Bostic R Steven – ‘DFAN14A’ on 5/10/06 re: Career Education Corp

On:  Wednesday, 5/10/06, at 5:08pm ET   ·   Effective:  5/10/06   ·   Accession #:  914121-6-1376   ·   File #:  0-23245

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Additional Definitive Non-Management Proxy Solicitation Material   —   Schedule 14A
Filing Table of Contents

Document/Exhibit                   Description                      Pages   Size 

 1: DFAN14A     Add'L (Def) Proxy Materials Filed by Non-Mgmt          6     23K 

DFAN14A
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SCHEDULE 14A

 INFORMATION REQUIRED IN PROXY STATEMENT
 SCHEDULE 14 INFORMATION

Proxy Statement Pursuant To Section 14(A) Of The Securities Exchange Act of 1934

Filed by the registrant [ ]                                                     

Filed by party other than the registrant [X]                                    

Check the appropriate box:                                                      

[ ]   Preliminary Proxy Statement                                               

[ ]   Confidential, for Use of the Commission Only (as permitted by Rule        
14a-6(e)(2))                                                        

[ ]   Definitive Proxy Statement                                                

[X]   Definitive Additional Materials                                           

[ ]   Soliciting Material Pursuant to Rule 14a-11(c) or Rule 14a-12             

 CAREER EDUCATION CORPORATION.
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(Name of Registrant as Specified in Its Charter)
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 BOSTIC R STEVEN
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(Name of Person(s) Filing Proxy Statement, if other than the Registrant)

Payment of Filing Fee (Check the appropriate box):                              

[X]   No fee required                                                           

[ ]   Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11   

(1)   Title of each class of securities to which transaction applies:           

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(2)   Aggregate number of securities to which transactions applies:             

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(3)   Per unit price or other underlying value of transaction computed pursuant 
to Exchange Act Rule 0-11:                                          

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(4)   Proposed maximum aggregate value of transaction:                          

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(5)   Total fee paid                                                            

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[ ]   Check box if any part of the fee is offset as provided by Exchange Act    
Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid   
previously. Identify the previous filing by registration statement number, or   
the Form or Schedule and the date of its filing.                                

(1) Amount Previously Paid:                                                     

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(2) Form, Schedule or Registration Statement no.:                               

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(3) Filing Party:                                                               

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(4) Date Filed:                                                                 

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Steve Bostic issued the following press release on May 10, 2006:                

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FOR IMMEDIATE RELEASE                                                           

Steve Bostic Urges Stockholders to Vote to Restore Integrity and Sound  
Educational Values at Career Education Corp. to Protect the Value of Their  
Investment

Urges Fellow Stockholders to Vote the BLUE Proxy Card   

SEA ISLAND, GA, May 10, 2006 -- Steve Bostic, the beneficial owner of           
approximately 1% of the outstanding stock of Career Education Corporation       
(NASDAQ: CECO), today issued the following letter to his fellow stockholders.   
The letter urges stockholders to vote for the alternative slate of directors,   
comprised of James E. Copeland, Jr., R. William Ide III and himself, in order to
ensure effective Board oversight, and restore integrity and sound educational   
values to the company:                                                          

May 10, 2006                                                                    

Dear Fellow Stockholder,                                                        

At Career Education Corporation's Annual Meeting next week on May 18, 2006, you 
have a critical decision to make. CEC can continue down its current path, which 
has led to multiple regulatory investigations, shareholder lawsuits and, of     
gravest concern, the looming potential loss of the accreditation of American    
InterContinental University (AIU) by the Southern Association of Colleges and   
Schools (SACS) - or you can take the first step towards restoring the company on
a path to greater profitability and value for stockholders.                     

This election is about integrity and credibility. It is about protecting the    
value of your investment in CEC from a management that appears incapable of     
operating the company within the required regulatory framework, and it is about 
electing directors with the experience, skills and knowledge for CEC to be put  
back on track. In its report placing AIU on probation, SACS found a lack of     
integrity in recruiting, admissions and student communications. This is         
literally jeopardizing AIU's future because, as the prologue to the SACS        
accreditation criteria states, "everything is predicated on integrity".         
Stockholders must ask themselves whether present management has the necessary   
credibility to convince SACS that it can restore integrity.                     

