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Gossan Closes $800,000 Private Placement.


WINNIPEG, Manitoba -- Gossan gos·san  
n.
An exposed, oxidized portion of a mineral vein, especially a rust-colored outcrop of iron ore.



[Cornish gossen, from g
 Resources Limited (TSX TSX Toronto Stock Exchange (TSE before April, 2002)
TSX Transfer from Stack Pointer to Index
TSX True Space Extension
 VENTURE:GSS (storage) GSS - Group-Sweeping Scheduling. )(Frankfurt/Freiverkehr:GSR See Gigabit Switch Router. ) is pleased to announce the closing of a non-brokered private placement financing of $800,000 comprised of 1,777,777 Flow-Through Units at a revised price of $0.45 per Unit, subject to regulatory approval. The Company previously announced, on October 28, 2005, a proposed non-brokered private placement financing of up to $800,000 comprising the sale of up to 1,600,000 Units, to be sold on a flow-through basis Flow-through basis

An account for an investment credit to show all income statement benefits of the credit in the year of acquisition, rather than spreading them over the life of the asset.
 at $0.50 per Unit, subject to regulatory approval and closing.

Each Unit consists of one flow-through common share, one-half of one Series A Warrant and one-half of one Series B Warrant. Each whole Series A Warrant entitles the holder to acquire one common share for $0.75 in the first year after closing, and thereafter for $1.00 until the second year after closing, at which time the Series A Warrants expire. Each whole Series B Warrant entitles the holder to acquire one common share for $0.85 until eighteen months after closing at which time the Series B Warrants expire. All securities issued in conjunction with the offering will be subject to a four month hold period, which expires on March 26, 2006.

The placees for the financing are several flow-through limited partnerships of the MineralFields Group. A finder's fee of 5% of the gross proceeds raised and compensation warrants equal to 10% of the Units sold are payable to Limited Market Dealer Inc. One half of the compensation warrants will be Series A Warrants and one half of the compensation warrants will be Series B Warrants, each with the same terms and conditions as the Warrants comprising the Units, as set out above.

Proceeds of the financing will be used to fund exploration activities including a ground geophysical program at the Sharpe Lake Gold Property and drilling programs at the Inwood Magnesium and Manigotagan Silica Projects.

MineralFields Group is a Toronto-based mining flow-through fund with significant assets under administration that offers its tax-advantaged super flow-through limited partnerships to investors throughout Canada during most of the calendar year. Information about MineralFields Group is available at www.mineralfields.com

Gossan Resources Limited is engaged in mineral exploration in Manitoba and northwestern Ontario. It has a well-diversified portfolio of properties hosting gold, platinum group and base metals, as well as the specialty metals, tantalum tantalum (tăn`tələm) [from Tantalus], metallic chemical element; symbol Ta; at. no. 73; at. wt. 180.9479; m.p. 2,996°C;; b.p. 5,400±100°C;; sp. gr. 16.65 at 20°C;; valence +2, +3, +4, or +5. , chromium, titanium and vanadium vanadium (vənā`dēəm), metallic chemical element; symbol V; at. no. 23; at. wt. 50.9415; m.p. about 1,890°C;; b.p. 3,380°C;; sp. gr. about 6 at 20°C;; valence +2, +3, +4, or +5. Vanadium is a soft, ductile, silver-grey metal. . The Company also has a large deposit of magnesium-rich dolomite dolomite (dō`ləmīt', dŏl`ə–).

1 Mineral, calcium magnesium carbonate, CaMg (CO3)2.
 and a silica sand prospect. Gossan trades on the TSX Venture and the Frankfurt/Freiverkehr & Xetra Exchanges and has 19,630,901 shares outstanding (25,313,678 shares fully diluted).

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.
 has not reviewed and does not accept resp onsibility for the adequacy or accuracy of this news release.

Gossan Resources Limited (TSX VENTURE:GSS) (FRANKFURT:GSR)
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
Geographic Code:1CANA
Date:Nov 25, 2005
Words:470
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