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Published on 9/30/2008 in the Prospect News PIPE Daily.

New Issue: Clifton Star completes C$6.5 million private placements of units

By Devika Patel

Knoxville, Tenn., Sept. 30 - Clifton Star Resources Inc. said it settled a non-brokered private placement of units with MineralFields Group for C$6.5 million.

The deal priced on Sept. 15 for C$7 million and the company changed the terms of the warrants on Sept. 24. It amended the deal's terms a second time on Sept. 25.

The company sold 499,995flow-through units of one flow-through share and one warrant at C$3.00 per unit for C$1.5 million. Each warrant will be exercisable at C$3.30 for two years.

The company also raised C$5 million by selling 2,057,605 hard-dollar units of one share and one warrant at C$2.43 apiece.

Each of these warrants will be exercisable at C$2.85 for two years. The hard-dollar units' warrant strike price was C$2.70 at pricing.

The company originally had planned to sell 666,667 flow-through units for C$2 million and 1,968,503 hard dollar units at C$2.54 per unit for C$5 million.

Clifton Star is a mineral exploration company based in Vancouver, B.C.

Issuer:Clifton Star Resources Inc.
Issue:Flow-through units of one flow-through share and one warrant; hard-dollar units of one share and one warrant
Amount:C$6,499,965.15
Investor:MineralFields Group
Agent:Non-brokered
Pricing date:Sept. 15
Amended:Sept. 24, Sept. 25
Settlement date:Sept. 30
Stock symbol:TSX Venture: CFO
Stock price:C$2.94 at close Sept. 15
Flow-through units
Amount:C$1,499,985
Units:499,995
Price:C$3.00
Warrants:One warrant per unit
Warrant expiration:Two years
Warrant strike price:C$3.30
Hard-dollar units
Amount:C$4,999,980.15
Units:2,057,605
Price:C$2.43
Warrants:One warrant per unit
Warrant expiration:Two years
Warrant strike price:C$2.85

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