Fishing Lake First Nation, Kinistin Saulteaux Nation, the Key First Nation, Yellowquill First Nation & Saturn Minerals Launch...

Saturn Minerals Inc. (TSX VENTURE:SMI)(FRANKFURT:SMK) ("Saturn", or "the
Company") and Fishing Lake First Nation, Kinistin Saulteaux Nation, the Key
First Nation and Yellowquill First Nation (the "First Nations") are pleased to
announce the signing of an agreement for the formation of Inowending Exploration
& Development Corp. ("Inowending") as a unique First Nations/industry co-owned
exploration company. 


Inowending will be a private company based in Saskatoon, Saskatchewan, which
will pursue the economic development of various natural resource exploration and
development projects that display commercial promise. Saturn has agreed to
provide initial financial & management support to foster and incubate Inowending
for a period of up to two years in exchange for a strategic ownership stake in
the new company, the details of which are outlined under 'Material
Transactions'.


About Inowending

'Inowending' is a Saulteaux First Nation word which means 'relationships'. The
formation of Inowending is the result of a special relationship developed
between Saturn and the First Nations over a period of two and a half years of
dialogue, co-operation and certain mutual benefits as discovered by both sides
during exploration for coal, oil and other minerals in eastern Saskatchewan and
western Manitoba. In recognition of these synergies and the mutual desire for
economic opportunity, Saturn and the First Nations executed a non-binding Letter
of Intent in February, 2011, which stated the shared intention to evaluate a
commercial framework for partnership to pursue natural resource projects.
Inowending is the result of that evaluation.


As a First Nations exploration and development company, Inowending will complete
assessments of, negotiation for, acquisition of, consultation over and
partnerships in exploration and development projects. As co-owner and industry
partner of a majority First Nations owned exploration and development company,
Saturn will provide technical, administrative and corporate guidance to
Inowending. Saturn and the First Nations (the "Founding Partners") believe that
an exploration and development company that is co-owned by First Nations has
potential advantages within the natural resource industry. It is the hope of the
Founding Partners that Inowending may also serve to address the much sought
after solution to certain issues facing First Nations, industry and government
regarding natural resource projects. It is the strong belief of the Founding
Partners that partnership offers the greatest leverage for economic success in
respect to natural resource projects in Canada as detailed by the Founding
Provisions of Inowending described below.


Founding Provisions

The Spirit & Intent of Treaty

Treaty is a living bond between First Nations and their partners. It is
fundamental to the economic pursuit of natural resource projects and is based on
mutual respect, co-operation and recognition of a mutual desire for prosperity
and profitable enterprise between First Nations and their partners. Inowending
is to be an entity guided by the Spirit & Intent of Treaty.


Natural Resources & the Land

Under Treaty, the land is the basis of all co-operative enterprise for natural
resources. Economic development of natural resources brings with it a
responsibility for the improvement of life for those affected. Responsible
economic development which recognizes that the land provides gifts for
development in a respectful and sustainable manner is fundamental to Inowending
and its Founding Partners.


Partnership

First Nations have a clear and defined interest in participating in and
benefiting from the development of natural resources on their ancestral lands.
Exploration, mining and energy entities have a clear and defined interest in
participating in and benefiting from the development of the same natural
resources. Inowending is to be a conduit through which these complimentary
interests meet for mutual benefit.


Special Relationship

Inowending and Saturn Minerals Inc. share a 'Special Relationship' based on
mutual respect, understanding and support which resists greater definition.
Aspects of this 'Special Relationship' are codified between Saturn and
Inowending and include co-operative and preferential provisions between the two
companies with respect to shared opportunities, preferred partnerships and
co-investment in each other. Certain aspects of this 'Special Relationship' will
also be extended to other First Nations beyond the Founding Partners who express
a desire to directly participate in or with Inowending. Inowending is to be a
partner for First Nations who desire greater involvement in natural resource
exploration & development.


"It is about time," said Chief Clarence Papequash of the Key First Nation.
"First Nations have an ancestral connection to the land, and have a
responsibility to ensure that responsible, sustainable development occurs while
creating opportunities for future generations. This partnership is different,
and was developed on mutual respect and understanding between First Nations and
Saturn Minerals. Inowending represents the development of a positive, working
relationship... It is my hope that this new company will lead the way in how to
work with First Nations people."


"Understanding and recognizing our Treaty and Inherent Rights to our traditional
lands is paramount. We believe that what we have created with Saturn and other
First Nations is one step forward towards strengthening that understanding and
recognition," stated Chief Larry Cachene of Yellowquill First Nation. "This
venture is a remarkable opportunity for Yellowquill First Nation to attain
ownership and create mutually beneficial partnerships in an exploration and
development company, while ensuring that we do not impair our unique position as
Treaty First Nations. Looking forward, we see Inowending as a move forward
towards a vibrant level of community investment by creating a venue that can
foster education, training and capacity development. We are aware of the
challenges our communities face and we want to respond to the value-based issues
our community members care about and its impact on the social, human and
cultural needs as well. We embrace this opportunity to forge ahead in a
proactive and productive way, bringing forward solutions to the issues that have
not been dealt with effectively in the past. Our strategy is to reinforce
systems of good governance and business practices while operating under the
principles of accountability, transparency and integrity. Inowending will help
to foster meaningful relationships that are innovative, respectful and positive
and reflect our vision for the future. I am very proud to be a part of this new
and exciting company."


