Rainy River Announces Flow-Through Share Financing (ccnm)

TORONTO, ONTARIO--(Marketwire - Aug. 17, 2010) -

NOT FOR DISTRIBUTION TO U.S. NEWSWIRE SERVICES OR FOR DISSEMINATION IN THE UNITED STATES

Rainy River Resources Ltd. ("Rainy River" or the "Company") (TSX VENTURE:RR) is pleased to announce that it has entered into an agreement for an offering, on a best efforts basis and through a syndicate of agents led by Wellington West Capital Markets Inc. (the "Agent"), of 2,450,000 flow-through common shares of Rainy River ("Flow-Through Shares") at a price of $8.18 per Flow-Through Share for aggregate gross proceeds of $20,041,000 (the "Offering"). All sales of Flow-Through Shares will be made on a private placement basis pursuant to exemptions from the prospectus requirements of applicable securities laws.

Closing is anticipated to occur on or about September 8, 2010 and is subject to certain conditions including, but not limited to, the receipt of all necessary approvals including the approval of the TSX Venture Exchange. The Flow-Through Shares will be subject to a four-month hold period in Canada.

Gross proceeds from the sale of the Flow-Through Shares will be used primarily to fund ongoing exploration activities on the Company's Rainy River Project, which expenses are eligible for Canadian exploration expenses for tax purposes and will be renounced in favour of the subscribers for the Flow-Through Shares effective on or before December 31, 2010.

About Rainy River

Rainy River is a Canadian precious metals exploration company whose key asset is the Rainy River Gold Project. With over $60.0 million in its treasury, the Company is well funded to conduct a dual-focused drilling program consisting of: 1) definition diamond drilling of the main gold resources in preparation for scoping and prefeasibility studies, and 2) selective diamond drill testing of high-priority gold targets defined primarily by RC drilling within the large gold system centered in Richardson Township. The Company's property is extremely well located in the southwestern corner of Northern Ontario near the U.S. border. It is accessed by a network of roads and is close to hydro-electric infrastructure. The Rainy River district has a skilled labour force and is one of the lowest-cost areas for mineral exploration and development. Ontario has low political risk and, according to the annual Fraser Institute global survey of the mining industry, has consistently ranked as one of the top jurisdictions embracing mineral development.

RAINY RIVER RESOURCES LTD.

Raymond Threlkeld, President & CEO