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 7, 2011
(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 November 7, 2011, American Public Education, Inc. issued a press release reporting financial results for the quarter ended September 30, 2011.  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 5:30 p.m. Eastern time on November 7, 2011 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 November 7, 2011, reporting financial results for the quarter ended September 30, 2011.
	99.2	American Public Education, Inc. slides for November 7, 2011 conference call and webcast for the quarter ended September 30, 2011.

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 7, 2011	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 7, 2011, reporting  financial results for the quarter ended September 30, 2011.
99.2	American Public Education, Inc. slides for November 7, 2011 conference call and  webcast for the quarter ended September 30, 2011.

EX-99.1

Exhibit 99.1

American Public Education Reports Third Quarter 2011 Results

Third Quarter 2011 Net Course Registrations Increased 32% Year-Over-Year

CHARLES TOWN, W.Va.--(BUSINESS WIRE)--November 7, 2011--American Public Education, Inc. (NASDAQ: APEI) – parent company of online learning provider American Public University System (APUS), which operates through American Military University (AMU) and American Public University (APU) – announced financial results for the quarter ended September 30, 2011.

Recent Highlights:

• Net course registrations¹ increased to approximately 87,300 in the third quarter of 2011, a year-over-year increase of 32%.
• Net course registrations from new students¹ in the third quarter of 2011 increased to approximately 23,900, an increase of approximately 53% over the same period of 2010.
• As of September 30, 2011, there were a total of 105,700 active students at American Public University System, a year-over-year increase of 36%.
• Third quarter 2011 revenues increased 35% to $65.3 million, compared to $48.3 million in the third quarter of 2010.
• Income from operations before interest income and income taxes in the third quarter of 2011 increased 61% to $15.0 million, compared to $9.3 million in the same period of 2010.
• Net income for the third quarter of 2011 increased 95% to $10.9 million, or $0.60 per diluted share, compared to $5.6 million, or $0.30 per diluted share, in the same period of 2010.
• American Public Education anticipates fourth quarter 2011 net course registrations from new students to increase approximately 29%¹ year-over-year; net course registrations to increase approximately 28%¹ year-over-year; revenues to increase approximately 29% over the prior year period; and net income to be between $0.58 and $0.60 per diluted share.

Financial and Other Results:

Total revenues for the third quarter of 2011 increased 35% to $65.3 million, compared to total revenues of $48.3 million in the third quarter of 2010. Income from operations before interest income and income taxes in the third quarter of 2011 increased 61% to $15.0 million, compared to $9.3 million in the same period of 2010. Stock-based compensation expense reduced operating income by $812,000 in the third quarter of 2011 and $704,000 in the third quarter of 2010.

Income tax expense for the third quarter of 2011 was reduced by approximately $1.8 million, or $0.10 per diluted share, as a result of recording an income tax expense adjustment for the full-year 2010 and an adjustment to the projected effective tax rate for the nine months ended September 31, 2011. The reduction in the effective tax rate in 2011 is primarily due to the state tax, and research and development tax credit studies that were completed during the third quarter of 2011. The state tax study was undertaken to refine the allocation of income to various states. The research and development tax credit study was completed to claim the credit for increased software development activities qualifying under the tax law. The company anticipates an effective tax of 38% in the fourth quarter of 2011 and full-year 2012.

Net income for the third quarter of 2011 increased 95% to $10.9 million, or $0.60 per diluted share, which includes $491,000, or $0.03 per diluted share, in stock-based compensation expense, net of tax. This compares to net income of $5.6 million, or $0.30 per diluted share for the third quarter of 2010, including $434,000, or $0.02 per diluted share in stock-based compensation expense, net of tax. The weighted average diluted shares outstanding for the third quarter of 2011 and 2010 were approximately 18.3 million and 18.9 million, respectively.

For the nine months ended September 30, 2011, total revenues were $184.7 million, an increase of 30% compared to total revenues of $141.9 million in the same period of 2010. Income from operations before interest income and income tax for the nine months ended September 30, 2011 increased to $43.0 million, compared to $34.2 million in the same period of 2010. Stock-based compensation expense reduced each period's operating income by $2.4 million and $2.2 million, respectively.

