401 – 1113 Jade Court

MARKSMEN CAPITAL INC.

401 – 1113 Jade Court Thunder Bay, ON P7B 6M7

MARKSMEN ANNOUNCES REVISED TERMS OF PRIVATE PLACEMENT FINANCING IN CONNECTION WITH QUALIFYING TRANSACTION WITH BRIXTON METALS

Thunder Bay, November 3, 2010 – Marksmen Capital Inc. (TSX-V: MKS.P) (“Marksmen” or the “Company”) is issuing this press release to announce the revised terms of the private placement financing (the “Financing”) it previously announced by press release on October 21, 2010. The Financing is being undertaken in connection with Marksmen’s proposed Qualifying Transaction (as defined in the policies of the TSX Venture Exchange (the “Exchange”) with Brixton Metals Corp. The Financing is expected to raise gross proceeds of a minimum of $525,000 and a maximum of $5,000,000 (the “Financing”) and is expected to consist of the issuance of: (i) a minimum of 1,260,000 and a maximum of 12,000,000 hard dollar units (each, a “Unit”) at a price of $0.25 per Unit; and (ii) a minimum of 700,000 and a maximum of 6,666,667 flow-through units (each, a “Flow-Through Unit”) at a price of $0.30 per Flow-Through Unit.

Each Unit will consist of one common share of the Company (each, a “Share”) and one warrant (each, a “Warrant”). Each Warrant will be exercisable into one Share at an exercise price of $0.40 for a period of 24 months following the closing of the Financing. Each Flow-Through Unit will consist of one common share of the Company, issued on a flow-through basis (each, a “Flow-Through Share”), and one half of one Warrant. Each whole Warrant will be exercisable into one non flow-through Share at an exercise price of $0.40 per Share for a period of 24 months following the closing of the Financing.

Although the Financing will be non-brokered, the Company may pay finder’s fees in accordance with the rules and policies of the Exchange. If paid, the finder’s fees are expected to consist of: (i) a cash payment in the amount of 8% of the gross proceeds of the Financing raised by the finder; and (ii) finder’s warrants in an amount equal to 8% of the securities sold under the Financing that are attributable to the finder. Each finder’s warrant will be exercisable to acquire one Share for a period of 24 months at an exercise price of $0.40 per Share.

The Company intends to use the proceeds of the Financing for general working capital purposes and for expenses related to the exploration and development of the Thorn Property, which is intended to be the Company’s Qualifying Property (as defined in the policies of the Exchange) in connection with the completion of the Company’s Qualifying Transaction. Assuming approval of the Qualifying Transaction by the Exchange, upon completion of the Qualifying Transaction, the common shares of the resulting issuer, to be known as “Brixton Metals Corporation”, are expected to be listed on the Exchange under the ticker symbol “BBB”. The securities issued in the Financing will be legended with a “hold period” in accordance with applicable securities laws and, if required, the policies of the Exchange.

MARKSMEN CAPITAL INC.

Dan Mechis Chief Excecutive Officer Telephone: (807) 766-3401

Neither TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release.

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Disclaimer for Forward-Looking Statements

Statements in this news release that are not historical facts are forward-looking statements that are subject to risks and uncertainties. Words such as “expects”, “intends”, “plans”, “may”, “could”, “should”, “anticipates”, “likely”, “believes” and words of similar import also identify forward-looking statements. Forward-looking statements in this news release include statements about whether and when the proposed Financing will be approved and completed , whether the Company’s proposed Qualifying Transaction will be completed, and whether the conditions to completion of each, including the approval of the Exchange, can be satisfied. Actual results may differ materially from those currently anticipated due to a number of factors beyond the Company's control. These risks and uncertainties include, among other things, the risk that the Financing and/or the Qualifying Transaction may not be approved by the Exchange. These forward-looking statements are made as of the date of this news release and, except as required by applicable laws, the Company assumes no obligation to update these forward-looking statements, or to update the reasons why actual results differed from those projected in the forward-looking statements.