Red Rock Resources Regulatory News (RRR)

Red Rock Resources Plc

Share Incentive Plan, Directors' Dealing

Red Rock Resources plc ("Red Rock" or the "Company"), a mining and exploration company with a producing gold mine in Colombia; Kenyan gold and Greenland iron ore exploration projects; and interests in steel feed, uranium and rare earths, confirms that on 13 April 2012 the Board of Directors approved the issue of 3,470,166 ordinary shares in the Company ("Ordinary Shares") under the Company's Share Incentive Plan ("SIP") for the 2011/12 tax year as agreed in the Trustees Meeting held on 2 April 2012, which was scheduled at the Trustees Meeting on 17 January 2012.

Under the terms of the SIP, once employees have worked for the company for three months, they may sign up to both the Free Share and Partnership Share Agreement.

Under the Free Share agreement, employees may be awarded up to £3,000 worth of Ordinary Shares in the Company in any one tax year. Accordingly, 2,816,304 Free Shares have been awarded with reference to the mid-market closing price of 2.45p on 30 March 2012.

In addition, employees may purchase up to £1,500 (or up to a maximum of 10% of their salary, whichever is the lower) worth of Shares (the "Partnership Shares") in any one tax year. The Company will match these shares on a 2:1 basis (the "Matching Shares"). Accordingly, 217,954 Partnership Shares and 435,908 Matching Shares have been awarded with reference to the mid-market closing price of 2.45p on 30 March 2012.

All shares will be held by the SIP Trustees and the Free Shares and Matching Shares cannot be released to participants until five years after the date of allotment, except in specific circumstances.

Additionally, set out below is the Directors' participation in the SIP for the 2011/12 tax year.

Directors' Participation

In respect of the 2011/2012 tax year the Directors participation in the SIP is set out below:

Andrew Bell, Chairman, states: "Successive governments have promoted SIPs and the concept of wider share ownership. Few companies have risen to the challenge of creating employee share ownership schemes because of the effort needed to set them up. We are confident that remunerating employees in this way will increase their long term commitment to the success of the business and help us build a better company".

Admission to trading on AIM and Total Voting Rights

Application is being made to AIM for 3,470,166 new Ordinary Shares allotted in relation to the SIP for 2011/12 tax year to be admitted to trading on AIM. Admission of the 3,470,166 new Ordinary Shares is expected on 23 April 2012.

Following the issue of the 3,470,166 new Ordinary Shares the issued share capital of the Company consists of 884,149,814 ordinary shares of 1p each with voting rights. No Ordinary Shares are held in treasury.

The above figure of 884,149,814 may be used by shareholders as the denominator for the calculations by which they will determine if they are required to notify their interest in, or a change to their interest in the Company under the FSA's Disclosure and Transparency Rules.

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