Prelim Capital Inc.
TSX VENTURE : PLM.P

May 05, 2008 09:00 ET

Prelim Capital Announces Qualifying Transaction with Southern Oregon Gold Corp.

TORONTO, ONTARIO--(Marketwire - May 5, 2008) - PRELIM CAPITAL INC. (TSX VENTURE:PLM.P) ("Prelim"), a capital pool company, is pleased to announce that it has signed an arm's length binding letter agreement (the "Agreement") with Southern Oregon Gold Corp. ("SOGC") pursuant to which Prelim has agreed to acquire, directly or indirectly, all of the issued and outstanding common shares of SOGC.

SOGC is a private Ontario corporation involved in the exploration of gold in southern Oregon. SOGC has assembled a strategic land position within the proven Cordilleran belt of western North America. SOGC's cornerstone property is the Greenback Mine; one of the largest historical producers in Oregon. There has been ongoing mining in Oregon since the 1890s, however, the region remains under-explored and overlooked despite excellent infrastructure and a mining friendly environment. SOGC also holds an interest in land around the Jim Blaine Mine, Martha Mine and the Grouse Mountain property (contiguous to the Jewett Mine). SOGC will seek to acquire additional properties while applying, modern exploration technology. SOGC has assembled a team of accomplished local and international geologists and financial professionals.

The acquisition of SOGC will be Prelim's qualifying transaction (the "Qualifying Transaction") pursuant to the policies of the TSX Venture Exchange (the "Exchange"). Prelim is currently in the process of preparing a detailed press release regarding this Qualifying Transaction which will satisfy the disclosure requirements of the Exchange.

Trading in the common shares of Prelim will remain halted pending the release of further disclosure regarding this Qualifying Transaction and the satisfaction of the initial filing requirements of the Exchange and a preliminary review by the Exchange.

Completion of the Qualifying Transaction is subject to a number of conditions, including but not limited to, Exchange acceptance and, where applicable, required shareholder approval. There can be no assurance that the Qualifying Transaction will be completed as agreed or at all.

Investors are cautioned that, except as disclosed in the management information circular or filing statement to be prepared in connection with the Qualifying Transaction, any information released or received with respect to the Qualifying Transaction may not be accurate or complete and should not be relied upon. Trading in the securities of a capital pool company should be considered highly speculative.

THE TSX VENTURE EXCHANGE INC. HAS IN NO WAY PASSED UPON THE MERITS OF THE TRANSACTION AND HAS NEITHER APPROVED NOR DISAPPROVED THE CONTENTS OF THIS PRESS RELEASE. THE TSX VENTURE EXCHANGE HAS NOT REVIEWED AND DOES NOT ACCEPT RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.

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