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Canadian Shield Closes First Tranche Of Private Placement.


TORONTO -- Canadian Shield Resources Inc. (TSX TSX Toronto Stock Exchange (TSE before April, 2002)
TSX Transfer from Stack Pointer to Index
TSX True Space Extension
 VENTURE:CSP (1) (Certified Systems Professional) An earlier award for successful completion of an ICCP examination in systems development. See ICCP.

(2) (Commerce Service P
) ("Canadian Shield" or the "Company) announces that it has closed the first tranche of 1,600,000 Units of its previously announced private placement for gross proceeds of $200,000. The selling agents received a cash commission equal to 7% of the gross proceeds from the private placement of 1,048,000 Units and Compensation Warrants to purchase up to 52,400 common shares at an exercise price of $0.125 per share. The common shares issued pursuant to the private placement and any shares issuable upon the exercise of the Warrants are subject to a four-month hold period.

The private placement, announced November 25, 2005, is a non-brokered private placement offering of up to 8,000,000 Units at $0.125 per Unit. Each Unit is comprised of one common share and one-half of a non-transferable Warrant. Each whole Warrant entitles the holder to purchase one common share at an exercise price of $0.20 per share for a period of 18 months from the date of closing of the private placement offering. The Warrant is callable Callable

Applies mainly to convertible securities. Redeemable by the issuer before the scheduled maturity under specific conditions and at a stated price, which usually begins at a premium to par and declines annually.
, at the option of Canadian Shield, four months after the date of closing in the event the common shares trade at or over $0.25 per share for 15 consecutive trading days. The number of common shares issuable if the private placement is fully subscribed Fully Subscribed

A situation in which an underwriting firm has successfully sold to investors all of its available issues of a public offering of securities. When the issue is fully subscribed, the underwriter's risk of being undersubscribed (being unable to sell its allotment of
 and all Warrants are exercised is 12,000,000 common shares for gross proceeds of $1,800,000.

Qualified selling agents will be paid a commission of 7% of the gross proceeds from the Units placed by the agent and Compensation Warrants equal to 5% of the number of Units placed by the agent. Each Compensation Warrant entitles the agent to purchase one common share at an exercise price of $0.125 per share for a period of 18 months from the date of closing of the private placement offering. The Compensation Warrants are callable, at the option of Canadian Shield, four-months after the date of closing in the event the common shares trade at or over $0.25 per share for 15 consecutive trading days.

Canadian Shield Resources Inc. is focused on the acquisition, exploration and development of precious metal and base metal properties in Peru. The Company will continue to explore the 2005 CSP Gold Discovery Zone at the Humajala Gold Property and the copper porphyry Porphyry, Greek scholar
Porphyry (pôr`fĭrē), c.232–c.304, Greek scholar and Neoplatonic philosopher. He studied rhetoric under Cassius Longinus and philosophy under Plotinus.
 potential at the Cerro Cori Copper Gold Property. Canadian Shield's shares are listed on the TSX Venture Exchange TSX Venture Exchange

Originally called the Canadian Venture Exchange (CDNX), this was a result of the merger of the Vancouver and Alberta stock exchanges. The goal of TSX Venture Exchange is to provide venture companies with effective access to capital while protecting investors.
 (Trading Symbol Trading symbol

See: Ticker symbol
 CSP: TSX V).

THE TSX VENTURE EXCHANGE HAS NOT REVIEWED AND DOES NOT ACCEPT RESP RESP Response
RESP Registered Education Savings Plan (Canada)
Resp Responsibility
Resp Respektive (Sweden: respectively)
Resp Respiration
RESP Respironics, Inc.
 ONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.

Canadian Shield Resources Inc. (TSX VENTURE:CSP)
COPYRIGHT 2005 Business Wire
No portion of this article can be reproduced without the express written permission from the copyright holder.
Copyright 2005, Gale Group. All rights reserved. Gale Group is a Thomson Corporation Company.

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Publication:Business Wire
Date:Dec 30, 2005
Words:450
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