Glamis Resources Ltd. Announces Recapitalization Transaction and New Management Group

Glamis Resources Ltd. ("Glamis") (TSX VENTURE:GLM.A) (TSX VENTURE:GLM.B) is
pleased to announce that it has entered into a reorganization and investment
agreement (the "Agreement") with Trent Yanko, Paul Colborne, Dale Mennis and
Matt Janisch (the "Investor Group") which provides for up to approximately $15.6
million non-brokered private placement (the "Private Placement"), the
appointment of a new management team and board of directors (the "New Management
Group") and a rights offering to the current holders of Class A Shares of Glamis
(the "Rights Offering"). Among other conditions, the Private Placement, the
Rights Offering and the appointment of the New Management Group is subject to
the approval of the TSX Venture Exchange (the "TSXV").


New Management Group

The New Management Group will be appointed upon the completion of the Private
Placement or earlier in the event that the closing of the portion of the Private
Placement being subscribed for by the New Management Group is completed in
escrow pending receipt of approval of the Private Placement by the shareholders
of Glamis.


The New Management Group will be led by Trent Yanko as President and Chief
Executive Officer, Matt Janisch as Vice-President, Finance and Chief Financial
Officer, Curtis Labelle as Vice-President, Production and Dale Mennis as
Vice-President, Land. The new Board of Directors of Glamis will be comprised of
Paul Colborne as Chairman, Trent Yanko, James Pasieka, Randal Brockway, James
Bertram and Scott Dawson. Scott Dawson is currently a director of Glamis.


The New Management Group has a solid track record of creating value in
high-growth, junior oil and gas companies. Trent Yanko has over 20 years
experience in the founding, technical management and leadership of a number of
private and public oil and gas companies. Mr. Yanko was most recently President
and Chief Executive Officer of Mission Oil & Gas Inc., which grew from 500 boe/d
to more than 7,000 boe/d in two years, primarily due to its success in the
Bakken light oil resource play in southeast Saskatchewan, before being sold to
Crescent Point Energy Trust for $670 million in February 2007. Before Mission,
Mr. Yanko was Vice-President, Production of StarPoint Energy Ltd., helping grow
production from 250 boe/d to 9,000 boe/d in 13 months. Matt Janisch has over 25
years of oil and gas and financial experience and was most recently Executive
Vice-President and Chief Financial Officer of Bow Valley Energy Ltd., an
international oil and gas producer, and has twelve years of investment banking
and equity research experience with BMO Capital Markets. Curtis Labelle is a
Professional Engineer with over 27 years experience, most recently as
Vice-President, Operations of Bonus Resources Ltd. Dale Mennis has over 25 years
of varied industry experience, including a role as Vice-President, Exploration
and Development for Calpine Canada Holdings Ltd.. Mr. Mennis was most recently
Vice-President, Business Development & Land for Daylight Resources Trust.


Paul Colborne is currently the President of StarValley Oil and Gas Ltd., a
private, Calgary-based oil and gas company and also the Chairman of TriStar Oil
& Gas Ltd., a 24,000 boe/d publicity traded oil and gas company. He serves on
the Board of Directors of Crescent Point Energy Corp., Breaker Energy Ltd., Twin
Butte Energy Ltd., Westfire Energy Ltd., Priviti Capital Corporation and Seaview
Energy Inc. Mr. Colborne is the former President and CEO of StarPoint Energy
Trust, Crescent Point Energy Ltd. and Startech Energy Ltd.


Randal Brockway is a Chartered Accountant and independent businessman since July
2004 and is currently the President of Carvis Holdings Inc., a private holding
company. Previously, Mr. Brockway was Vice President, Finance and CFO of Cequel
Energy Inc., and Vice President, Finance and CFO of Cypress Energy Inc. Mr.
Brockway was also the former Senior Vice President, Finance and CFO of Big Bear
Exploration Ltd., and the former Vice President, Finance and CFO of Stampeder
Exploration Ltd.


Jim Pasieka is a partner with the Calgary office of Heenan Blaikie LLP and has
extensive experience in structuring and negotiating transactions for capital
projects, joint ventures, corporate financings, mergers, acquisitions and
divestitures. Currently, Mr. Pasieka practices in all segments of the energy
sector, in corporate/commercial law generally, and in corporate finance,
including early-stage and venture capital financing, mergers, acquisitions and
take-overs, and has excellent experience in Alberta's electricity sector as
well. Mr. Pasieka is an officer and director of a number of public energy
companies, as well as chairman of the board of several oil and gas companies.


Jim Bertram is President & CEO of Keyera Facilities Income Fund, an integrated
energy company focused on the natural gas midstream and marketing business in
Canada. Previously, Mr. Bertram was employed at Gulf Canada as Vice President -
Marketing for Gulf Canada's worldwide operations. Prior to joining Gulf Canada,
he was Vice President - Marketing of Amerada Hess Canada Ltd. for seven years.
Mr. Bertram has over 25 years experience in the oil and gas industry.


