X-Terra Resources obtains approval for shale licenses in Québec Lowlands, brings in strategic partner and arranges financing



    /NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR
    DISSEMINATION IN THE UNITED STATES/

    VANCOUVER, June 9 /CNW Telbec/ - X-Terra Resources Corporation (XT-TSXV)
is pleased to announce that it has received approval from the Québec Ministry
of Natural Resources for permits on approximately 150,000 hectares
(1,500 sq. km.) of land prospective for shale gas in the Quebec Lowlands,
Utica-Barnett-like shale natural gas play. The staked land is in close
proximity to Junex Inc. and Intragaz Exploration near Shawinigan, Québec, and
Squatex Resources and Gastem in the Rimouski, Québec area. See the location
map on the Company's website: www.xterraresources.com.

    Strategic Partner

    The Company is also pleased to announce that it has entered into a letter
of intent with Brownstone Ventures Inc. (TSXV: BWN) whereby Brownstone will
acquire a 50% interest in the Company's applications (and subsequent permits)
covering the 150,000 hectares in the Québec Lowlands. Under the letter of
intent, Brownstone will issue 2,000,000 common shares and 2,000,000 common
share purchase warrants (exercisable at a price of $2.00 for a period of 24
months) to the Company. Brownstone has also agreed to purchase 850,000 units
in the Company's financing referred to below. The transaction also includes an
area of mutual-interest agreement covering the Québec Lowlands. In addition,
Brownstone will have the right to appoint the operator for the project.
    The transactions contemplated by the letter of intent are subject to a
30-day due diligence period, completion of formal documentation, approval of
the Board of Directors of the Company and Brownstone, and approval of the TSX
Venture Exchange.

    Financing

    The Company also announces that it has engaged PowerOne Capital Markets
Ltd. of Toronto, Ontario as its exclusive agent for a best-efforts private
placement of a maximum of four million units of the Company at a price of
$1.90 per unit, for maximum gross proceeds to the Company of $7.6 million.
Each unit will consist of one common share and one common share purchase
warrant. Each warrant will entitle the holder thereof to acquire one
additional common share of the Company at a price of $2.50 for a period of two
years from the closing of the private placement.
    The Company has agreed to pay to PowerOne Capital Markets, at the time of
the closing of the private placement, an agency fee equal to 8% of the gross
proceeds of the private placement in cash or, at the option of PowerOne
Capital Markets, in units at a deemed price of $1.90 per unit. The Company
will also issue broker warrants entitling PowerOne Capital Markets to purchase
a number of units equal to 8% of the number of units sold in the private
placement, at an exercise price of $1.90 per unit.
    The Company intends to use the net proceeds from the private placement
for exploration of the Company's shale gas property in the Québec Lowlands and
for working capital. The private placement is subject to regulatory approval,
including that of the TSX Venture Exchange.
    PowerOne Capital Markets will also be entitled to a finder's fee of
150,000 units payable upon the closing of the transaction with Brownstone.

    Stock Options

    The Company also announces that the directors' and officers' stock
options in respect of 500,000 common shares referred to in its press release
of June 2, 2008, have been repriced at $1.90. The options expire on June 2,
2013.

    About X-Terra Resources:

    X-Terra is a resource company focused on acquiring and exploring energy
properties in Canada. X-Terra Resources has 6,776,671 shares outstanding.

    Forward-looking Statements

    This news release contains certain forward-looking statements. These
forward-looking statements are subject to a variety of risks and uncertainties
beyond the ability of X-Terra to control or predict, which could cause actual
events or results to differ materially from those anticipated in such
forward-looking statements, including risks disclosed in filings with the
Canadian securities regulators made by X-Terra. Accordingly, readers should
not place undue reliance on forward-looking statements.

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

    This news release does not constitute an offer of the securities
described herein. These securities have not been registered under the United
States Securities Act of 1933, as amended, or any state securities laws, and
may not be offered or sold in the United States or to U.S. persons unless
registered or exempt therefrom.
    %SEDAR: 00004590E




For further information:

For further information: Laurent Hallé, President and CEO, (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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