Venoco Inc., Denver, (NYSE: VQ) plans to acquire all of the California assets of Aspen Exploration Corp., Denver, (OTCBB: ASPN) for approximately $8.43 million.

Certain other designated persons who own working interests in the assets also executed the agreement and agreed to sell their interests to Venoco. The total purchase price if all of the additional sellers participate in the transaction is $25 million.

The other working interest sellers are three of Aspen’s directors and Gold Coast Resources Inc.

Aspen operates 67 gas wells and has a non-operated interest in 26 gas wells in the Sacramento Valley of northern California.

Venoco paid $1.25 million to Aspen as a deposit and has an obligation to increase the deposit in certain circumstances. An exhibit to the agreement also contains an allocation of the total purchase price among the various properties included.

Analysts with Pritchard Capital Partners describe the acquisition as “attractive” at $6,250 per daily Mcfe with 100% of 2009 production hedged at $54 for oil and $7.01 for gas.