Mr. Dawson is a Professional Engineer with over 26 years of extensive experience
in Western Canadian oil and natural gas engineering. Mr. Dawson is the President
and CEO of Open Range Energy Corp. Previously he was President and CEO of
Tempest Energy Corp. and led Tempest to a plan of arrangement with Daylight
Energy Trust and the formation of Open Range in November, 2005. Previously Mr.
Dawson was co-founder, President and CEO of Tier One Energy Corp., a public oil
and gas company, which commenced operations in 1996 and was sold in 1999.


It is anticipated that the shareholders of Glamis will be asked to approve a
change of the company's name to Legacy Oil & Gas Inc. at the next meeting of
shareholders.


Private Placement

Pursuant to the Private Placement, the Investor Group, together with certain
additional subscribers identified by the Investor Group, will subscribe for up
to 27,663,995 units ("Units") of Glamis at a price of $0.38 per Unit and up to
13,341,668 class A shares of Glamis ("Class A Shares") at a price of $0.38 per
Class A Share for total proceeds to Glamis of approximately $15.6 million. Each
Unit will be comprised of one Class A Share and one share purchase warrant
("Warrant") entitling the holder to purchase one Class A Share at a price of
$0.54 for a period of five years. The Warrants will vest and become exercisable
as to one-third upon the 20 day weighted average trading price of the Class A
Shares ("Market Price") equaling or exceeding $0.80, an additional one-third
upon the Market Price equaling or exceeding $1.10 and a final one-third upon the
Market Price equaling or exceeding $1.40.


The Units issued under the Private Placement will be issued to members of the
New Management Group and other prospective service providers of Glamis and will
be subject to contractual escrow with one-third of such Units released each year
following the closing date of the Private Placement. It is anticipated that the
members of the New Management Group will purchase an aggregate of approximately
24,117,320 Units under the Private Placement with the result that they will hold
approximately 32.71% of the basic outstanding Class A Shares and 44.39% of the
Class A Shares on a fully-diluted basis following the completion of the Private
Placement and after giving effect to the Rights Offering, assuming that all of
the rights issued thereunder are exercised.


The Class A Shares issued under the Private Placement will be issued to third
party investors and will be subject to contractual escrow with one third of such
Class A Shares released each six months following the closing date of the
Private Placement.


The proceeds of the Private Placement will be used to pay down debt and for
general corporate purposes.


Rights Offering

The Agreement also provides that, subject to Glamis receiving the Written
Consent (as defined below) on or before July 29, 2009, Glamis will initiate the
Rights Offering by way of a rights offering circular pursuant to which holders
of Class A Shares as at the record date for the Rights Offering (the "Record
Date") will, in respect of each Class A Share held, be issued one right to
purchase Class A Shares. Each four rights will entitle the holder to purchase
one Class A Share at an exercise price to be determined by the board of
directors of Glamis prior to the Record Date and approved by the TSXV. The
exercise price under the Rights Offering shall, subject to board of directors
and regulatory approval be $0.38, being equal to the price of the Units and
Class A Shares under the Private Placement. The number of Class A Shares to be
issued pursuant to the Rights Offering is the maximum permitted by applicable
securities laws to be issued pursuant to a rights offering circular. Subscribers
for Class A Shares or Units pursuant to the Private Placement will not be
entitled to participate in the Rights Offering with respect to any securities
acquired under the Private Placement. The Rights Offering is subject to
applicable regulatory approval, including the approval of the TSXV.


Shareholder and Stock Exchange Approvals

Completion of the Private Placement is subject to a number of conditions and
approvals including, but not limited to, the approval of the TSXV. Under the
policies of the TSXV, the completion of the Private Placement would result in
the creation of a Control Person and accordingly, unless such requirement is
waived by the TSXV, is subject to the approval of the shareholders of Glamis.
The required disinterested shareholder approval may be obtained by Glamis either
by receipt of written consents by holders of more than 50% of the issued and
outstanding voting shares of Glamis (the "Written Consent") or by approval of a
resolution at a special meeting of shareholders (the "Glamis Meeting"). Pursuant
to the Agreement, Glamis has agreed to obtain the Written Consent on or before
July 29, 2009, failing which the Investor Group has the right to terminate the
Agreement. In the event that the Written Consent is not obtained on or before
July 29, 2009, Glamis has agreed to convene and hold the Glamis Meeting on or
before September 11, 2009.


Board of Directors Recommendation

The board of directors of Glamis has determined that the transactions
contemplated by the Agreement are in the best interests of its shareholders,
unanimously approved such transactions and recommends that the shareholders
approve the Private Placement and execute the Written Consent. Any shareholder
of Glamis wishing to obtain and execute the Written Consent should contact
Glamis as set out below.


The board of directors and officers of Glamis, who, in the aggregate, control
approximately 15.18% of the Class A Shares and 4.25% of the Class B Shares of
Glamis, have entered into support agreements or agreed to enter into support
agreements pursuant to which they have agreed, among other things, to approve
the Private Placement.


