Roca Mines Inc.
TSX VENTURE : ROK

Roca Mines Inc.

May 11, 2006 16:35 ET

Roca Mines Inc.: $10 Million Brokered Private Placement

VANCOUVER, BRITISH COLUMBIA--(CCNMatthews - May 11, 2006) -

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

Roca Mines Inc. ("Roca" or the "Company") (TSX VENTURE:ROK) announces that it has entered into an agreement with Salman Partners Inc. (the "Agent") to act as lead agent for a private placement of up to 14,100,000 common shares at a price of $0.71 per share, for gross proceeds of up to $10,011,000. The Agent will be granted an oversubscription option to increase the offering size by up to 20%. If the option is exercised in full, the gross proceeds to Roca from the offering would be approximately $12 million.

In consideration for its services, the Agent will receive a cash commission equal to 6.5% of the gross proceeds from the offering and Agent's warrants exercisable into a number of common shares equal to 6.5% of the number of common shares sold. Each warrant will entitle the Agent to acquire one common share of the company at any time within 12 months from the closing of the offering at a price of $0.90 per share.

Proceeds of the private placement will be used to complete construction of the Company's MAX Molybdenum project, located 60 kilometres (36 miles) southeast of Revelstoke, British Columbia. The offering is scheduled to close on or about June 8, 2006, and is subject to certain conditions, including, but not limited to, receipt of all required regulatory approvals.

ROCA MINES INC.

David J. Skerlec - Chief Financial Officer

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

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