PON Potash North Resource (Tier2)

Potash One Inc. ("Potash One") (TSX:KCL) and Potash North Resource Corporation
("Potash North") (TSX VENTURE:PON) have executed an arrangement agreement dated
February 20, 2009 that replaces the binding letter of intent announced on
January 22, 2009. Subject to satisfaction of certain conditions, Potash One will
acquire all of the issued and outstanding common shares of Potash North through
a court approved Plan of Arrangement (the "Business Combination").


The Business Combination will require the approval of Potash North shareholders,
the Toronto Stock Exchange and the TSX Venture Exchange. Certain shareholders of
Potash North, including Potash One and all the directors and officers of Potash
North have agreed to vote their shares in favour of the Business Combination.


Potash North will prepare and mail to its shareholders an information circular
that will include an opinion, delivered today by Canaccord Capital Corporation,
financial advisor to the independent committee of the Board of Directors of
Potash North, that the consideration offered pursuant to the transaction is
fair, from a financial point of view, to the shareholders of Potash North other
than Potash One.


Potash One believes that the Business Combination, once completed, will create
one of the strongest junior potash development companies in Canada. Potash One
will be fully funded through to completion of feasibility on its Legacy Project
which is amenable to the solution mining of potash. On completion of the Plan of
Arrangement Potash One will have a working capital position of approximately $50
million.


Information on Potash One and Potash North may be viewed on the internet at
their respective websites noted below, or at the Canadian securities regulator's
website at www.sedar.com.


POTASH NORTH RESOURCE CORPORATION

Craig Angus, President & CEO

POTASH ONE INC.

Paul Matysek, President & CEO

(1) Legacy Project: Potash One is a TSX listed Canadian resource company engaged
in the exploration and development of advanced potash properties amenable to
solution mining. The Company owns 100% of more than 330,000 acres of contiguous
Potash Subsurface Exploration Permits in Saskatchewan. It includes the 97,240
acre Legacy Project which has a 43-101 compliant Inferred Mineral Resource of
391.5 million tonnes of K20 and Indicated Mineral Resource of 40.8 million
tonnes of K20 and is adjacent to the largest producing solution mine in the
world.


Cautionary Statements Regarding the Business Combination: Completion of the
transaction is subject to a number of conditions, including regulatory approval,
shareholder approvals, completion of satisfactory due diligence, a definitive
agreement and approval of the British Columbia Supreme Court. There can be no
assurance that the transaction will be completed as proposed or at all.
Investors are cautioned that, except as disclosed in the Management Information
Circular to be prepared in connection with the transaction, any information
released or received with respect to the business combination may not be
accurate or complete and should not be relied upon. Trading in the securities of
exploration and development stage resource companies should be considered highly
speculative.


Forward-Looking Statements: Statements in this release that are forward-looking
statements are subject to various risks and uncertainties concerning the
specific factors disclosed under the heading "Risk Factors" and elsewhere in the
corporations' periodic filings with Canadian Securities Regulators. Such
information contained herein represents management's best judgment as of the
date hereof based on information currently available. Statements in this press
release other than purely historical information, including statements relating
to the companies' future plans and objectives or expected results, constitute
forward-looking statements. Forward-looking statements are based on numerous
assumptions and are subject to all of the risks and uncertainties inherent in
the companies' business, including risks inherent in mineral exploration and
development. The companies do not assume the obligation to update any
forward-looking statement. In particular, no representation is made in this
release as to the timing of the business combination, whether the business
combination will complete on the terms described herein or at all, the success
or value of the combined companies after the business combination. In addition,
there are numerous risks and other factors that will influence a development
decision, including concluding resource evaluations on mineral properties, mine
design limitations, permitting risks and economic factors, all of which may be
beyond our control.


U.S. Cautionary Statements:

We advise US investors that while the terms "measured resources", "indicated
resources" and "inferred resources" are recognized and required by Canadian
regulations, the US Securities and Exchange Commission does not recognize these
terms. US investors are cautioned not to assume that any part or all of the
material in these categories will ever be converted into reserves.


The Potash One Shares to be issued in connection with the Business Combination
have not been and will not be registered under the United States Securities Act
of 1933, as amended (the "U.S. Securities Act") or the laws of any state or
other jurisdiction of the United States and will be issued in reliance on an
exemption from the registration requirements of the U.S. Securities Act provided
by Section 3(a)(10) thereof. Neither the U.S. Securities and Exchange Commission
nor any state securities commission in the United States has approved or
disapproved of the Potash One Shares or passed upon the accuracy or adequacy of
this document and any representation to the contrary is a criminal offence in
the United States.

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