Cruiser Oil & Gas Ltd.
TSX VENTURE : COG

Cruiser Oil & Gas Ltd.

August 04, 2005 17:21 ET

Cruiser Announces Private Placement

CALGARY, ALBERTA--(CCNMatthews - Aug. 4, 2005) - Cruiser Oil & Gas Ltd. (TSX VENTURE:COG) ("Cruiser" or the "Company") is pleased to announce that it has entered into a financing agreement with Acumen Capital Finance Partners Ltd. (the "Agent") for the private placement (the "Offering") of up to 5,000,000 common shares of the Company ("Common Shares") priced at $0.30 per Common Share ($1,500,000) and 14,285,714 flow-through common shares ("Flow Through Shares") priced at $0.35 per Flow Through Share ($5,000,000). The Company has also granted the Agent an option ("Agents Option") to arrange for the placement of up to an additional 5,000,000 Common Shares ($1,500,000) and up to an additional 5,714,286 Flow Through Shares ($2,000,000) exercisable at anytime prior to the Closing Date of the Offering. The completion of this Offering is subject to receipt of all required regulatory approvals including the approval of the TSX Venture Exchange. The Offering is scheduled to close on August 24, 2005.

Proceeds from this offering will be used to fund the previously announced Participation Agreement, additional future exploration and/or development activities and to provide general working capital for the Company.

Cruiser Oil and Gas Ltd. is a public junior oil and gas company engaged in the exploration, exploitation acquisition and production of petroleum and natural gas in Western Canada. Cruiser is focused on re-entry and new drilling of multi-zone gas and oil prospects west of the fifth meridian.

Cruiser Oil and Gas Ltd. trades on the TSX Venture exchange under the symbol COG.

Cautionary Statements

The information in this news release includes certain information and statements about management's view of future events, expectations, plans and prospects that constitute forward looking statements. These statements are based upon assumptions that are subject to significant risks and uncertainties. Because of these risks and uncertainties and as a result of a variety of factors, the actual results, expectations, achievements or performance may differ materially from those anticipated and indicated by these forward looking statements. Although the Company believes that the expectations reflected in forward-looking statements are reasonable, it can give no assurances that the expectations of any forward looking statements will prove to be correct. The Company disclaims any intention and assumes no obligation to update or revise any forward looking statements to reflect actual results, whether as a result of new information, future events, changes in assumptions, changes in factors affecting such forward looking statements or otherwise.

The TSX Venture Exchange has neither approved nor disapproved the contents of this press release.

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