Mansfield Minerals Inc.
TSX VENTURE : MDR

Mansfield Minerals Inc.

June 15, 2005 09:00 ET

Mansfield Minerals Inc.: Private Placement

VANCOUVER, BRITISH COLUMBIA--(CCNMatthews - June 15, 2005) - Mansfield Minerals Inc. (TSX VENTURE:MDR) (the "Company") is pleased to announce a $1,400,000 non-brokered private placement of 3,500,000 units. Each unit, priced at $0.40, will consist of one common share and one-half of one common share purchase warrant. Each whole warrant will enable the subscriber to purchase one common share of the Company at a price of $0.60 per share for a period of eighteen months from closing. The securities issued under the offering will be subject to a four month hold period in accordance with applicable Canadian securities laws.

The Company has agreed to pay to certain finders (the "Finders") finders fees payable in cash in respect of this placement equal to 8% of the gross proceeds received from the purchasers introduced to the Company by the Finders. In addition, the Finders will be entitled to receive a warrant (a "Finder's Warrant") entitling them to purchase common shares equal to 10% of the number of units purchased by purchasers introduced to the Company by the Finders. Each Finder's Warrant is exercisable into a common share at a price of $0.60 per share for a period of eighteen months from the date of closing of the private placement.

The Company plans to use the net proceeds of this private placement to finance ongoing exploration in northwestern Argentina, and for general working capital purposes.

The offering is subject to certain conditions including, but not limited to, the receipt of all necessary approvals, including the approval of the TSX Venture Exchange.

On behalf of the Board of Directors,

John M. Leask, P.Eng., Chairman of the Board


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

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