Bayswater Ventures Corp.
TSX VENTURE : BVE

Bayswater Ventures Corp.
Pathfinder Resources Ltd.
TSX VENTURE : PHR

Pathfinder Resources Ltd.

August 10, 2006 14:02 ET

Bayswater and Pathfinder Shareholders Approve Formation of Super Junior Uranium Company

VANCOUVER, BRITISH COLUMBIA--(CCNMatthews - Aug. 10, 2006) - Bayswater Ventures Corp. (TSX VENTURE:BVE) and Pathfinder Resources Ltd. (TSX VENTURE:PHR) are pleased to announce that the shareholders of both Companies have approved the arrangement (the "Arrangement") as announced April 19, 2006 at Special Meetings held August 8, 2006. The plan of Arrangement was approved by over 99% of the votes cast by shareholders voting in both Companies. The arrangement has also received the necessary approvals from the British Columbia Supreme Court. The arrangement will result in the amalgamation of Bayswater and Pathfinder into a new company to be named "Bayswater Uranium Corporation".

The TSX Venture Exchange has conditionally accepted the proposed arrangement. The Companies anticipate trading under the new symbol "BAY" starting August 16, 2006.

The new company, Bayswater Uranium Corporation, will be a well-positioned small-cap uranium explorer with:

- Major land holdings in each of Canada's three most important uranium exploration regions: the Athabasca Basin, Saskatchewan, Central Mineral Belt, Labrador and the Thelon Basin, NWT & NU; as well as a major land position in a new emerging uranium district in southern Newfoundland-the Hermitage District. Bayswater Uranium Corporation will be the largest land holder in the Central Mineral Belt and in the Thelon Basin uranium districts. Key elements of the combined land positions are selective favourable geologic settings, proximity to known deposits and major prospects, demonstrated applicable exploration models and the underexplored nature of the holdings;

- A continuing strategy of creating a leading uranium exploration company through strategic land acquisitions and exploration in key uranium districts-particularly in Canada but as well in other regions such as in Niger, West Africa, the fourth largest producer of uranium in the world, where Bayswater has made application for a number of concessions. This strategy is now well developed in Canada;

- Major exploration programs currently underway on most of its properties including the Central Mineral Belt, Labrador, South Thelon Basin, NWT, North Thelon Basin, NU and the Hermitage Belt, southern Newfoundland--whereby significant shareholder value is anticipated to be added to the company;

- A management team that has a successful track record in the natural resource business including uranium exploration, raising capital and creation of significant shareholder value;

- A combined cash position of over $6.0 million; and with

- Greater share liquidity and larger market capitalization along with its large, highly prospective, diverse uranium property base.

About Bayswater Uranium Corporation

Bayswater Uranium Corporation will be a well-positioned small-cap uranium explorer building asset and shareholder value through strategic land acquisitions and exploration in key uranium districts.

On behalf of the Board of:

BAYSWATER VENTURES CORP.

George M. Leary, President

PATHFINDER RESOURCES LTD.

Victor A. Tanaka, President

Warning: The Company relies upon litigation protection for "forward-looking" statements.

The TSX Venture Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of the contents herein.

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