##### Table of Contents



SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON, DC 20549
 FORM 10-Q
 Quarterly Report Pursuant to Section 13 or 15 (d) of the
Securities Exchange Act of 1934   For the period ended March 31, 2009
Commission File No. 0-21039
 Strayer Education, Inc.
 (Exact name of registrant as specified in this charter)
 Maryland
    
    52-1975978(State or other jurisdiction of incorporation
    
    (I.R.S. Employeror organization)
    
    Identification No.)
 1100 Wilson Blvd., Suite 2500Arlington, VA
    
    22209(Address of principal executive offices)
    
    (Zip Code)Registrants
telephone number, including area code: (703) 247-2500
 Indicate by check mark whether the registrant (1) has filed all reports required to be filed by
Section 13 or 15 (d) of the Securities Exchange Act of 1934 during the preceding 12 months, and
(2) has been subject to such filing requirements for the past 90 days. Yes þ No o
 Indicate by check mark whether the registrant has submitted electronically and posted on its
corporate Web site, if any, every Interactive Data File required to be submitted and posted
pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months
(or for such shorter period that the registrant was required to submit and post such files). Yes o No o
 Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer,
a non-accelerated filer or a smaller reporting company. See definitions of large accelerated
filer, accelerated filer and smaller reporting company in Rule 12b-2 of the Exchange Act.
(check one)
 Large accelerated filer þ
    
    Accelerated filer o
    
    Non-accelerated filer   o
(Do not check if a smaller reporting company)
    
    Smaller reporting company o
 Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the
Exchange Act). Yes o No þ
 As of April 15, 2009, there were outstanding 14,013,937 shares of Common Stock, par value
$0.01 per share, of the Registrant.




---



##### 



STRAYER EDUCATION, INC.
INDEX 
FORM 10-Q
 PART I  FINANCIAL INFORMATIONItem 1. Financial StatementsUnaudited Condensed Consolidated Balance Sheets at
December 31, 2008 and March 31, 2009
    
    
    3Unaudited Condensed Consolidated Statements of Income
for the three months ended March 31, 2008 and 2009
    
    
    4Unaudited Condensed Consolidated Statements of Comprehensive Income
for the three months ended March 31, 2008 and 2009
    
    
    5Unaudited Condensed Consolidated Statements of Stockholders Equity for
the three months ended March 31, 2008 and 2009
    
    
    6Unaudited Condensed Consolidated Statements of Cash Flows
for the three months ended March 31, 2008 and 2009
    
    
    7Notes to Unaudited Condensed Consolidated Financial Statements
    
    
    8Item 2. Managements Discussion and Analysis of
Financial Condition and Results of Operations
    
    
    15Item 3. Quantitative and Qualitative Disclosures About Market Risk
    
    
    19Item 4. Controls and Procedures
    
    
    19PART II  OTHER INFORMATIONItem 1. Legal Proceedings
    
    
    20Item 1A. Risk Factors
    
    
    20Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
    
    
    20Item 6. Exhibits
    
    
    21SIGNATURES
    
    
    22CERTIFICATIONSEX-31.1EX-31.2EX-32.1EX-32.2
  2




---



##### Table of Contents



STRAYER EDUCATION, INC.
 
 UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS
 (in thousands, except share and per share data)
 December 31,
    
    
    March 31,2008
    
    
    2009ASSETSCurrent assets:Cash and cash equivalents
    
    $
    56,379
    
    
    $
    32,497Marketable securities available for sale, at fair value
    
    
    50,952
    
    
    
    51,515Tuition receivable, net of allowances for doubtful accounts of $4,776
and $5,303
at December 31, 2008 and March 31, 2009, respectively
    
    
    131,458
    
    
    
    134,285Income taxes receivable
    
    
    3,534
    
    
    
    Other current assets
    
    
    7,175
    
    
    
    6,640Total current assets
    
    
    249,498
    
    
    
    224,937Property and equipment, net
    
    
    66,304
    
    
    
    69,214Deferred income taxes
    
    
    7,799
    
    
    
    8,295Restricted cash
    
    
    500
    
    
    
    500Other assets
    
    
    462
    
    
    
    437Total assets
    
    $
    324,563
    
    
    $
    303,383LIABILITIES & STOCKHOLDERS EQUITYCurrent liabilities:Accounts payable
    
