Bearclaw Announces Private Placement Will Include Warrants



    VANCOUVER, April 23 /CNW/ - Bearclaw Capital Corp. (TSXV: BRL) is pleased
to announce that the proposed $1,500,000 private placement it announced on
April 12, 2007, will be for units consisting of one common share and one-half
of one warrant, for a purchase price of $0.35 per unit, and not just for
common shares for a purchase price of $0.35 per common share. One full warrant
will entitle the holder to acquire one common share in Bearclaw for a purchase
price of $0.75.
    As it announced at the same time that it announced the proposed private
placement, Bearclaw has entered into a non-binding letter of intent to acquire
a 100% interest in six prospective uranium properties, comprising 358 claims,
in the Wakeham basin on the St. Lawrence Lower North Shore in Quebec. Closing
of the proposed acquisition is subject to a number of conditions, including
the concurrent closing of the $1,500,000 private placement. Bearclaw intends
to use a portion of the proceeds of the private placement to make the $350,000
cash portion of the purchase price for the properties. The proposed
acquisition is also subject to the completion of satisfactory due diligence
inquiries by both sides and the execution of a binding asset purchase
agreement.
    Any warrants issued by Bearclaw must be exercised during the two year
period following the closing of the proposed acquisition. All such warrants
will also include a term by which Bearclaw may, upon providing written notice
to the holders, reduce the expiry period to 25 business days after notice is
provided to them. Bearclaw may elect to reduce the expiry period if the
closing price for its common shares on the TSX Venture Exchange is equal to or
greater than $1.25 for 10 consecutive trading days.
    Completion of both the proposed private placement and the proposed
acquisition are subject to Exchange approval. There can be no assurance that
the transaction will take place as proposed, or at all.

    This news release may contain forward-looking statements. Known and
unknown risks and uncertainties may cause actual events or results to
materially differ from those expressed or implied by any such forward-looking
statements.

    The TSX Venture Exchange does not accept responsibility for the adequacy
    or accuracy of this release.

    %SEDAR: 00013834E




For further information:

For further information: Bearclaw Capital Corp., John B. Ross,
President, 6150 Glendalough Place, Vancouver, B.C. at (604) 263-5147

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BEARCLAW CAPITAL CORP.

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