Sec Form 4/A Filing - COHAN ROBERT A @ ASPEN EXPLORATION CORP - 2009-09-30

FORM 4/A Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).

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, 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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1. Name and Address of Reporting Person COHAN ROBERT A 2. Issuer Name and Ticker or Trading Symbol ASPEN EXPLORATION CORP [ ASPN] 5. Relationship of Reporting Person(s) to Issuer (Check all applicable) X __ Director X __ 10% Owner X __ Officer (give title below) _____ Other (specify below) President (Last) (First) (Middle) C/O ASPEN EXPLORATION CORP, 2050 S ONEIDA ST SUITE 208 3. Date of Earliest Transaction (MM/DD/YY) 09/30/2009 (Street) DENVER, CO80224-2426 4. If Amendment, Date Original Filed (MM/DD/YY) 03/10/2008 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 Acquired, Disposed of, or Beneficially Owned 1.Title of Security (Instr. 3) 2. Transaction Date (MM/DD/YY) 2A. Deemed Execution Date, if any (MM/DD/YY) 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 Common Stock - $.005 Par Value 527,644 D Common Stock - $.005 Par Value 30,733 I By Trust

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 (MM/DD/YY) 3A. Deemed Execution Date, if any (MM/DD/YY) 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 (MM/DD/YY) 7. Title and Amount of Underlying Securities (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 of Derivative Security: 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 Option $ 2.67 01/01/2006 01/01/2010 Common Stock 80,000 80,000 D Option ( 1 ) $ 2.14 09/30/2009 J 100,000 09/30/2008( 1 ) 02/27/2013 Common Stock 100,000 ( 1 ) $ 0 134,360 D

Reporting Owners Reporting Owner Name / Address Relationships Director 10% Owner Officer Other COHAN ROBERT A C/O ASPEN EXPLORATION CORP 2050 S ONEIDA ST SUITE 208 DENVER, CO80224-2426 X X President Signatures /s/ Robert A. Cohan 10/02/2009 Signature of Reporting Person Date

Explanation of Responses:

( 1 )On February 27, 2008 Mr. Cohan was granted an option to purchase 300,000 of common stock pursuant to the Aspen Exploration Corporation 2008 Equity Plan. 1/3 of the shares were to vest on each September 30, of 2008, 2009, and 2010 if certain performance criteria are met. On September 30, 2008, 54,360 of the options were deemed earned (based on the 2008 fiscal year performance criteria), and 45,640 were deemed unearned; on September 30, 2009 100,000 of the options were deemed unearned (and thus did not vest); and as of the date of this filing 100,000 remain unvested and will only vest if certain company performance objectives are met during the 2010 fiscal year. The unvested options are not yet subject to the reporting requirements.

Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly.

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).

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