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 *   Cambium-Voyager Holdings, Inc. 2. Date of Event Requiring Statement (Month/Day/Year) 06/20/2009 3. Issuer Name and Ticker or Trading Symbol Voyager Learning CO [VLCY] (Last) (First) (Middle) C/O VERONIS SUHLER STEVENSON LLC, 350 PARK AVENUE 4. Relationship of Reporting Person(s) to Issuer (Check all applicable) _____ Director __X__ 10% Owner _____ Officer (give title below) _____ Other (specify below) 5. If Amendment, Date Original Filed(Month/Day/Year) (Street) NEW YORK, NY 10022 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, par value $0.001 per share 6,121,497 (1) (2) I (1) (2) By certain stockholders of the Issuer that entered into voting agreements with the Reporting Person (1) (2)

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

Reporting Owners

Reporting Owner Name / Address	Relationships
	Director	10% Owner	Officer	Other
Cambium-Voyager Holdings, Inc. C/O VERONIS SUHLER STEVENSON LLC 350 PARK AVENUE NEW YORK, NY 10022	Â	  X	Â	Â

Signatures

/s/ Scott J. Troeller, President		06/30/2009
**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)	Cambium-Voyager Holdings, Inc., a Delaware corporation (the "Reporting Person"), is a party to certain voting and support agreements, each dated as of June 20, 2009 (collectively, the "Voting Agreements"), by and among certain stockholders of Voyager Learning Company (the "Company"), which Voting Agreements were entered into in connection with that certain Agreement and Plan of Mergers, dated as of June 20, 2009, by and among the Reporting Person, the Company, Vowel Acquisition Corp., VSS-Cambium Holdings II Corp., Consonant Acquisition Corp. and Vowel Representative, LLC, solely in its capacity as Stockholders' Representative. Pursuant to the Voting Agreements, the Reporting Person (including certain officers of the Reporting Person) has shared voting power and certain other rights with respect to the 6,121,497 shares of common stock, par value $0.001 per share (the "Shares"), of the Company that are the subject of the Voting Agreements.
(2)	As a result, the Reporting Person may be deemed to beneficially own such 6,121,497 Shares. Neither the filing of this Form 3 nor any of its contents shall be deemed to constitute an admission by the Reporting Person or any other person that it is the beneficial owner of any of the common stock of the Company referred to herein for purposes of Section 13(d) or Section 16 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or for any other purpose, and such beneficial ownership is expressly disclaimed. In the event that the Reporting Person is deemed to beneficially own any Shares reported herein for purposes of Section 13(d) or Section 16 of the Exchange Act, the Reporting Person's interest in the securities reported herein is limited to its pecuniary interest, if any, in such Shares.

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