    $
    17,099
    
    
    $
    12,761Accrued expenses
    
    
    4,567
    
    
    
    4,944Income taxes payable
    
    
    
    
    
    
    14,888Unearned tuition
    
    
    114,872
    
    
    
    115,328Other current liabilities
    
    
    281
    
    
    
    281Total current liabilities
    
    
    136,819
    
    
    
    148,202Long-term liabilities
    
    
    11,663
    
    
    
    11,499Total liabilities
    
    
    148,482
    
    
    
    159,701Commitments and contingenciesStockholders equity:Common
stock, par value $.01; 20,000,000 shares authorized;
14,089,189 and 14,013,937 shares issued and outstanding
at December 31, 2008 and March 31, 2009, respectively
    
    
    141
    
    
    
    140Additional paid-in capital
    
    
    17,185
    
    
    
    Retained earnings
    
    
    158,834
    
    
    
    143,415Accumulated other comprehensive (loss) income
    
    
    (79
    )
    
    
    127Total stockholders
equity
    
    
    176,081
    
    
    
    143,682Total liabilities and stockholders equity
    
    $
    324,563
    
    
    $
    303,383
  3




---



##### Table of Contents



STRAYER EDUCATION, INC.
 
 UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF INCOME
 (in thousands, except per share data)
 For the three monthsended March 31,2008
    
    
    2009Revenues
    
    $
    97,074
    
    
    $
    124,478Costs and expenses:Instruction and educational support
    
    
    31,642
    
    
    
    39,069Selling and promotion
    
    
    15,095
    
    
    
    19,868General and administration
    
    
    14,778
    
    
    
    17,930Income from operations
    
    
    35,559
    
    
    
    47,611Investment and other income
    
    
    2,036
    
    
    
    491Income before income taxes
    
    
    37,595
    
    
    
    48,102Provision for income taxes
    
    
    14,073
    
    
    
    19,049Net income
    
    $
    23,522
    
    
    $
    29,053Earnings per share:Basic
    
    $
    1.67
    
    
    $
    2.09Diluted
    
    $
    1.64
    
    
    $
    2.07Weighted average shares outstanding:Basic
    
    
    14,104
    
    
    
    13,875Diluted
    
    
    14,340
    
    
    
    14,002
  4




---



##### Table of Contents



STRAYER EDUCATION, INC.
 
 UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF
 COMPREHENSIVE INCOME

(in thousands)
 For the three monthsended March 31,2008
    
    
    2009Net income
    
    $
    23,522
    
    
    $
    29,053Other comprehensive income:Unrealized gains (losses) on investments,
net of taxes
    
    
    
    
    
    
    206Comprehensive income
    
    $
    23,522
    
    
    $
    29,259
  5




---



##### Table of Contents



STRAYER EDUCATION, INC.
 
 UNAUDITED CONSOLIDATED STATEMENTS OF STOCKHOLDERS EQUITY
 (in thousands, except share data)
 AccumulatedAdditional
    
    
    
    
    
    
    OtherCommon Stock
    
    
    Paid-in
    
    
    Retained
    
    
    ComprehensiveShares
    
    
    Amount
    
    
    Capital
    
    
    Earnings
    
    
    Income (Loss)
    
    
    TotalBalance at December 31, 2007
    
    
    14,426,634
    
    
    $
    144
    
    
    $
    87,080
    
    
    $
    101,102
    
    
    $
    181
    
    
    $
    188,507Exercise of stock options
    
    
    100,000
    
    
    
    1
    
    
    
    3,377
    
    
    
    
    
    
    
    
    
    
    
    3,378Excess tax benefit from exercise of stock options and
vesting of restricted shares
    
    
    
    
    
    
    
    
    
    
    5,033
    
    
    
    
    
    
    
    
    
    
    
    5,033Repurchase of common stock
    
    
    (353,083
    )
    
    
    (4
    )
    
    
    (56,263
    )
    
    
    
    
    
    
    
    
    
    
    (56,267
    )Restricted stock grants, net of forfeitures
    
    
    42,536
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Stock-based compensation
    
    
    
    
    
    
    1
    
    
    
    2,682
    
    
    
    
    
    
    
    
    
