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 *
SPERLING JOHN G
  2. Issuer Name and Ticker or Trading Symbol
APOLLO GROUP INC [APOL]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Acting Exec Chrmn of the Board
(Last)
(First)
(Middle)
4615 EAST ELWOOD STREET
3. Date of Earliest Transaction (Month/Day/Year)
01/16/2008
(Street)

PHOENIX, AZ 85040
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)
Code V Amount (A) or (D) Price
Class A Common Stock 01/16/2008   S   15,000 D $ 80.0969 15,858,643 (1) D  
Class A Common Stock 01/16/2008   S   15,000 D $ 80.0958 2,158,886 (2) I Aurora Foundation (3)
Class A Common Stock               1,357,339 I JGS Irrevocable (4)
Class A Common Stock               585,974 I JGS Revocable Trust (5)

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 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
SPERLING JOHN G
4615 EAST ELWOOD STREET
PHOENIX, AZ 85040
  X   X   Acting Exec Chrmn of the Board  

Signatures

 By: Joseph L. D'Amico For: John G. Sperling   01/17/2008
**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) Includes 50,000 shares of the Issuer's Class A common stock underlying restricted stock units awarded to the Reporting Person. The reported holdings have not been adjusted downward to reflect certain gifts of Class A common stock made by the Reporting Person during the fiscal year which began on September 1, 2007. Those gifts are eligible for deferred reporting on the Form 5 report to be filed for that fiscal year on or before October 15, 2008.
(2) The Aurora Foundation is a tax exempt organization under Section 501(c)(3) of the Internal Revenue Code. Accordingly, the Reporting Person disclaims any pecuniary interest in the shares subject to this transaction.
(3) By self as trustee of the Aurora Foundation dated May 22, 1997.
(4) By self as co-trustee and beneficiary of the John Sperling 1994 Irrevocable Trust dated April 27, 1994.
(5) By self as trustee and beneficiary of the John G. Sperling Revocable Trust dated January 31, 1995.

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