Castleworth Ventures Inc.
TSX VENTURE : WTH

Castleworth Ventures Inc.

September 28, 2005 09:30 ET

Castleworth's Q1 Highlights: New Financing and New Exploration; $1.6 Million Financing Proposed, Closed and Drilling at Pan Gold Project in Nevada

VANCOUVER, BRITISH COLUMBIA--(CCNMatthews - Sept. 28, 2005) - Castleworth Ventures Inc. (TSX VENTURE:WTH) announced today that that it has released its quarterly report for the 3 month period ending July 31, 2005. The full report is available at the Company website (www.castleworth.com) and at the SEDAR website (www.sedar.com).

Highlights of the quarter are as follows:

- Castleworth announces and closes $1.6 million financing

- Phase IV drilling at Pan Gold Project begins

The following is a summary of selected events and transactions that occurred during the three month period ended July 31, 2005:

1. On July 19, 2005, the Company announced the completion of a 4,118,350 unit private placement priced at $0.40 per unit for gross proceeds of $1,647,340. Each unit consisted of one common share and one non-transferable share purchase warrant. Each share purchase warrant entitles the holder to purchase an additional common share in the capital of the Company at $0.50 until July 19, 2006 and at $0.55 until July 19, 2007.

2. On July 25, 2005, the Company announced that it commenced its Phase IV drilling program which encompasses 16,100 feet of RC drilling in approximately 109 holes at the Pan Gold Project.

Financial Results

In related party transactions, the Company paid or accrued consulting and management fees totalling $24,987 (2004 - $36,950) to directors and companies controlled by directors and paid or accrued rent totalling $1,834 (2004 - $3,837) to a company with a common director.

During the three month period ended July 31, 2005, the Company incurred a loss of $68,904 (2004 - $72,904). Some significant expenses are as follows: Consulting and management fees of $24,987 (2004 - $36,950), Office expenses of $17,855 (2004 - $9,987), Professional fees of $6,249 (2004 - $2,519), Rent expenses of $1,834 (2004 - $3,837), Shareholder communication expenses of $987 (2004 - $7,343), Transfer agent and regulatory fees of $10,822 (2004 - $1,129) and Travel and promotion expenses of $6,170 (2004 - $13,037).

Consulting and management fees decreased due to a temporary reduction in consulting fees charged by a director while office expenses increased significantly compared to the previous period as a result of substantial losses on foreign exchange. Professional fees in the current period were higher because of accounting and legal fees incurred for the private placement and transfer agent and regulatory fees are significantly higher in the current period as a result of completing the private placement. Rent decreased during the current period as the Company received a 2 months free rent reduction from a company controlled by a director.

Shareholder communication costs decreased compared to the previous year as a result of the cancellation of advertising on a mineral resource internet website. Travel and promotion expenses were lower when compared to the previous period as a result of the Company not attending a trade show.

Subsequent events:

The following events occurred subsequent to July 31, 2005:

On August 11, 2005, the Company granted 550,000 stock options to directors, which are exercisable at $0.40 per share until August 11, 2007 as well as an additional 300,000 stock options to a director, which are exercisable at $0.40 per share for a period of 2.5 years and which only vest upon receipt of an unconditional offer of at least $1.00 per share for 75% of the Company's outstanding common shares.

On August 15, 2005, the company announced that it confirmed and expanded a new gold system at Pan and that 24 of the first 41 holes drilled as part of its Phase IV (2005) drill program at the Pan Project near Eureka, Nevada showed potentially economic intercepts of interest in the Black Stallion area. The drill holes were located in the central portion of the Pan property approximately 400-750 meters west of the Pan Fault and provided confirmation of the mineralization model at Black Stallion, with its remote location nearly one-half mile from the nearest existing resource.

On September 19, 2005, the Company reported that offset drilling continues to expand the gold resource at Pan and that 17 previously unreported reverse circulation holes in the Black Stallion, Gnarly, and Syncline areas encountered potentially economic intercepts of gold mineralization. Three areas have now been identified that show potentially mineable quantities of gold that were previously unexplored or unreported. Holes 89, 90, 91 and 92 are open to the southeast and may be structurally related/connected to the Middle Pan Zone some 800-1,000 feet southeast. The mineralization encountered in these holes is primarily hosted in Devil's Gate limestone, similar to the South Pan Deposit located one mile to the south-southeast.

Plans are currently under review for prior-to-year-end offset drilling of those holes as well as additional drilling to test the strong possibility of larger mineralized zones in the west and southwest portion of the property.

Annual General Meeting

The Company will hold its Annual General Meeting on the 10th Floor, 595 Howe Street, Vancouver, British Columbia on Tuesday, October 11, 2005, at 11:00 AM.

Castleworth's objective is to create wealth for its stockholders by acquiring, exploring, and developing advanced-stage projects located within the major gold producing areas of Nevada. The Company's total land position is in excess of 10,800 acres, comprised of three projects on the Tonopah/Walker Lane Trend, two on the Battle Mountain-Eureka Trend and one on the Carlin Trend. Two of the projects have known mineralization or resources of potentially economic grade and dimension.

On behalf of the Board of Directors,

Harold Gershuny, Director

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

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