Ownership Submission
FORM 3
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

INITIAL STATEMENT OF 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 *
  Lewis S Joshua
2. Date of Event Requiring Statement (Month/Day/Year)
11/09/2006
3. Issuer Name and Ticker or Trading Symbol
CAPELLA EDUCATION CO [CPLA]
(Last)
(First)
(Middle)
C/O SALMON RIVER CAPITAL, 680 FIFTH AVENUE, 8TH FLOOR
4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
5. If Amendment, Date Original Filed(Month/Day/Year)
11/09/2006
(Street)

NEW YORK, NY 10019
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 Beneficially Owned
1.Title of Security
(Instr. 4)
2. Amount of Securities Beneficially Owned
(Instr. 4)
3. Ownership Form: Direct (D) or Indirect (I)
(Instr. 5)
4. Nature of Indirect Beneficial Ownership
(Instr. 5)

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. SEC 1473 (7-02)
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Table II - Derivative Securities Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 4)
2. Date Exercisable and Expiration Date
(Month/Day/Year)
3. Title and Amount of Securities Underlying Derivative Security
(Instr. 4)
4. Conversion or Exercise Price of Derivative Security 5. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 5)
6. Nature of Indirect Beneficial Ownership
(Instr. 5)
Date Exercisable Expiration Date Title Amount or Number of Shares
Class E Preferred Stock   (1)   (1) Common Stock 140,351 (2) $ (1) I See footnote (3)

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Lewis S Joshua
C/O SALMON RIVER CAPITAL
680 FIFTH AVENUE, 8TH FLOOR
NEW YORK, NY 10019
  X   X    

Signatures

Michael K. Coddington, Attorney-in-Fact for S. Joshua Lewis 11/17/2006
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 5(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) The conversion ratio of Class E Preferred Stock is 1.04038 shares of common stock for each share of Series E Preferred Stock which has no expiration date.
(2) This amendment filed to correct the number of Class E Preferred Stock reported, which had previously been reported on an as-converted basis.
(3) Reported securities are owned directly by Salmon River CIP LLC ("SRC-CIP"). The managing member of SRC-CIP is SRC, and the reporting person is the managing member of SRC. The reporting person has voting and investment powers with respect to the shares beneficially owned by SRC-CIP. The reporting person disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.

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