    
    
    2,683Common stock dividends
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (5,339
    )
    
    
    
    
    
    
    (5,339
    )Change in net unrealized gains (losses)
on marketable securities, net of income
tax
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (181
    )
    
    
    (181
    )Net
income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    23,522
    
    
    
    
    
    
    
    23,522Balance at March 31, 2008
    
    
    14,216,087
    
    
    $
    142
    
    
    $
    41,909
    
    
    $
    119,285
    
    
    $
    
    
    
    $
    161,336
 AccumulatedAdditional
    
    
    
    
    
    
    OtherCommon Stock
    
    
    Paid-in
    
    
    Retained
    
    
    ComprehensiveShares
    
    
    Amount
    
    
    Capital
    
    
    Earnings
    
    
    Income (Loss)
    
    
    TotalBalance at December 31, 2008
    
    
    14,089,189
    
    
    $
    141
    
    
    $
    17,185
    
    
    $
    158,834
    
    
    $
    (79
    )
    
    $
    176,081Exercise of stock options
    
    
    20,000
    
    
    
    
    
    
    
    1,691
    
    
    
    
    
    
    
    
    
    
    
    1,691Excess tax benefit from exercise of stock options and
vesting of restricted shares
    
    
    
    
    
    
    
    
    
    
    1,471
    
    
    
    
    
    
    
    
    
    
    
    1,471Repurchase of common stock
    
    
    (348,085
    )
    
    
    (3
    )
    
    
    (22,713
    )
    
    
    (37,352
    )
    
    
    
    
    
    
    (60,068
    )Restricted stock grants, net of forfeitures
    
    
    252,833
    
    
    
    2
    
    
    
    (2
    )
    
    
    
    
    
    
    
    
    
    
    Stock-based compensation
    
    
    
    
    
    
    
    
    
    
    2,368
    
    
    
    
    
    
    
    
    
    
    
    2,368Common stock dividends
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (7,120
    )
    
    
    
    
    
    
    (7,120
    )Change in net unrealized gains (losses)
on marketable securities, net of income
tax
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    206
    
    
    
    206Net
income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    29,053
    
    
    
    
    
    
    
    29,053Balance at March 31, 2009
    
    
    14,013,937
    
    
    $
    140
    
    
    $
    
    
    
    $
    143,415
    
    
    $
    127
    
    
    $
    143,682
  6




---



##### Table of Contents



STRAYER EDUCATION, INC.
 
 UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(in thousands)
 For the three months ended March 31,2008
    
    
    2009Cash flows from operating activities:Net income
    
    $
    23,522
    
    
    $
    29,053Adjustments to reconcile net income to net cash

provided by operating activities:Amortization of gain on sale of assets
    
    
    (71
    )
    
    
    (71
    )Amortization of deferred rent
    
    
    (87
    )
    
    
    (93
    )Gain on sale of marketable securities
    
    
    (785
    )
    
    
    Depreciation and amortization
    
    
    2,420
    
    
    
    3,200Deferred income taxes
    
    
    (1,318
    )
    
    
    (998
    )Stock-based compensation
    
    
    2,683
    
    
    
    2,368Changes in assets and liabilities:Tuition receivable, net
    
    
    (2,815
    )
    
    
    (2,827
    )Other current assets
    
    
    (943
    )
    
    
    1,017Other assets
    
    
    (78
    )
    
    
    25Accounts payable
    
    
    3,483
    
    
    
    (3,864
    )Accrued expenses
    
    
    (683
    )
    
    
    377Income taxes payable/receivable
    
    
    11,259
    
    
    
    19,893Excess tax benefits from stock-based payment arrangements
    
    
    (5,033
    )
    
    
    (1,471
    )Unearned tuition
    
    
    2,668
    
    
    
    456Net cash provided by operating activities
    
    
    34,222
    
    
    
    47,065Cash flows from investing activities:Purchases of property and equipment
    
    
    (5,128
    )
    
    
    (6,584
    )Purchases of marketable securities
    
    
    
    
    
    
    (337
    )Proceeds from the sale of marketable securities
    
    
    76,785
    
    
    
    Net cash provided by (used in) investing activities
    
    
    71,657
    
    
    
    (6,921
    )Cash flows from financing activities:Regular common dividends paid
    
    
    (5,339
    )
    
