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Published on 3/15/2006 in the Prospect News PIPE Daily.

New Issue: Southern Star Resources increases size of private placement to C$17.6 million

By Sheri Kasprzak

New York, March 15 - Southern Star Resources Inc. has upsized to C$17,593,500 its previously announced C$15,091,000 private placement.

The offering will now include 3.87 million units at C$3.25 each and 1.32 million flow-through shares at C$3.80 each.

The flow-through shares are priced at an 8% premium to the company's closing stock price of C$3.49 on March 14 and the units at a 6.8% discount to the March 14 closing stock price.

The units consist of one share and one half-share warrant, with each whole warrant exercisable at C$4.00 for one year.

The expiry of the warrants may be accelerated to 30 days if the company's stock trades above C$5.00 for 20 consecutive trading days.

The deal priced Wednesday morning as a C$15,091,000 offering of 3.1 million units and 1.32 million flow-through shares.

Dundee Securities Corp., Westwind Partners Inc. and Jones Gable & Co. Ltd. are the placement agents.

Proceeds will be used for general corporate purposes and working capital. Proceeds from the flow-through shares will be used for exploration on the company's Gold Eagle project.

Based in Toronto, Southern Star is a mineral exploration company.

Issuer:Southern Star Resources Inc.
Issue:Flow-through shares and units of one share and one half-share warrant
Amount:C$17,593,500 (maximum)
Placement agents:Dundee Securities Corp., Westwind Partners Inc., Jones Gable & Co. Ltd.
Pricing date:March 15
Stock symbol:TSX Venture: SSR
Stock price:C$3.49 at close March 14
Stock price:C$3.48 at close March 15
Flow-through shares
Shares:1.32 million (maximum)
Price:C$3.80
Warrants:No
Units
Units:3.78 million (maximum)
Price:C$3.25
Warrants:One half-share warrant per unit
Warrant expiration:One year
Warrant strike price:C$4.00

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