SecProbe.io

July 1, 2013

Via E -mail
Karl McDonnell
President and Chief Executive Officer
Strayer Education, Inc.
2303 Dulles Station Boulevard
Herndon, VA 20171

Re: Strayer Education, Inc.
Form 10 -K for the Year Ended December 31, 2013
Filed February 19, 2013
File No. 000 -21039

Dear Mr. McDonnell :

We have reviewed your filing and have the following comments.  In some of our
comments, we may ask you to provide us with information so we may better understand your
disclosure.

Please respond to this letter within ten business days and indicate that you will comply
with our comments in future filings.   Confirm in writing that you will do so and also explain to
us how you intend to comply.  If y ou do not believe our comments apply to your facts and
circumstances or do not believe compliance in future disclosure is appropriate, please tell us why
in your response.

After reviewing the information you provide in response to these comments, we may
have additional comments.

Item 1. Business, page 4

Regulation, page 13

Title IV Programs, page 16

1. If material, disclose how changes to the availability of Pell Grant awards and Federal
Direct Student Loans will impact your operations.  We note the dis closure on page 43
that you experienced a continued mix shift toward graduate and corporate sponsored
students during the reported financial periods.

Karl McDonnell
Strayer Education, Inc.
July 1, 2013
Page 2

 Provisional Certification, page 17

2. We note that on December 22, 2011 the Department of Education app roved your
Program Participation Agreement on a provisional basis.  In your response, please
confirm that obtaining Department of Education approval for substantial changes,
including the addition of any new location, level of academic offering or non -degree
program, is the only material additional condition you must comply with as a result of
your provisional certification.

Item 7. Management’s Discussion and Analysis of Financial Condition and Results of
Operations, page 41

Liquidity and Capital Resources, page 46

3. Disclose the material terms of your second amended and restating revolving credit and
term loan agreement.

4. Please expand your discussion of cash flows to more fully address material trends,
including the decline in cash flow from operations over the reported periods.  Refer to
Item 303(a)(2)(ii) of Regulation S -K.

We urge all persons who are responsible for the accuracy and adequacy of the disclosure
in the filing to be certain that the filing includes the information the Securit ies Exchange Act of
1934 and all applicable Exchange Act rules require.   Since the company and its management are
in possession of all facts relating to a company’s disclosure, they are responsible for the accuracy
and adequacy of the disclosures they have  made.

 In responding to our comments, please provide a written statement from the company
acknowledging that:

 the company is responsible for the adequacy and accuracy of the disclosure in the filing;

 staff comments or changes to disclosure in respons e to staff comments do not foreclose
the Commission from taking any action with respect to the filing; and

 the company may not assert staff comments as a defense in any proceeding initiated by
the Commission or any person under the federal securities laws  of the United States.

Karl McDonnell
Strayer Education, Inc.
July 1, 2013
Page 3

 You may contact Joseph  M. Kempf, Senior Staff Accountant, at 202 -551-3352 or Dean
Suehiro , Senior Staff Accountant, at 202 -551-3352  if you have questions regarding comments on
the financial statements and related matters.  Please co ntact Gregory Dundas , Attorney -Advisor ,
at 202 -551-3436, Celeste M. Murphy, Legal Branch Chief, at 202 -551-3257,  or me at 202 -551-
3810 with any other questions.

Sincerely,

 /s/ Celeste M. Murphy for

                                                          Larry Spirgel
         Assistant Director