UNITED STATES
                       SECURITIES AND EXCHANGE COMMISSION
                             Washington, D.C. 20549

                                   FORM 12b-25

                           NOTIFICATION OF LATE FILING

(Check One):   Form 10-K    Form 20-F    Form 11-K    [X]Form 10-Q    Form N-SAR

                  For Period Ended:         December 31, 2002
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                  [   ]Transition Report on Form 10-K
                  [   ]Transition Report on Form 20-F
                  [   ]Transition Report on Form 11-K
                  [   ]Transition Report on Form 10-Q
                  [   ]Transition Report on Form N-SAR
                  For the Transition Period Ended:
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  Read Instruction (on back page) Before Preparing Form. Please Print or Type:

  Nothing in this form shall be construed to imply that the Commission has
verified any information contained herein.
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If the notification related to a portion of the filing checked above, identify
the Item(s) to which the notification relates:


PART I - REGISTRANT INFORMATION

Aspen Exploration Corporation
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Full Name of Registrant

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Former Name if Applicable

2050 So. Oneida St., Suite 208
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Address of Principal Executive Office (Street and Number)

Denver, CO 80224
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City, State and Zip Code

PART II - RULES 12b-25(b) AND (c)

If the subject report could not be filed without unreasonable effort or expense
and the registrant seeks relief pursuant to Rule 12b-25(b), the following should
be completed. (Check box if applicable)

     [ ]          (a) The reasons described in reasonable detail in Part III of
                  this form could not be eliminated without unreasonable effort
                  or expense;
     [X]          (b) The subject annual report, semi-annual report, transition
                  on Form 10-K, Form 20-F, 11-K or Form N-SAR, or portion
                  thereof, will be filed on or before the fifteenth calendar day
                  following the prescribed due date; or the subject quarterly
                  report of transition report on Form 10-Q, or portion thereof
                  will be filed on or before the fifth calendar day following
                  the prescribed due date; and
     [ ]          (c) The accountant's statement or other exhibit required by
                  Rule 12b-25(c) has been attached if applicable.





PART III - NARRATIVE

State below in reasonable detail the reasons why Forms 10-K, 20-F, 11-K, 10-Q,
N-SAR or the transition report or portion thereof, could not be filed within the
prescribed time period.

A clerical error by our staff assumed the 10QSB filing date was Tuesday,
February 18, 2003 because of the President's Day Holiday. However, it should
have been filed Friday, February the 14th.

  PART IV -- OTHER INFORMATION

(1)      Name and telephone number of person to contact in regard to this
         notification

         Ray K. Davis             303                        639-9860
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         (Name)                (Area Code)               (Telephone Number)

(2)      Have all other periodic reports required under Section 13 or 15(d) of
         the Securities Exchange Act of 1934 or Section 30 of the Investment
         Company Act of 1940 during the preceding 12 months or for such shorter
         period that the registrant was required to file such report(s) been
         filed? [X]Yes [ ]No

(3)      Is it anticipated that any significant change in results of operations
         from the corresponding period for the last fiscal year will be
         reflected by the earnings statements to be included in the subject
         report or portion thereof? [ ]Yes [X]No

If so, attach an explanation of the anticipated change, both narratively and
quantitatively, and, if appropriate, state the reasons why a reasonable estimate
of the results cannot be made.

The Company is in the process of evaluating the carrying value of certain assets
and can not make a determination at this time as to the effect on the Company's
financial statements.

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                          Aspen Exploration Corporation
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                (Name of the Registrant as Specified in Charter)

has caused this notification to be signed on its behalf by the undersigned
hereunto duly authorized.

Date:    February 15, 2003                 By:  /s/ Ray K. Davis
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