Aspen Group Resources Corporation

Aspen Group Resources Corporation

December 04, 2006 08:30 ET

Aspen Group Resources Corporation Closes $1,490,000 Private Placement

CALGARY, ALBERTA--(CCNMatthews - Dec. 4, 2006) - Aspen Group Resources Corporation (TSX:ASR) ("Aspen" or the "Company") has closed its previously announced non-brokered private placement of 9,311,750 units at a price of $0.16 per unit for gross proceeds of $1,489,880. Each unit consists of one common share and one share purchase warrant. Each share purchase warrant will entitle the holder to acquire one common share at an exercise price of $0.22 for a period of 18 months from closing. The securities issued will carry a four-month hold period under Canadian securities laws, ending March 30,2007. If the Company's shares close at or above $0.40 for ten consecutive days after March 30, 2007, the Company may accelerate the expiration by giving notice to the warrant holders, in which case the warrants will expire 30 days after the notice date. Proceeds from the private placement will be used to continue Aspen's oil and gas well program on its properties in Manitoba and for general working capital.

Aspen Group Resources Corporation is an independent oil and natural gas producer engaged in the acquisition, exploration, production and development of oil and natural gas properties in North America. Aspen's shares trade on the Toronto Stock Exchange under the symbol "ASR".

Portions of this document include "forward-looking statements", which may be understood as any statement other than a statement of historical fact. Forward-looking statements contained in this document are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements are based on management's current expectations and are subject to uncertainty and changes in circumstances. Actual results may vary materially from management's expectations and projections expressed in this document. Certain factors that can affect the Company's ability to achieve projected results are described in the Company's Annual Report on Form 20-F and other reports filed with the Securities and Exchange Commission. Such factors include, among others, production variances from expectations, uncertainties about estimates of reserves, volatility of oil and gas prices, the need to develop and replace reserves, the substantial capital expenditures required to fund operations, environmental risks, drilling and operating risks, risks related to exploratory and developmental drilling, competition, government regulation, and the ability of the company to implement its business strategy.

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