Lincoln Mining Announces Debt Settlement Agreement

Vancouver, British Columbia – Lincoln Mining Corporation, TSX-V: LMG (“Lincoln” or the “Company”), subject to TSX-V approval, announces it has reached a debt settlement agreement (the “Settlement”) with two former directors of the Company (the “Creditors”) with respect to outstanding debt (including principal and interest) totaling $4,033,794.79.

Under the terms of the Settlement, the Creditors will receive an aggregate of 929,496 common shares of the Company at a deemed value of $0.15 per share and 16 million special warrants at a deemed value of $0.2434 (the “Special Warrants”). Each Special Warrant may be exercised for one fully paid and non‑assessable common share (a “Special Warrant Share”) in the capital of Lincoln without payment of additional consideration for a period of 10 years from the date of issue. The Settlement includes, amongst other things, a restriction on the exercise of the Special Warrants such that the Company shall not be obligated to issue any Special Warrant Shares upon the purported exercise of the Special Warrants if immediately following the exercise of such Special Warrants the Creditors and their affiliates hold in aggregate more than 9% of the issued and outstanding common shares of the Company.

Lincoln Mining Corp. is a Canadian precious metals exploration and development company with two projects in various stages of exploration and development, which include the Pine Grove gold property in Nevada and the Oro Cruz gold property in California. In the United States, the Company operates under Lincoln Gold US Corp. and Lincoln Resource Group Corp., both Nevada corporations.

For further information, please contact Investor Relations at 604-688-7377 or visit the Company’s website at www.lincolnmining.com.    

On behalf of Lincoln Mining Corporation  

"Paul Saxton"  

Paul Saxton, President & CEO  

Neither the 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.

THIS PRESS RELEASE INCLUDES FORWARD-LOOKING STATEMENTS OR INFORMATION. ALL STATEMENTS OTHER THAN STATEMENTS OF HISTORICAL FACT INCLUDED IN THIS RELEASE, INCLUDING WITHOUT LIMITATION, STATEMENTS REGARDING THE POTENTIAL SPECIAL WARRANT EXERCISE, ARE FORWARD-LOOKING STATEMENTS THAT INVOLVE VARIOUS RISKS AND UNCERTAINTIES. THERE CAN BE NO ASSURANCE THAT SUCH STATEMENTS WILL PROVE TO BE ACCURATE AND ACTUAL RESULTS AND FUTURE EVENTS COULD DIFFER MATERIALLY FROM THOSE ANTICIPATED IN SUCH STATEMENTS. IMPORTANT FACTORS THAT COULD CAUSE ACTUAL RESULTS TO DIFFER MATERIALLY FROM THE COMPANY'S PLANS OR EXPECTATIONS INCLUDE AVAILABILITY OF CAPITAL AND FINANCING TO COMPLETE THE PROPOSED PRIVATE PLACEMENT AND MAINTAIN THE COMPANY’S PROJECTS; GENERAL ECONOMIC, MARKET OR BUSINESS CONDITIONS; FLUCTUATING METAL PRICES; REGULATORY CHANGES; TIMELINESS OF GOVERNMENT OR REGULATORY APPROVALS AND OTHER RISKS DETAILED HEREIN AND FROM TIME TO TIME IN THE FILINGS MADE BY THE COMPANY. THE COMPANY MAKES ALL REASONABLE EFFORTS TO UPDATE ITS CORPORATE MATERIAL, DOCUMENTATION AND FORWARD-LOOKING INFORMATION ON A TIMELY BASIS.