Rye Patch Gold Corp.
TSX VENTURE : RPM
TSX VENTURE : RPM.WT
OTC Bulletin Board : RPMGF

Rye Patch Gold Corp.

August 07, 2009 09:00 ET

Rye Patch Gold Completes Private Placement

VANCOUVER, BRITISH COLUMBIA--(Marketwire - Aug. 7, 2009) -

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

Rye Patch Gold Corp. (TSX VENTURE:RPM)(TSX VENTURE:RPM.WT)(OTCBB:RPMGF) ("Rye Patch" or the "Company") is pleased to announce the completion of its previously announced non-brokered private placement (the "Private Placement") by issuing a total of 21,031,666 units ("Units") at $0.15 per Unit for gross proceeds of $3,154,750.

Each Unit consisted of one common share ("Share") of the Company and one transferable common share purchase warrant ("Warrant"), with each Warrant entitling the holder to purchase one Share at a price of $0.20 for a period of 18 months from the closing date.

In connection with the completion of the Private Placement, the Company will also pay finder's fees in cash totaling $213,206 and issue a total of 1,895,166 non-transferable finder's warrants ("Finder's Warrants") to certain finders. Each Finder's Warrant will be exercisable for one unit ("Finder's Unit") comprising of one Share and one non-transferable common share purchase warrant ("Finder's Unit Warrant") at a price of $0.15 per Finder's Unit for a period of 18 months from the closing date of the Private Placement. Each Finder's Unit Warrant will be exercisable for one Share at a price of $0.20 for a period of 18 months from the closing date of the Private Placement.

The net proceeds from the Private Placement will be used for exploration and development of the Company's Lincoln Hill and Wilco projects as well as for general working capital.

The Shares and Warrants issued under the Private Placement, the Shares issuable upon exercise of the Warrants, the Finder's Warrants, the Shares and warrants issuable upon exercise of the Finder's Warrants, and the Shares issuable upon exercise of the Finder's Unit Warrants are all subject to a hold period in Canada that expires on December 7, 2009.

The Private Placement, including the finders' compensation in connection therewith, is subject to the final approval of the TSX Venture Exchange.

The securities issued by the Company have not and will not be registered under the United States Securities Act of 1933, as amended (the "1933 Act"), or the securities laws of any state of the United States, and may not be offered or sold in the United States absent registration or an applicable exemption therefrom under the 1933 Act and the securities laws of all applicable states.

Rye Patch Gold Corp. is a Tier 1, Nevada-focused and discovery-driven company seeking to build a sizeable inventory of gold and silver resource assets in the mining friendly state of Nevada, USA. The Company's seasoned management team is engaged in acquisition, exploration and development of quality resource-based gold and silver projects. Rye Patch Gold is developing its primary assets - the advanced-stage Wilco project located within the emerging Oreana gold trend in west-central Nevada and the Jessup project in Churchill County, Nevada. The Company has established gold and silver resource milestones and time frames in order to build a premier resource development company. For more information about Rye Patch Gold, please visit our website at www.ryepatchgold.com.

On behalf of the Board of Directors

William C. (Bill) Howald, CEO & President

This news release contains forward-looking statements, which address future events and conditions, which are subject to various risks and uncertainties. The Company's actual results, programs and financial position could differ materially from those anticipated in such forward-looking statements as a result of numerous factors, some of which may be beyond the Company's control. These factors include: the availability of funds; the timing and content of work programs; results of exploration activities and development of mineral properties, the interpretation of drilling results and other geological data, the uncertainties of resource and reserve estimations, receipt and security of mineral property titles; project cost overruns or unanticipated costs and expenses, fluctuations in metal prices; currency fluctuations; and general market and industry conditions.

Forward-looking statements are based on the expectations and opinions of the Company's management on the date the statements are made. The assumptions used in the preparation of such statements, although considered reasonable at the time of preparation, may prove to be imprecise and, as such, undue reliance should not be placed on 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.

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