Brownstone Ventures Inc.

Brownstone Ventures Inc.

July 11, 2008 17:00 ET

Brownstone and X-Terra Finalize Agreement

TORONTO, ONTARIO--(Marketwire - July 11, 2008) - Brownstone Ventures Inc. (TSX VENTURE:BWN) ("Brownstone") is pleased to announce that it has entered into the formal assignment agreement with X-Terra Resources Corporation (TSX VENTURE:XT) ("X-Terra") (see press release dated June 6, 2008), whereby Brownstone will acquire a 50% interest in X-Terra's exploration licences for petroleum and natural gas on its shale gas properties located in the Quebec Lowlands (collectively, the "Licences"). As payment, Brownstone Ventures will issue 2,000,000 common shares and 2,000,000 common share purchase warrants to X-Terra. Each warrant will entitle X-Terra to purchase one common share of Brownstone at a price of $2.00 for a period of two years. Brownstone will be the operator of an exploration program for the territory covered by the Licences.

The assignment agreement is subject to certain conditions, including confirmation of the granting of the Licences by the Ministere des Ressouces Naturelles et de la Faune of the Province of Quebec to X-Terra, and approval by the TSX Venture Exchange of the assignment of the 50% interest and the issuance by Brownstone to X-Terra of the 2,000,000 shares and warrants in payment.

About Brownstone

Brownstone Ventures Inc. is a well-financed Canadian-based, energy focused investment company with equity interests and direct interests in oil and gas exploration projects, including working interests in almost 300,000 acres in the Piceance/Uinta Basins of Colorado and Utah, 295km2 in the Assam/Arakan Basin, Northeast India, 253,000 acres in Rio Negro, Argentina and interests in several projects in Brazil. For additional information, please see Brownstone's website:

Certain statements contained in this press release constitute forward-looking statements. These statements relate to future events or the future performance of Brownstone. Statements other than statements of historical fact may be forward-looking statements. Forward-looking statements are often, but not always, identified by the use of words such as "seek", "anticipate", "budget", "plan", "continue", "estimate", "expect", "forecast", "may", "will", "project", "predict", "potential", "targeting", "intend", "could", "might", "should", "believe" and similar words suggesting future outcomes or statements regarding an outlook. Forward-looking statements in this press release include, but are not limited to, statements with respect to: completion by Brownstone of the acquisition of the participating interest in the Quebec Lowlands; the performance characteristics of the Brownstone's oil and natural gas properties; drilling plans and the timing and location thereof; plans for the exploration and development of the company's properties; production capacity and levels, and the timing of achieving such capacity and levels; the size of oil and natural gas reserves; projections of market prices and costs; supply and demand for oil and natural gas; expectations regarding the ability to raise capital and to continually add to reserves through acquisitions and development; and capital expenditure programs.

Forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause actual results or events to differ materially from those anticipated in such forward-looking statements. The Company believes the expectations reflected in those forward-looking statements are reasonable but no assurance can be given that these expectations will prove to be correct and readers are cautioned not to place undue reliance on forward-looking statements contained in this press release. Some of the risks and other factors which could cause results to differ materially from those expressed in the forward-looking statements contained in this press release include, but are not limited to: volatility of and assumptions regarding oil and natural gas prices; liabilities inherent in oil and natural gas operations; uncertainties associated with estimating oil and natural gas reserves; competition for, among other things, capital, acquisitions of reserves, undeveloped lands and skilled personnel; geological, technical, drilling and processing problems; fluctuations in currency and interest rates; product supply and demand; and risks inherent in the company's foreign operations; changes in environmental and other regulations or the interpretation of such regulations; the possibility that the acquisition of the company's participating interest and/or completion of the private placement will not be completed and the other factors discussed in this press release and in Brownstone's filings with Canadian securities regulatory authorities which are available to the public at

Statements relating to "reserves" are deemed to be forward-looking statements, as they involve the implied assessment, based on certain estimates and assumptions, that the reserves described can be profitably produced in the future. Readers are cautioned that the foregoing lists of factors are not exhaustive. The forward-looking statements contained in this press release are made as at the date hereof and Brownstone undertakes no obligation to update publicly or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by applicable securities laws. The forward-looking statements contained in this press release are expressly qualified by this cautionary statement.

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

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