    
    (7,120
    )Special common dividends paid
    
    
    (28,854
    )
    
    
    Proceeds from exercise of stock options
    
    
    3,378
    
    
    
    1,691Excess tax benefits from stock-based payment arrangements
    
    
    5,033
    
    
    
    1,471Repurchase of common stock
    
    
    (56,267
    )
    
    
    (60,068
    )Net cash used in financing activities
    
    
    (82,049
    )
    
    
    (64,026
    )Net increase (decrease) in cash and cash equivalents
    
    
    23,830
    
    
    
    (23,882
    )Cash and cash equivalents  beginning of period
    
    
    95,036
    
    
    
    56,379Cash and cash equivalents  end of period
    
    $
    118,866
    
    
    $
    32,497Non-cash transactions:Purchases of property and equipment included in accounts payable
    
    $
    792
    
    
    $
    337
  7




---



##### Table of Contents



STRAYER EDUCATION, INC.
 
 NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Information as of March 31, 2008 and 2009 is unaudited.
 1. Basis of Presentation
     2. Nature of Operations
  8




---



##### Table of Contents



3. Earnings Per Share
   For the three monthsended March 31,(in thousands)2008
    
    
    2009Weighted average shares outstanding
used to compute basic earnings per share
    
    
    14,104
    
    
    
    13,875Incremental shares issuable upon the
assumed exercise of stock options
    
    
    55
    
    
    
    57Unvested restricted stock
    
    
    181
    
    
    
    70Shares used to compute diluted earnings per
share
    
    
    14,340
    
    
    
    14,002
 4. Credit Facilities
  5. Stockholders Equity
 Common Stock
  9




---



##### Table of Contents



Stock-based Compensation
 Share-based Payment,
  Stock-based Compensation Plans
  10




---



##### Table of Contents



Weighted-Weighted-
    
    averageaverage
    
    remaining
    
    AggregateNumber of
    
    exercise
    
    contractual
    
    intrinsic value(1)shares
    
    price
    

life (# yrs.)
    
    (in thousands)Balance, December 31, 2008
    
    
    167,084
    
    
    $
    102.98
    
    
    
    3.8
    
    
    $
    18,618Grants
    
    
    
    
    
    
    Exercises
    
    
    (20,000
    )
    
    $
    84.55Forfeitures
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Balance, March 31, 2009
    
    
    147,084
    
    
    $
    105.49
    
    
    
    2.7
    
    
    $
    10,940Vested, March 31, 2009
    
    
    147,084
    
    
    $
    105.49
    
    
    
    2.7
    
    
    $
    10,940Exercisable, March 31, 2009
    
    
    147,084
    
    
    $
    105.49
    
    
    
    2.7
    
    
    $
    10,940
 
 (1)
    
    The aggregate intrinsic value in the table above represents the total
pre-tax intrinsic value (the difference between the Companys closing stock price on the
respective trading day and the exercise price, multiplied by the number of in-the-money
options) that would have been received by the option holders had all option holders
exercised their options on December 31, 2008 or March 31, 2009. The amount of aggregate
intrinsic value will change based on the fair market value of our stock.  11




---



##### Table of Contents



For the three months endedMarch 31,2008
    
    2009Proceeds from stock options exercised
    
    $
    3,378
    
    
    $
    1,691Excess tax
benefits related to share-based payment arrangements
    
    
    5,033
    
    
    
    1,471Intrinsic value of stock options exercised(1)
    
    
    12,272
    
    
    
    1,604
 
 (1)
    
    Intrinsic value of stock options exercised is estimated by taking the difference between
the Companys closing stock price on the date of exercise and the exercise price, multiplied
by the number of options exercised for each option holder and then aggregated.  Options Outstanding
    
    Options ExercisableWeighted-averageNumber
    
    remaining
    
    Weighted-
    
    Number
    
    Weighted-Outstanding
    
    contractual life
    
    average
    
    exercisable at
    
    averageExercise Prices
    
    at 3/31/09
    
    (yrs.)
    
    exercise price
    
    3/31/09
    
    exercise price$67.84
    
    
    6,667
    
    
    
    1.1
    
    
    $
    67.84
    
    
    
