X0202 4 2005-11-23 0 0001167419 AspenBio Pharma, Inc. APNB 0001327205 Peierls Brian E C/O ASPENBIO PHARMA, INC. 1585 SOUTH PERRY STREET CASTLE ROCK CO 80104 0 0 1 0 Common Stock 2005-11-23 4 J 0 2721 A 200457 D Common Stock 4468 I By: Minor Son Derek Peierls Common Stock 8273 I By: Minor Son Stefan Peierls Common Stock 2005-11-23 4 J 0 45507 A 1074869 I By: The Peierls Foundation, Inc. Warrant (Right to Buy) 1.35 2005-05-06 2010-05-06 Common Stock 58000 58000 D Warrant (Right to Buy) 1.35 2005-05-06 2010-05-06 Common Stock 969858 969858 I By: The Peierls Foundation, Inc. These shares were issued pursuant to an agreement by and between the issuer and certain shareholders ("Shareholders") of the issuer, under which the issuer agreed to issue addtional shares of common stock to the Shareholders in the event that a regisration statement covering the resale of certain shares owned by the Shareholders was not declared effective by the SEC by a specified period of time. Mr. Peierls is Vice President and a Director of The Peierls Foundation, Inc. ("Foundation") and may deemed to share beneficial ownership of the securities which the Foundation owns; however, he has no pecuniary interest in the securities owned by the Foundation. /s/ Brian E. Peierls 2005-11-28