Consolidated Gold Win Ventures Inc.
TSX VENTURE : CGW

Consolidated Gold Win Ventures Inc.

May 23, 2006 15:44 ET

Consolidated Gold Win Ventures Inc. Closes $1.5M Private Placement

VANCOUVER, BRITISH COLUMBIA--(CCNMatthews - May 23, 2006) - Consolidated Gold Win Ventures Inc. (the "Company" or "CGW") (TSX VENTURE:CGW) is pleased to announce the completion of the private placement previously announced on April 5, 2006. As Lead Agent, Northern Securities Inc. ("Northern"), sold a total of 13,313,400 non flow-through units (the "NFT Units") and 1,405,500 flow-through units (the "FT Units") for a total of 14,718,900 units. The NFT Units were issued at a price of $0.10 per NFT Unit and the FT Units were issued at a price of $0.12 per FT Unit for gross proceeds of $1,500,000. Each NFT Unit consists of one non-flow-through common share and one non-flow-through common share purchase warrant. Each warrant will be exercisable into one non-flow-through common share for two years from the closing date (the "Closing Date") at an exercise price of $0.12. Each FT Unit consists of one flow-through common share and one non-flow-through common share purchase warrant. Each warrant will be exercisable into one non-flow-through common share for two years from the Closing Date at an exercise price of $0.18.

The Company paid a 10% cash commission fee and 2% lead broker advisory fee from the gross proceeds of the offering. The Company also paid a $10,000 non-refundable work fee to the Agent and is responsible for the Agents' reasonable costs and expenses. In addition, 2,943,780 compensation options were granted which will entitle the holders to purchase, at an exercise price equal to $0.10, one NFT Unit for a period of 2 years from the Closing Date and 100,000 NFT Units.

Proceeds of the private placement will be used towards funding exploration on the Drybones #4 mineral project located in the Northwest Territories, the Dolly Varden mineral project located in Nevada and for general corporate purposes.

In addition, the Company issued 1,000,000 common shares to Snowfield Development Corp. in connection with a property option agreement in respect of the Drybones #4 project and also issued 1,437,500 common shares to Kokanee Placer Ltd. pursuant to a finder's fee agreement.

All securities issued pursuant to this transaction and are subject to a hold period expiring September 20, 2006.

ON BEHALF OF THE BOARD

Souhail (Abby) Abi-Farrage, President and Director

The TSX Venture Exchange has neither approved or disapproved of the contents herein.

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