SACS placed AIU on probation in December of 2005. Since then, management has    
repeatedly told stockholders that it has a "plan" to fix the problems at AIU,   
that "progress" is being made, and that it is "building momentum". How can this 
be, when during the week of April 24, 2006, AIU's London campus became the first
university in history to fail an audit by the U.K.'s Quality Assurance Agency   
(QAA)! The QAA found "alarmingly low" standards of student achievement and      
"misleading" marketing claims at AIU London and added, "At present, no          
confidence can be placed in the soundness of AIU London's management of the     
quality of its programmes." Is this Jack Larson's idea of "progress" and        
"momentum"? Naturally, management has not bothered to include the news of the   
failed QAA audit in its numerous misleading communications with stockholders    
over the last several weeks.                                                    

There is a complete disconnect between management's rhetoric and what is        
actually occurring on a day-to-day basis at CEC's institutions. Jack Larson has 
trumpeted 2006 as "the year of the graduate," and he claims that CEC makes      
"student success" a top priority. For some time, we have been asking management 
for information on graduation and drop-out rates, but they have refused to give 
it to us or the investment community. But just recently we received a copy of an
internal CEC drop report, which is part of the pleadings in a pending class     
action suit, and that report states that 96,388 students dropped out of CEC     
programs in the first quarter of a recent reporting period- a number approaching
CEC's total student population! In order to enable students and investors to    
accurately assess the value of an                                               

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education at CEC colleges, we again call upon CEC to provide complete           
information on enrollments, drops and graduates for each and every CEC college  
for the past three years.                                                       

Behind the alarming number of dropouts is a grim reality that belies Larson's   
rosy view of the operations of CEC colleges:                                    

CEC'S DECEPTIVE ADMISSIONS PRACTICES

Using weekly and daily campus "flash reports", Larson and his team have         
pressured admissions representatives to focus on higher headcounts and school   
rolls, regardless of qualifications and interests of prospective students.      
Students have been referred to bogus high schools to "buy" diplomas or have been
enrolled and signed up for loans in the often illusory hope that they would     
obtain a high school diploma or GED within their first 30 days of classes. As   
one former professor at AIU's Los Angeles campus put it, "If you can breathe and
walk, you can get into the school."                                             

To make the numbers, students have been enrolled several weeks after classes    
began. Other students wanting to take only one or two isolated courses have been
pressured into signing up for full programs, in order to generate higher        
full-time student metrics. Admissions representatives have been asked to sign up
themselves, family members and friends, just long enough to be included in      
enrollment figures. Dropped students have been induced to re-enroll with the    
promise of bogus scholarships, forgiveness of institutional loans and token     
gifts. Along with this push for high numbers has come widespread late and       
inaccurate reporting of true enrollment status to the federal National Student  
Loan Database System, a finding made by a 2003 U.S. Department of Education     
(DOE) review of CEC's Collins College in Tempe, Arizona, internal CEC audits of 
other CEC colleges, and annual compliance audits.                               

 CEC IS MISLEADING ITS STUDENTS AND REGULATORS

A 2004 state licensing agency report on CEC's Brooks Institute of Photography   
found that "the institution's advertisement and promotion [about placements and 
salaries] is false and misleading." Former students of various CEC colleges,    
including Gibbs, Sanford Brown and Brooks, have complained that they were       
induced to enroll with false promises about the quality of the training and     
their employability, only to find themselves without jobs and a mountain of     
debt. Students also have complained about being given inflated graduation and   
placement figures, grossly unrealistic salary figures, and false information    
about the availability of major programs, day or night classes, and tutoring    
assistance. The most recent of such complaints is a lawsuit filed in late April 
by a group of students at the Sanford Brown campus in Maryland, who allege that 
CEC induced them to enroll in medical programs by misrepresenting the           
availability of externships. Along with misrepresentations to CEC students, the 
DOE has accused CEC of misrepresenting information to it about federal financial
aid awarded to CEC students, including a 2003 program review finding that       
Collins College had used "a coordinated subterfuge to under-report the effect"  
of federal financial aid dollars disbursed in order to show compliance with the 
so-called 90/10 Rule and also a 2006 program review finding that CEC's          
Pennsylvania Culinary Institute had improperly retained $469,000 of federal aid 
for students who had failed to actually attend classes, withdrawn or gone on    
leaves of absence.                                                              

QUALITY EDUCATION IS NOT A PRIORITY AT CEC

After enrollment, students have been allowed to remain in high-priced programs  
despite failing to maintain required attendance levels and satisfactory academic
progress. At some institutions, faculty have been pressured to allow students   
who missed well over 50% of their classes to belatedly make up assignments and  
take tests. The 2003 program review of Collins College found that "many students
failed to meet the attendance threshold...[and that the College's] practice of  
not considering failed                                                          

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courses as part of the [cumulative GPA] at the time that students fail the      
course...may...be falsely permitting those students to remain eligible for Title
IV disbursements." The SACS probation report also cited AIU for failing to use  
appropriate grading criteria, as well as for deficiencies in program content and
faculty.                                                                        

