GRID NOTE

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Exhibit 10.10

EXECUTION COPY

GRID NOTE

        On March 12, 2008 (the " Maturity Date "), the undersigned, BRIDGEPOINT EDUCATION, INC. (" Maker ") promises to pay to the order of WARBURG PINCUS PRIVATE EQUITY VIII, L.P. or assigns (" Lender ") at the office of Lender located at 466 Lexington Avenue, New York, New York 10017 or at any of its other offices as Lender may designate by written notice to Maker, the principal sum of THREE MILLION DOLLARS , or so much thereof as shall be advanced by Lender to Maker, in Lender's sole discretion, and not repaid, together with interest on the unpaid principal amount hereof from time to time outstanding from the date hereof until the date on which this Note is paid in full, at the rate set forth below.

        Interest on the unpaid principal of this Note will be due and payable on the last day of each month and on the Maturity Date whether by acceleration or otherwise.

        Prior to the Maturity Date (whether by acceleration or otherwise) this Note shall bear interest at a rate equal to the Prime Rate (as defined below) plus 1.50% per annum. After the Maturity Date, this Note shall be payable on demand and shall accrue at a rate equal to the Prime Rate plus 3,50% per annum. As used herein " Prime Rate " means, with respect to an Advance, on any given day, the per annum interest rate listed by the Wall Street Journal on such day as the "base rate on corporate loans posted by at least 75% of the 30 largest U.S. banks." Any change in the Prime Rate shall become effective on the date of such change.

        Interest shall be calculated on the basis of a 365-day year for actual days elapsed. In no event shall the interest rate applicable at any time to this Note exceed the maximum rate permitted by law.

        This Note evidences loans made by Lender to Maker in Lender's sole discretion, from time to time. The unpaid principal balance of this Note at any time shall be the total amount advanced by Lender to Maker in Lender's sole discretion, less the total amount of principal payments made hereon by Maker. The date and amount of each such loan and each payment on account of principal thereof may be endorsed by Lender on the grid attached to and made a part of this Note, and when so endorsed shall represent evidence thereof binding upon Maker in the absence of manifest error. Any failure by Lender to so endorse shall in no way mitigate or discharge the obligation of Maker to repay any loans actually made.

        Requests for loans to Maker from Lender and directions as to the disposition of the proceeds thereof shall be given in writing no less than five business days prior to the requested funding date of such loan to Lender by the officers of Maker or other persons authorized to borrow on Maker's behalf. Loans shall be made in minimum increments of $250,000 or integer multiples thereof. Nothing in this Note shall be construed as an obligation of the Lender to make any advances.

        Maker shall be entitled to prepay any outstanding principal amount of this Note in whole or in part before 11:00 A.M. on any Business Day prior to the Maturity Date with respect to such principal amount without the prior consent of Lender provided that any such prepayments shall be made together with the payment of all interest accrued on the prepaid principal to the date of prepayment. Amounts prepaid shall be available to be reborrowed until the Maturity Date, subject to the discretion of the Lender to make such additional advances.

        Upon the occurrence of any of the following with respect to Maker, any indorser or any guarantor of the indebtedness evidenced by this Note: (i) default in payment of any amount due under this Note or in the payment or performance of any other Obligation or agreement of any nature or description to or with Lender hereunder or (ii) the occurrence of any "Event of Default" as such term is defined in