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Currency: CAD$

Denison Mines Corp. ("Denison") (TSX:DML)(NYSE MKT:DNN)(NYSE Amex:DNN) announces
that it has completed its previously announced private placement offering (the
"Offering") of common shares ("Flow-Through Shares") of Denison issued on a
"flow-through" basis pursuant to the Income Tax Act (Canada).


At closing today, 4,145,000 Flow-Through Shares were issued through a syndicate
of underwriters consisting of Cormark Securities Inc. and Scotia Capital Inc. at
a price of $1.69 per Flow-Through Share for aggregate gross proceeds to Denison
of $7,005,050. The Flow-Through Shares are subject to a four-month hold period
which will expire on February 27, 2013.


The proceeds of the Offering will be used to incur eligible Canadian Exploration
Expenses for purposes of the Income Tax Act (Canada), which will be renounced to
the subscribers with an effective date no later than December 31, 2012. Denison
intends to use the proceeds of the Offering to explore and advance its Canadian
mining projects including the Wheeler River project in the Athabasca Region of
Saskatchewan.


About Denison

Denison Mines Corp. is a uranium exploration and development company with
interests in exploration and development projects in Saskatchewan, Zambia and
Mongolia. As well, Denison has a 22.5% ownership interest in the McClean Lake
uranium mill, located in northern Saskatchewan, which is one of the world's
largest uranium processing facilities. Denison's exploration project portfolio
includes the world-class Phoenix deposit located on its 60% owned Wheeler River
project also in the Athabasca Basin region of Saskatchewan.


Denison is engaged in mine decommissioning and environmental services through
its Denison Environmental Services (DES) division. Denison is also the manager
of Uranium Participation Corporation (TSX:U), a publicly traded company which
invests in uranium oxide in concentrates and uranium hexafluoride.


Cautionary Statements

Certain information contained in this press release constitutes "forward-looking
information", within the meaning of the United States Private Securities
Litigation Reform Act of 1995 and similar Canadian legislation concerning the
business, operations and financial performance and condition of Denison.
Generally, these forward-looking statements can be identified by the use of
forward-looking terminology such as "plans", "expects" or "does not expect", "is
expected", "budget", "scheduled", "estimates", "forecasts", "intends",
"anticipates" or "does not anticipate", or "believes", or variations of such
words and phrases or state that certain actions, events or results "may",
"could", "would", "might" or "will be taken", "occur", "be achieved" or "has the
potential to".


Forward looking information in this news release includes statements regarding
Denison's intention and ability to incur and renounce Canadian Exploration
Expenses and statements with respect to the proposed use of the proceeds of the
Offering. This information is based on the opinions and estimates of management
as of the date such statements are made, and they are subject to known and
unknown risks, uncertainties and other factors that may cause the actual
results, level of activity, performance or achievements of Denison to be
materially different from those expressed or implied by such forward-looking
statements. Denison believes that the expectations reflected in this
forward-looking information are reasonable but no assurance can be given that
these expectations will prove to be correct and such forward-looking information
included in this press release should not be unduly relied upon. This
information speaks only as of the date of this press release.


There can be no assurance that such statements will prove to be accurate, and
future events including Denison's ability to incur and renounce Canadian
Exploration Expenses could differ materially from those anticipated in this
forward-looking information as a result of known and unknown risks, including
those factors discussed in or referred to under the heading "Risk Factors" in
Denison's Annual Information Form dated March 28, 2012, available at
http://www.sedar.com, and in its Form 40-F available at http://www.sec.gov.
Accordingly, readers should not place undue reliance on forward-looking
statements. These factors are not, and should not be construed as being,
exhaustive. The forward-looking information contained in this press release is
expressly qualified by this cautionary statement. Denison does not undertake any
obligation to publicly update or revise any forward-looking information after
the date of this press release to conform such information to actual results or
to changes in Denison's expectations except as otherwise required by applicable
legislation.


FOR FURTHER INFORMATION PLEASE CONTACT: 
Denison Mines Corp.
Ron Hochstein
President and Chief Executive Officer
(604) 689-7842


Denison Mines Corp.
Jim Anderson
Executive Vice President and Chief Financial Officer
(416) 979-1991 ext. 372
www.denisonmines.com
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