 WHAT CEC IS REALLY DELIVERING TO ITS STUDENTS

Perhaps the worst harm inflicted upon CEC students has been high levels of      
student loan debt accumulated under high interest private loan programs, which  
now are the subject of class action litigation and state investigations.        
According to news reports, some CEC students will wind up paying over $100,000  
on loans for tuition of around $30,000 to $37,000, due to annual interest rates 
ranging from 13% to 17% -- rates only verbally explained at enrollment. Many CEC
grads and drops have become delinquent on their loans, damaging their credit    
ratings and in some cases filing for bankruptcy.                                

And how has management responded to these mounting delinquencies? Rather than   
remedy the underlying causes - improper recruiting and retention of students -  
management's response has been to harass students and manipulate the numbers.   
Campus staff have been directed to "BARRAGE...past due students with requests   
for payment...[including] phone calls from the collections staff...[on] evenings
and weekends." Internal CEC audits have revealed that campus officials have been
told to treat any amount of payment, even amounts ranging from $25 down to $1,  
as sufficient to treat a loan as performing. Another manipulative practice      
uncovered by internal CEC audits is delaying reporting on dropped students until
after the close of a reporting period, because drops require a higher bad debt  
allowance.                                                                      

All of the "subterfuge" (in the DOE's words) occurring at CEC's colleges is     
catching up with the company, as reflected in its recent missed earnings,       
reduced enrollment at its brick and mortar schools, and multiple analyst        
downgrades. The value of your investment is at risk.                            

 WE HAVE A PLAN TO RESTORE VALUE

Jack Larson pretends that the main objective at CEC is "student success". But,  
as the practices described above indicate, under Jack Larson and the current    
Board's supervision of him, CEC's focus instead has become what one AIU student 
called "money intake rather than the quality and care of its product." The      
result of these policies is the web of regulatory investigations and litigation 
in which CEC is now entangled, most critically AIU's endangered accreditation   
with SACS. How can stockholders have any confidence that present management can 
protect AIU's accreditation given the systemic breakdown of integrity that has  
occurred under their watch, and that is continuing or worsening as evidenced by 
the QAA's findings just a few weeks ago? Where is the current Board's oversight 
in ensuring that the critical elements of integrity and trust are present at    
CEC? The loss of AIU's accreditation would be a catastrophic blow to stockholder
value. The time to act is now.                                                  

My fellow nominees and I have a plan to solve the problems plaguing CEC and to  
restore integrity and value to the company. If elected, we would propose a      
course of immediate action to address all of CEC's regulatory and operational   
problems and to bring transparency and trust to CEC's relationships with its    
students, its regulators, its employees and its shareholders.                   

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VOTE TO PROTECT THE VALUE OF YOUR INVESTMENT

SIGN, DATE AND RETURN YOUR BLUE PROXY CARD TODAY

Even if you have already returned a white management card, you have every right 
to change your vote by sending in a later-dated BLUE proxy. Only your latest    
dated proxy will count.                                                         

Thank you for your support.                                                     

Sincerely,                                                                      
/s/                                                                       
Steve Bostic                                                              

 IMPORTANT

If your shares are held in your own name, please sign, date and return the
enclosed BLUE proxy card today. If your shares are held in "Street-Name," only
your broker or bank can vote your shares and only upon your specific
instructions. Please return the enclosed BLUE proxy card to your broker or
 bank and contact the person responsible for your account to ensure that a
 BLUE proxy is voted on your behalf.

Do not sign any White proxy card you may receive from CEC.

 If you have any questions, or need assistance in voting your shares, please
 contact the firm assisting us in the solicitation of proxies:

INNISFREE M&A INCORPORATED

 TOLL-FREE: (877) 750-9499

Banks and Brokers call collect: (212) 750-5833

 ###

Media Inquiries:                                                                

Peter Duda                                                                      
Weber Shandwick                                                                 
212-445-8213                                                                    
pduda@webershandwick.com                                                        

J.J. Rissi                                                                      
Weber Shandwick                                                                 
917-587-7090                                                                    
jjrissi@webershandwick.com                                                      

Dates Referenced Herein   and   Documents Incorporated by Reference

				Referenced-On Page
This ‘DFAN14A’ Filing		Date		First		Last			Other Filings
		5/18/06		3					3,  4,  8-K,  PRE 14A,  PREN14A
Filed on / Effective on:		5/10/06		2		3			10-Q,  DFAN14A
		4/24/06		3					DFAN14A
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