RIO Rio2 Limited New

Rio Alto Mining Limited ("Rio Alto") (TSX
VENTURE:RIO)(OTCQX:RIOAF)(BVLAC:RIO)(DB Frankfurt:MS2) is pleased to announce
that has closed the second tranche of its previously announced private placement
of common shares for gross proceeds of C$6,562,722 (US$6,445,530). At this
second closing, a total of 3,906,382 common shares were sold at the issue price
of C$1.68 (US$1.65) per share. Kallpa Securities S.A.B. ("Kallpa") of Lima, Peru
acts as Rio Alto's agent for the South American portion of private placement.
Rio Alto has received total gross proceeds of C$19,375,368 pursuant to this
private placement to date. One additional tranche of the private placement is
anticipated to be completed this week. As a result of market demand, the maximum
amount of the private placement has been increased by $275,000 to C$20,275,000.


Of the net proceeds of the private placement, $10 million will be used by Rio
Alto to develop La Arena Gold Oxide Project in Peru and for related working
capital requirements with the balance to be used by Rio Alto to partially
exercise its option under the Option and Earn-in Purchase Agreement dated June
15, 2009 to acquire shares of La Arena S.A., the owner of La Arena Project, and
to conduct exploration activities on other areas of La Arena Project.


The common shares issued at this closing of the private placement are subject to
a statutory resale restriction period of four months and a day expiring on
December 2, 2011. The completion of the private placement is subject to final
approval from the TSX Venture Exchange.


In connection with this tranche of the private placement, Rio Alto will pay
Kallpa a cash fee of US$451,187.


To learn more about Rio Alto Mining Limited, please visit: www.rioaltomining.com
or Rio Alto's SEDAR profile at www.sedar.com.


ON BEHALF OF THE BOARD OF RIO ALTO MINING LIMITED

Anthony Hawkshaw, Director and Chief Financial Officer

Forward Looking Statements

Certain statements contained herein constitute forward-looking statements,
including the expected amount of and use of proceeds and timing of the closing
of a private placement of the Shares and for the development of the La Arena
Gold Oxide Project. Rio Alto believes the expectations reflected in these
forward looking statements are reasonable but no assurance can be given that
these expectations will prove to be correct and such forward-looking statements
in this press release should not be unduly relied upon. Closing of the private
placement could be delayed if Rio Alto cannot obtain necessary regulatory
approvals within anticipated timelines and will not be completed unless certain
conditions customary for transactions of this sort are satisfied. Forward
looking statements included in this press release are made as of the date of
this press release and Rio Alto disclaims any intention or obligation to update
or revise any forward-looking statements, whether as a result of new
information, future events or otherwise, except as expressly required by
applicable securities legislation.

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