ASPEN GROUP — Share Issue/Capital Change 2017

Sep 3, 2017

Appendix 3D Changes relating to buy-back

Rule 3.8A

Appendix 3D

Changes relating to buy-back ( except minimum holding buy-back)

Information and documents given to ASX become ASX’s property and may be made public.

Introduced 1/9/99. Origin: Appendix 7B. Amended 13/3/2000, 30/9/2001, 11/01/10

Name of entity Aspen Group Limited	ABN/ARSN
Aspen Group Limited	50 004 160 927

We (the entity) give ASX the following information.

• 1 Date that an Appendix 3C or the 31 March 2017 last Appendix 3D was given to ASX

Information about the change

Complete each item for which there has been a change and items 9 and 10.

Column 1 (Details announced to market in Appendix 3C or last Appendix3D)	Column 2 (Details of change to buy-back proposals)

On-market buy-back

• 2 Name of broker who will act on the company’s behalf

• 3 Deleted 30/9/2001.

4 If the company/trust intends to buy The buy-back will be 5,600,000 back a maximum number of conducted within the shares/units – that number 10/12 limit therefore Note: This requires a figure to be included, not a up to 10,189,704 percentage. The reference to a maximum number is to the total number including shares/units stapled securities. already bought back and shares/units remaining to be bought back. If the total has not changed, the item does not need to be completed.

• See chapter 19 for defined terms.

11/01/2010 Appendix 3D Page 1

Appendix 3D Changes relating to buy-back

Column 1 Column 2 (Details announced to (Details of change to market in Appendix 3C buy-back proposals) or last Appendix 3D) 5 If the company/trust intends to buy back a maximum number of shares/units – the number remaining to be bought back 6 If the company/trust intends to buy-back shares/units within a period of time – that period of time; if the company/trust intends that the buy-back be of unlimited duration - that intention

7	If the company/trust intends to buy
	back shares/units if conditions are
	met – those conditions

All buy-backs

• 8 Any other change

• See chapter 19 for defined terms.

Appendix 3D Page 2

11/01/2010

Appendix 3D Changes relating to buy-back

• 9 Reason for change

The Reduction in the buy-back is made to reflect lower buy-back expectations following the special capital distribution announced today, 4 September 2017.

• 10 Any other information material to a shareholder’s/unitholder’s decision whether to accept the offer (eg, details of any proposed takeover bid)

N/A

Compliance statement

1. The company is in compliance with all Corporations Act requirements relevant to this buy-back.

or, for trusts only:

1. The trust is in compliance with all requirements of the Corporations Act as modified by Class Order 07/422, and of the trust’s constitution, relevant to this buy-back.

2. There is no information that the listing rules require to be disclosed that has not already been disclosed, or is not contained in, or attached to, this form.

Sign here: ............................................................ Date: 4 September 2017 (Company secretary) Print name: Mark Licciardo

== == == == ==

• See chapter 19 for defined terms.

11/01/2010 Appendix 3D Page 3