Edgar Filing: CAPELLA EDUCATION CO

Ownership Submission

FORM 4

Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
STATEMENT OF CHANGES IN 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. Issuer Name and Ticker or Trading Symbol
CAPELLA EDUCATION CO [CPLA]

5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)

__X__ Director	__X__ 10% Owner
_____ Officer (give title below)	_____ Other (specify below)

(Last)

(First)

(Middle)

C/O SALMON RIVER CAPITAL, 680 FIFTH AVENUE, 8TH FLOOR

3. Date of Earliest Transaction (Month/Day/Year)
11/20/2006

(Street)

NEW YORK, NY 10019

4. If Amendment, Date Original Filed(Month/Day/Year)

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 Acquired, Disposed of, or Beneficially Owned

1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
1.Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	Code	V	Amount	(A) or (D)	Price		6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
Common Stock	11/20/2006		P		1,000	A	$ 25.11	40,976	I	See footnote ⁽¹⁾
Common Stock	11/20/2006		P		2,000	A	$ 25.14	42,976	I	See footnote ⁽¹⁾
Common Stock	11/20/2006		P		200	A	$ 25.2	43,176	I	See footnote ⁽¹⁾
Common Stock	11/20/2006		P		600	A	$ 25.21	43,776	I	See footnote ⁽¹⁾
Common Stock	11/20/2006		P		200	A	$ 25.22	43,976	I	See footnote ⁽¹⁾
Common Stock	11/20/2006		P		600	A	$ 25.23	44,576	I	See footnote ⁽¹⁾
Common Stock	11/20/2006		P		100	A	$ 25.23	44,676	I	See footnote ⁽¹⁾
Common Stock	11/20/2006		P		700	A	$ 25.26	45,376	I	See footnote ⁽¹⁾
Common Stock	11/20/2006		P		600	A	$ 25.27	45,976	I	See footnote ⁽¹⁾
Common Stock	11/21/2006		P		500	A	$ 25.05	46,476	I	See footnote ⁽¹⁾
Common Stock	11/21/2006		P		130	A	$ 25.06	46,606	I	See footnote ⁽¹⁾
Common Stock	11/21/2006		P		4,320	A	$ 25.07	50,926	I	See footnote ⁽¹⁾
Common Stock	11/21/2006		P		1,300	A	$ 25.08	52,226	I	See footnote ⁽¹⁾
Common Stock								10,485	D
Common Stock								850,000	I	See footnote ⁽²⁾
Common Stock								272,222	I	See footnote ⁽³⁾
Common Stock								146,018	I	See footnote ⁽⁴⁾

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)

1. Title of Derivative Security
(Instr. 3)

2. Conversion or Exercise Price of Derivative Security

3. Transaction Date (Month/Day/Year)

3A. Deemed Execution Date, if any (Month/Day/Year)

4. Transaction Code
(Instr. 8)

5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)

6. Date Exercisable and Expiration Date
(Month/Day/Year)

7. Title and Amount of Underlying Securities
(Instr. 3 and 4)

8. Price of Derivative Security
(Instr. 5)

9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)

10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)

11. Nature of Indirect Beneficial Ownership
(Instr. 4)

Code

(A)

(D)

Date Exercisable

Expiration Date

Title

Amount or Number of Shares

Reporting Owners

Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	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		11/22/2006
^**Signature of Reporting Person		Date

Explanation of Responses:

*	If the form is filed by more than one reporting person, see Instruction 4(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)	Reported securities are owned directly by Salmon River Capital II, L.P. ("SRC-II"). The general partner of SRC-II is Salmon River Capital GP, LLC ("SRCGP"), and the reporting person is the sole member of SRCGP. Accordingly, the reporting person has voting and investment powers with respect to the shares beneficially owned by SRC-II. The reporting person disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
(2)	Reported securities are owned directly by Insight-Salmon River LLC ("ISR"). The managing member of ISR is Salmon River Capital LLC ("SRC"), which generally controls the voting power over the shares held by ISR, but has shared voting power over such shares with respect to certain matters as well as shared investment power over such shares. The reporting person, S. Joshua Lewis, is the managing member of SRC. Accordingly, the reporting person shares voting and investment powers with respect to the shares beneficially owned by ISR. The reporting person disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
(3)	Reported securities are owned directly by Salmon River Capital I LLC ("SRC-I"). The managing member of SRC-I 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-I. The reporting person disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.
(4)	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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