BSR Bluestone Resources Inc

NOT FOR DISSEMINATION IN THE UNITED STATES OR THROUGH U.S. NEWSWIRES.

Bluestone Resources Inc. (TSX VENTURE:BSR) ("Bluestone" or the "Company") today
announces a warrant incentive program (the "Warrant Program") designed to
encourage the early exercise of up to 4,768,078 of its outstanding unlisted
warrants (the "Original Warrants"), subject to receipt of all necessary
regulatory approvals, including that of the TSX Venture Exchange.


The Original Warrants were issued as part of financings that closed in February
and August/September of this year. The first financing, which closed on February
22 2012, included warrants which gave holders the right to acquire one common
share at a price of $0.20 until the expiry date of February 22, 2017. The second
financing, which closed on August 27, 2012 (first tranche) and September 6, 2012
(second tranche), gave holders the right to acquire one common share at a price
of $0.25 until the expiry date of August 27, 2014 and September 5, 2014,
respectively.


In order to encourage the early exercise of such warrants, Bluestone will be
seeking an amendment to the terms of the Original Warrants to enable the holders
to receive a Unit (as defined and described below) for each Original Warrant
exercised. Further, Insiders and members of the Pro-Group are allowed to
participate in the Warrant Program up to a maximum of 10% of their warrant
holdings in the two financings. The proceeds of the Warrant Program will be used
to further the Company's recently acquired Shorty Creek and Richardson
exploration projects in Alaska and for general working capital. 


Early Warrant Exercise

After approval of the incentive program and the resulting amendment to the
Original Warrants, each holder of an Original Warrant who elects to exercise
their Original Warrant prior to the expiry date of the incentive program (the
"Expiry Date") will receive a unit ("Unit") comprising one common share and
one-half of one whole warrant (a "New Warrant"). Each whole New Warrant will
allow the holder to acquire an additional one common share of Bluestone at a
price of $0.30 per share for 24 months following the date of issuance of the
Unit. The Warrants will be subject to a four-month hold period. If a warrant
holder does not exercise their Original Warrants by the Expiry Date, the
Original Warrants will continue to be exercisable for common shares on the same
terms that previously existed. None of the Original Warrants were issued as
finders fees or agents warrants and thus no New Warrants will be issued as
finders fees or agents warrants as part of this amendment.


About Bluestone Resources Inc.: 

Bluestone Resources Inc. is a Canadian exploration company focused on the
discovery and development of economic mineral deposits. Founded in 2004, the
Company has assembled one of the most qualified technical teams in worldwide
exploration. 


On behalf of the Board

Bluestone Resources Inc.

Bruce Counts, P. Geoph., President & CEO 

This press release includes "forward-looking information" including statements
regarding the warrant incentive program that are subject to a number of
assumptions, risks and uncertainties, many of which are beyond the control of
the Company. Statements regarding future fund raising are subject to all of the
risks and uncertainties normally incident with the raising of capital including,
but are not limited to, financing risks and risk of regulatory change. Investors
are cautioned that any such statements are not guarantees of future events and
that actual events or developments may differ materially from those projected in
the forward-looking information. Such forward-looking information represents
management's best judgment based on information currently available. The Company
does not assume the obligation to update any forward-looking information, except
as required by applicable law.


FOR FURTHER INFORMATION PLEASE CONTACT: 
Bluestone Resources Inc.
Bruce Counts
President & CEO
(604) 331-4605
www.bluestoneresources.ca

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