PERDOCEO EDUCATION Corp — Director's Dealing 2010

Mar 5, 2010

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CAREER EDUCATION CORP (CECO)
CIK: 0001046568
Period of Report: 2010-03-03

Reporting Person: Ayers Jeffrey David (SVP)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2010-03-03	Common Stock	A	17272	—	Acquired	55841	Direct

Derivative Transactions

Date	Security	Exercise Price	Code	Shares	A/D	Expiration	Underlying	Ownership
2010-03-03	Non-Qualified Stock Option (right to buy)	$29.02	A	23552	Acquired	2020-03-02	Common Stock (23552)	Direct

Footnotes

F1: This grant of restricted stock was approved by the Compensation Committee of the Company's Board of Directors on March 3, 2010. This number represents the maximum number of shares that could become vested assuming full satisfaction of all vesting requirements.

F2: Exercisable in four equal annual installments on each of March 3, 2011, 2012, 2013, and 2014.