ASPEN GROUP RESOURCES CORPORATION AND SUBSIDIARIES










ASPEN GROUP RESOURCES CORPORATION

AND SUBSIDIARIES






CONDENSED CONSOLIDATED FINANCIAL STATEMENTS




MARCH 31, 2006




ASPEN GROUP RESOURCES CORPORATION AND SUBSIDIARIES




ASPEN GROUP RESOURCES CORPORATION

AND SUBSIDIARIES



INDEX



      Page No.

FINANCIAL INFORMATION


Condensed Consolidated Financial Statements


Condensed Consolidated Balance Sheet as of

March 31, 2006 and December 31, 2005

3


Condensed Consolidated Statements of Operations for the

three months ended March 31, 2006 and 2005 (unaudited)

4


Condensed Consolidated Statements of Cash Flows for the

three months ended March 31, 2006 and 2005(unaudited)

5



NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (unaudited)


Nature of Business and Basis of Preparation and Presentation

Nature of Business

6

Financial Presentation

6


Earnings Per Share

6


Common Stock Issued

6


Operations

7


Other Information

7

Safe Harbor Statement

7








ASPEN GROUP RESOURCES CORPORATION AND SUBSIDIARIES



CONDENSED CONSOLIDATED BALANCE SHEET

March 31, 2006   (Unaudited)

(Expressed in US Dollars)



  

March 31, 2006

(Unaudited)

 

December 31, 2005

(audited)

ASSETS

    

Current Assets

    

  Cash

$

64,449

$

3,602

  Cash - restricted

 

1,000,000

 

1,000,000

  Accounts receivable net of allowances

    

    Trade

 

1,396,286

 

1,640,630

    Other

 

59,425

 

109,435

  Material and supplies inventory

 

47,425

 

326,573

  Prepaid expenses

 

28,500

 

32,000

  Assets held for resale

 

599,760

 

600,390

    Total current assets

 

3,195,845

 

3,712,630

     

Proved Oil & Gas Properties (full cost method)

    

  net of accumulated depletion of $19,802,643 and $19,404,018

 

6,748,876

 

6,679,977

     

Property and Equipment

    

  net of accumulated depreciation of $2,310,360 and $2,274,260

 

620,072

 

655,337

     

Other Assets

    

  Notes receivable

 

43,097

 

44,584

     

      Total Assets

$

10,607,890

$

11,092,528

     

LIABILITIES AND STOCKHOLDERS’ EQUITY

    

Current Liabilities

    

  Accounts payable

$

2,850,938

$

2,767,071

  Net liabilities of discontinued operations

 

192,359

 

192,359

  Accrued expenses

 

200,578

 

353,400

  Notes payable - banks

 

135,680

 

-

  Current maturities of long-term debt

 

31,766

 

31,770

    Total current liabilities

$

3,411,321

$

3,344,600

     

Long-Term Debt, less Current Maturities

 

218,063

 

225,131

     

Asset Retirement Obligations

 

872,907

 

866,749

     

Deferred income taxes

 

-

 

-

     

Stockholders’ Equity

    

Preferred stock, no par value, authorized-unlimited, issued – none

    

  Common stock, no par value, authorized-unlimited,

    

        issued 74,763,037 shares in 2006 and 74,763,307 in 2005

 

63,769,721

 

63,769,721

  Less treasury stock – at cost

 

(98,870)

 

(97,798)

  Foreign currency translation adjustment

 

(271,896)

 

(277,987)

  Accumulated deficit

 

(57,293,356)

 

(56,737,888)

    Total stockholders’ equity

 

6,105,599

 

6,656,048

     

      Total Liabilities and Stockholders’ Equity

 

10,607,890

 

11,092,528


      “signed Robert Calentine”

“signed Allan Thorne”

Robert L. Calentine, Director and CEO

Allan C. Thorne, CFO


See accompanying notes to these condensed consolidated financial statements

 




ASPEN GROUP RESOURCES CORPORATION AND SUBSIDIARIES


CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Unaudited)

(Expressed in US Dollars)


 

Period from

January 1, 2006

to March 31, 2006


(Unaudited)

Period from

January 1, 2005

to March 31, 2005

Restated

(Unaudited)

     

REVENUE:

    

Oil and gas sales

$

816,604

$

582,214

Product and service revenues

 

300,084

 

124,458

Other Income

 

6,548

 

17,247

Total revenue

$

1,123,236

$

723,919

     

EXPENSES:

    

Oil and gas production

 

348,512

 

220,244

Operating expenses

 

233,946

 

128,240

General and administrative

 

649,010

 

592,217

Depreciation, Depletion and Accretion Expense

 

441,817

 

299,832

Stock Issued for Compensation

 

-

 

419,309

Total expenses

$

1,673,285

$

1,659,842

     

(LOSS) FROM CONTINUING OPERATIONS

 

(550,049)

 

(935,923)

     

OTHER

    

Interest and financing expense

 

(5,419)

 

(14,822)

     

NET (LOSS)

$

(555,468)


$

(950,745)

     
     

NET EARNINGS (LOSS) PER SHARE

$

(0.01)

$

(0.01)

     

WEIGHTED AVERAGE SHARES

$

74,763,037

$

73,250,567



See accompanying notes to these condensed consolidated financial statements





ASPEN GROUP RESOURCES CORPORATION AND SUBSIDIARIES


CONSOLIDATED STATEMENTS OF CASH FLOWS

 (Unaudited)

(Expressed in US Dollars)


 

Period from

January 1, 2006

to March 31, 2006

(Unaudited)

Period from

January 1, 2005

to March 31, 2005

(Unaudited)

     

CASH FLOWS FROM OPERATING ACTIVITIES

    

Net earnings (loss)

