Probe Mines Ltd.

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Aug 16, 2010
Probe Mines Initiates Shareholder Rights Plan
Toronto, August 16, 2010 -- The Directors of PROBE MINES LIMITED (TSX-V: PRB) ("Probe") are pleased to announce that its board of directors (the "Board") has approved the adoption of a shareholder right plan (the "Plan") dated August 16, 2010.

The purpose of the Plan is to provide both shareholders and the Board sufficient time to adequately consider a take-over bid and to allow for competing and alternative proposals to emerge during the period between the announcement of the proposed take-over bid and the period of review allowed within the Plan. The Plan is similar to those adopted by other Canadian public companies, and Probe is currently unaware of any party contemplating or preparing a proposal to acquire control of the Company.

"The Board is of the view that the unrealized potential of the share price of Probe Mines might have created an environment where an opportunistic takeover offer could be made for Probe Mines. Such an offer may not be in the best interests of all shareholders. Consequently, the Board has taken a pro-active approach and implemented a shareholder rights plan, the benefits of which extend to our shareholders, should an offer be made for Probe Mines," said David Palmer, President of Probe Mines.

At the close of business on August 16, 2010 existing shareholders of the Company were granted "Rights" to acquire additional common shares. The Rights were granted for no cash or non-cash consideration. These Rights are attached to each share as long as the Plan remains in effect. Each subsequent shareholder who invests in the Company's common shares will also be entitled to the Rights for no consideration.

The value of these Rights are that they allow shareholders, other than the take-over bidder, to purchase, at the Exercise Price one common share of the Company for each common share held. This Right is triggered only if a party acquires or announces its intention to acquire 20% or more of the outstanding shares of the Company and this proposed acquisition does not meet the Permitted Bid requirements set forth within the Plan. Under the Plan, only bids that meet certain specific requirements intended to protect the interests of all shareholders will qualify as Permitted Bids. Permitted Bids must be made to all shareholders of the Company, must remain open for 60 days and must be made by way of a take-over bid circular prepared in compliance with applicable securities laws.

The Board's approval of the Plan is subject to the TSX Venture Exchange's acceptance and the ratification by the shareholders of the Company at the annual meeting of shareholders of the Company scheduled for October 7, 2010. Unless otherwise terminated in accordance with its terms, the Plan will terminate at the close of the third annual meeting of Probe shareholders, following the meeting at which the Plan is ratified by shareholders, unless the Plan is reconfirmed and extended at such meeting.

All capitalized terms within this press release without definition have the meanings attributed to them in the Plan. The shareholder rights plan will be available on SEDAR shortly for those shareholders who wish to view the document in its entirety.

About Probe Mines:
Probe Mines Limited is a well financed, Canadian base and precious metal exploration company with approximately $4.5MM in treasury and a portfolio of highly prospective mineral properties. The Company is currently focused on the McFauld's Lake area where it owns 875 claims covering approximately 14,000 hectares, including a 100% interest in the Black Creek chromite deposit. In addition, the Company has acquired two new gold properties, Cree Lake and Borden Lake, which show strong potential through limited previous exploration. Probe currently has an option-joint venture agreement with Lake Shore Gold Corp on its Bristol Township gold project adjacent to Lake Shore's million-plus ounce gold deposit. Recent exploration results from Lake Shore include an 83.4m intersection grading 12.75 g/t gold less than one kilometre from Probe's claims. Probe also maintains a 5% net smelter royalty on a portion of Agnico Eagle's Goldex Mine near Val d'Or, Quebec, which began production in 2008. The Company has only 36,338,693shares issued and outstanding, which trade on the TSX Venture Exchange under the symbol PRB.

David Palmer, Ph.D., P.Geo., is the qualified person for all technical information in this release. To find out more about Probe Mines Limited, visit our website at, or contact:

David Palmer
Tel: (416) 777-6703

Karen Willoughby
Investor Relations
Tel: (866) 936-6766

Forward-Looking Statements

The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this release. No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein. This News Release includes certain "forward-looking statements". All statements other than statements of historical fact, included in this release, including, without limitation, statements regarding potential mineralization and reserves, exploration results, and future plans and objectives of Probe, 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 form those anticipated in such statements. Important factors that could cause actual results to differ materially from Probe's expectations are exploration risks detailed herein and from time to time in the filings made by Probe with securities regulators.

You can view the Next News Releases item: Mon Aug 23, 2010, Probe Mines Announces Initial Resource Estimate for Its Black Creek Chromite Deposit; Commences Phase III Drilling; Borden Lake Update

You can view the Previous News Releases item: Mon Aug 9, 2010, Probe Mines to Acquire 100% interest in Black Creek Chromite Deposit and Dissolve Joint Venture Agreement with Noront Resources

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