Sec Form 4 Filing - SALMON RIVER CAPITAL II LP @ CAPELLA EDUCATION CO - 2006-11-28

Insider filing report for Changes in Beneficial Ownership
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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
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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1. Name and Address of Reporting Person
SALMON RIVER CAPITAL II LP
2. Issuer Name and Ticker or Trading Symbol
CAPELLA EDUCATION CO [ CPLA]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director X __ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
SALMON RIVER CAPITAL LLC, 680 FIFTH AVENUE 8TH FL
3. Date of Earliest Transaction (MM/DD/YY)
11/28/2006
(Street)
NEW YORK, NY10019
4. If Amendment, Date Original Filed (MM/DD/YY)
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 (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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)
Code V Amount (A) or (D) Price
Common Stock 11/28/2006 P 300 A $ 25.03 52,526 D ( 1 )
Common Stock 11/28/2006 P 200 A $ 25.07 52,726 D ( 1 )
Common Stock 11/29/2006 P 110 A $ 25.29 52,836 D ( 1 )
Common Stock 11/29/2006 P 1,100 A $ 25.22 53,936 D ( 1 )
Common Stock 11/29/2006 P 100 A $ 25.26 54,036 D ( 1 )
Common Stock 11/29/2006 P 300 A $ 25.24 54,336 D ( 1 )
Common Stock 11/29/2006 P 500 A $ 25.25 54,836 D ( 1 )
Common Stock 11/29/2006 P 900 A $ 25.21 54,736 D ( 1 )
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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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
(MM/DD/YY)
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 V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
SALMON RIVER CAPITAL II LP
SALMON RIVER CAPITAL LLC
680 FIFTH AVENUE 8TH FL
NEW YORK, NY10019
X
Signatures
/s/ S. Joshua Lewis - Managing Member 11/29/2006
Signature of Reporting Person Date
Explanation of Responses:
( 1 )The amount shown represents the beneficial ownership of the Issuer's securities owned by Salmon River Capital II, L.P. The general partner of Salmon River Capital II, L.P. is Salmon River Capital GP, LLC. The sole member of Salmon River Capital GP, LLC is Mr. Lewis. Accordingly, Mr. Lewis has voting and investment powers with respect to the shares beneficially owned by Salmon River Capital II, L.P. Mr. Lewis disclaims beneficial ownership of such shares except to the extent of his pecuniary interest therein.

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