$

(555,468)

$

(950,745)

Adjustments to reconcile net earnings (loss) to net cash provided by

   (used in) operating activities:

    

Loss on sale of assets

 

-

 

-

Stock based compensation

 

-

 

419,309

Depreciation and depletion

 

435,659

 

292,617

Accretion expense

 

6,158

 

7,215

Cash flow from operations

(113,651)

 

(231,604)

    

Change in assets and liabilities net of effects from:

    

Accounts receivable

 

244,974

 

421,927

Accounts payable and accrued liabilities

 

(70,027)

 

(590,778)

Prepaid expenses

 

53,510

 

(47,500)

Other

 

285,788

 

-

Net cash provided by (used in) operating activities

 

400,594

 

(447,955)

     

CASH FLOWS FROM INVESTING ACTIVITIES

    

Acquisition of property and equipment

 

(835)

 

-

Proceeds from sale of equipment

 

-

 

16,617

Proceeds from sale of oil and gas properties

 

-

 

-

Exploration and development cost capitalized

 

(467,524)

 

(1,457,747)

Net cash provided by (used by) investing activities

 

(468,359)

 

(1,441,130)

     

CASH FLOWS FROM FINANCING ACTIVITIES

    

              Bank loan advances

 

135,680

 

-

Sale of common stock

 

-

 

950,533

Repayment of notes payable and long-term debt

 

(7,068)

 

(140,410)

Net cash provided by (used by) financing activities

 

128,612

 

810,123

     

NET INCREASE (DECREASE) IN CASH

 

60,847

 

(1,078,962)

     

CASH AND CASH EQUIVALENTS - BEGINNING OF PERIOD

 

3,602

 

4,996,185

     

CASH AND CASH EQUIVALENTS - END OF PERIOD

$

64,449

$

3,917,223

     

SUPPLEMENTAL INFORMATION

    

Cash paid for interest

 

5,419

 

14,822


See accompanying notes to these condensed consolidated financial statements





ASPEN GROUP RESOURCES CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

(Expressed in US Dollars)



NATURE OF BUSINESS AND BASIS OF PREPARATION AND PRESENTATION


Nature of Business

Aspen Group Resources Corporation’s primary business focus is to build value through the development of its existing producing oil and gas properties by conducting an active exploitation program on these properties and pursuing the acquisition, development, and exploitation of oil and gas properties in both the United States and Canada that offer the potential for increased production while continuing to control cost.


Financial Statement Presentation

The Condensed Consolidated Financial Statements of Aspen Group Resources Corporation and Subsidiaries (collectively the "Company" or "Aspen") included herein have been prepared by Aspen without audit.  Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted U. S. accounting principles have been condensed or omitted, since Aspen believes that the disclosures included are adequate to make the information presented not misleading.  In the opinion of Management, the Condensed Consolidated Financial Statements include all adjustments consisting of normal recurring adjustments necessary to present fairly the financial position, results of operations and cash flows as of the dates and for the periods presented.  These Condensed Consolidated Financial Statements should be read in conjunction with the Consolidated Financial Statements and the notes thereto included for the fiscal year ended December 31, 2005.


Restricted Cash

The Company was required to place a $1.0 million dollar bond along with a court of appeal application to appeal a lawsuit decision.  The bond issuer required $1.0 million dollars cash as collateral.


EARNINGS PER SHARE


Diluted earnings per share for the three month period ending March 31, 2006 and 2005 are the same as basic earnings per share because the exercise of potentially dilutive securities would not have an effect.


COMMON STOCK ISSUED


 

2006

2005

 

Number of Shares

 


Amount

Number of Shares

 


Amount

Balance, beginning of period

74,763,037

$

63,769,721

71,203,307

$

62,656,769

Transactions during the period

      

Private Placement

      

Exercised Purchase Warrants

-

$

-

3,560,000

$

963,072

Issued for Stock Based Compensation


-

 


-


-

 


149,880

       

Balance, end of period

74,763,037

$

63,769,721

74,763,037

$

63,769,721





Notes Page 6



ASPEN GROUP RESOURCES CORPORATION AND SUBSIDIARIES

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unaudited)

(Expressed in US Dollars)




OPERATIONS


The Company's operations for the three month periods are carried on in the following geographic locations.  

  

US

 

Canada

 

Total

March 31, 2006

      

Total assets

 

2,102,879

 

8,505,011

 

10,607,890

Gross revenue

 

306,632

 

816,604

 

1,123,236

Net earnings (loss)

 

(502,864)

 

(52,604)

 

(555,468)

Earnings per share (loss)

 

(0.01)

 

(0.00)

 

(0.01)

       

March 31, 2005

      

Total assets

 

7,252,244

 

6,217,895

 

13,470,139

Gross revenue

 

141,705

 

582,214

 

723,919

Net earnings (loss)

 

(1,009,056)

 

58,311

 

(950,745)

Earnings (loss) per share

 

(0.01)

 

(0.00)

 

(0.01)


OTHER INFORMATION


Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995:


Certain statements, in this filing, and elsewhere (such as in other filings by Aspen Resources with the Commission, press releases, presentations by Aspen Group Resources Corporation or its management and oral statements) constitute “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995.  Such forward-looking statements involve known and unkown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Aspen Resources Corporation to be materially different from any future results, performance or achievements expressed or implied by such forward-looking statements.  Such factors include, among other things, (i) significant variability in Aspen’s quarterly revenues and results of operations as a result of variations in the Aspen’s production in a particular quarter while a significant percentage of its operating expenses are fixed in advance, (ii) changes in the prices of oil and gas, (iii) Aspen’s ability to obtain capital and (iv) other risk factors commonly faced by small oil and gas companies.




Notes Page 7