Cascadia International Resources Inc.
TSX VENTURE : CJ

Cascadia International Resources Inc.

May 31, 2006 15:08 ET

Cascadia International Resources Inc.: Revised Terms for Private Placement

CALGARY, ALBERTA--(CCNMatthews - May 31, 2006) -

(Not for dissemination in the United States of America)

CASCADIA INTERNATIONAL RESOURCES INC. ("Cascadia") (TSX VENTURE:CJ) announces that it has revised the terms of its previously announced private placement (the "Private Placement") of up to $1,000,000 principal amount of secured, subordinated, convertible, redeemable debentures (the "Convertible Debentures").

The Convertible Debentures will bear interest at a rate of 10% per annum payable semi-annually, will mature in three years, and will be convertible at any time into units of the Corporation (the "Units") on the basis of $0.17 per Unit for the first two years and into common shares of the Corporation (the "Common Shares") on the basis of $0.20 per share for the third year. Each Unit will consist of one Common Share and one-half of one share purchase warrant (the "Warrants"), with each Warrant being exercisable at a price of $0.17 for a period expiring two years from the date of closing of the Private Placement.

Cascadia may force the conversion of the Convertible Debentures into Units or Common Shares, as applicable, at any time by notice in writing after six months from the date of issuance if the average closing price of the Common Shares is $0.40 or greater for a 15 trading day period, and provided the total volume of Common Shares traded in that twenty day period is equal to or greater than 750,000 Common Shares.

Cascadia intends to use the proceeds from the Private Placement for working capital purposes.

Cascadia has reserved a price of $0.17 per share for a sufficient number of Common Shares to be issued in connection with the Private Placement upon conversion of the Convertible Debentures. The completion of the Private Placement is subject to the approval of TSX Venture Exchange Inc.

Except for historical information contained herein, this news release contains forward-looking statements that involve risks and uncertainties. Actual results may differ materially. Factors that might cause a difference include, but are not limited to, market acceptance of principal products, the impact of competitive products and technologies, the possibility of products infringing patents and other intellectual property of fourth parties, and costs of product development. Cascadia International Resources Inc. will not update these forward-looking statements to reflect events or circumstances after the date hereof. More detailed information about potential factors that could affect financial results is included in the documents filed from time to time with the Canadian securities regulatory authorities by Cascadia International Resources Inc.

The TSX Venture Exchange Inc. has not reviewed and does not accept responsibility for the adequacy or accuracy of this release.

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