Bluestone Closes Second Tranche of Private Placement and Amends Agreement

VANCOUVER, Jan. 25, 2013 - Bluestone Resources Inc. (the "Company" or "Bluestone") (TSX VENTURE:BSR) today announced that it has closed the second tranche of the private placement of units, announced on November 29, 2012. The Company issued an additional 1,865,000 units, for a total of 3,000,000 units at a price of $0.20 per unit for gross proceeds of $600,000.

Each unit consisted of one common share and one common share purchase warrant. Each common share purchase warrant is exercisable into one common share for a period of two (2) years from closing at a price of $0.25 per share, subject to the Company's right to accelerate the exercise of the warrants.

All securities issued in the private placement are subject to a four-month hold period that expires on April 11, 2013 (first tranche) and on May 25, 2013 (second tranche). The Company intends to use the proceeds of the private placement to advance Bluestone's Alaskan exploration properties and for general working capital purposes.

In addition, Bluestone has agreed with the leaseholder of the Shorty Creek Property in Alaska to amend the terms of the 2013 annual pre-production royalty payment. Bluestone acquired the Shorty Creek Property in late 2012 (see news release dated October 23 2012) through a Bankruptcy Court approved sale of assets held by a US based oil, gas and mineral company for a total price of US$200,000. Shorty Creek comprises 372 mining claims, 121 of which are leased (the "Leased Claims") from Gold Range Ltd., a private Alaska corporation. Gold Range holds a 4% NSR on the Leased Claims, including an annual pre-production royalty payment which in 2013 is US$175,000. The pre-production royalty payment is recoverable out of subsequent production. Pursuant to the amendment, which has been accepted by the TSX Venture Exchange, Bluestone will pay US$75,000 in four cash payments over the next four months and issue 500,000 units to Gold Range, each unit comprising one share and one-half share purchase warrant. The terms of the warrants are the same as for the private placement.


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.

/s/"Bruce Counts"
P. Geoph., President & CEO



This press release includes "forward-looking information" including statements regarding the private placement 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 and capital expenditures 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.

Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in the policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

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



Contact

Bluestone Resources Inc.
Bruce Counts, President & CEO
(604) 331-4605
www.bluestoneresources.ca