USCorp Announces July 1, 2013 Record Date and Open Letter to Shareholders

USCorp (OTCMarkets: USCS.PK) today announced the record date for spin offs: July 1, 2013. Shareholders of record on July 1 will receive one share of Imperial Metals, Inc. (“Imperial”) and one share of USMetals, Inc. (“USMetals”) for each 10 shares of USCorp owned at the close of business that day. USCorp is pleased to release the following open letter to its shareholders and to make this information available to the general public.

“Dear Shareholders,

We have accomplished quite a bit toward spinning off Imperial and USMetals and we are not yet done. For many of our shareholders the often arcane minutia of the process of spinning off these subsidiaries has been a source of frustration. Shareholders have asked questions about the more esoteric and newer rules and regulations that govern this process. In order to clarify the process and where we are in it I want to present the following summary of the major accomplishments and tasks we have completed so far:

Legal, Accounting and Auditing: these are the most expensive and time consuming 'behind the scenes' aspects of being a public company. We secured an international accounting firm that specializes in mining to handle the bookkeeping for USCorp and both subsidiaries. We secured a PCAOB (Public Company Accounting Oversight Board) member Auditing firm for USCorp and both subsidiaries. We split out both subsidiaries’ accounting going back to 2002 and created standalone audited financial statements for fiscal years ending 2011 and 2012, along with standalone auditor reviewed financial statements for the first two quarters of 2013 as required by the SEC. We secured an additional experienced and qualified securities attorney to prepare legal filings and applications with various regulatory agencies.

Corporate Structures: We changed the name of Southwest Resource Development, Inc. to Imperial Metals, Inc. and increased the authorized shares of USMetals and Imperial Metals to 200,000,000 shares each.

Regulatory: We filed with the SEC the Form 10 registration statements for Imperial and for USMetals so each subsidiary will become an independent reporting issuer. We filed a Notice of Corporate Action with FINRA (the Financial Industry Regulatory Authority) for the record date of July 1, 2013 for USCorp to determine who will receive shares of Imperial Metals and USMetals to USCorp shareholders.

USCorp’s Spin Offs Major Items Yet To Be Completed – As soon as Imperial and USMetals are standalone corporations, these tasks will no longer be USCorp’s responsibility, but that of Imperial and USMetals independently.

Announce the Distribution Date: The distribution date is expected to be set after Imperial’s and USMetals’ Form 10 Registration Statements become effective ('effective' means the registration process is complete, the subsidiaries will be standalone corporations and they will begin filing quarterly and annual reports with the SEC) and then the transfer agent will distribute the shares of Imperial and USMetals to USCorp’s shareholders of record as of July 1, 2013.

Plans Going Forward: For the initial transition period USCorp, Imperial Metals and USMetals will have the same management just as they do now. It is the intent of management to pursue and consummate joint-ventures and other deals for financing and assets in all three corporations. USCorp expects that management of each corporation will change as a result.

Sincerely, Robert Dultz, USCorp Chairman, President and CEO”

USCorp is an exploration stage company with gold and silver projects in Arizona and California. Information about USCorp can be found at the company’s website: http://uscorpgold.com.

SAFE HARBOR STATEMENT UNDER THE PRIVATE SECURITIES LITIGATION REFORM ACT OF 1995: The statements contained in this release which are not historical facts are forward-looking statements that are subject to risks and uncertainties that could cause actual results to differ materially from those set forth in or implied by forward-looking statements. These risks and uncertainties include the Company’s entry into new commercial businesses, the risk of obtaining financing, recruiting and retaining qualified personnel, and other risks described in the Company’s Securities and Exchange Commission filings. The forward-looking statements in this press release speak only as of the date hereof, and the Company disclaims any obligation to provide updates, revisions or amendments to any forward-looking statement to reflect changes in the Company’s expectations or future results.

USCorp (CE) (USOTC:USCS)
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