Rockcliff Resources Inc. ("Rockcliff" or the "Company") (TSX VENTURE:RCR) wishes
to announce that it will be undertaking a non-brokered flow-through unit private
placement and a non-brokered working capital unit private placement to raise
aggregate proceeds of up to $2,140,000 (the "Offering") to provide it with
additional operating and exploration capital. 


Rockcliff is offering up to 24,000,000 flow-through units of the Company priced
at $0.06 per flow-through unit, for gross proceeds of up to $1,440,000. Each
flow-through unit (a "FT Unit") consists of one flow-through common share of the
Company priced at $0.06 and one (1) non flow-through share purchase warrant (a
"Warrant"). Each Warrant entitles the holder to acquire an additional common
share for three (3) years from the closing of the Offering at a price of $0.10
per common share.


Rockcliff is also offering up to 14,000,000 working capital units of the Company
at a price of $0.05 per working capital unit, for gross proceeds of up to
$700,000. Each working capital unit (a "WC Unit") consists of one common share
of the Company priced at $0.05 and one (1) share purchase warrant (a "WC
Warrant"). Each WC Warrant entitles the holder to acquire an additional common
share for three (3) years from the closing of the Offering at a price of $0.075
per common share.


The Company will pay finder's fees of 8% cash and issue Compensation Options
equal to 10% of the number of WC Units or FT Units placed by any eligible
finders. Each Compensation Option will entitle the finder to acquire one common
share for three (3) years from the closing of the Offering at $0.05 per common
share. 


Insiders of the Company may subscribe for up to $115,000 of the Offering. The
insider private placements are exempt from the valuation and minority
shareholder approval requirements of Multilateral Instrument 61-101 ("MI
61-101") by virtue of the exemptions contain in section 5.5(a) and 5.7(1) (a) of
MI 61-101 in that the fair market value of the consideration for the securities
of the Company to be issued to the insiders does not exceed 25% of its market
capitalization.


All securities issued pursuant to the above referenced private placements are
subject to a statutory four month hold period and regulatory approval.


Rockcliff Resources Inc. 

Rockcliff Resources Inc. is a Canadian resource exploration company focused on
discovery and resource growth of its high-quality mineral properties at its Snow
Lake Project. Rockcliff presently controls the Snow Lake Project in central
Manitoba, totalling in excess of 400 km2. The project includes two (2) VMS high
grade copper rich NI 43-101 Resources (T-1, Rail), two (2) historic VMS copper
deposits (Lon and Talbot), the T-2 Copper Zone (Tower), numerous untested
geophysical anomalies and several additional properties with VMS potential
(Freebeth, Dickstone North). Rockcliff also owns a zinc-silver rich NI 43-101
Resource (Shihan) in Ontario. 


Forward-Looking Statement:

Some of the statements contained herein may be forward-looking statements which
involve known and unknown risks and uncertainties. Without limitation,
statements regarding potential mineralization and resources, exploration
results, and future plans and objectives of the Company are forward-looking
statements that involve various risks. The following are important factors that
could cause the Company's actual results to differ materially from those
expressed or implied by such forward looking statements: changes in the world
wide price of mineral commodities, general market conditions, risks inherent in
mineral exploration, risks associated with development, construction and mining
operations, the uncertainty of future profitability and the uncertainty of
access to additional capital. There can be no assurance that forward-looking
statements will prove to be accurate as actual results and future events may
differ materially from those anticipated in such statements. Rockcliff
undertakes no obligation to update such forward-looking statements if
circumstances or management's estimates or opinions should change. The reader is
cautioned not to place undue reliance on such forward-looking statements.


Neither TSX Venture Exchange nor its Regulation Services Provider (as that term
is defined in the policies of the TSX Venture Exchange) accepts responsibility
for the adequacy or accuracy of this release.


FOR FURTHER INFORMATION PLEASE CONTACT: 
Rockcliff Resources Inc.
Ken Lapierre P.Geo.
President & CEO
(416) 644-1752 or cell: (647) 678-3879
klapierre@rockcliffresources.com
www.rockcliffresources.com


Rockcliff New Address:
520-141 Adelaide St. W.
Toronto, ON M5H 3L5

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