Bluestone Provides Incentive to Accelerate Warrants

VANCOUVER, Nov. 6, 2012 - Bluestone Resources Inc. (TSX VENTURE:BSR) ("Bluestone" or the "Company") today announces a warrant incentive program (the "Warrant Program") designed to encourage the early exercise of up to 4,768,078 of its outstanding unlisted warrants (the "Original Warrants"), subject to receipt of all necessary regulatory approvals, including that of the TSX Venture Exchange.

The Original Warrants were issued as part of financings that closed in February and August/September of this year. The first financing, which closed on February 22 2012, included warrants which gave holders the right to acquire one common share at a price of $0.20 until the expiry date of February 22, 2017. The second financing, which closed on August 27, 2012 (first tranche) and September 6, 2012 (second tranche), gave holders the right to acquire one common share at a price of $0.25 until the expiry date of August 27, 2014 and September 5, 2014, respectively.

In order to encourage the early exercise of such warrants, Bluestone will be seeking an amendment to the terms of the Original Warrants to enable the holders to receive a Unit (as defined and described below) for each Original Warrant exercised. Further, Insiders and members of the Pro-Group are allowed to participate in the Warrant Program up to a maximum of 10% of their warrant holdings in the two financings. The proceeds of the Warrant Program will be used to further the Company's recently acquired Shorty Creek and Richardson exploration projects in Alaska and for general working capital.


Early Warrant Exercise

After approval of the incentive program and the resulting amendment to the Original Warrants, each holder of an Original Warrant who elects to exercise their Original Warrant prior to the expiry date of the incentive program (the "Expiry Date") will receive a unit ("Unit") comprising one common share and one‐half of one whole warrant (a "New Warrant"). Each whole New Warrant will allow the holder to acquire an additional one common share of Bluestone at a price of $0.30 per share for 24 months following the date of issuance of the Unit. The Warrants will be subject to a four‐month hold period. If a warrant holder does not exercise their Original Warrants by the Expiry Date, the Original Warrants will continue to be exercisable for common shares on the same terms that previously existed. None of the Original Warrants were issued as finders fees or agents warrants and thus no New Warrants will be issued as finders fees or agents warrants as part of this amendment.


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.

Bruce Counts, P. Geoph.
President & CEO



This press release includes "forward-looking information" including statements regarding the warrant incentive program 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 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