WOF Woulfe Mining Corp.

NOT FOR DISTRIBUTION TO UNITED STATES NEWSWIRE SERVICES OR FOR DISSEMINATION IN
THE UNITED STATES


Woulfe Mining Corp. ("Woulfe" or the "Company") (TSX
VENTURE:WOF)(OTCQX:WFEMF)(FRANKFURT:OZ4) is pleased to announce the appointment
of Ned Goodman to the board of directors.


Mr. Goodman is President and Chief Executive Officer of Dundee Corporation and
President and Chief Executive Officer of Goodman Investment Counsel Inc. (GICI).
He is a geologist, a Chartered Financial Analyst and a member of the Canadian
Mining Hall of Fame and is widely recognized as one of Canada's most prominent
and successful mining sector financiers. 


The Company is also pleased to announce it has engaged Dundee Securities Ltd. as
agent ("Dundee") to sell on a reasonable commercial-efforts basis up to $10
million in principal amount of convertible unsecured subordinated debentures
(the "Offering") at a price of $1,000 per debenture ("Debentures") . The
Debentures will have an interest rate of 10% per year, payable semi-annually in
arrears on the last day of June and December. The Company will have the option
to satisfy its interest payment obligations to pay interest by delivering
sufficient common shares of the Company to the trustee for the Debentures at the
market price at the time of settlement. The Debentures will mature and be
repayable on December 31, 2017. 


Each $1,000 principal amount of the Debentures will be convertible at the option
of the holder into 3,448.2759 units (each a "Unit") of Woulfe, representing a
conversion price of $0.29 per unit (the "Conversion Price"). Each Unit will
comprise one common share and one-half of one share purchase warrant (a
"Warrant"). Each whole Warrant will entitle the holder to acquire one common
share of the Company at a price of $0.29 per share for a period of 24 months
following the closing of the Offering. 


The Company has granted to Dundee an option to offer up to an additional 15% of
the Offering, being $1,500,000 in principal amount of Debentures, at the issue
price, exercisable in whole or in part at any time up to 48 hours prior to the
closing date for the Offering. 


The Company has agreed to pay Dundee a commission of 6.0% of the gross proceeds
from the sale of the Debentures forming the Offering and to issue warrants
("Agent's Warrants) equal to 6.0% of the principal amount of Debentures issued
in the Offering. The Agent's Warrants will entitle the holder, on exercise to
acquire 6.0% of the principal amount of the Debentures sold at the issue price
for a period of 24 months following the closing of the Offering. 


The Company shall have the option to redeem the Debentures after December 31,
2015, provided that the weighted average closing price of the Company's common
shares during the 20 consecutive trading days ending five trading days preceding
the date on which a notice of redemption is given is not less than 130% of the
Conversion Price, by delivering that number of common shares as is equal to
dividing each $1,000 of principal amount of Debentures by 95% of the weighted
average closing price of the Company's common shares during the 20 consecutive
trading days ending five trading days preceding the date fixed for redemption or
the maturity date as the case may be, with any accrued or unpaid interest
payable in cash. 


The Company intends to use the net proceeds of the Offering for the repayment of
short term debt and for general corporate purposes. The Offering is subject to
normal regulatory approvals, including approval of the TSX Venture Exchange. 


Dundee Corporation owns, directly or indirectly, approximately 11.86% of the
outstanding common shares of the Company on undiluted basis and 14.41% of the
outstanding common shares of the Company on a partially diluted basis


On Behalf of the Board of Directors of Woulfe Mining Corp. 

Brian Wesson (FAusIMM), President, CEO and Director

About Woulfe Mining Corp. "Unearthing Global Assets"

Woulfe Mining Corp. is focused on 'Unearthing Global Assets' through the
recognition and development of undervalued natural resource projects. Woulfe
differentiates itself by boasting significant technical expertise in the design,
development and operation of mining projects.


Our flag ship project is the Sangdong tungsten mine in South Korea, historically
the world's largest tungsten mine for over 40 years. Sangdong is expected to
return to production by Q4 of 2013. Woulfe has entered into strategic agreements
with International Metalworking Companies B.V. ('IMC'), part of the Berkshire
Hathaway group of companies. This partnership brings strategic advantage given
Woulfe's mining and processing technical abilities and IMC's downstream
manufacturing skills, high level of innovation and quality of products sold into
the global tungsten market. Woulfe Mining Corp. is a Canadian TSX-V listed
company. Further information can be found on Woulfe's website
www.woulfemining.com or on info@woulfe.com.au. 


Forward-looking statements and forward-looking information by their nature are
based on assumptions and involve known and unknown risks, uncertainties and
other factors which may cause the actual results, performance or achievements of
the Company to be materially different from any future results, performance or
achievements expressed or implied by such forward-looking statements or
information. We have made certain assumptions about the forward-looking
statements and information and even though our management believes that the
assumptions made and the expectations represented by such statements or
information are reasonable, there can be no assurance that the forward-looking
statement or information will prove to be accurate. Furthermore, should one or
more of the risks, uncertainties or other factors materialize, or should
underlying assumptions prove incorrect, actual results may vary materially from
those described in forward-looking statements or information. These risks,
uncertainties and other factors include, among others, the following: commodity
price volatility; discrepancies between actual and estimated production, mineral
reserves and resources and metallurgical recoveries; mining operational and
development risk; litigation risks; regulatory restrictions, including
environmental regulatory restrictions and liability; failure to complete the
strategic arrangement described in this release, including because of the
failure to satisfy the conditions to closing of the transaction, risks of
sovereign investment; currency fluctuations; speculative nature of mineral
exploration; global economic climate; dilution; share price volatility;
competition; loss of key employees; additional funding requirements. 


There can be no assurance that forward-looking statements or information will
prove to be accurate, as actual results and future events could differ
materially from those anticipated in such statements. Accordingly, you should
not place undue reliance on the forward-looking statements or information
contained herein. Except as required by law, we do not expect to update
forward-looking statements and information continually as conditions change and
you are referred to the full discussion of the Company's business contained in
the Company's reports filed with the appropriate regulatory authorities.


FOR FURTHER INFORMATION PLEASE CONTACT: 
Woulfe Mining Corp.
Administration Office
+1 604 684 6264
+1 604 684 6242 (FAX)
info@woulfe.com.au
www.woulfemining.com


Nicola Street Capital
Nick Smith
Mobile phone: +1 415 595-0865
nsmith@nicolastreetcapital.com

Woulfe Mining Corp. (TSXV:WOF)
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