    6,667
    
    
    $
    67.84$107.28
    
    
    140,417
    
    
    
    2.8
    
    
    $
    107.28
    
    
    
    140,417
    
    
    $
    107.28147,084
    
    
    
    2.7
    
    
    $
    105.49
    
    
    
    147,084
    
    
    $
    105.49
  Weighted-Number
    
    averageof shares
    
    grant priceBalance, December 31, 2008
    
    
    122,095
    
    
    $
    124.06Grants
    
    
    253,142
    
    
    $
    217.77Vested shares
    
    
    (20,544
    )
    
    $
    191.25Forfeitures
    
    
    (309
    )
    
    $
    162.10Balance, March 31, 2009
    
    
    354,384
    
    
    $
    192.29
  12




---



##### Table of Contents



Valuation and Expense Information Under SFAS 123(R)
  For the three monthsended March 31,2008
    
    
    2009Instruction and educational support
    
    $
    140
    
    
    $
    408Selling and promotion
    
    
    245
    
    
    
    37General and administration
    
    
    2,843
    
    
    
    1,923Stock-based compensation expense included in operating expense
    
    
    3,228
    
    
    
    2,368Tax benefit
    
    
    1,227
    
    
    
    938Stock-based compensation expense, net of tax
    
    $
    2,001
    
    
    $
    1,430
 6. Investments in Marketable Securities
 Accounting for Certain Investments in Debt and Equity
Securities.
 7. Long-Term Liabilities
 Lease Incentives
  Lease Obligations
 Accounting for Operating Leases
with Schedule Rent Increases,
 13




---



##### Table of Contents



Deferred Gain
  8. Income Taxes
 Accounting for Uncertainty in Income Taxes (FIN 48)
 9. Recent Accounting Pronouncements
 Fair Value Measurements
 The
Fair Value Option for Financial Assets and Financial Liabilities
 Determining Whether Instruments Granted in Share-Based Payment Transactions Are
Participating Securities.
 14




---



##### Table of Contents



ITEM 2: MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
 Cautionary Notice Regarding Forward Looking Statements
 Certain of the statements included in this Managements Discussion and Analysis of Financial
Condition and Results of Operations as well as elsewhere in this report on Form 10-Q are
forward-looking statements made pursuant to the Private Securities Litigation Reform Act of
1995 (Reform Act). These statements are based on the Companys current expectations and
are subject to a number of assumptions, risks and uncertainties. In accordance with the
safe harbor provisions of the Reform Act, the Company has identified important factors that
could cause the actual results to differ materially from those expressed in or implied by
such statements. The assumptions, uncertainties and risks include the pace of growth of
student enrollment, our continued compliance with Title IV of the Higher Education Act, and
the regulations thereunder, as well as regional accreditation standards and state regulatory
requirements, competitive factors, risks associated with the opening of new campuses, risks
associated with the offering of new educational programs and adapting to other changes,
risks associated with the acquisition of existing educational institutions, risks relating
to the timing of regulatory approvals, our ability to continue to implement our growth
strategy, risks associated with the ability of our students to finance their education in a
timely manner, and general economic and market conditions. Further information about these
and other relevant risks and uncertainties may be found in the Companys annual report on
Form 10-K and its other filings with the Securities and Exchange Commission. The Company
undertakes no obligation to update or revise forward looking statements, except as may be
required by law.
 Additional Information
 We
maintain a website at http://www.strayereducation.com. The information on our website is
not incorporated by reference in this Quarterly Report on Form 10-Q and our web address is
included as an inactive textual reference only. We make available, free of charge through
our website, our Annual Report on Form 10-K, Quarterly Reports on Form 10-Q, Current Reports
on Form 8-K and amendments to those reports filed or furnished pursuant to Section 13(a) or
15(d) of the Exchange Act as soon as reasonably practicable after we electronically file
such material with, or furnish it to, the SEC.
 Results of Operations
  15




---



##### Table of Contents



Three Months Ended March 31, 2009 Compared to Three Months Ended March 31, 2008
 Enrollment.
 Revenues
 Instruction and educational support expenses.
 Selling and promotion expenses.
 General and administration expenses.
 Income from operations.
 16




---



##### Table of Contents



Investment and other income.
 Provision for income taxes.
 Net income.
 Liquidity and Capital Resources
     17




