Apollo Group Inc - Initial Statement of Beneficial Ownership (3)

FORM 3	UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 INITIAL STATEMENT OF BENEFICIAL OWNERSHIP OF SECURITIES	OMB APPROVAL OMB Number: 3235-0104 Expires: February 28, 2011 Estimated average burden hours per response... 0.5
	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

1. Name and Address of Reporting Person ^*

Goin John R

2. Date of Event Requiring Statement (MM/DD/YYYY) 6/27/2008

3. Issuer Name and Ticker or Trading Symbol

APOLLO GROUP INC [APOL]

(Last) (First) (Middle)

4615 EAST ELWOOD STREET

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

_____ Director _____ 10% Owner
___ X ___ Officer (give title below) _____ Other (specify below)
Executive Vice President /

(Street)

PHOENIX, AZ 85040

(City) (State) (Zip)

5. If Amendment, Date Original Filed (MM/DD/YYYY)

6. Individual or Joint/Group Filing (Check Applicable Line)

_ X _ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person

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)
Class A Common Stock	1412	D

*Table II - Derivative Securities Beneficially Owned ( e.g.* , puts, calls, warrants, options, convertible securities)**
1. Title of Derivate Security (Instr. 4)	2. Date Exercisable and Expiration Date (MM/DD/YYYY)		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)
1. Title of Derivate Security (Instr. 4)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares	4. Conversion or Exercise Price of Derivative Security		6. Nature of Indirect Beneficial Ownership (Instr. 5)
Non-Qualified Stock Option (right to buy)	⁽¹⁾	9/27/2010	Class A Common Stock	10970	$6.5022	D
Non-Qualified Stock Option (right to buy)	⁽¹⁾	1/12/2010	Class A Common Stock	1000	$8.3889	D
Non-Qualified Stock Option (right to buy)	⁽¹⁾	12/18/2008	Class A Common Stock	51	$11.3889	D
Non-Qualified Stock Option (right to buy)	⁽¹⁾	9/21/2011	Class A Common Stock	7176	$17.6465	D
Non-Qualified Stock Option (right to buy)	⁽¹⁾	1/2/2012	Class A Common Stock	150	$29.3267	D
Non-Qualified Stock Option (right to buy)	⁽¹⁾	10/22/2012	Class A Common Stock	5000	$41.92	D
Non-Qualified Stock Option (right to buy)	⁽²⁾	6/23/2016	Class A Common Stock	4800	$51.33	D
Non-Qualified Stock Option (right to buy)	⁽³⁾	7/3/2013	Class A Common Stock	20000	$58.03	D
Non-Qualified Stock Option (right to buy)	⁽¹⁾	10/20/2013	Class A Common Stock	1500	$60.9	D
Non-Qualified Stock Option (right to buy)	⁽¹⁾	10/20/2013	Class A Common Stock	1500	$62.78	D
Non-Qualified Stock Option (right to buy)	⁽⁴⁾	8/6/2014	Class A Common Stock	3000	$71.23	D

Explanation of Responses:
( 1)	The option is currently exercisable for all of the reported shares of the Issuer's Class A common stock.
( 2)	The option is currently exercisable for 75% of the shares and will become exercisable for the remaining 25% upon the Reporting Person's continuation of service with the Issuer through February 28, 2010.
( 3)	The option will vest and become exercisable for the underlying shares of Class A Common stock in four successive equal annual installments upon the Reporting Person's completion of each year of service with the Issuer over the four year period measured from September 1, 2007, subject to accelerated vesting in the event of certain changes in control of the Issuer.
( 4)	The grant is currently exercisable for 75% of the option shares and will become exercisable for the remaining 25% upon the Reporting Person's continuation of service with the Issuer through August 31, 2008.

Reporting Owners
Reporting Owner Name / Address	Relationships
Reporting Owner Name / Address	Director	10% Owner	Officer	Other
Goin John R 4615 EAST ELWOOD STREET PHOENIX, AZ 85040			Executive Vice President

Signatures
By: Joseph L. D'Amico For: John R. Goin		7/3/2008
^** Signature of Reporting Person		Date

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.
*	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).
Note:	File three copies of this Form, one of which must be manually signed. If space is insufficient, see Instruction 6 for procedure.
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number.