On September 26, 2012, Douglas Hepler, Ph.D., Michael Merson, Gregory Pusey and Mark Ratain, M.D. resigned as directors of AspenBio Pharma, Inc. (the "Company"). Such resignations were tendered and accepted in connection with a strategic reorganization and re-alignment of the Company that began in mid-2011, and were also based on time commitment constraints for some of the departing directors. The focus of the Company's strategic re-alignment are its efforts to convert the Company's principal product in development, AppyScore™ to a multi-marker diagnostic test, and to progress with the receipt of regulatory clearance for and commercialization of AppyScore. The Company has closed two financing transactions, one in December 2011 ($1,600,000 in gross proceeds to the Company) and the other in June 2012 ($12,200,000 in gross proceeds to the Company), designed to raise funds to finance such product development completion work. The Company further continued this corporate re-alignment with the recent consummation of the transaction to exclusively license the Company's animal health assets to a third party. This transaction provides the Company with the potential for additional milestone and royalty income from its animal health assets while allowing the Company to focus its resources on its AppyScore product development efforts. As part of such Company re-organization, the Company also evaluated the alignment, with the Company's current business focus, of the qualifications, skills and experience of the members of its Board of Directors, as well as assessing the impact of their other professional responsibilities and activities on the time that could be committed to service on the Company's Board of Directors. Dr. Hepler, Mr. Merson and Dr. Ratain were independent non-employee directors, and Mr. Pusey, was an employee-director. Mr. Pusey remains with the Company in his role as Vice President.

None of such directors resigned because of any disagreements with the management or direction of the Company.

The Company is currently actively engaged in a process to identify and recruit additional non-employee directors.

On September 27, 2012, the Company issued a press release titled - "AspenBio Plans to Initiate Pivotal Study in Fourth Quarter." This press release is filed as Exhibit 99.1 to this Form 8-K.

On September 27, 2012, the Company hosted an investor update call. The script for this investor call is filed as Exhibit 99.2 to this Form 8-K.

(d) Exhibits

Exhibits

99.1      Press release dated September 27, 2012, issued by
          AspenBio Pharma, Inc. titled "AspenBio Plans to
          Initiate Pivotal Study in Fourth Quarter."

99.2      Investor update conference call script, dated
          September 27, 2012.