Sheltered Oak closes first tranche of placement

2008-12-22 10:28 ET - News Release

Mr. Robert Hanson reports

COMPLETION OF FIRST TRANCHE OF PRIVATE PLACEMENT

Sheltered Oak Resources Corp. has completed the first tranche of its private placement as reported in Stockwatch Dec. 10, 2008, consisting of: (i) 2.5 million units of the company at a price of 8.5 cents per unit and 4,775,000 flow-through units of the company at a price of 10 cents per FT unit, for total proceeds of $690,000. The units and FT units were described in Stockwatch Dec. 10, 2008. The units and FT units are subject to a hold period expiring April 20, 2009.

In connection with the private placement, the company paid finders' fees of $24,000 to Limited Market Dealer Inc. (LMD Inc.), $25,565.68 to Deacon & Company Capital Markets Inc. and $2,634.32 to Canaccord Capital Corporation. The company also issued non-transferable compensation options entitling the holders to purchase non-flow-through units of the company as follows: LMD Inc., 240,000 compensation options; Deacon & Company, 281,008 compensation options; and Canaccord Capital Corporation, 30,992 compensation options. The terms of the compensation options were described in Stockwatch Dec. 10, 2008.

The company will use the proceeds from the private placement for further exploration on the Kerrs property and for working capital purposes.