X-Terra Resources Corporation completes $5 million private placement



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    DISSEMINATION IN THE UNITED STATES/

    ROUYN-NORANDA, QC, July 11 /CNW Telbec/ - X-Terra Resources Corporation
(XT-TSXV) is pleased to announce that it has completed its
previously-announced private placement of 5,000,000 units at a price of
$1.00 per unit, for gross proceeds to X-Terra of $5,000,000. Each of the units
consists of one common share and one common share purchase warrant. Each
warrant entitles its holder to purchase one additional common share of X-Terra
at a price $1.50 for two years.
    PowerOne Capital Markets Limited acted as agent for the private
placement. In connection with the private placement, X-Terra paid a cash
commission to PowerOne in an amount equal to 8% of the gross proceeds of the
private placement, and issued compensation options to PowerOne, entitling it
to purchase up to 400,000 units at a price of $1.00 per unit for a period of
two years after the closing of the private placement. Each of the units will
be comprised of one common share and one common share purchase warrant. Each
warrant will entitle its holder to purchase one additional common share of
X-Terra at a price $1.50 for two years from the closing of the private
placement.
    Under applicable securities legislation and the policies of the TSX
Venture Exchange, all of the foregoing securities are subject to a hold period
expiring on November 12, 2008.
    The proceeds from the private placement will be used by X-Terra for the
exploration program on its shale gas properties located in the Québec Lowlands
and for working capital. As a result of the closing of the private placement,
there are 12,245,069 common shares of X-Terra issued and outstanding.
    X-Terra is also pleased to announce that it has entered into an
assignment agreement with Brownstone Ventures Inc. (TSXV: BWN), as previously
announced, whereby Brownstone will acquire a 50% interest in X-Terra's
exploration licences for petroleum and natural gas on its shale gas properties
located in the Québec Lowlands (collectively, the "Licences"). In payment,
Brownstone Ventures will issue 2,000,000 common shares and 2,000,000 common
share purchase warrants to X-Terra. Each warrant will entitle X-Terra to
purchase one common share of Brownstone at a price of $2.00 for a period of
two years. Brownstone will be the operator of an exploration program for the
territory covered by the Licences.
    The assignment agreement is subject to certain conditions, including
confirmation of the granting of the Licences by the Ministère des Ressouces
Naturelles et de la Faune of the Province of Québec to X-Terra, and approval
by the TSX Venture Exchange of the assignment of the 50% interest and the
issuance by Brownstone to X-Terra of the 2,000,000 shares and warrants in
payment.

    About X-Terra Resources:

    X-Terra is a resource company focused on acquiring and exploring energy
properties in Canada.

    The TSX Venture Exchange does not accept responsibility for the adequacy
    or accuracy of this release.
    %SEDAR: 00004590E




For further information:

For further information: Laurent Hallé, President and Chief Executive
Officer, (819) 762-0609, Fax: (819) 762-0097, info@xterraresources.com,
www.xterraresources.com

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X-Terra Resources Corporation

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