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Altius Minerals Corporation press release

Torch River Resources Ltd.

TSX - Toronto Stock Exchange · Copper · Gold · Silver · Potash · Boron · Lithium · Magnesium · Sodium · Bromine · Chlorine · Iodine · Phosphate · Sulfur · Nickel · Cobalt · Iron · Coal · Canada

CALGARY, Sept. 29 /CNW/ - Torch River Resources Ltd. ("Torch") is pleased to announce that it has closed a non-brokered private placement of 4,390,000 units ("Units") at $0.17 per Unit and 1,250,000 flow-through units ("Flow-through Units") at $0.20 per Flow-through Unit. The private placement closed on September 28, 2006 with a total of 4,390,000 Units and 1,250,000 Flow-through Units being subscribed for representing $996,300.00 in proceeds. The Units are comprised of one (1) Common Share and one (1) Common Share Purchase Warrant entitling the holder thereof to one (1) additional Common Share at an exercise price of $0.35 per Common Share. The Flow-through Units are comprised on one (1) Flow-through Common Share and one (1) Common Share Purchase Warrant entitling the holder thereof to purchase one (1) additional Common Share at an exercise price of $0.37 per Common Share in the first year and $0.50 per Common Share in the second year. All of the Common Shares have a hold period which shall expire on January 29, 2007 and the Common Share Purchase Warrants are exercisable until September 28, 2008. A finder's fee was paid to Limited Market Dealer Inc., an arm's length third party of Torch, consisting of cash in the amount of 5% of the Flow-through Units subscribed for and a finder's fee option in the amount of 10% of the number of Flow-through Units subscribed (the "Finder's Fee Option"). The Finder's Fee Option shall provide for the purchase of option units (the "Option Units") at a price of $0.20 per Option Unit. Such Option Units shall provide for the purchase of one (1) Common Share and one (1) transferable Common Share Purchase Warrant which shall entitle the holder thereof to purchase one (1) additional Common Share at a price of $0.37 per Common Share in the first year and $0.50 per Common Share in the second year exercisable within a twenty four (24) month period. The proceeds of the private placement will be used as working capital to fund the continued work program on the mineral properties held by Torch. The private placement is subject to receipt of all necessary regulatory approvals. Torch is a company listed and trading on the TSX Venture Exchange, symbol: TCR.

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