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 *
  Packard Ronald J
 2. Date of Event Requiring Statement (Month/Day/Year)
12/12/2007		 3. Issuer Name and Ticker or Trading Symbol
K12 INC [LRN]
(Last)
(First)
(Middle)
2300 CORPORATE PARK DRIVE		 4. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director _____ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chief Executive Officer
 5. If Amendment, Date Original Filed(Month/Day/Year)
12/12/2007
(Street)

HERNDON, VA 20171		 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)

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
Stock Option (right to buy)   (1) 12/31/2012 Common Stock 117,647 $ 7.65 D  
Stock Option (right to buy)   (2) 12/31/2012 Common Stock 235,294 $ 7.65 D  
Stock Option (right to buy)   (3) 12/31/2012 Common Stock 39,215 $ 7.65 I 2006 Packard Investment Partnership L.P.
Stock Option (right to buy) 03/31/2006 12/31/2009 Common Stock 176,469 $ 6.83 D  
Stock Option (right to buy)   (4) 12/31/2012 Common Stock 294,117 $ 30.6 I 2006 Packard Investment Partnership L.P.
Stock Option (right to buy) 10/04/2004 12/31/2010 Common Stock 132,353 $ 6.83 D  
Stock Option (right to buy) 07/27/2006 12/31/2012 Common Stock 78,430 $ 7.65 I 2006 Packard Investment Partnership L.P.
Stock Option (right to buy) 06/30/2007 12/31/2012 Common Stock 39,215 $ 7.65 I 2006 Packard Investment Partnership L.P.
Stock Option (right to buy) 06/30/2007 12/31/2012 Common Stock 29,411 $ 7.65 D  
Stock Option (right to buy) 06/30/2008 12/31/2012 Common Stock 39,215 $ 7.65 I 2006 Packard Investment Partnership L.P.

Reporting Owners

Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Packard Ronald J
2300 CORPORATE PARK DRIVE
HERNDON, VA 20171		   X     Chief Executive Officer  

Signatures

/s/ Christopher R. Ryan, attorney-in-fact 12/09/2008
**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) Vesting of the option is based on performance criteria including the opening of new jurisdictions and acheivement of enrollment targets.
(2) Vesting of the option is based on performance criteria including the EBITDA contribution per new jurisdiction.
(3) Achievement of fiscal year 2008 EBITDA and Revenue targets to be determined by the Board.
(4) This option shall vest and become exercisable thereafter when the "fair market value" of the Company's Stock is equal to or greater than Thirty Dollars and Sixty Cents ($30.60) per share (as adjusted for stock splits, combinations, recapitalizations and similar matters).

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