RIO Rio2 Limited New

NOT FOR DISTRIBUTION TO U.S. NEWS WIRE SERVICES OR DISSEMINATION IN THE UNITED
STATES.


Rio Alto Mining Limited ("Rio Alto") (TSX
VENTURE:RIO)(OTCQX:RIOAF)(BVLAC:RIO)(DBFrankfurt:MS2)(A0MSLE) is pleased to
announce that it has completed its previously announced $50 million private
placement of common shares. Rio Alto issued 28,060,000 common shares at a price
of C$2.05 per common shares raising gross proceeds of C$57,523,000, including
the exercise of the full underwriters' overallotment option for an amount of
C$7,503,000.


The common shares were sold by a syndicate of underwriters led by GMP Securities
L.P. and including Scotia Capital Inc., Clarus Securities Inc. and Stonecap
Securities Inc. (the "Underwriters"). The Underwriters received a 6.0% cash
commission of $3,451,380 and 1,683,600 compensation options entitling them to
purchase an equal number of common shares at C$2.05 for a period of 2 years.


The Company intends to use the net proceeds to advance the La Arena property and
for general corporate purposes.


The common shares issued are subject to a four-month and one day hold period,
under applicable Canadian securities laws, expiring on May 21, 2011.


The Company has received conditional approval from the TSX Venture Exchange for
the listing of the common shares issued under the private placement and that may
be issued upon exercise of the Underwriters' compensation options. The Company
will complete filings with the TSX Venture Exchange to satisfy its listing
requirements.


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 approval for listing the issued common shares on the TSX
Venture Exchange. 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. 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.


The Common Shares have not been and will not be registered under the United
States Securities Act of 1933, as amended (the "U.S. Securities Act"), or any
state securities laws and may not be offered or sold in the United States or to
U.S. persons except in compliance with the registration requirements of the U.S.
Securities Act and applicable state securities laws or pursuant to an exemption
therefrom. Accordingly, this news release does not constitute an offer for sale
of common shares in the United States.

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