nine months ended September 30, 2009 increased 40% to $15.6 million or $0.82 per diluted share, which includes $1.1 million or $0.06 per diluted share in stock-based compensation expense net of tax. This compares to net income of $11.1 million or $0.59 per diluted share in the same period of 2008, including $817,000 or $0.04 per diluted share in stock-based compensation expense net of tax. The weighted average diluted shares outstanding for the nine months ended September 30, 2009 and 2008 were approximately 18.9 million and 18.8 million, respectively.

Total cash and cash equivalents as of September 30, 2009 were $63.8 million with no long-term debt. Cash from operations for the nine months ended September 30, 2009 was $22.8 million, compared to $19.8 million in the same period of 2008. Capital expenditures were $8.6 million for the nine months ended September 30, 2009, which compares to $6.9 million in capital expenditures in the same period of 2008. Depreciation and amortization was $3.9 million for the nine months ended September 30, 2009 and $3.0 million for the same period of 2008.

Net Course Registrations and Student Enrollment:
For the three months ended September 30,
	2008	2009	% Change
Net Course Registrations from New Students	10,400	14,700	41%
Net Course Registrations	38,900	55,300	42%
For the nine months ended September 30,
	2008	2009	% Change
Net Course Registrations from New Students	26,800	36,400	36%
Net Course Registrations	105,300	149,800	42%
As of September 30,
	2008	2009	% Change
Total Student Enrollment	41,100	59,300	44%

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.

Fourth 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 13,600 and net course registrations of approximately 58,000 in the quarter ending December 31, 2009.
• The Company’s fourth quarter 2009 revenue is expected to be approximately $42.7 million.
• The Company estimates that fourth quarter 2009 net income, including stock-based compensation expense, will be approximately $7.9 million or approximately $0.42 per fully 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 December 31, 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 approximately 50,000 and total net course registrations of approximately 207,800 in the twelve month period ending December 31, 2009.
• The Company expects full year 2009 revenues to be approximately $148.0 million.
• The Company estimates that full year 2009 net income, including stock-based compensation expense, will be approximately $23.5 million or approximately $1.24 per fully diluted share. The weighted average number of diluted shares outstanding is expected to be approximately 18.9 million shares in the twelve month period ending December 31, 2009.

Webcast:

A live webcast of the Company’s third 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 59,300 part-time students who live and work in all 50 states and more than 100 countries; and offers 76 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 “Fourth 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
	September 30,
	2009		2008
	(Unaudited)
Revenues	$	36,471	$	27,404
Costs and expenses:
Instructional costs and services		14,745		10,901
Selling and promotional		5,598		3,600
General and administrative		6,465		5,586
Depreciation and amortization		1,277		1,114
Total costs and expenses		28,085		21,201
Income from operations before interest income and income taxes		8,386		6,203
Interest income, net		30		181
Income from operations before income taxes		8,416		6,384
Income tax expense		3,404		2,568
Net income	$	5,012	$	3,816
Net Income per common share:
Basic	$	0.28	$	0.21
Diluted	$	0.27	$	0.20
Weighted average number of common shares:
Basic		18,196		17,846
Diluted		18,910		18,851

American Public Education, Inc.
Consolidated Statement of Income
(In thousands, except per share data)
	Nine Months Ended
	September 30,
	2009		2008
	(Unaudited)
Revenues	$	105,345	$	75,644
Costs and expenses:
Instructional costs and services		41,861		31,334
Selling and promotional		15,085		8,390
General and administrative		18,563		15,461
Depreciation and amortization		3,934		3,043
Total costs and expenses		79,443		58,228
Income from operations before interest income and income taxes		25,902		17,416
Interest income, net		70		619
Income from operations before income taxes		25,972		18,035
Income tax expense		10,408		6,889
Net income	$	15,564	$	11,146
Net Income per common share:
Basic	$	0.86	$	0.63
Diluted	$	0.82	$	0.59
Weighted average number of common shares:
Basic		18,138		17,796
Diluted		18,900		18,806

CONTACT:
American Public Education, Inc.
Harry T. Wilkins, CPA
Executive Vice President and Chief Financial Officer
304-724-3722
or
Christopher L. Symanoskie
Director, Corporate Communications
703-334-3880

EX-99.2

Exhibit 99.2

Ahead of the Curve. Online higher educationfor a complex world. Third Quarter 2009Conference Call  November 5, 2009

