RAB Special Situations (fka RAB)

[Tackler]

MEX Midlands Minerals sells 4.5 million shares to RAB

2005-04-08 16:01 ET - News Release

Mr. Neil Warrender of RAB reports

RAB SPECIAL SITUATIONS L.P./MIDLANDS MINERALS CORPORATION-ANNOUNCEMENT

Midlands Minerals Corp. has revealed that RAB Special Situations Limited Partnership has subscribed for a total of 4.5 million units of the company at a price of 20 cents per unit. Each unit consists of one common share in the share capital of the company and one transferable share purchase warrant. Each one whole warrant shall entitle Special Situations to purchase one share at a price of 30 cents per warrant share for a period of two years from the closing date. The transaction took place off the market by way of a private placement and closed on March 23, 2005.

Special Situations has ownership of and control over the securities purchased in the private placement. The purchased securities represent approximately 32.27 per cent of the issued and outstanding shares on a partially diluted basis (assuming exercise of the warrants).

Immediately after the private placement, Special Situations owned 4.5 million shares and 4.5 million warrants, representing approximately 32.27 per cent of the issued and outstanding shares on a partially diluted basis.

Special Situations purchased securities for investment purposes only and not with the purpose of influencing the control or direction of the company. Special Situations together with joint actors, if any, may, subject to market conditions, make additional investments in or dispositions of securities of the company in the future, including additional purchases of Shares. However, Special Situations and its joint actors, if any, do not intend to acquire 20 per cent or more of any class of the outstanding voting or equity securities of the company.