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 *
  Lespine Catherine
 2. Date of Event Requiring Statement (Month/Day/Year)
08/21/2012		 3. Issuer Name and Ticker or Trading Symbol
CAREER EDUCATION CORP [CECO]
(Last)
(First)
(Middle)
231 N. MARTINGALE ROAD		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
_____ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Dir Gen Inseec Group
 5. If Amendment, Date Original Filed(Month/Day/Year)
(Street)

SCHAUMBURG, IL 60173		 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)
Common Stock 18,934 (1)
D
 

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
Non-Qualified Stock Option (right to buy)   (2) 02/17/2013 Common Stock 15,000 $ 23.32 D  
Non-Qualified Stock Option (right to buy)   (3) 03/02/2020 Common Stock 4,096 $ 29.02 D  
Non-Qualified Stock Option (right to buy)   (2) 05/19/2015 Common Stock 5,000 $ 34.7 D  

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Lespine Catherine
231 N. MARTINGALE ROAD
SCHAUMBURG, IL 60173		       Dir Gen Inseec Group  

Signatures

By: Gail B Rago, pursuant to POA For: Catherine Lespine 08/31/2012
**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) Includes 12,134 unvested restricted shares and 4,200 shares which have vested but remain subject to restrictions on transfer, granted pursuant to the Career Education Corporation 2008 Incentive Compensation Plan.
(2) Immediately exercisable.
(3) Exercisable in four equal annual installments on each of March 3,2011, 2012, 2013 and 2014; however, the underlying shares cannot be transferred until March 3, 2014 except in limited circumstances.

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