TORONTO, ONTARIO--(June 14, 2010) - The Special Committee of the board of directors and the directors of Spider Resources Inc. ("Spider" or the "Company") (TSX VENTURE: SPQ) are pleased to announce that they have received a proposal from Cliffs Natural Resources Inc. ("Cliffs") to obtain the Company's support for an acquisition of the Company by Cliffs (the "Proposal"). Cliffs is prepared to increase the offer price under its take-over bid for the outstanding common shares of the Company to $0.165 in cash per common share. The Proposal is subject to limited confirmatory due diligence and the termination of all agreements between the Company and KWG Resources Inc. ("KWG") concerning the previously announced proposed amalgamation of Spider and KWG (the "Amalgamation"). The board of directors of Spider has determined that the Proposal is a Superior Proposal, as defined in the letter agreement dated May 25, 2010 between Spider and KWG in conjunction with the Amalgamation. The Proposal is subject to the right of KWG to match the Proposal, over a 5 business day right to match period, that expires on June 21, 2010 (the "Match Period").

The cash offer by Cliffs of $0.165 per common share of Spider (the "Superior Offer") varies the previous offer announced by Cliffs on May 31, 2010, which was for $0.13 per common share of Spider (the "Original Offer"). The Superior Offer represents a 27% increase over the Original Offer and a 106% premium over the closing price of the common shares of Spider on the TSX Venture Exchange on May 21, 2010, the last trading day prior to Cliffs' announcement of its intention to bid for the common shares of Spider. The Superior Offer price implies a total equity value for Spider on a fully-diluted basis of $109 million.

The Superior Offer is for all of the common shares of Spider that are issued and outstanding (other than common shares owned by Cliffs directly or indirectly) and any common shares of Spider that may become issued and outstanding after May 31, 2010 and before the expiry of the Superior Offer upon the conversion, exchange or exercise of any existing warrants or options to acquire common shares of Spider or other rights to acquire common shares of Spider (other than rights issued or issuable under Spider's shareholder rights plan).

The offer will require Spider to enter into a support agreement (the "Support Agreement"), which Spider has just received and will consider during the Match Period. The Support Agreement provides for a number of conditions to be met or waived by Cliffs in order for Cliffs to be obliged to take up and pay for common shares of Spider tendered under the Superior Offer. Such conditions include, but are not limited to:

-at least 50.1% of the Company's common shares (including those held by Cliffs directly or indirectly and on a fully-diluted basis) shall have been validly deposited under the Superior Offer and not have been withdrawn at the expiry time of the bid;

-obtaining applicable governmental, regulatory and stock exchange approvals, exemptions and consents for the Superior Offer;

-no material litigation or material adverse effect on the business of Spider;

-Cliffs' being satisfied with its treatment under the Company's shareholder rights plan;

-the continuation of the Support Agreement in full force and effect;

-none of the lock up agreements required by Cliffs to be entered into by directors and officers of Spider requiring them to tender to the Superior Offer shall have been terminated; and

-all options and warrants to acquire common shares of Spider outstanding at the expiry time of the Superior Offer shall have been cancelled or otherwise dealt with on terms satisfactory to Cliffs acting in its reasonable judgment.

TD Securities Inc. continues to provide financial advisory services to the Company's Special Committee in connection with the Company's potential merger or acquisition.

In addition, Laurel Hill Advisory Group continues to be available to take shareholders' questions in relation to the potential merger or acquisition of the Company.

About Spider Resources Inc.Spider Resources Inc. is the "Spark that set off the Ring of Fire". Spider, the Pioneer Explorer in the James Bay Region of Northern Ontario since 1993 was responsible for the discovery of eight kimberlites (1994-95), ten VMS occurrences, including two VMS deposits (2002-2006) and one chromite deposit (2006). Regional geophysical surveys and other exploration efforts as initially conducted by Spider formed the exploration data-set that led to the first discovery of chromite in the area in February 2006, in a peridotite intrusion, and about a year later lead to the eventual discovery of additional chromite deposits and related magmatic massive sulphide nickel deposits by others. Spider Resources Inc. is a Tier 2 Canadian exploration company, quoted for trading on the TSX Venture Exchange under the symbol SPQ. There are currently 542,742,009 shares issued in Spider. Spider has approximately $8.5 million in working capital at present of which $2 million is restricted for flow through expenditures.

For further information concerning Spider Resources Inc., please contact:

NEIL D. NOVAK, P.Geo.

President and CEO

Direct: 416-203-8636

Email: info@spiderresources.com

Website: www.spiderresources.com

Laurel Hill Advisory Group

Toll Free: 1-877-304-0211

Email: assistance@laurelhillag.com

Neil Simon, Investor Relations Principal, Investor Cubed Inc. Fax: (416) 640 7771

Toll Free 1 888 258 3323

This press release, required by applicable Canadian securities law, is not for distribution to U.S. news services or for dissemination in the United States, and does not constitute an offer of the securities described herein. These securities have not been registered under the United States Securities Act of 1933, as amended, or any state securities laws, and may not be offered or sold in the United States or to U.S. persons unless registered or exempt therefrom. This press release includes certain "Forward-Looking Information" within the meaning of the Securities Act (Ontario). Other than statements of historical fact, all information is "Forward-Looking Information" that involve such various known and unknown risks, uncertainties and other factors. There can be no assurance that such statements will prove accurate. Results and future events could differ materially from those anticipated in such statements. Readers of this press release are cautioned not to place undue reliance on this "Forward-Looking Information". All dollar amounts are Canadian dollars unless otherwise noted. 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.

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