Golden Valley Mines Ltd.
TSX VENTURE : GZZ

Golden Valley Mines Ltd.

September 21, 2005 15:48 ET

Golden Valley Mines Ltd.: Clarification Announcement Regarding $2,000,000 Offering

VAL D'OR, QUEBEC--(CCNMatthews - Sept. 21, 2005) - Golden Valley Mines Ltd. (TSX VENTURE:GZZ) clarifies that the $2,000,000 offering announced earlier today will be led by Blackmont Capital Inc. (formerly First Associates Inc.), and includes Canaccord Capital Corporation as co-agent.

Accordingly, as previously announced, the Corporation will offer up to 6,660,000 units at $0.30 per unit. Each unit is comprised of one common share and one half of one non-transferable share purchase warrant. Each whole warrant will entitle the holder to purchase one additional common share at a price of $0.35 per share for a period of 12 months from closing of the offering, and thereafter at a price of $0.40 per share, expiring 24 months from closing of the offering. The units will be offered by way of a Short Form Offering Document in the provinces of British Columbia and Alberta and to accredited investors in Ontario and Quebec.

The Agents will be paid a commission of 8% of the gross proceeds of the offering, and Blackmont Capital will be paid a corporate finance fee of $25,000 in addition to being reimbursed for their legal fees and expenses incurred. The Company will also grant the Agents a non-transferable warrant to purchase a number of units equal to 15% of the total units sold under the offering, exercisable at a price of $0.30 per unit for a period of 12 months from closing, and thereafter at a price of $0.35 per unit, expiring 24 months from closing of the offering.

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

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