Prominex Resource Corp.
TSX VENTURE : PXR

Prominex Resource Corp.

November 20, 2006 18:49 ET

Prominex Resource Corp.: Amended Terms of Flow-Through Private Placement With MineralFields Group

VANCOUVER, BRITISH COLUMBIA--(CCNMatthews - Nov. 20, 2006) -

Mr. Allen Rose reports:

Prominex Resource Corp. (TSX VENTURE:PXR) announced today amended terms of the Flow-Through Private Placement with the MineralFields Group announced on November 9, 2006. Under the new terms, the Company will be raising $600,000 (originally $500,000) through the issuance of 3,333,333 (originally 2,777,777) Flow-Through Units priced at $0.18 (unchanged). Each Flow-Through Unit will consist of one Flow-Through Share and one Share Purchase Warrant (collectively the "FT Units"). The terms of the Share Purchase Warrant remain unchanged and will entitle the holder to purchase one additional Common Share for 24 months from the closing date at a price of $0.40 per share for the first 12 months and $0.50 for the remaining 12 months.

Upon closing of the brokered private placement, Limited Market Dealer Inc. (LMD) will be paid a cash commission equal to 5% of the gross proceeds. The Company has also agreed to issue Options to LMD (the "LMD Options") to acquire Common Shares in an amount equal to 8% of the total number of FT Units purchased by the Mineral Fields Group on the same terms as the Share Purchase Warrants.

"We are very pleased to be entering into this relationship with the MineralFields Group," commented Lorne King, Prominex's President and CEO. "This is an important milestone in the growth of our Company and we look forward to working with MineralFields as we continue to develop our holdings in Newfoundland."

About MineralFields

MineralFields Group (a division of Pathway Asset Management) is a Toronto-based mining fund with significant assets under administration that offers its tax-advantaged super flow-through limited partnerships to investors throughout Canada during most of the calendar year, as well as hard-dollar resource limited partnerships to investors throughout the world. Information about the MineralFields Group is available at www.mineralfields.com.

This news release does not constitute an offer to sell or a solicitation of an offer to sell any of the securities in the United States. The securities have not been and will not be registered under the United States Securities Act of 1933, as amended, (the "U.S. Securities Act") or any state securities laws and may not be offered or sold within the United States or to U.S. Persons unless registered under the U.S. Securities Act and applicable state securities laws or an exemption from such registrations is available.

ON BEHALF OF THE BOARD OF DIRECTORS:

T. Allen Rose, Director

This release contains 'forward-looking statements' within the meaning of Section 27A of the Securities Act of 1933 and Section 21B of the Securities Exchange Act of 1934. Any statements that express or involve discussions with respect to predictions, expectations, beliefs, plans, projections, objectives, goals, assumptions or future events or performance are not statements of historical fact and may be 'forward-looking statements'. 'Forward-looking statements' are based on expectations, estimates and projections at the time the statements are made that involve a number of risks and uncertainties which could cause actual results or events to differ materially from those presently anticipated. 'Forward-looking statements' in this action may be identified through the use of words such as 'expects', 'will', 'anticipates', 'estimates', 'believes', or statements indicating certain actions 'may', 'could', or 'might' occur.


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