FORM 4		UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940	OMB APPROVAL OMB Number: 3235-0287 Estimated average burden hours per response: 0.5
	Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

1. Name and Address of Reporting Person* Camden Partners Strategic III, LLC (Last) (First) (Middle) ONE SOUTH STREET SUITE 2150 (Street) BALTIMORE MD 21202 (City) (State) (Zip)	2. Issuer Name and Ticker or Trading Symbol NEW HORIZONS WORLDWIDE INC [ NEWH.PK ]	5. Relationship of Reporting Person(s) to Issuer (Check all applicable) Director X 10% Owner Officer (give title below) Other (specify below)
	3. Date of Earliest Transaction (Month/Day/Year) 03/31/2005
	4. If Amendment, Date of Original Filed (Month/Day/Year)	6. Individual or Joint/Group Filing (Check Applicable Line) Form filed by One Reporting Person X Form filed by More than One Reporting Person

Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1. Title of Security (Instr. 3)	2. Transaction Date (Month/Day/Year)	2A. Deemed Execution Date, if any (Month/Day/Year)	3. Transaction Code (Instr. 8)		4. Securities Acquired (A) or Disposed Of (D) (Instr. 3, 4 and 5)			5. Amount of Securities Beneficially Owned Following Reported Transaction(s) (Instr. 3 and 4)	6. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	7. Nature of Indirect Beneficial Ownership (Instr. 4)
			Code	V	Amount	(A) or (D)	Price

Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned (e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security (Instr. 3)	2. Conversion or Exercise Price of Derivative Security	3. Transaction Date (Month/Day/Year)	3A. Deemed Execution Date, if any (Month/Day/Year)	4. Transaction Code (Instr. 8)		5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4 and 5)		6. Date Exercisable and Expiration Date (Month/Day/Year)		7. Title and Amount of Securities Underlying Derivative Security (Instr. 3 and 4)		8. Price of Derivative Security (Instr. 5)	9. Number of derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4)	10. Ownership Form: Direct (D) or Indirect (I) (Instr. 4)	11. Nature of Indirect Beneficial Ownership (Instr. 4)
				Code	V	(A)	(D)	Date Exercisable	Expiration Date	Title	Amount or Number of Shares
Series A Convertible Preferred Stock, no par value	$3.75	03/31/2005		J(1)		12,771(1)		(2)	(3)	Common Stock, $.01 par value per share	1,648,398(4)	$3.75	1,648,398(4)	I(5)	See Footnote 5 and Remarks
Series A Convertible Preferred Stock, no par value	$3.75	06/30/2005		J(6)		25,627(6)		(2)	(3)	Common Stock, $.01 par value per share	1,648,398(4)	$3.75	1,648,398(4)	I(5)	See Footnote 5 and Remarks
Series A Convertible Preferred Stock, no par value	$3.75	08/31/2005		J(7)			6,718(7)	(2)	(3)	Common Stock, $.01 par value per share	1,648,398(4)	$3.75	1,648,398(4)	I(5)	See Footnote 5 and Remarks

1. Name and Address of Reporting Person* Camden Partners Strategic III, LLC (Last) (First) (Middle) ONE SOUTH STREET SUITE 2150 (Street) BALTIMORE MD 21202 (City) (State) (Zip)

1. Name and Address of Reporting Person* CAMDEN PARTNERS STRATEGIC FUND III LP (Last) (First) (Middle) ONE SOUTH STREET SUITE 2150 (Street) BALTIMORE MD 21202 (City) (State) (Zip)

1. Name and Address of Reporting Person* CAMDEN PARTNERS STRATEGIC FUND III-A LP (Last) (First) (Middle) ONE SOUTH STREET SUITE 2150 (Street) BALTIMORE MD 21202 (City) (State) (Zip)

1. Name and Address of Reporting Person* WARNOCK DAVID L (Last) (First) (Middle) ONE SOUTH STREET SUITE 2150 (Street) BALTIMORE MD 21202 (City) (State) (Zip)

