RAB SPECIAL SITUATIONS (MASTER) FUND LIMITED

Carpathian Gold Inc.
TSX VENTURE : CPN

Carpathian Gold Inc.

September 22, 2005 15:53 ET

RAB Special Situations 'Master' Fund Limited/Carpathian Gold Inc.-Announcement

GEORGE TOWN, CAYMAN ISLANDS--(CCNMatthews - Sept. 22, 2005) - RAB Special Situations (Master) Fund Limited ("Special Situations") announces that it subscribed for a total of 1,500,000 common shares (the "Shares") of Carpathian Gold Inc. (TSX VENTURE:CPN) (the "Issuer") at a price of Cdn.$0.10 per Share. The transaction took place off the market by way of private placement (the "Private Placement") and closed on August 22, 2005.

Special Situations has ownership of and control over the securities purchased in the Private Placement. The purchased securities represent approximately 2.49% of the issued and outstanding Shares on a partially diluted basis (assuming exercise of its Warrants) ("Partially Diluted Basis").

Special Situations announces that its holdings of 6,250,000 warrants ("Warrants") of the Issuer expired on August 30, 2005. Each one (1) whole Warrant entitled Special Situations to purchase one (1) warrant share (a "Warrant Share") at a price of Cdn.$0.30 per Warrant.

Immediately after the Private Placement and expiration of Warrants, Special Situations owned 9,261,000 Shares, representing approximately 15.39% of the issued and outstanding Shares on a Partially Diluted Basis. William Philip Seymour Richards, who may be considered a joint actor with Special Situations, owned 450,000 Shares, representing approximately 0.75% of the issued and outstanding Shares on a Partially Diluted Basis.

Special Situations acquired and disposed of securities for investment purposes only and not with the purpose of influencing the control or direction of the Issuer. Special Situations together with joint actors, if any, may, subject to market conditions, make additional investments in or dispositions of securities of the Issuer in the future, including additional purchases of Shares. However, Special Situations and its joint actors, if any, do not intend to acquire 20% of any class of the outstanding voting or equity securities of the Issuer.

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

Contact Information

  • RAB Special Situations (Master) Fund Limited
    Mr. Neil Warrender
    (44) 20-7389-7000
    nw@rabcap.com