Pengram Corporation
OTCQB : PNGM

April 28, 2011 06:00 ET

Pengram Executes Separate Option Agreements on its Three Nevada Portfolio Properties; JV's its Golden Snow Property for $175,000 Staged Payments, $1.75 Million Exploration Spend

BELLINGHAM, WASHINGTON--(Marketwire - April 28, 2011) - Pengram Corporation (OTCQB:PNGM), an emerging gold exploration company, today announced it has executed new, separate option agreements on three of its key Nevada portfolio of properties Golden Snow, CPG and Fish.

To view an image of the properties, please visit the following link: http://media3.marketwire.com/docs/pngmi428.pdf.

Simultaneously, the Company also has successfully completed a joint venture agreement for Golden Snow which provides for the JV partner to pay Pengram $175,000 in staged payments, and spend $1.75 million in exploration expenditures, over 39 months to earn up to 75 percent of the project.

"We are excited to be moving Pengram solidly forward on its business plan with the favorable structuring of these options and particularly with the first joint venture," said Richard Donaldson, Chief Executive Officer, Pengram Corporation. "These are highly prospective properties, in great neighborhoods, which Pengram wisely optioned on favorable terms nearly two years ago with far lower gold, silver and copper prices at that time."

"As a company, we are rapidly gaining traction in the marketplace with these transactions as well as the recent appointment of our highly regarded, veteran geologist Howard Metzler to the Board of Directors," Mr. Donaldson added. "We have a number of operational initiatives under way and expect to accelerate the pace of progress in the weeks and months ahead."

PengramExecutes New, Separate Option Agreements on its Three Nevada Portfolio Properties

The Company's three Nevada properties initially were all covered under one master agreement between the Company and the property owners on May 29, 2009. At that time, the Company entered into an agreement to acquire an option agreement to acquire the properties under which it can acquire a 100% undivided interest in certain mineral claims known as the Golden Snow Project in Eureka County, Nevada, the Fish Project in Esmeralda County, Nevada and the CPG Project in Mineral County, Nevada. Full property profiles of all three are available on the Company's website at www.pengramgold.com/properties/nevada-properties.

The three new option agreements announced today are on substantially the same terms as were originally agreed, however, the new structure enables Pengram to acquire each property independently and to enter into agreements for joint venture financing of exploration programs of each on a property-by-property basis. Complete option terms are available in the Company's Form 8-K filed with SEC at www.sec.gov.

All properties are in close proximity to existing and completed mines. The CPG and Fish projects lie within The Walker Lane Mineral Belt of western Nevada. It is a highly mineralized area, containing several world-class epithermal precious metals deposits, such as the Comstock Lode (estimated production of 8.6 million ounces of gold and 192 million ounces of silver), and Round Mountain (over 10 million ounces of gold produced since 1906), as well as porphyry copper deposits, e.g. Yerington (1.75 billion pounds of copper produced from 1953-1978 by the Anaconda Copper Company).

Pengram JV's Golden Snow for $175,000 Staged Payments and $1.75 Million Exploration Spend

Pengram successfully completed a joint venture agreement for its Golden Snow property with Terrace Ventures, Inc.

Golden Snow is located in Eureka County, Nevada and is situated near several existing gold mines. Eight miles north of the Golden Snow Project is the East Archimedes Gold Mine where Barrick Gold Corporation is currently mining a Carlin-type sediment hosted gold deposit (677,000 ounces mined, 1.1 million ounces resource/reserve, as reported by the Geological Society of Nevada 2006 Special Publication #43). It is also contiguous to the southern end of Staccato Gold's South Eureka property, where Staccato has identified several mineralized areas and has defined a gold resource estimate at the Lookout Mountain deposit.

Substantial exploration has been conducted on the Golden Snow property including geologic mapping, 932 soil samples and detailed ground-based gravity geophysical surveys. Based on this work, several distinct target zones have been outlined and it is interpreted that the Ratto Ridge Fault zone, which controls the mineralization on the South Eureka property, continues south onto the Golden Snow property. These target areas are well located and are drill ready.

Also, immediately north of Golden Snow, the Company noted that last month Timberline Resources Corporation announced in its March 3rd 2011 news release that it had closed a $5 million financing stating the proceeds will be used to "...continue its aggressive exploration program at its Lookout Mountain Gold Project on the prolific Battle Mountain-Eureka Trend of central Nevada." It went on to say, "Lookout Mountain is the most advanced project within Timberline's 23 square-mile South Eureka land package and is located just a few miles from Barrick Gold Corporation's two-million ounce Archimedes / Ruby Hill mine. Lookout Mountain hosts significant oxide gold mineralization amenable to low-cost, heap-leach recovery, along with a smaller, high-grade, sulfide resource."

For more information about Golden Snow, see www.pengramgold.com/properties/nevada-properties/golden-snow-project.

Under the terms of the Earn-In Agreement, Terrace will earn up to a 75% interest in the Company's agreement with the Golden Snow Optionors (the "Underlying Agreement") by paying to the Company up to $175,000 and expending up to $1,750,000 to do exploration work on the Golden Snow Property as follows:

The first 25% interest in the Underlying Agreement upon Terrace: a) paying the Company $25,000 by way of Promissory Note due 45 days from the date of the Earn-In Agreement; and b) completing exploration expenditures on the Property totalling $250,000 by July 31, 2012.

An additional 25% interest in the Underlying Agreement upon Terrace: a) paying the Company $50,000 on or before May 31, 2013; and b) completing exploration expenditures on the Property totalling $500,000 by July 31, 2013.

An additional 25% interest in the Underlying Agreement upon Terrace: a) paying the Company $100,000 on or before May 31, 2014; and b) completing exploration expenditures on the Property totalling $1,000,000 by July 31, 2014.

Terrace is also obligated to pay all advance royalties, county and BLM claim fees and Nevada state taxes during the currency of the Earn-In Agreement.

About Pengram Corporation

Pengram is an emerging gold exploration company searching the globe for outstanding gold properties primarily in favorable mining jurisdictions. Its strategy is to evaluate and acquire properties where previous work has been conducted and yielded positive results for the presence of gold. Its portfolio currently consists of four properties -- three in Nevada and one in British Columbia -- under active evaluation for development, in addition to the Long Canyon Gold Trend Mineral Claims under due diligence and negotiation for acquisition.

Forward Looking Statement

Statements in this news release that are not historical facts are forward-looking statements that are subject to risks and uncertainties. Words such as "expects", "intends", "plans", "may", "could", "should", "anticipates", "likely", "believes" and words of similar import also identify forward-looking statements. Forward-looking statements are based on current facts and analyses and other information that are based on forecasts of future results, estimates of amounts not yet determined and assumptions of management. The statements by our officers, and other statements regarding: optimism related to the business; expanding acquisition, exploration and development activities; and completing, a binding agreement for mineral project acquisitions; as well as the prospects, forecasts and projections for such mineral projects owned; and other statements in this news release are forward-looking statements. Such statements are based on current expectations, estimates and projections about the Company's business. Actual results could vary materially from the description contained herein due to many risk factors that affect the industry the Company operates in and other risk factors listed from time to time in the Company's Securities and Exchange Commission (SEC) filings under "risk factors" and elsewhere. In particular, there is no assurance that Pengram will complete additional joint ventures or that the joint ventures it enters will be completed or properties commercialized. The forward-looking statements contained in this news release speak only as of the date on which they are made, and the Company does not undertake any obligation to update any forward-looking statement to reflect events or circumstances after the date of this press release.

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