Sec Form 4 Filing - Imperato Douglas P @ ASPEN EXPLORATION CORP - 2010-02-17

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FORM 4
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
Imperato Douglas P
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 _____ 10% Owner
_____ Officer (give title below) _____ Other (specify below)
(Last) (First) (Middle)
C/O ASPEN EXPLORATION CORPORATION, 2050 S. ONEIDA STREET SUITE 208
3. Date of Earliest Transaction (MM/DD/YY)
02/17/2010
(Street)
DENVER, CO80224-2426
4. If Amendment, Date Original Filed (MM/DD/YY)
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 3,000 D
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 ( 1 ) $ 2.14 09/30/2008( 1 ) 02/27/2013 Common Stock 8,333 ( 1 ) 4, 530 D
Options ( 2 ) $ 0.4125 02/17/2010 A 75,000 ( 2 ) 02/15/2015 Common Stock 75,000 $ 0 4,530 D
Reporting Owners
Reporting Owner Name / Address Relationships
Director 10% Owner Officer Other
Imperato Douglas P
C/O ASPEN EXPLORATION CORPORATION
2050 S. ONEIDA STREET SUITE 208
DENVER, CO80224-2426
X
Signatures
/s/ Douglas P. Imperato 02/18/2010
Signature of Reporting Person Date
Explanation of Responses:
( 1 )On February 27, 2008 Mr. Imperato was granted an option to purchase 25,000 of common stock pursuant to the 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, 4,530 of the options were deemed earned, and 3,803 were deemed unearned; on September 30, 2009 8,333 of the options were deemed unearned; and 8,333 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.
( 2 )Options granted pursuant to the 2008 Equity Plan. This transaction is exempt from Section 16(b) pursuant to Rule 16b-3(d) and is not yet subject to mandatory reporting because these options do not vest unless and until there is a "change of control" event with respect to Aspen.

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