Brilliant Mining Corp.
TSX VENTURE : BMC

Brilliant Mining Corp.

May 19, 2009 16:10 ET

Brilliant Shareholders Approve Sale of Lanfranchi Nickel Mine and Arrangement

CALGARY, ALBERTA--(Marketwire - May 19, 2009) - Brilliant Mining Corp. (TSX VENTURE:BMC) ("Brilliant" or the "Corporation") announced today that it has received approval from its shareholders ("Brilliant Shareholders") for the sale of the outstanding shares of Brilliant's wholly-owned subsidiary, Donegal Resources Pty Ltd ("Donegal"), to Panoramic Resources Ltd. ("Panoramic") pursuant to the terms of a Share Sale and Purchase Agreement dated February 27, 2009.

Closing of the sale of the Donegal Shares is anticipated to occur by May 22, 2009, at which time the 12 million Panoramic Shares together with non-transferable share purchase warrants to acquire an additional 3 million Panoramic Shares at a price of $1.50 per share until December 31, 2012, will be issued to Brilliant. The 12 million Panoramic Shares are subject to a 6 month escrow from the date of issuance ("Escrow Period").

Brilliant Shareholders also approved a proposed plan of arrangement ("Arrangement"), whereby Brilliant will distribute the 12 million ordinary shares of Panoramic ("Panoramic Shares") to Brilliant Shareholders by way of reduction of stated capital. In addition, the Arrangement provides for the consolidation of the common shares of Brilliant ("Common Shares") on the basis of one post-consolidation Common Share for two pre-consolidation Common Shares.

The Arrangement must be approved by the Court of Queen's Bench of Alberta ("Court"). The application to the Court for the final order will be heard at 1:30 p.m. on May 27, 2009. If the final order is granted, the Arrangement will become effective upon the filing of Articles of Arrangement with the Registrar of Corporations for Alberta (the "Effective Date"), which is expected to occur after the close of trading on Friday, May 29, 2009.

Brilliant Shareholders of record at the close of trading on the Effective Date will receive beneficial ownership of the 12 million Panoramic Shares pro rata to their holdings of Common Shares. Legal title to the 12 million Panoramic Shares will remain in the name of Brilliant until expiry of the Escrow Period, at which time legal title will be transferred to such registered shareholders. The Panoramic Shares cannot be transferred, sold or otherwise disposed of until the Escrow Period has expired.

The consolidated Common Shares are expected to trade on the TSX Venture Exchange at the market opening on June 1, 2009 under the new symbol "BLT".

On behalf of the Board of Directors

John Williamson, P. Geol., CEO, President & Director

Brilliant Mining Corp.

Brilliant Mining Corp. is a member of the Discovery Group of Companies, for more information on the group visit www.discoveryexp.com.

For further information about Brilliant Mining Corp., or this news release, please visit our website at www.brilliantmining.com.

Neither the 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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