PERDOCEO EDUCATION Corp — Director's Dealing 2013

Jun 17, 2013

SEC Form 4 — Statement of Changes in Beneficial Ownership

Issuer: CAREER EDUCATION CORP (CECO)
CIK: 0001046568
Period of Report: 2013-06-13

Reporting Person: BLUM CAPITAL PARTNERS LP (10% Owner)
Reporting Person: RICHARD C BLUM & ASSOCIATES INC (10% Owner)
Reporting Person: Blum Strategic GP III, L.L.C. (10% Owner)
Reporting Person: Blum Strategic GP IV, L.L.C. (10% Owner)

Non-Derivative Transactions

Date	Security	Code	Shares	Price	A/D	Holdings After	Ownership
2013-06-13	Common Stock	S	30900	$2.95	Disposed	4764526	Direct
2013-06-13	Common Stock	S	31100	$2.95	Disposed	4809529	Direct
2013-06-14	Common Stock	S	6500	$2.88	Disposed	4758026	Direct
2013-06-14	Common Stock	S	6500	$2.88	Disposed	4803029	Direct
2013-06-17	Common Stock	S	37300	$2.90	Disposed	4720726	Direct
2013-06-17	Common Stock	S	37700	$2.90	Disposed	4765329	Direct

Holdings (Non-Derivative)

Security	Shares	Ownership
Common Stock	17779	Direct

Footnotes

F1: These shares are directly owned by Richard C. Blum & Associates, Inc. ("RCBA Inc.").

F2: These shares are owned directly by Blum Strategic Partners III, L.P. ("Strategic III"). The shares also may be deemed to be owned indirectly by (i) Blum Strategic GP III, L.P. ("Blum GP III LP"), the general partner of Strategic III, and (ii) Blum Strategic GP III, L.L.C. ("Blum GP III"), the general partner of Blum GP III LP. Both Blum GP III LP and Blum GP III disclaim beneficial ownership of these shares, except to the extent of any pecuniary interest therein.

F3: These shares are owned directly by Blum Strategic Partners IV, L.P. ("Strategic IV"). The shares also may be deemed to be owned indirectly by (i) Blum Strategic GP IV, L.P. ("Blum GP IV LP"), the general partner of Strategic IV, and (ii) Blum Strategic GP IV, L.L.C. ("Blum GP IV"), the general partner of Blum GP IV LP. Both Blum GP IV LP and Blum GP IV disclaim beneficial ownership of these shares, except to the extent of any pecuniary interest therein.