Southampton Ventures Inc.
TSX VENTURE : SV

Southampton Ventures Inc.

March 22, 2007 16:24 ET

Southampton Announces Closing of $9.6 Million Private Placement

TORONTO, ONTARIO--(CCNMatthews - March 22, 2007) -

Not For Distribution to US Newswire Services or for Dissemination in the United States

Southampton Ventures Inc. (TSX VENTURE:SV) ("Southampton") is pleased to announce that it has closed the previously announced private placement of 6,000,000 Flow-Through Units of the Company at a price of $0.85 per Flow-Through Unit and 6,000,000 Units of the Company at a price of $0.75 per Unit, for aggregate gross proceeds of C$9,600,000. Each Flow-Through Unit consists of one flow-through common share and one-half of one non-flow-through common share purchase warrant. Each whole warrant (a "Warrant") entitles the holder to purchase one additional common share of Southampton at a price of $1.25 for 24 months from the closing date. Each Unit consists of one common share and one-half of one Warrant.

Pacific International Securities Inc. ("PI") acted as agent in connection with the sale of 6,000,000 Flow-Through Unites and 5,800,000 Units. PI and its sub-agents received a commission of 7% in a combination of cash and 857,366 Units. In addition, Southampton issued to PI and its sub-agents 1,180,000 compensation options, each of which entitles the holder to purchase one common share of Southampton for a period of two years at an exercise price equal to $0.90.

Southampton plans to use the net proceeds from the sale of the Units for exploration and development of current projects and general corporate purposes. The proceeds from the amount allocated to the flow-through shares from the sale of the Flow-Through Units will be used for general exploration expenditures, which will constitute Canadian exploration expenses (as defined in the Income Tax Act) and will be renounced for the 2007 taxation year.

All securities issued and issuable in connection with the private placement are subject to a four month hold period from the closing date. Completion of the financing remains subject to the approval of the TSX Venture Exchange.

This news release does not constitute an offer to sell or a solicitation of an offer to sell any of 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 registration is available.

THE TSX VENTURE EXCHANGE HAS NOT REVIEWED AND DOES NOT ACCEPT RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.

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