Edgar Filing: HOEHN SARIC RULDOLF CHRISTOPHER

Ownership Submission

FORM 4

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

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940

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(Print or Type Responses)

1. Name and Address of Reporting Person ^*

HOEHN SARIC RULDOLF CHRISTOPHER

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

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

__X__ Director	_____ 10% Owner
_____ Officer (give title below)	_____ Other (specify below)

(Last)

(First)

(Middle)

1001 FLEET STREET

3. Date of Earliest Transaction (Month/Day/Year)
08/17/2007

(Street)

BALTIMORE, MD 21202

4. If Amendment, Date 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

(City)

(State)

(Zip)

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)
			Code	V	Amount	(A) or (D)	Price
Common Stock	08/17/2007		S⁽¹⁾		320,708	D	$ 60.5	0	D

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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 Underlying Securities
(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 of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

options (rt to buy)

$ 24.33

08/17/2007

D⁽²⁾

252,000

⁽²⁾

common stock

252,000

$ 35.17 ⁽²⁾

0 ⁽²⁾

options (rt to buy)

$ 28.67

08/17/2007

D⁽²⁾

52,328

⁽²⁾

common stock

52,328

$ 31.83 ⁽²⁾

0 ⁽²⁾

options (rt to buy)

$ 31.25

08/17/2007

D⁽²⁾

100,000

⁽²⁾

common stock

100,000

$ 29.25 ⁽²⁾

0 ⁽²⁾

options (rt to buy)

$ 3.59

08/17/2007

D⁽²⁾

605,683

⁽²⁾

common stock

605,683

$ 56.91 ⁽²⁾

0 ⁽²⁾

options (rt to buy)

$ 29.63

08/17/2007

D⁽²⁾

6,500

⁽²⁾

common stock

6,500

$ 30.87 ⁽²⁾

0 ⁽²⁾

options (rt to buy)

$ 44.18

08/17/2007

D⁽²⁾

6,500

⁽²⁾

common stock

6,500

$ 15.32 ⁽²⁾

0 ⁽²⁾

Options (rt to buy)

$ 50.61

08/17/2007

D⁽²⁾

6,500

⁽²⁾

Common Stock

6,500

$ 9.89 ⁽²⁾

0 ⁽²⁾

Options (rt to buy)

$ 48.78

08/17/2007

D⁽²⁾

6,500

⁽²⁾

Common Stock

6,500

$ 11.72 ⁽²⁾

0 ⁽²⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
HOEHN SARIC RULDOLF CHRISTOPHER 1001 FLEET STREET BALTIMORE, MD 21202	X

Signatures

R. Christopher Hoehn-Saric		09/10/2007
^**Signature of Reporting Person		Date

Explanation of Responses:

*	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).
(1)	Immediately prior to the merger of L Curve Sub Inc. with and into the Issuer on August 17, 2007, Mr. Hoehn-Saric sold his 320,708 shares to Wengen Alberta, Limited Partnership, in exchange for partnership interests in Wengen valued at the product of 320,708 multiplied by $60.50. Wengen was the Parent of L Curve and, upon the effectiveness of the Merger became the sole shareholder of the Issuer.
(2)	Upon the effectiveness of the merger of L Curve Sub Inc. with and into the Issuer on August 17, 2007, all outstanding options of the Issuer were cancelled. In connection with the merger, the Issuer adopted a Deferred Compensation Plan for Mr. Hoehn-Saric, the value of which was equal to (A)the total number of options held by Mr. Hoehn-Saric at the time of the merger multiplied by $60.50 minus (B) the aggregate exercise price of all of the options held by Mr Hoehn-Saric at the time of the merger.

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