---



##### Table of Contents



Payments due by period (in thousands)2-3
    
    4-5
    
    After 5Total
    
    Within 1 Year
    
    Years
    
    Years
    
    YearsOperating leases
    
    $
    189,234
    
    
    $
    22,076
    
    
    $
    47,914
    
    
    $
    43,644
    
    
    $
    75,600
 New Campuses / Second Global Online Operations Center
  18




---



##### Table of Contents



ITEM 3: QUANTITATIVE AND QUALITATIVE DISCLOSURES
ABOUT MARKET RISK
   
 ITEM 4: CONTROLS AND PROCEDURES
 a)
    
    Disclosure Controls and Procedures.The Companys Chief Executive Officer and Chief
Financial Officer have evaluated the effectiveness of the Companys disclosure controls and
procedures as of March 31, 2009. Based upon such review, the Chief Executive Officer and
Chief Financial Officer have concluded that the Company has in place, as of March 31, 2009,
effective controls and procedures designed to ensure that information required to be
disclosed by the Company (including consolidated subsidiaries) in the reports it files or
submits under the Securities Exchange Act of 1934, as amended, and the rules thereunder, is
recorded, processed, summarized and reported within the time periods specified in the
Commissions rules and forms. Disclosure controls and procedures include, without
limitation, controls and procedures designed to ensure that information required to be
disclosed by an issuer in reports it files or submits under the Securities Exchange Act is
accumulated and communicated to the Companys management, including its principal executive
officer or officers and principal financial officer or officers, or persons performing
similar functions, as appropriate to allow timely decisions regarding required disclosure.
 b)
    
    Internal Control Over Financial Reporting. There have not been any changes in the
Companys internal control over financial reporting during the quarter ended March 31, 2009
that have materially affected, or are reasonably likely to materially affect, the Companys
internal control over financial reporting.
 19




---



##### Table of Contents



PART II  OTHER INFORMATION
 
 Item 1. Legal Proceedings.
  
 Item 1A. Risk Factors
  
 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds.
 (1)
 Total number of
    
    
    Approximate dollarshares purchased
    
    
    value of shares thatTotal number
    
    
    Average
    
    
    as part of publicly
    
    
    may yet be purchasedof shares
    
    
    price paid
    
    
    announced plans
    
    
    under the plans orpurchased
    
    
    per share
    
    
    or programs
    
    
    programs ($ mil)Beginning Balance
(at 12/31/08)
    
    
    
    
    
    
    
    
    
    
    
    
    
    $
    70.1January
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    February
    
    
    222,000
    
    
    $
    180.02
    
    
    
    222,000
    
    
    
    (39.9
    )March
    
    
    126,085
    
    
    $
    159.44
    
    
    
    126,085
    
    
    
    (20.1
    )Total (at 3/31/09)
    
    
    348,085
    
    
    $
    172.57
    
    
    
    348,085
    
    
    $
    10.1
 
 (1)
    
    The Companys repurchase program was announced on November 3, 2003 for repurchases up to
an aggregate amount of $15 million in value of common stock through December 31, 2004. The
Board of Directors amended the program on various dates increasing the amount authorized and
extending the expiration date. Item 3. Defaults Upon Senior Securities.
  Item 4. Submission of Matter to a Vote of Security Holders.
  20




---



##### Table of Contents



Item 5. Other Information.
  
 Item 6. Exhibits
 31.1
    
    Certification of Chief Executive Officer pursuant to Rule 13a-14(a) of the Securities Act.31.2
    
    Certification of Chief Financial Officer pursuant to Rule 13a-14(a) of the Securities Act.32.1
    
    Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.32.2
    
    Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
 21




---



##### Table of Contents



SIGNATURES
  STRAYER EDUCATION, INC.By:

/s/ Mark C. BrownMark C. BrownExecutive Vice President and Chief Financial Officer  22




---



##### Table of Contents



Exhibit Index
 Exhibit
    
    Description31.1
    
    Certification of Chief Executive Officer pursuant to Rule 13a-14(a) of the Securities Act.31.2
    
    Certification of Chief Financial Officer pursuant to Rule 13a-14(a) of the Securities Act.32.1
    
    Certification of Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.32.2
    
    Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted
pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
 23