Net income for the nine months ended September 30, 2011 increased to $27.8 million, or $1.52 per diluted share, which includes $1.5 million, or $0.08 per diluted share, in stock-based compensation expense, net of tax. This compares to net income of $20.3 million, or $1.07 per diluted share, in the same period of 2010, including $1.4 million, or $0.07 per diluted share, in stock-based compensation expense, net of tax. The weighted average diluted shares outstanding for the nine months ended September 30, 2011 and 2010 were approximately 18.3 million and 19.0 million, respectively.

Total cash and cash equivalents as of September 30, 2011 were approximately $107.3 million with no long-term debt. Cash from operations for the nine months ended September 30, 2011 was approximately $47.5 million, compared to $32.8 million in the same period of 2010. Capital expenditures were approximately $13.8 million for the nine months ended September 30, 2011, compared to $14.0 million in the prior year period. Depreciation and amortization was $6.7 million for the nine months ended September 30, 2011 and $4.7 million for the same period of 2010.

Net Course Registrations:
For the three months ended September 30,
	2010	2011	% Change
Net Course Registrations from New Students1	15,600	23,900	53%
Net Course Registrations1	66,000	87,300	32%
For the nine months ended September 30,
	2010	2011	% Change
Net Course Registrations from New Students	42,300	60,600	43%
Net Course Registrations	189,000	246,300	30%

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.

¹ On January 3, 2011, APUS combined each one-credit lab course with its related three-credit class resulting in one four-credit course. Net course registrations and net course registration growth rates exclude other non-credit registrations and are presented throughout this press release as if labs and classes were combined in the prior year period.

Fourth Quarter 2011 Outlook:

The following statements are based on current expectations. These statements are forward-looking and actual results may differ materially. The Company undertakes no obligation to update publicly any forward-looking statements for any reason.

American Public Education anticipates fourth quarter 2011 net course registrations from new students to increase approximately 29%¹ year-over-year; net course registrations to increase approximately 28%¹ year-over-year; revenues to increase approximately 29% over the prior year period; and net income to be between $0.58 and $0.60 per diluted share.

¹ As noted under Net Course Registrations above, net course registration growth rates exclude other non-credit registrations and are presented as if labs and classes were combined in the prior year period.

Webcast:

A live webcast of the Company’s third quarter earnings conference call will be broadcast today at 5:30 p.m. Eastern time. 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.

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, operates through American Military University (AMU) and American Public University (APU). APUS serves more than 100,000 adult learners worldwide and offers 87 degree programs in fields ranging from homeland security, military studies, intelligence, and criminal justice to technology, business administration, public health, and liberal arts. Nationally recognized for its best practices in online higher education, APUS provides an affordable education through classes taught by experienced faculty who are leaders in their fields and committed to the academic achievement of their students.

American Public University System is accredited by The Higher Learning Commission and is a member of the North Central Association of Colleges and Schools (www.ncahlc.org). For more information about APUS graduation rates, median debt of students who completed programs, and other important information, visit www.apus.edu/disclosure.

Forward Looking Statements

Statements made in this press release regarding American Public Education, Inc., or its subsidiaries, that are not historical facts are forward-looking statements based on current expectations, assumptions, estimates and projections about American Public Education, Inc. 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 regarding expected growth, expected revenues and expected earnings. 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, 2010, Quarterly Report on Form 10-Q for the quarter ended June 30, 2011 and other filings 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,
	2011		2010
	(Unaudited)
Revenues	$	65,251	$	48,295
Costs and expenses:
Instructional costs and services		23,948		19,483
Selling and promotional		11,705		9,621
General and administrative		12,160		8,194
Depreciation and amortization		2,404		1,682
Total costs and expenses		50,217		38,980
Income from operations before interest income and income taxes		15,034		9,315
Interest income, net		35		28
Income before income taxes		15,069		9,343
Income tax expense		4,130		3,755
Net income	$	10,939	$	5,588
Net Income per common share:
Basic	$	0.61	$	0.30
Diluted	$	0.60	$	0.30
Weighted average number of common shares:
Basic		17,843,069		18,430,021
Diluted		18,253,426		18,931,197

