UNITED STATES
SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Apollo Group, Inc.

(Exact name of registrant as specified in its charter)

Arizona		0-25232		86-0419443
(State or other jurisdiction of incorporation)		(Commission File Number)		(I.R.S. Employer Identification No.)
4025 S. Riverpoint Parkway, Phoenix, Arizona				85040
(Address of principal executive offices)				(Zip Code)

Registrant’s telephone number, including area code: (480) 966-5394

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

Section 8 — Other Events

Item 8.01 Other Events.

     On May 12, 2010, the Superior Court of the State of Arizona in and for the County of Maricopa entered an order preliminarily approving a Stipulation of Settlement entered into by and among (i) the derivative plaintiffs in Larry Barnett v. John Blair, et al., Superior Court of the State of Arizona in and for the County of Maricopa, Case No. CV2006-051558 (the “Action”), (ii) certain current and former officers and directors of Apollo Group, Inc. (the “Company”) who are named defendants in the Action, and (iii) the Company, the nominal defendant in the Action. In connection with such approval, the Company is required to file the Notice of Settlement of Derivative Action in a Current Report on Form 8-K. The Notice of Settlement of Derivative Action is furnished with this Current Report on Form 8-K as Exhibit 99.1 and is incorporated by reference herein.

     The information in Item 8.01 of this Form 8-K and Exhibit 99.1 furnished herewith shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities under that section, nor shall they be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, regardless of any general incorporation language in any such filing.

Section 9 — Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

The following exhibit is provided herewith:

Exhibit Number		Description
99.1		Notice of Settlement of Derivative Action.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

Exhibit Index

Exhibit No.		Description
99.1		Notice of Settlement of Derivative Action.