Rockcliff Resources Inc. ("Rockcliff" or the "Company") (TSX VENTURE:RCR) (Tier
1) is pleased to announce it is undertaking a non-brokered flow through unit
private placement and a non-brokered unit private placement to raise aggregate
proceeds of up to $2,500,000 (the "Offering") to provide it with additional
operating and exploration capital. Rockcliff is also pleased to announce the
first closing of this private placement of $1,175,000 with the MineralFields
Group. The majority of the exploration capital will be allocated to the
Company's Snow Lake Project where diamond drilling programs are planned at the
Tower Property, Spruce Point Property and Dickstone Property in Manitoba.


Rockcliff is offering up to 18,181,818 flow-through units of the Company at a
price of $0.11 per unit, for gross proceeds of up to $2,000,000. Each unit (a
"FT Unit") consists of one flow-through common share of the Company and one-half
(1/2) non flow-through share purchase warrant (a "Warrant"). Each full Warrant
entitles the holder to acquire an additional common share at $0.18 for a period
of eighteen (18) months from Closing.


Pursuant to the Offering, Rockcliff is pleased to announce that it has placed
10,681,818 FT Units for gross proceeds of $1,175,000 with MineralFields Group.
Limited Market Dealer Inc. received a finder's fee of $70,500, a due diligence
fee of $23,500 plus H.S.T. and 854,545 Compensation Warrants exercisable into a
common share at $0.18 for a period of eighteen (18) months from Closing.
Securities issued under this private placement are subject to a hold period
ending March 31, 2012.


Rockcliff is also offering up to 5,000,000 working capital units of the Company
at a price of $0.10 per unit, for gross proceeds of up to $500,000. Each unit (a
"Unit") consists of one common share of the Company and one (1) share purchase
warrant (a "Warrant"). Each Warrant entitles the holder to acquire an additional
common share at $0.18 for a period of eighteen (18) months from Closing. 


The Company will pay finders fees of 8% cash and issue Compensation Warrants
equal to 8% of the number of Units or FT Units placed by any eligible finders.
Each Compensation Warrant will entitle the finder to acquire one common share at
$0.18 for each FT Unit or Unit sold for a period of eighteen (18) months from
Closing. 


Insiders of the Company will subscribe for $15,000 of FT Units and $15,000 of
Units. The insider private placements are exempt from the valuation and minority
shareholder approval requirements of Multilateral Instrument 61-101 ("MI61-101")
by virtue of the exemptions contain in section 5.5(a) and 5.7(1) (a) of MI
61-101 in that the fair market value of the consideration for the securities of
the Company to be issued to the insiders does not exceed 25% of its market
capitalization.


All securities issued pursuant to the above referenced private placements are
subject to a statutory four month hold period and regulatory approval.


Rockcliff will offer the Units and the balance of the FT Units with an
anticipated closing of December 22, 2011. 


Ken Lapierre, President and Chief Executive Officer, commented that, "We are
very pleased to be continuing our relationship with MineralFields Group. This is
an important milestone in the growth of Rockcliff Resources Inc. and we look
forward to working with MineralFields Group as we develop our holdings in
Manitoba."


About MineralFields Group

MineralFields Group (a division of Pathway Asset Management), based in Toronto,
Montreal, Vancouver and Calgary, is a mining fund with significant assets under
administration that offers its tax-advantaged super flow-through limited
partnerships to investors throughout Canada as well as hard-dollar resource
limited partnerships to investors throughout the world. The sector focus is on
gold and precious metals, base metals, rare earths and lithium, potash, uranium,
oil, coal and gas. Pathway Asset Management also specializes in the
manufacturing and distribution of structured products and mutual funds
(including the Pathway Multi Series Fund Inc. corporate-class mutual fund
series). Information about MineralFields Group is available at
www.mineralfields.com. First Canadian Securities (R) (a division of Limited
Market Dealer Inc.) is active in leading resource financings (both flow-through
and hard dollar PIPE financings) on competitive, effective and service-friendly
terms, and offers investment banking, mergers and acquisitions, and mining
industry consulting, services to resource companies. MineralFields and Pathway
have financed several hundred mining and oil and gas exploration companies to
date through First Canadian Securities (R), and have raised over $1 billion in
their 10 year history.


Rockcliff Resources Inc. 

Rockcliff Resources Inc. is a Canadian resource exploration company focused on
discovery and advancement of its high-quality mineral assets at its Snow Lake
Project. Rockcliff presently controls the Snow Lake Project totalling in excess
of 500 km2. The project includes one copper rich NI43-101 Indicated Resource
(Rail), two former copper rich VMS Mines (Spruce Point and Dickstone), one
historic VMS copper deposit (Lon) and the Tower Copper Deposit. Rockcliff also
controls a zinc-silver rich NI43-101 Indicated Resource (Shihan) and a portfolio
of precious metal assets including one former gold mine (Century Mine) and one
surface gold deposit (C-Zone) in Manitoba and the Black Gold Property in
Ontario. 


Ken Lapierre P.Geo., President and CEO of Rockcliff Resources Inc. is a
Qualified Person in accordance with Canadian regulatory requirements as set out
in NI 43-101, and is responsible for the information in this press release.


For more information please visit our website at www.rockcliffresources.com.

Forward-Looking Statement:

Some of the statements contained herein may be forward-looking statements which
involve known and unknown risks and uncertainties. Without limitation,
statements regarding potential mineralization and resources, exploration
results, and future plans and objectives of the Company are forward-looking
statements that involve various risks. The following are important factors that
could cause the Company's actual results to differ materially from those
expressed or implied by such forward-looking statements: changes in the world
wide price of mineral commodities, general market conditions, risks inherent in
mineral exploration, risks associated with development, construction and mining
operations, the uncertainty of future profitability and the uncertainty of
access to additional capital. There can be no assurance that forward-looking
statements will prove to be accurate as actual results and future events may
differ materially from those anticipated in such statements. Rockcliff
undertakes no obligation to update such forward-looking statements if
circumstances or management's estimates or opinions should change. The reader is
cautioned not to place undue reliance on such forward-looking statements.