October 2, 2008

OROCO RESOURCE CORP. ADOPTS SHAREHOLDER RIGHTS PLAN

VANCOUVER, BRITISH COLUMBIA- (Marketwire – October 2, 2008) - Oroco Resource Corp. (“Oroco” or the “Company”) (TSX-V: OCO) reports that its Board of Directors (the “Board”) has implemented a Shareholder Rights Plan Agreement (the “Rights Plan”) effective September 29, 2008.

The Rights Plan has been adopted to ensure the fair treatment of all Oroco shareholders in connection with any possible take-over bid for the outstanding common shares of Oroco. If a take-over bid should occur, the Rights Plan provides a mechanism to ensure that shareholders have adequate time to properly evaluate and assess such take-over bid without facing undue pressure. The Rights Plan also provides the Board with additional time to consider any take-over bid and, if applicable, to explore alternative transactions in order to maximize shareholder value.

The TSX Venture Exchange has conditionally accepted notice of the Rights Plan, subject to confirmation of shareholder approval of the Rights Plan by the Company’s shareholders at the Company’s annual shareholders’ meeting on October 30, 2008. If ratified by the shareholders, the Rights Plan will have a term of 3 years.

Pursuant to the terms of the Rights Plan, any bid that meets certain criteria intended to protect the interests of all shareholders are deemed to be “Permitted Bids.” A Permitted Bid must be made by way of a take-over bid circular prepared in compliance with applicable securities laws and, in addition to certain other conditions, must remain open for a minimum of 75 days. In the event a take-over bid does not meet the Permitted Bid requirements of the Rights Plan, the rights issued under the Rights Plan will entitle shareholders, other than any shareholder or shareholders involved in the take-over bid, to purchase additional common shares of Oroco at a significant discount to the market price of the common shares at that time. The Board is not currently aware of any pending or proposed take-over bid for Oroco.

Oroco is a Canadian mineral exploration company which holds a 100% interest in six mineral concessions in Mexico. The company is initially focused on its three Sonora concessions, comprising the Cerro Prieto Mine, a historic polymetallic deposit, and the nearby 2,508 hectare Cerro Prieto North concession. In addition, Oroco holds three mining concessions in the state of Guerrero totaling 293 hectares.

Stephen Leahy
President

For further information, please contact:
Oroco Resource Corp. Tel: 604-688-6200 or visit www.orocoresourcecorp.com

 

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