American Public Education, Inc.
Consolidated Statement of Income
(In thousands, except per share data)
	Nine Months Ended
	September 30,
	2011		2010
	(Unaudited)
Revenues	$	184,710	$	141,860
Costs and expenses:
Instructional costs and services		69,064		54,884
Selling and promotional		32,310		24,850
General and administrative		33,581		23,277
Depreciation and amortization		6,739		4,658
Total costs and expenses		141,694		107,669
Income from operations before interest income and income taxes		43,016		34,191
Interest income, net		87		85
Income before income taxes		43,103		34,276
Income tax expense		15,331		14,015
Net income	$	27,772	$	20,261
Net Income per common share:
Basic	$	1.55	$	1.10
Diluted	$	1.52	$	1.07
Weighted average number of common shares:
Basic		17,887,624		18,380,178
Diluted		18,321,204		18,970,381

CONTACT:
American Public Education, Inc.
Harry T. Wilkins, CPA
Executive Vice President and Chief Financial Officer
304.724.3722
or
Christopher L. Symanoskie
Associate Vice President, Investor Relations
703.334.3880

EX-99.2

Exhibit 99.2

Third Quarter 2011 Conference Call November 7, 2011 Leading the Way

Statements made in this presentation regarding American Public Education, Inc. 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 are some times 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 slide “Third Quarter 2011 Outlook”, as well as 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, 2010 and the Company’s Quarterly Report on Form 10-Q for the quarter June 30, 2011 as filed with the SEC, and in the Company’s other filings 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.

For three months ending September 30, 2011 Net Course Registrations by Primary Pay Type Cash & Other 13% TA 40% Title IV 39% VA 8% Third Quarter 2011 Results:Affordability and quality appear to be key drivers of the AMU/APU value proposition. Relationship building, referral programs, and interactive media remain highly successful elements of an integrated approach to advertising. New programs, partnerships, civilian student outreach, brand building/ awareness, and new markets are primary components of the long-term strategy.

Academic and Operational Highlights Academic Research – Dr. Phil Ice delivered keynote address on the Future of Learning Analytics at the National Association of Distance Education Organizations of South Africa (NADEOSA) annual conference.Notable New Hire – Dr. Ron Kovach, Vice President of Student Services at APUSFormerly the Assistant Vice Chancellor for Academic Affairs at Purdue University CalumetAll Courses Now Available in Sakai  New APU Branding Campaign - http://www.youtube.com/watch?v=h92_pzPibdQAPEI #2 on Forbes Best Small Public Companies in America

Third quarter 2011 revenues increased 35% year-over-year to $65.3 million Operating income increased 61% year-over-year to $15.0 million Effective tax rate was 27% in the third quarter of 2011Earnings per diluted share increased 100% y/y to $0.60 per diluted share Strong Balance Sheet with No Debt $107.3 million in Cash & Cash Equivalents Third Quarter 2011 Financial Highlights

The following statements are based on current expectations. These statements are forward-looking and actual results may differ materially. 1 On January 3, 2011, APUS combined one-credit lab courses with their related three-credit classes. As a result, the company now reports future net course registrations for the resulting four-credit courses as one registration. In the third quarter 2011 outlook, net course registration growth rates exclude other non-credit registrations and are presented as if labs and classes were combined in the prior year period.Below we show adjusted third quarter 2010 net course registrations as originally reported and adjusted to combine lab courses with their related class: Fourth Quarter 2010 As Reported Adjusted Net Course Registrations Net Course Registrations from New Students 73,90016,500 70,40016,100 Fourth Quarter 2011 Outlook Fourth Quarter 2011 (Y/Y)Net course registration growth from new students 1 approximately 29% Net course registration growth 1 approximately 28% Revenue growth approximately 29% Earnings per diluted share $0.58 to $0.60

Third Quarter 2011 Conference Call November 7, 2011 Leading the Way