The Agreement

The Agreement contains a number of customary representations, warranties and
conditions and provides for a reciprocal non-completion fee of $400,000 payable
by either Glamis or the Investor Group to the other party in certain
circumstances. The complete Agreement will be accessible on Glamis' SEDAR
profile at www.sedar.com.


Financial Advisors

National Bank Financial Inc. is acting as financial advisor to Glamis with
respect to the Private Placement, and has provided the board of directors of
Glamis an opinion that the consideration to be received by Glamis pursuant to
the transactions contemplated by the Agreement is fair, from a financial point
of view, to Glamis.


Macquarie Capital Markets Canada Ltd. and GMP Securities L.P. are acting as
co-financial advisors and FirstEnergy Capital Corp. is acting as strategic
advisor to the New Management Group with respect to the Agreement.


Strategic Rationale and Corporate Strategy

The New Management Group believes that downturn in the Canadian energy sector
that resulted from the dramatic drop in oil and gas prices from their 2008 highs
has created an attractive entry point in the cycle. In the wake of this
downturn, existing companies, especially the micro-cap and junior producers, are
dealing with reduced cashflows, tightened to non-existent access to capital and
stretched balance sheets. At the same time, decreased industry activity has
resulted in the drop in the cost of services, materials and land.


The New Management Group believes that the number of consolidation
opportunities, the reduced capital and operating cost structure and the leverage
to any potential oil price increase, create an excellent initiation point for a
new, high-growth junior oil and gas company. The New Management Group represents
an experienced management team with a proven track record of aggressively
growing oil and gas companies on a cost-effective per share basis. The
recapitalized Glamis will be strategically focused on both a geographic and
commodity basis and will maintain prudent fiscal management which will allow us
to be well-positioned to profit from the current environment. The New Management
Group believes that a strategic imperative exists to aggressively grow the
company to a size that, when combined with high-netback production and a strong
balance sheet, will differentiate Glamis from our peer-group competitors.


Following completion of the Private Placement, Glamis expects to focus on
predominately light oil opportunities in Saskatchewan and Manitoba, growing
through a targeted acquisition and consolidation strategy coupled with
development and exploration drilling. The Glamis light oil production base
(current production approximately 525 boe/d) and recapitalized corporate
structure will allow for the exploitation of the current drilling inventory and
expansion of the company's opportunity suite through internally generated
prospects and strategic light oil acquisitions.


The New Management Group expects Glamis to become one of the few publicly
traded, light oil focused companies in the Canadian junior oil and gas sector
and will be one of the only companies that will be operating in provincial
jurisdictions with more certain and favourable royalty regimes. The
recapitalized Glamis represents an opportunity to participate in a uniquely
positioned, well-capitalized junior oil and gas company with a proven management
team committed to aggressive, cost-effective growth of light oil reserves and
production in Saskatchewan and Manitoba.


About Glamis Resources Ltd.

Glamis Resources Ltd. is a junior oil and gas company formed to generate and
develop its own prospects, acquire oil and gas properties and participate with
joint venture partners in oil and gas exploration and development in the Western
Canadian Sedimentary Basin. Glamis' Class A Shares and Class B Shares trade on
the TSX Venture Exchange under the symbols GLM.A and GLM.B. Glamis currently has
24,257,109 Class A shares and 922,500 Class B shares outstanding.


Note Regarding Forward Looking Statements

This document contains forward-looking statements. More particularly, this
document contains statements concerning the completion of the transactions
contemplated by the Agreement.


The forward-looking statements are based on certain key expectations and
assumptions made by Glamis, including expectations and assumptions concerning
timing of receipt of required shareholder and regulatory approvals and third
party consents and the satisfaction of other conditions to the completion of the
transactions.


Although Glamis believes that the expectations and assumptions on which the
forward-looking statements are based are reasonable, undue reliance should not
be placed on the forward-looking statements because Glamis can give no assurance
that they will prove to be correct. Since forward-looking statements address
future events and conditions, by their very nature they involve inherent risks
and uncertainties. Actual results could differ materially from those currently
anticipated due to a number of factors and risks. These include, but are not
limited to, risks that required shareholder, regulatory and third party
approvals and consents are not obtained on terms satisfactory to the parties
within the timelines provided for in the Agreement and risks that other
conditions to the completion of the transactions are not satisfied on the
timelines set forth in the Agreement or at all.


The forward-looking statements contained in this press release are made as of
the date hereof and Glamis undertakes no obligation to update publicly or revise
any forward-looking statements or information, whether as a result of new
information, future events or otherwise, unless so required by applicable
securities laws.


The term "boe" may be misleading, particularly if used in isolation. A boe
conversion of 6 Mcf: 1 bbl is based on an energy equivalency conversion method
primarily applicable at the burner tip and does not represent a value
equivalency at the wellhead.