Chief Albert Scott of Kinistin Saulteaux First Nation stated, "It is good to see
First Nations and an exploration company come together to create a unique
opportunity built on partnership and ownership. It is very encouraging to have
Saturn approach First Nations, the original inhabitants of this land, and
understand that before Treaty, we, as First Nation people, took care of Mother
Earth in a respectful and sustainable way. Building a partnership based on those
understandings will open doors for other unique and positive partnerships, and
fosters a different approach for governments and industries in doing business
with First Nations. Saturn and Inowending understand the importance of including
First Nations laws and ceremonies in our relationship, and it is only natural
that we work together to ensure that we create opportunities for the future, as
well as continue the respect and sustainability of the land. It is my hope that
this will set a standard for all industry and First Nations to develop positive
partnerships."


"Saskatchewan has tremendous natural wealth and potential beneath the ground in
the form of mineral wealth such as coal, oil, potash, and above ground in the
form of First Nations," stated Stan Szary, President of Saturn. "Inowending will
strive to establish a framework for our First Nations partners and Saturn to
share the risk and reward as we unlock both of these potentials in a form that
was originally envisioned by the Treaties. Indigenous populations taking
ownership of the natural wealth of their homelands is a well-understood story,
and Saturn is proud and happy to stand with our First Nations in their inherent
desire to bring hope and prosperity through the exploration and development of
mineral and natural resources. Success for Inowending will mean success for both
Founding Partners that is mutual and forms the core of Treaty."


Material Transactions

As part of the definitive agreement and in accordance with the 'Special
Relationship' between Inowending & Saturn, the following material transactions
are provided for in the agreement:




--  The incorporation of Inowending Exploration & Development Corp. under
    the laws of Saskatchewan 
--  The allocation of equal ownership stakes of Inowending among the
    Founding Partners, being 20% each 
--  The naming of Mrs. Marlene Lumberjack, LLB, as President of Inowending 
--  The naming of a Board of Directors which will constitute one member from
    each of the Founding Partners and one independent member 
--  The ratification of the 'Special Relationship' between Saturn and
    Inowending whereby: 
    --  both corporations will be given a first and preferential opportunity
        to increase equity ownership or acquire carried interests in
        projects acquired by either corporation on a case-by-case basis 
    --  Inowending will have a participatory right of first refusal on up to
        100% of any equity financing of Saturn provided that the right of
        first refusal shall be limited such that the interest of Inowending
        in Saturn will not exceed 19.9% 
    --  Saturn will have a right of first refusal on 20% of any equity
        financing of Inowending where the subscribing investor or investors
        are First Nations or similarly defined party 
    --  Saturn will have a participatory right of first refusal on 100% of
        any equity financing of Inowending where the subscribing investor or
        investors is any party that is not defined as a First Nation or
        similarly defined party provided that the additional investment does
        not result in Saturn exceeding its 20% interest unless agreed
        otherwise by the First Nations
--  The Inowending Trust Fund will be established and will be the principal
    benefiting entity of commercial success of Inowending and through which
    potential profits will be administered 
--  The initial contribution of $33,000 by Saturn to the Inowending Trust
    Fund 
--  The issuance of 10,000,000 warrants of Saturn Minerals Inc. (the "Saturn
    Warrants") to Inowending at an initial strike price of $0.50 per-warrant
    and thereafter have a strike price subject to an escalator clause and
    term which will be subject to the rules and approval of the TSX Venture
    Exchange. The Saturn Warrants will include a provision that will limit
    the exercise thereof such that the interest of Inowending in Saturn will
    not exceed 19.9% 
--  The sale & transfer of a 12.5% carried interest of Saturn's Erwood and
    Armit coal properties in eastern Saskatchewan to Inowending. Inowending
    will have the right to participate in the exploration funding for the
    next three phases of exploration to increase ownership in the properties
    up to 50%



Initial Steps 

Subsequent to the material transactions as outlined above, Inowending will
undertake the following initial steps with the support of Saturn:




--  The transition of the Saturn Saskatoon regional office into the
    Inowending head office 
--  The ratification of a unique protocol policy with regards to First
    Nations engagement & consultation 
--  The retention of executive and technical talent to strengthen the human
    capital of Inowending 
--  The implementation of the Inowending Business Plan which includes final
    evaluation of several initial natural resource projects and
    opportunities that Saturn and Inowending have identified together 
--  The presentation of the company and its business plan to additional
    First Nations, private enterprise (domestic & foreign) and government
    bodies to examine certain opportunities and synergies created by
    Inowending with respect to partnership and investment 
--  The launch of a formal awareness campaign among traditional media



The Company will provide more information when available. All terms and
transactions contained herein are subject to the necessary approvals of the TSX
Venture Exchange.


About Saturn Minerals Inc.

Saturn Minerals Inc. (TSX VENTURE:SMI)(FRANKFURT:SMK) is a junior Canadian
energy & resources company advancing a portfolio of energy and resource assets
in Saskatchewan, Manitoba and British Columbia. The Company has made two
bituminous coal discoveries at its Saskatoba Project since 2009, including one
of the thickest coal seams encountered in Canada at 89 metres thickness. The
Company also has strategic ownership in Inowending Exploration & Development
Corp., a First Nations owned exploration & development company active in
Canada's prairie provinces.


SATURN MINERALS INC. 

On Behalf of the Board of Directors

Stan Szary, CEO
Saturn Minerals Inc. (TSXV:SMI)
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