XT

Brownstone Ventures Inc. (TSX VENTURE:BWN), announces that on July 11, 2008, it
acquired ownership of 950,000 common shares ("Common Shares") of X-Terra
Resources Corporation ("XT") (TSX VENTURE:XT) and 950,000 common share purchase
warrants (the "Warrants"). Each Warrant entitles the holder thereof to acquire
one additional common share until July 11, 2010, at a price of $1.50. In the
event that the Warrants are fully exercised, these holdings represent
approximately 14.4% of the total issued and outstanding common shares of XT as
of July 11, 2008, calculated on a partially diluted basis assuming the exercise
of the Warrants only. As a result of this transaction, Brownstone and its joint
actors held, as at July 11, 2008, the Common Shares and convertible securities
exercisable into an additional 1,750,000 common shares of XT (the "Convertible
Securities"), including the Warrants. Of these totals, Brownstone directly holds
only the Common Shares and the Warrants directly. If Brownstone and its joint
actors were to exercise all of the Convertible Securities, their combined
ownership would represent a total of 2,700,000 common shares of XT or
approximately 19.3% of such shares outstanding as of July 11, 2008, calculated
on a partially diluted basis assuming the exercise of the Convertible Securities
only.


These transactions were made for investment purposes and Brownstone and or its
joint actors could increase or decrease its investment in XT depending on market
conditions or any other relevant factor.


About Brownstone

Brownstone Ventures Inc. is a well-financed Canadian-based, energy focused
investment company with equity interests and direct interests in oil and gas
exploration projects, including working interests in almost 300,000 acres in the
Piceance/Uinta Basins of Colorado and Utah, 295km2 in the Assam/Arakan Basin,
Northeast India, 253,000 acres in Rio Negro, Argentina and interests in several
projects in Brazil. For additional information, please see Brownstone's website:
www.brownstoneventures.com.

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