Mart Resources Closes Private Placement

Mart Resources says that it has successfully closed a US dollar denominated private placement of 40,000,000 common shares to US and offshore institutional investors at a price equivalent to $0.85 CDN per common share for aggregate gross proceeds before commissions and expenses of $34,000,000 CDN. The proceeds of the private placement will be used for contracting of rigs and equipment for drilling and completion activities on Mart's Nigerian oil and gas fields, acquisition of seismic data for the fields, and design and construction of production facilities. In addition, the proceeds will be used for negotiation and acquisition of oil and gas exploration concessions in the Democratic Republic of Congo, continued evaluation and acquisition of interests in proven undeveloped oil and gas fields in Nigeria, other West African opportunities and for general working capital.

In conjunction with the financing, broker warrants for 2,600,000 common shares with an exercise price of $0.73 USD per share have been issued and are subject to a four-month hold period expiring February 6, 2006. A commission of $1,898,000 USD has also been paid in connection with the closing of this financing.

Mart also confirms that it has completed its statutory filings under National instrument 51-101 and that the filed information is available for viewing at


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