Commerce Resources Corp. closes a $1.68 million private placement with NCP Northland Capital Partners Inc. The proceeds will be used to advance the Company's Eldor Rare Earth Project and the Blue River Tantalum-Niobium Project.

1. Commerce Resources Corp. Closes Private Placement
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August 7, 2012 - Commerce Resources Corp. (TSXv: CCE; FSE: D7H; OTCQX: CMRZF)
(the “Company”) is pleased to announce that it has closed a private placement of $1,680,499.80
as previously announced on July 16, 2012.
The Company engaged NCP Northland Capital Partners Inc. (the “Agent”) to act as lead agent in
connection with a private placement of 5,436,666 units at a price of $0.30 per unit. Each unit
will consist of one flow-through common share and one half of one non flow-through common
share purchase warrant. Each whole share purchase warrant is exercisable into one common
share of the Company for a period of two years at a price of $0.40 per share in the first year and
$0.48 per share in the second year. The securities issued will be subject to a four-month hold
period expiring December 3, 2012. The TSX Venture Exchange (the “TSXV”) provided the
Company with conditional approval on July 19, 2012.
The Company paid the Agent a commission of $114,169.99 being 7% of the gross sales of units
and issued to the Agent 380,567 Compensation Options being 7% of the number of units sold in
the private placement. Each Compensation Option being exercisable into common shares for
two years at a price of $0.30.
The Company also closed a non-brokered private placement with units having the same terms
and conditions as the brokered portion described above in the amount of $49,500. The securities
issued will be subject to a four-month hold period expiring December 4, 2012.
The proceeds of both the brokered and non brokered private placement will be used to advance
the Company’s Eldor Rare Earth Project and the Blue River Tantalum-Niobium Project.
For more information on Commerce Resources Corp., visit the corporate website at
http://www.commerceresources.com or email info@commerceresources.com.

2. -2-
On Behalf of the Board of Directors
COMMERCE RESOURCES CORP.
“David Hodge”
David Hodge
President and Director
Tel: 604 484 2700
TF: 866.484.2700
Email: info@commerceresources.com
Web: http://www.commerceresources.com
Neither 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.