King's Bay Gold Corporation

King's Bay Gold Corporation

January 31, 2006 17:26 ET

King's Bay Gold Announces CDN 1.5 Million Brokered Private Placement

WINNIPEG, MANITOBA--(CCNMatthews - Jan. 31, 2006) - King's Bay Gold Corporation (TSX VENTURE:KBG) ("King's Bay") is pleased to announce, subject to regulatory approval, that it intends to complete a brokered private placement for gross proceeds of up to $1,500,000.00.

Price: $0.31 per flow-through Unit, and $0.31 per non flow-through Unit.

A flow-through Unit is comprised of one flow-through common share and one half of a common share purchase warrant. Two one half common share purchase warrants combined entitle the holder thereof to acquire one common share at a price of $0.40 on or before 24 months from the date of closing.

A non flow-through Unit is comprised of one common share at $0.31 per share and one full common share purchase warrant. Each common share purchase warrant will be exercisable into one common share upon payment of $0.40 on or before 24 months from the date of closing. All Units will be subject to a statutory four month hold.

Wellington West Capital Inc. (the "Agent") will arrange, on a commercially reasonable best efforts basis, the private placement of the Units, in connection with arranging and leading the Offering. The closing of the Offering may occur at more than one closing on such dates as may be agreed upon by the Issuer and the Agent, closing is expect to happen late February, 2006.

The Agent will receive a cash commission equal to 7% of the gross proceeds of the Offering, and in addition, common share purchase warrants in a number equal to 10% of the Offered Securities sold at the Offering price (the "Agent's Warrants"). The Agent's Warrants entitle the Agent to purchase common shares of King's Bay for an exercise price of $0.31 per share for a period of 24 months from the closing date.

The monies received from the purchase of flow-through Units will be treated as flow-through monies by the Corporation, as same as defined in The Income Tax Act, however monies received in the exercise of Warrants will not be treated as flow through monies by the Corporation.

The net proceeds from this offering will be used primarily by the Corporation to fund the exploration and development of the newly acquired high grade Rowan Mine project located in Red Lake, where King's Bay recently signed an Option Agreement with Goldcorp Inc. (TSX - G, NYSE - GG) as announced on December 12, 2005.

About King's Bay Gold

King's Bay is unique in the industry in that it owns most of the equipment required to carry out the various phases of exploration. This includes diamond drills, bulldozers and other exploration equipment, which gives King's Bay the ability to quickly adjust work programs as exploration results are realized and company strategies change. This very active Canadian mineral exploration company is debt free, well financed and has assembled a very impressive portfolio of precious metal prospects, including strategic locations in the Red Lake and Pickle Lake gold camps.

TSX.V Trading Symbol (KBG)

Outstanding Shares: 21.1 million

On behalf of the Board:

Richard Rivet, President & CEO

Some of the statements contained in this release are forward-looking statements, such as estimates and statements that describe KBG's future plans, objectives or goals, including words to the effect that KBG or management expects a stated condition or result to occur. Since forward-looking statements address future events and conditions, by their very nature, they involve inherent risks and uncertainties. Actual results in each case could differ materially from those currently anticipated in such statements.

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

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