Edgar Filing: LAUREATE EDUCATION, INC.

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 ^*

BECKER DOUGLAS L

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
__X__ Officer (give title below)	_____ Other (specify below)
Chariman and CEO

(Last)

(First)

(Middle)

1001 FLEET STREET

3. Date of Earliest Transaction (Month/Day/Year)
03/07/2006

(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)
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								166,753	I	Grantor Retained Annuity Trusts
Restricted Stock								166,000 ⁽⁴⁾	D
Common Stock	03/08/2006	03/09/2006	S		277,339	D	⁽⁵⁾	242,457	D

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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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

Common stock

$ 13.55

03/07/2006

03/09/2006

M⁽¹⁾

42,821

⁽²⁾

03/29/2006

Common stock

42,821

$ 52.07

479,454

options

$ 24.33

⁽²⁾

04/01/2008

common stock

630,000

options

$ 28.67

⁽²⁾

02/23/2008

common stock

52,328

options

$ 31.25

⁽²⁾

05/22/2008

common stock

100,000

options

$ 3.59

⁽²⁾

12/01/2009

common stock

605,683

Common stock

$ 13.55

03/08/2006

03/09/2006

M⁽¹⁾

2,149

⁽²⁾

03/29/2006

Common stock

2,149

$ 52.23

477,305

Common stock

$ 13.55

03/08/2006

03/09/2006

M⁽¹⁾

477,305

⁽²⁾

03/29/2006

common stock

477,305

$ 52.56

options

$ 19.43

⁽²⁾

12/14/2011

common stock

100,000

1,488,011 ⁽³⁾

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
BECKER DOUGLAS L 1001 FLEET STREET BALTIMORE, MD 21202	X		Chariman and CEO

Signatures

Douglas L. Becker		03/09/2006
^**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)	Exercise of options.
(2)	All options are currently exercisable.
(3)	Represents grand total of all stock options owned.
(4)	All 166,000 restricted stock units are currently restricted, 110,666.667 are vested and non-forefeitable, units vest in accordance with performance metrics, however all units vest December 31, 2009.
(5)	various

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