Zaruma Resources reports Debenture Conversion

TORONTO, Nov. 29 /CNW/ - Zaruma Resources Inc., (TSXV-ZMR.H), (the "Company") today announced that the Cdn.$100,000 principal amount owing pursuant to an unsecured debenture placed with a director of the Company on September 15, 2009 has been converted into 2,000,000 common shares at the conversion price of Cdn.$0.05 per share.

As announced on November 19, 2010, a Notice of Meeting has been filed for a Shareholders' Meeting to be held on December 29, 2010 to vote on the approval of a private equity placement of up to US$25 million by the Company.  It is expected that Zaruma Gold Mining Ltd. ("ZMG") would subscribe for US$20 million of the private placement, such that ZMG would become the controlling shareholder of the Company. The private placement is conditional on completing a debt financing of a minimum of US$20 million and the settlement of the outstanding debt financing from a subsidiary of Glencore International AG.

A major international bank has provided an indicative term sheet for up to US$30 million in financing, subject to completing the above mentioned equity financing and settlement of the existing debt financing. Funds will be used to complete the Luz del Cobre Copper Project in Sonora, Mexico which is in an advanced stage of development and could be producing copper cathodes six months after the completion of the financing.

A Management Information Circular regarding the approval of the equity financing, the debt financing and the conditional election of two additional directors is being completed and is expected to be mailed to shareholders on or about December 3, 2010.

An application is being made to the TSX Venture Exchange for a Tier 1 listing of the Company's shares on the completion of the financings.

Zaruma Resources Inc. is a pre-production stage company listed on the NEX Board of the TSX Venture Exchange (symbol: ZMR.H) and Frankfurt Stock Exchanges (symbol: ZMR). Common shares currently outstanding: 119,608,747.

Neither TSXVenture 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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