FORM 4
Check this box if no longer subject to Section 16. Form 4 or Form 5 obligations may continue. See Instruction 1(b).
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES

Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934 or Section 30(h) of the Investment Company Act of 1940
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(Print or Type Responses)
1. Name and Address of Reporting Person *
PUSEY GREGORY
  2. Issuer Name and Ticker or Trading Symbol
ASPENBIO INC [APNB]
5. Relationship of Reporting Person(s) to Issuer
(Check all applicable)
__X__ Director __X__ 10% Owner
__X__ Officer (give title below) _____ Other (specify below)
Chairman
(Last)
(First)
(Middle)
106 S UNIVERSITY BLVD., #14
3. Date of Earliest Transaction (Month/Day/Year)
05/06/2005
(Street)

DENVER, CO 80209
4. If Amendment, Date Original Filed(Month/Day/Year)
6. Individual or Joint/Group Filing(Check Applicable Line)
_X_ Form filed by One Reporting Person
___ Form filed by More than One Reporting Person
(City)
(State)
(Zip)
Table I - Non-Derivative Securities Acquired, Disposed of, or Beneficially Owned
1.Title of Security
(Instr. 3)
2. Transaction Date (Month/Day/Year) 2A. Deemed Execution Date, if any (Month/Day/Year) 3. Transaction Code
(Instr. 8)
4. Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4 and 5)
5. Amount of Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 3 and 4)
6. Ownership Form: Direct (D) or Indirect (I)
(Instr. 4)
7. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V Amount (A) or (D) Price
Common Stock (3) 05/06/2005   A   23,000 A $ 0.875 534,259 D  
Common Stock               42,413 I By IRA
Common Stock               65,656 I By Wife and Wife's IRA
Common Stock (3) 05/06/2005   A   20,018 A $ 0.875 59,892 I By Children
Common Stock               3,107 D (2)  

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Table II - Derivative Securities Acquired, Disposed of, or Beneficially Owned
(e.g., puts, calls, warrants, options, convertible securities)
1. Title of Derivative Security
(Instr. 3)
2. Conversion or Exercise Price of Derivative Security 3. Transaction Date (Month/Day/Year) 3A. Deemed Execution Date, if any (Month/Day/Year) 4. Transaction Code
(Instr. 8)
5. Number of Derivative Securities Acquired (A) or Disposed of (D)
(Instr. 3, 4, and 5)
6. Date Exercisable and Expiration Date
(Month/Day/Year)
7. Title and Amount of Underlying Securities
(Instr. 3 and 4)
8. Price of Derivative Security
(Instr. 5)
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s)
(Instr. 4)
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I)
(Instr. 4)
11. Nature of Indirect Beneficial Ownership
(Instr. 4)
Code V (A) (D) Date Exercisable Expiration Date Title Amount or Number of Shares
Warrant (Right to Buy) $ 1             12/23/2001 01/01/2007 Common Stock 310,000   310,000 I By Cambridge Holdings Ltd
Warrant (Right to Buy) $ 1             12/28/2001 01/01/2007 Common Stock 130,000   130,000 D  
Warrant (Right to Buy) $ 1.50             07/05/2002 07/05/2005 Common Stock 100,000   100,000 I By Cambridge Holdings Ltd
Option (Right to Buy) (1) $ 1.21             01/19/2005 01/19/2014 Common Stock (1) 100,000   100,000 D  
Warrants $ 1.50             08/19/2004 08/19/2009 Common Stock 28,571   28,571 I By Cambridge Holdings Ltd
Option (Right to Buy) $ 0.80             03/28/2005 03/28/2015 Common Stock 250,000   250,000 D  
Warrant (Right to Buy) (3) $ 1.35 05/06/2005   A   23,000   05/06/2005 05/06/2010 Common Stock 23,000 $ 0 23,000 D  
Warrant (Right to Buy) (3) $ 1.35 05/06/2005   A   20,018   05/06/2005 05/06/2010 Common Stock 20,018 $ 0 20,018 I By Children

Reporting Owners

Reporting Owner Name / Address Relationships
 Director  10% Owner  Officer  Other
PUSEY GREGORY
106 S UNIVERSITY BLVD., #14
DENVER, CO 80209
  X   X   Chairman  

Signatures

 /s/ Gregory Pusey   05/10/2005
**Signature of Reporting Person Date

Explanation of Responses:

* If the form is filed by more than one reporting person, see Instruction 4(b)(v).
** Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a).
(1) The aggregate number of stock options acquired on January 19, 2004 was 100,000. One quarter (25,000) of the options vest each year for four years following the date of the grant.
(2) Held jointly with Wife.
(3) Units purchased at a unit price of $0.875, with each unit consisting of one warrant and one share of common stock.

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