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thank you Claude Cormier

November 29, 2009. Major turnaround at Clifton Star since our last regular issue. Instead of coming out with the long awaited reports, CFO announced a major deal with Osisko Mining Corp, another of our favorites from previous years. No wonder the stock moved to a new all time high, and close the period at $3.81 up 45% from the level where we suggested the stock some 14 months ago.

Osisko Mining Corp. and Clifton Star Resources Inc. have entered into a binding agreement regarding a joint venture on Clifton's Duparquet project. The signing of the joint venture agreement is contingent upon the following: 1) the completion of due diligence by Osisko; 2) Clifton entering into revised agreements in relation to the underlying option agreements governing Clifton's right to earn an undivided 100-per-cent interest in the project; 3) Receiving the approval of the TSX Venture Exchange. We would ve very surprised if these conditions are not met.

Upon signing of the JV, Osisko shall earn a 50-per-cent interest in the joint venture over a period of four years by making staged payments of $70 million to be use in the financing of the joint venture activities. Osisko will act as operator of the joint venture during the option period and thereafter so long as Osisko has a 50-per-cent or greater interest in the joint venture. Osisko also agrees to advance to Clifton $37 million in various loans to facilitate payments to the underlying property owners which will assist Clifton in securing full title to the property and to be used as well for general corporate purposes. Clifton, at its sole option, may elect at any time to convert the entire amount of principal and interest owing under these loans into common shares of Clifton at a conversion price per share of $3.12.

The total value of the commitments by Osisko, subject to milestone-driven success, totals $107-million. Osisko is the developer of the large multi-million ounces of gold project in Malartic, Quebec. Its involvement in Clifton's project confirms our opinion on the potential of those properties expressed in our initial coverage of Clifton. Osisko, is just not interested by the 2-3 million ounces of gold already identified on Clifton's properties but is hoping to find 5 to 10 million ounces of gold or more as it did in Malartic. If the deal is signed, expect to se a dozen or more drill rigs working the Duparquet properties in 2010.

The benefits to Clifton are extremely important:
— 1) the deal, once signed, will basically remove all uncertainties concerning the option agreement between Clifton and the vendors of the Duparquet properties. With Osisko in the picture, the payments that must be made so Clifton obtained 100% ownership of the properties are nolonger a problem.
— 2) Osisko has about 150 institutions following them so Clifton has just been put on the radar screen of all those institutions.
— 3) Osisko has all the expertise needed to conduct a large exploration program at Duparquet, the kind of program needed to discover large multi-million ounces of gold.
— 4) The convertible loans at $3.12 sort of put a psychological floor under Clifton stock price.

Clifton has 23.8 million shares outstanding (35.2 million fully diluted) for a market value of $C90 million ($C131 million fully diluted). Assuming full dilution, the options and warrants would raise approximately an additional $27 million. Base on the current resource drilled by Clifton in the last two years, the stock appears fully valued. However, the deal clearly implies that the potential for the discovery of more gold is excellent. From the current 2-3 million ounces of gold, the Duparquet project could grow substantially. The coming drill program will tell us more. We think that Clifton stock is now a speculative buy on weakness. It will certainly be affected by the movements in the price of gold, at least until drill results start coming in the next year. The stock is likely to find excellent support above $3.00 which appears to be a solid floor. Keep in mind that a few brokers had a price target near $6 even before this deal with Osisko. So it is entirely possible that, the current price of $3.81, the August 2008 high at $3.90 and the recent all time high at $4.05 will act as a strong floor. We will review this position after the deal is signed or once the drill program starts.

Enjoy the markets,

Claude Cormier, Editor