Mr. James Sykes reports

METAL ENERGY CLOSES PRIVATE PLACEMENT

Metal Energy Corp. has closed a non-brokered private placement for aggregate gross proceeds of $640,000. Proceeds will be used for a coming program on Metal Energy's SourceRock lithium brine project. Metal Energy's chief executive officer, James Sykes, and the company's chairman, Stephen Stewart, participated in this private placement.

About Metal Energy's SourceRock project

SourceRock is highly prospective for lithium brines in the Thunder Bay/Nipigon area of Northwestern Ontario. The project is exceptionally large, covering 913 square kilometres within an area measuring approximately 10 to 20 kilometres wide by 95 kilometres long. The project has excellent access to infrastructure and capacity that has supported previous exploration programs and mine development, including year-round highway, railway and seaport access, with power and natural gas lines crossing the project.

The offering consists of 12.8 million flow-through units of the company at a price of five cents per flow-through unit. Each flow-through unit will comprise one common share in the capital of the company (within the meaning of the Income Tax Act (Canada)) and one-half of one common share purchase warrant. Each flow-through warrant is exercisable to acquire one common share at an exercise price of 10 cents per flow-through warrant share for a period of 36 months from the closing of the offering.

Under applicable securities laws in Canada, the common shares and warrants issued are subject to a four-month-and-one-day hold period from the date of closing of the offering.

The company intends to use the net proceeds from the sale of flow-through units toward its exploration work on the SourceRock project in Thunder Bay, Ont. Finders' fees of $43,400 cash and 854,000 finder warrants were payable to arm's-length finders in regard to this private placement.

Multilateral Instrument 61-101 and TSX Venture Exchange Policy 5.9 disclosure

Of the 12.8 million flow-through units issued pursuant to the offering, 400,000 flow-through units were issued directly or indirectly to Mr. Sykes, Metal Energy's chief executive officer, and Mr. Stewart, chairman of Metal Energy.

Metal Energy relied on Section 5.5(b) of MI 61-101, Protection of Minority Security Holders in Special Transactions, as the exemption from the formal valuation requirements of MI 61-101 and TSX Venture Exchange Policy 5.9 in respect of the issuance of the flow-through units to the insiders of Metal Energy as the common shares of Metal Energy are not listed on a specified market (and the common shares are only listed on the TSX-V). The corporation relied on Section 5.7(1)(b) of MI 61-101 as the exemption from the minority approval requirements of MI 61-101 and TSX-V Policy 5.9 in respect of the issuance of common shares to the insiders of the corporation as Metal Energy is not listed on a specified stock exchange and, at the time the offering was agreed to, neither the fair market value of the securities to be distributed pursuant to the offering to such persons nor the consideration to be received for those securities will exceed $2.5-million.

No special committee was established in connection with the offering. The board of directors of Metal Energy has unanimously approved the offering and no materially contrary view or abstention was expressed or made by any director in relation to the offering. The material change report to be filed in relation to the closing of the offering will not be filed at least 21 days prior to the completion of the offering as contemplated by MI 61-101. Metal Energy believes that this shorter period is reasonable and necessary in the circumstances as the completion of the offering occurred shortly before the issuance of such material change report in relation to the offering.

About Metal Energy Corp.

Metal Energy is a battery metal exploration company with two projects in politically stable Canadian jurisdictions: Manibridge (nickel/copper/cobalt/platinum group elements) in Manitoba and SourceRock (lithium/sodium/potassium) in Ontario. The Manibridge project is 85 per cent owned by Metal Energy and 15 per cent owned by Mistango River Resources Inc. SourceRock is subject to earn-in agreements, where the company can acquire 100-per-cent exploration rights to the project.

We seek Safe Harbor.