Brownstone Ventures Inc.

Brownstone Ventures Inc.

July 11, 2008 17:00 ET

Brownstone Ventures Inc. Acquires Securities of X-Terra Resources Corporation

TORONTO, ONTARIO--(Marketwire - July 11, 2008) - Brownstone Ventures Inc. (TSX VENTURE:BWN), announces that on July 11, 2008, it acquired ownership of 950,000 common shares ("Common Shares") of X-Terra Resources Corporation ("XT") (TSX VENTURE:XT) and 950,000 common share purchase warrants (the "Warrants"). Each Warrant entitles the holder thereof to acquire one additional common share until July 11, 2010, at a price of $1.50. In the event that the Warrants are fully exercised, these holdings represent approximately 14.4% of the total issued and outstanding common shares of XT as of July 11, 2008, calculated on a partially diluted basis assuming the exercise of the Warrants only. As a result of this transaction, Brownstone and its joint actors held, as at July 11, 2008, the Common Shares and convertible securities exercisable into an additional 1,750,000 common shares of XT (the "Convertible Securities"), including the Warrants. Of these totals, Brownstone directly holds only the Common Shares and the Warrants directly. If Brownstone and its joint actors were to exercise all of the Convertible Securities, their combined ownership would represent a total of 2,700,000 common shares of XT or approximately 19.3% of such shares outstanding as of July 11, 2008, calculated on a partially diluted basis assuming the exercise of the Convertible Securities only.

These transactions were made for investment purposes and Brownstone and or its joint actors could increase or decrease its investment in XT depending on market conditions or any other relevant factor.

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:

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

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