Saratoga Resources, Inc. Announces $18.6 Million Private Placement of Common Stock

Saratoga Resources, Inc. (NYSE MKT: SARA) (the 'Company?) today
announced that it has entered into definitive agreements to sell 2.9
million shares of its common stock at $6.25 per share in a private
placement to a select group of institutional and accredited investors
for total gross proceeds of $18.6 million before the deduction of
placement agent commissions and offering expenses.

The Company expects to use the proceeds from this financing to fund
acceleration of its drilling and development program on its existing
assets. The transaction is expected to close on or about May 17, 2012,
subject to the satisfaction of certain customary closing conditions.

C. K. Cooper & Company (Member: FINRA/SiPC/MSRB) and Ladenburg Thalmann
& Co., Inc., a subsidiary of Ladenburg Thalmann Financial Services Inc.
(NYSE MKT: LTD), acted as co-placement agents for this transaction.

The shares of common stock offered in the private placement have not
been registered under the Securities Act of 1933, as amended (the
'Securities Act?), or applicable state securities laws, and accordingly
may not be offered or sold in the United States except pursuant to an
effective registration statement or an applicable exemption from the
registration requirements of the Securities Act and such applicable
state securities laws. The Company has agreed to file a registration
statement with the Securities and Exchange Commission registering the
resale of the shares of common stock to be issued in this private
placement.

This release does not constitute an offer to sell or the solicitation of
an offer to buy the securities, nor shall there be any sale of the
securities in any state in which such offer, solicitation or sale would
be unlawful prior to the registration or qualification under the
securities laws of such state. Any offering of the securities under the
resale registration statement will only be by means of a prospectus.

Saratoga's Chairman and Chief Executive Officer, Thomas Cooke said 'We
have a large inventory of drilling opportunities and intend to
accelerate the drilling and development of those opportunities with this
added funding. The proceeds of this offering, coupled with our existing
cash flow and the expected receipt of proceeds from additional exercises
of outstanding warrants should allow us to accelerate our development
drilling program. We currently have two development drilling rigs
deployed, the Parker 76 rig in Vermilion 16 field and the Axxis Justice
rig in Breton Sound 32 field.'

About Saratoga Resources

Saratoga is an independent exploration and production Company with
offices in Houston, Texas and Covington, Louisiana. Principal holdings
cover 32,185 gross/net acres, mostly held-by-production, currently
located in the transitional coastline and protected in-bay environment
on parish and state leases of south Louisiana. For more information, go
to our website at www.saratogaresources.com
and sign up for regular updates by clicking on the Updates button.

Forward-Looking Statements

This press release includes certain estimates and other forward-looking
statements within the meaning of Section 21E of the Securities Exchange
Act of 1934, including statements regarding the expected closing date of
the sale of shares, the actual net proceeds from the sale of shares, the
expected receipt of funds from the exercise of warrants and the results
of the Company′s planned acceleration of its drilling and development
program. Words such as 'expects?, 'anticipates', 'intends', 'plans',
'believes', 'assumes', 'seeks', 'estimates', 'should', and variations of
these words and similar expressions, are intended to identify these
forward-looking statements. While we believe these statements are
accurate, forward-looking statements are inherently uncertain and we
cannot assure you that these expectations will occur and our actual
results may be significantly different. These statements by the Company
and its management are based on estimates, projections, beliefs and
assumptions of management and are not guarantees of future performance.
Important factors that could cause actual results to differ from those
in the forward-looking statements include the factors described in the
'Risk Factors' section of the Company's filings with the Securities and
Exchange Commission. The Company disclaims any obligation to update or
revise any forward-looking statement based on the occurrence of future
events, the receipt of new information, or otherwise.

Saratoga Resources, Inc.

Brad Holmes, 713-654-4009

Investor
Relations

or

Thomas Cooke, 713-458-1560

CEO

or

Andrew
Clifford, 713-458-1560

President

or

Michael Aldridge,
713-458-1560

CFO

www.saratogaresources.com