ASPEN GROUP — Director's Dealing 2012

Jan 30, 2012

Appendix 3Y Change of Director’s Interest Notice

Rule 3.19A.2

Appendix 3Y

Change of Director’s Interest Notice

Information or documents not available now must be given to ASX as soon as available. Information and documents given to ASX become ASX’s property and may be made public.

Introduced 30/9/2001.

Name of entity:	Aspen Group
	ABN 50 004 160 927

We (the entity) give ASX the following information under listing rule 3.19A.2 and as agent for the director for the purposes of section 205G of the Corporations Act.

Name of Director	Gavin Hawkins
Date of last notice	21 December 2011

Part 1 - Change of director’s relevant interests in securities

In the case of a trust, this includes interests in the trust made available by the responsible entity of the trust

Direct or indirect interest	Direct
Nature of indirect interest (including registered holder) Note: Provide details of the circumstances giving rise to the relevant interest.
Date of change	27 January 2012
No. of securities held prior to change	16,672,466 Stapled Securities 3,590,277 Performance Rights
Class	Stapled Securities
Number acquired
Number disposed	300,000 Stapled Securities
Value/Consideration Note: If consideration is non-cash, provide details and estimated valuation	Nil
No. of securities held after change	16,372,466 Stapled Securities 3,590,277 Performance Rights
Nature of change Example: on-market trade, off-market trade, exercise of options, issue of securities under dividend reinvestment plan, participation in buy-back	300,000 stapled securities forfeited under the Aspen Group Employee Stapled Securities Incentive Plan as they were out of the money and loan expired.

• See chapter 19 for defined terms.

Appendix 3Y Page 1

30/9/2001

Appendix 3Y Change of Director’s Interest Notice

Part 2 – Change of director’s interests in contracts

Note: In the case of a company, interests which come within paragraph (ii) of the definition of “notifiable interest of a director” should be disclosed in this part.

Detail of contract Nature of interest Name of registered holder (if issued securities) Date of change No. and class of securities to which interest related prior to change Note: Details are only required for a contract in relation to which the interest has changed Interest acquired Interest disposed Value/Consideration Note: If consideration is non-cash, provide details and an estimated valuation Interest after change

Part 3 – Closed Period

Were the interests in the securities or contracts detailed above traded during a closed period where **prior written clearance was required? **	No
If so, was prior written clearance provided to allow the trade to proceed during this period?
If prior written clearance was provided, on what date was thisprovided?

• See chapter 19 for defined terms. Appendix 3Y Page 2

30/9/2001