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 “Fourth 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

Operational Highlights & Recent Developments Strong 3Q2009 Enrollment and Net Course Registration Growth Net course registrations1 increased 42%  Net course registrations from new students2 increased 41% Total student enrollment3 increased 44% to 59,300 Launched MA in Legal Studies and BA in General Studies APUS recognized by The Sloan Consortium, a renowned non-profit group of higher education institutions, for its excellence in online learning First for-profit institution to receive The Sloan Consortium’s top honor APUS among a distinctive list of institutions earning Sloan’s top honors Dr. Phil Ice, APUS Director of Course Design, Research & Development, awarded the 2009 Sloan-C Effective Practice Award for Using the Community of Inquiry Framework Survey for Multi-Level Institutional Evaluation and Continuous Quality Improvement 1 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. 2 Net course registrations from new students represents net course registrations from students registering in courses for the first time.  Students who register for  courses subsequent to their first monthly start are not considered new students. 3 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.

Operational Highlights & Recent Developments International Association of Emergency Managers (IAEM) honored the APUS Emergency and Disaster Management Program with the 2009 Academic Recognition Award. Ranked Ninth in America’s 200 Best Small Companies by Forbes.com Launched new website, redesigned for changing mix of students Graduate tuition for courses beginning in April 2010 or later will increase to $300 per credit hour ($900 per 3 credit course)

Strong Interest from Military and Civilian Students in Q3 Expanding Leadership Among Institutions Serving the MilitaryNet course registrations from students using TA increased 32% Extended office and visitation hours at several military basesNew military spouse program generating increased enrollmentSuccessful Execution of Civilian Strategy Net course registrations from students using Title IV grew 95% Strong lead flow from civilians continuesIncreasing percentage of leads from traditional students (18-24 years)   “Students by Type” represent the category which students self identify at the time of registration.As of September 2009

Focused on Long-Term Performance and Success Affordability, Product Differentiation & Value 76 Degree programs, including liberal arts and other “unique” degrees No undergraduate tuition increase since 2002 Low fees and a book grant program for most undergraduate students  Quality Academic Programs and Customer Focus  High student satisfaction and student referral rates Consultative approach to student enrollment  Continued pursuit of specialty accreditations  Transparent and data-driven approach to measuring student outcomes MAPP   NSSE Community of Inquiry Framework Survey (COI) Major Field Tests Transparency by Design

APEI Reports Solid Third Quarter 2009 Results Revenues increased 33% to $36.5 million  Income from operations before interest income and income taxes increased 35% to $8.4 million  Net Income increases 31% to $5.0 millionReports Earnings of $0.27 per diluted share  Strong Balance Sheet: No long-term debt Increasing cash balance Refining Full Year 2009 Outlook

Continued Strong Margins

Strong Balance Sheet with No Debt Cash & Cash Equivalents             $63.8                $47.7Total Assets                      $105.1               $78.8Total Long-Term Debt              $0                   $0 Depreciation and Amortization       $3.9                 $3.0CAPEX                                        $8.6                 $6.9     ($ in millions)           As of Sept 30,             As of December 31,       2009                         2008                  Nine Months Ended Sept 30,        2009                          2008

The following statements are based on current expectations.  These statements are forward-looking and actual results may differ materially.           4th Quarter 2009    % GrowthNet Course Registrations from New Students          approx. 13,600      37%Net Course Registrations   approx. 58,000      38%Total Revenue    approx. $42.7 million         36%Net Income (1)   approx. $7.9 million          57%EPS – Fully Diluted (1)    approx. $0.42Weighted Ave. Shares Outstanding     approx. 19.0 million shares     

          Fourth Quarter 2009 Outlook   

          Includes stock-based compensation expense of approximately $560,000

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          approx. 50,000      36%Net Course Registrations   approx. 207,800     41%Total Revenue    approx. $148.0 million        38%Net Income (1)   approx. $23.5 million         45%EPS – Fully Diluted (1)    approx. $1.24Weighted Ave. Shares Outstanding:    approx. 18.9 million shares    Depreciation and Amortization Expense  $5.3 to 5.5 million          Capital Expenditures          $8 to 10 million**excludes approximately $10 million of possible new real estate expenditures over the next 18-24 months.         Refines Full Year 2009 Outlook    (1) Includes stock-based compensation expense of approximately $2.2 million

Ahead of the Curve. Online higher education for a complex world.