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*Urban Communications Inc. 
Listed Company 

URBAN COMMUNICATIONS INC. ("UBN")
BULLETIN TYPE: Private Placement-Non-Brokered, Convertible Debenture/s
BULLETIN DATE: December 15, 2014
TSX Venture Tier 2 Company

TSX Venture Exchange has accepted for filing documentation with respect to the second (and final) tranche of a Non-Brokered Private Placement announced August 14, 2014 and December 4, 2014:

Convertible Debenture $1,273,000

Conversion Price: The Debentures are convertible into units of the Company at a price of $0.10 per unit. Each unit will consist of one common share of the Company and one common share purchase warrant. Each warrant is exercisable to acquire an additional share at $0.20 per share for a period of thirty (30) months from the date of closing of the offering.

Maturity date: 30 months from the closing date

Warrants Each warrant will have a term of thirty (30) months from the date of issuance of the debenture and entitle the holder to purchase one common share. The warrants are exercisable at the price of $0.20 per share.

Interest rate: 8% per annum

Number of Placees: 21 Placees

Insider / Pro Group Participation:
Insider=Y /
Name ProGroup=P $ of Debentures
Aggregate Pro Group Involvement P $17,500
[2 Placees]

Finder's Fee: $14,000 and 140,000 finder's warrants payable to Leede Financial Markets Inc.
$20,475 and 204,750 finder's warrants payable to Global Securities Corp.
$4,690 and 46,900 finder's warrants payable to Canaccord Genuity Corp.
$21,000 and 210,000 finder's warrants payable to Cantor Fitzgerald Canada Corporation.
$14,000 and 140,000 finder's warrants payable to Verdmont Capital Corp.

Pursuant to Corporate Finance Policy 4.1, Section 1.11(d), the Company must issue a news release announcing the closing of the private placement and setting out the expiry dates of the hold period(s). The Company must also issue a news release if the private placement does not close promptly.
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