1. Name and Address of Reporting Person* HUGHES DONALD W (Last) (First) (Middle) ONE SOUTH STREET SUITE 2150 (Street) BALTIMORE MD 21202 (City) (State) (Zip)

1. Name and Address of Reporting Person* JOHNSTON RICHARD M (Last) (First) (Middle) ONE SOUTH STREE SUITE 2150 (Street) BLTIMORE MD 21202 (City) (State) (Zip)

1. Name and Address of Reporting Person* BERKELEY RICHARD M (Last) (First) (Middle) ONE SOUTH STREET SUITE 2150 (Street) BALTIMORE MD 21202 (City) (State) (Zip)

Explanation of Responses:

1. As of the date of issuance, CPS Fund III was the direct beneficial owner of 12,209 of these shares of the Issuer's Series A Preferred Stock ("Series A Shares"). As of the date of issuance, CPS Fund III-A was the direct beneficial owner of 562 shares of these Series A Shares. The aforementioned shares were issued as paid-in-kind dividends in accordance with the Series A Shares' terms.

2. Series A Shares are immediately exercisable.

3. There is no expiration date.

4. CPS Fund III is the direct beneficial owner of 1,573,025 Series A Shares and CPS Fund III is the direct beneficial owner of 65,373 Series A Shares. The aggregate number of Series A Shares reflect the effect of the reallocation described in footnote 6. 1,648,398 shares of common stock reflects the Series A Shares held by the Funds and options to purchase 10,000 shares of the Issuer's common stock held by Mr. Warnock as a director of the Issuer. Such options were reported on a Form 4 filed by Mr. Warnock on February 10, 2005.

5. The Funds are the direct beneficial owners of Series A Shares as described in footnote 4. Mr. Warnock is the direct beneficial owner of options to purchase 10,000 shares of the Issuer's common stock. CPS III and the Managing Members may be deemed indirect beneficial owners of Series A Shares held by the Funds as a result of their relationships described in the Remarks section. CPS III and each of the Managing Members disclaims beneficial ownership of Series A Shares held directly by the Funds, except to the extent of its or his pecuniary interest therein. Each of the Funds disclaims beneficial ownership of Series A Shares held by the other. The other Managing Members, CPS III and the Funds may be deemed indirect beneficial owners of the options held by Mr. Warnock. Each of the other Managing Members, CPS III, and the Funds disclaims beneficial ownership of the options held directly by Mr. Warnock, except to the extent of its or his pecuniary interest therein.

6. As of the date of issuance, CPS Fund III was the direct beneficial owner 24,499 of these Series A Shares. As of the date of issuance, CPS Fund III-A was the direct beneficial owner of 1,128 shares of these Series A Shares. The aforementioned shares were issued as paid-in-kind dividends in accordance with the Series A Shares' terms.

7. CPS Fund III-A transfered 6,718 Series A Shares to CPS Fund III in connection with an internal reallocation between these funds effective as of August 31, 2005.

Remarks:

This Form 4 is being filed jointly by Camden Partners Strategic III, LLC ("CPS III"), Camden Partners Strategic Fund III, L.P. ("CPS Fund III"), Camden Partners Strategic Fund III-A, L.P. ("CPS Fund III-A"), and the Managing Members (collectively, the "Reporting Persons"). The Managing Members are the managing members of CPS III, which is the general partner of CPS Fund III and CPS Fund III-A (such funds together, the "Funds"). David L. Warnock ("Mr. Warnock") is a director of the Issuer as the designee of CPS III and CPS Fund III.

	By Donald W. Hughes, its Managing Member	03/10/2006
	By Camden Partners Strategic III, LLC, By Donald W. Hughes, its Managing Member	03/10/2006
	By Camden Partners Strategic III, LLC, By Donald W. Hughes, its Managing Member	03/10/2006
	By Donald W. Hughes, Attorney-In-Fact	03/10/2006
	By Donald W. Hughes	03/10/2006
	By Donald W. Hughes, Attorney-In-Fact	03/10/2006
	By Donald W. Hughes, Attorney-In-Fact	03/10/2006
	** Signature of Reporting Person	Date
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