San Gold Corporation (SGRCF)

[Brookwinn]

San Gold Corporation announces non-brokered private placement offering

May 28, 2007

San Gold Corp. intends to undertake a non-brokered private placement offering of up to 10 million units at a price of $1.00 per unit for aggregate gross proceeds of up to $10 million. Each unit will consist of one common share of the corporation and one half of one common share purchase warrant. Each whole warrant shall entitle the holder thereof to purchase one common share at a price of $1.25 per share for 12 months from the date of issuance and, if unexercised, at a price of $1.50 per share for 12 months thereafter. Closing is expected on or about June 5, 2007.

Certain companies and individuals may assist the corporation by introducing potential subscribers for the offering and, subject to compliance with applicable legislation, will be entitled to receive a fee, payable in cash, equal to seven-per-cent of the total subscription proceeds received from subscribers introduced to the corporation by each particular person.

No broker warrants will be issued in connection with the offering. All the terms of the offering are subject to the approval of the TSX Venture Exchange.

The net proceeds of the offering will be used for the development of the corporation's third Manitoba gold mine, the new Cartwright mine, the development of deep high grade gold zones in the Rice Lake mine, the continued development of the San Gold #1 mine as well as for general corporate purposes including working capital.