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MWM

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MWM

Re: None

Friday, 11/05/2010 4:22:24 AM

Friday, November 05, 2010 4:22:24 AM

Post# of 32
CROCODILE GOLD CORP. ANNOUNCES C$28,000,000 BOUGHT DEAL FINANCING

11/02/2010

TORONTO, ONTARIO--(Marketwire - Nov. 2, 2010) -

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

Crocodile Gold Corp. (TSX:CRK) ("Crocodile Gold" or the "Company") announced today that it has entered into an agreement with a syndicate of underwriters co-led by GMP Securities L.P. and Cormark Securities Inc. (the "Co-Lead Underwriters"), and including Macquarie Capital Markets Canada Ltd, TD Securities Inc., Raymond James Ltd., Northland Capital Partners and Fraser Mackenzie Limited (together with the Co-Lead Underwriters, the "Underwriters"), pursuant to which the Underwriters have agreed to purchase, on a bought deal basis, 20,000,000 common shares (the "Common Shares") of the Company, at a price of C$1.40 per Common Share (the "Offering Price") for aggregate gross proceeds to Crocodile Gold of C$28,000,000 (the "Offering").

The Company has agreed to grant the Underwriters an over-allotment option to purchase up to an additional 3,000,000 Common Shares at the Offering Price, exercisable in whole or in part, at any time on or prior to the date that is 30 days following the closing of the Offering. If this option is exercised in full, an additional C$4,200,000 will be raised pursuant to the Offering and the aggregate gross proceeds of the Offering will be C$32,200,000.

The Common Shares will be offered by way of a short form prospectus to be filed in all of the provinces of Canada, except Quebec.

The net proceeds are intended to be used to accelerate the underground development at the Cosmo underground mine located in the Northern Territory of Australia and for general corporate purposes.

The Offering is expected to close on or about November 22, 2010

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