Aspen Group Resources Corporation Announces Offer To Acquire Romarco Minerals Inc. Common Shares.

Business Editors

CALGARY, Alberta--(BUSINESS WIRE)--May 15, 2002

Aspen Group Resources Corporation ("Aspen") ("ASR"- TSX and "ASPGF"- OTCBB) today announced that it intends to make an offer to acquire a minimum of 50.1% and up to 100% of the outstanding common shares of Romarco Minerals Inc. ("Romarco") ("R" - TSX Venture Exchange).

Aspen intends to offer shareholders of Romarco consideration of $0.42, for each Romarco common share payable in cash and Aspen shares in a ratio to be determined. The price payable under the Offer represents about a 12% premium over the most recent weighted average closing price of the Romarco common shares on the TSX Venture Exchange, and is in excess of the $0.38 cash offer announced on April 17, 2002 by Bradstone Equity Partners Inc. for up to 49.4% of the Romarco common shares.

"Our expertise is in identifying acquisition opportunities in the resource sector that will enhance shareholder value. Based on our preliminary due diligence, we believe that our proposed acquisition of Romarco meets this objective," stated Jack Wheeler, Aspen's Chairman and CEO.

Aspen's Offer is based on the belief that the embedded value in Romarco can be realized through the application of a refocused business strategy.

Aspen anticipates issuing the formal take over bid documents as soon as practicable. Aspen will use their Canadian counsel, WeirFoulds, LLP to prepare these documents. A further news release will be made at that time. The Offer will be open for acceptance for not less than 35 days.

The Offer will be subject to certain conditions which Aspen may waive, including that there be validly deposited under the Offer and not withdrawn not less than an amount of Romarco common shares that is expected to constitute 50.1% of the outstanding Romarco common shares. Other conditions to the Offer are expected to include (a) that there has not occurred any material adverse change in the business or financial condition of Romarco; (b) receipt of all requisite regulatory approvals; (c) that the Shareholder Rights Plan of Romarco, or the rights issued thereunder, are held unenforceable or unexercisable, whether through a redemption of the Rights, waiver of the Shareholder Rights Plan, the obtaining of a cease trading order, or the obtaining of an injunction or court order; and (d) that Aspen does not become aware of any misrepresentation or omission in any document filed by Romarco with any securities regulatory authority. All of such conditions will be for the exclusive benefit of Aspen and will be able to be waived by it in its sole discretion, in whole or in part, at any time and from time to time.

Aspen Group Resources Corporation is an independent Oil and Natural Gas Producer engaged in the Acquisition, Exploration, Production and Development of oil and natural gas properties in the Mid Continent Region in the US and Western Canada with production in excess of 2,000 BOEPD.

Additional information on Aspen Group Resources Corporation is available from: Kevin O'Connor, Director of Corporate Communications 877-775-8734 [e-mail] Or visit the Company's website at www.asgrc.com No stock exchange has reviewed or accepts responsibility for the adequacy or accuracy of this release.

Portions of this document include "forward-looking statements", which may be understood as any statement other than a statement of historical fact. Forward-looking statements contained in this document are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. These statements are based on management's current expectations and projections expressed in this document. Certain factors that can affect the Company's ability to achieve projected results are described in the Company's Annual Report on Form 10-KSB and other reports filed with the Securities and Exchange Commission. Such factors include, among others, production variances from expectations, uncertainties about estimates of reserves, volatility of oil and gas prices, the need to develop and replace reserves, the substantial capital expenditures required to fund operations, environmental risks, drilling and operating risks, risks related to exploratory and development drilling, competition, government regulation, and the ability of the company to implement its business strategy.