SEC FORM 4

SEC Form 4

FORM 4

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934
or Section 30(h) of the Investment Company Act of 1940

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Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person^*

CREAMER SEAN R

(Last)

(First)

(Middle)

1001 FLEET STREET

(Street)

BALTIMORE

21202

(City)

(State)

(Zip)

2. Issuer Name and Ticker or Trading Symbol
LAUREATE EDUCATION, INC. [ laur ]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

	Director	10% Owner
X	Officer (give title below)	Other (specify below)
	Sr. Vice President, CFO

3. Date of Earliest Transaction (Month/Day/Year)
10/27/2004

4. If Amendment, Date of Original Filed (Month/Day/Year)

6. Individual or Joint/Group Filing (Check Applicable Line)

X	Form filed by One Reporting Person
	Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock								5,177	D
Restricted Common Stock								16,000⁽¹⁾	D
TOTAL SHARES OWNED (INCLUDING RESTRICTED)								21,177	D

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	8. Price of Derivative Security (Instr. 5)		10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
Options	$12.44	10/27/2004		S			2,000	12/13/2003⁽²⁾	12/13/2009	Common Stock	2,000	$39.3165	2,000	D
Options	$13.11	10/27/2004		S			1,250	12/13/2003⁽³⁾	12/13/2009	Common Stock	1,250	$39.3165	1,250	D
Options	$11.43	10/27/2004		S			7,500	⁽⁴⁾	03/10/2013	Common Stock	7,500	$39.3165	15,000	D
Options	$22.1	10/27/2004		S			3	⁽⁵⁾	09/20/2011	Common Stock	3	$39.3165	23,997	D
Options	$22.1	10/29/2004		S			7,997	⁽⁵⁾	09/20/2011	Common Stock	7,997	$39.25	16,000	D
Options	$15,000							12/02/2002	12/02/2007	Common Stock	15,000		15,000	D
TOTAL STOCK OPTIONS	⁽⁶⁾							⁽⁶⁾	⁽⁶⁾	Common Stock	49,250		49,250⁽⁷⁾	D

Explanation of Responses:

1. All shares are currently nonvested & forfeitable. Vesting occurs in 20% increments. Next scheduled vesting is 4/30/2005.

2. Options became exercisable on 12/13/2003. Remaining 2000 options will become exercisable on 12/13/2004.

3. Options became exercisable on 12/13/2003. Remaining 1250 options will become exercisable on 12/13/2004.

4. Options became exercisable on 3/10/2004. Remaining 15000 options will become exercisable as follows: 7500 on 3/10/2005 7500 on 3/10/2006

5. 8000 options became exercisable on 9/20/2004. Remaining 16000 options will become exercisable in increments of 8000 on 9/20/2005 and 9/20/2006, respectively.

6. Various - please see each line.

7. Represents TOTAL STOCK OPTIONS owned and listed in detail in previous lines.

	Sean R. Creamer	10/29/2004
	** Signature of Reporting Person	Date
Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
* If the form is filed by more than one reporting person, see Instruction 4 (b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
Note: File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
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