CGD Carlin Gold Corporation

Carlin Gold Corporation (TSX VENTURE:CGD) ("Carlin" or the "Company") is pleased
to announce that it has entered into an agreement with Electrum Gold Exploration
LLC ("Electrum") providing for the sale to Electrum on a private placement basis
of 21,404,647 units at a price of $0.125 per unit for aggregate gross proceeds
of $2.68 million. Each unit consists of one common share of Carlin and one
common share purchase warrant of Carlin ("Warrant"). Each warrant will be
exercisable for a period of five years after the closing of the transaction at
an exercise price of $0.16 per common share. Upon closing of the transaction,
Electrum would become Carlin's largest shareholder, owning approximately 27% of
the Company's issued and outstanding common shares and would own approximately
40% of the Company on a fully diluted basis. Under the terms of the agreement,
Electrum will have the right to designate two nominees to the Company's board of
directors, and the right of pro rata participation in future financings of the
Company. 


The proceeds of the financing will be primarily used for exploration on Carlin's
Nevada properties. The completion of the transaction is subject to a number of
closing conditions, including TSX Venture Exchange approval and Carlin
shareholder approval.


About Carlin

Carlin is a junior resource company focused on gold exploration. The Company
owns a 100% interest in three mineral properties in Nevada, U.S.A., all of which
represent Carlin-type gold targets. Carlin also owns a 50% interest in 3,960
mineral claims in Yukon, Canada held in an equal joint venture with Constantine
Metals Resources Ltd., which were the subject of a now expired spin-out letter
of intent with Urban Select Capital Corp.


K. Wayne Livingstone, President and Chief Executive Officer

Note:

Forward looking statements: This news release includes certain "forward-looking
information within the meaning of Canadian securities legislation and
"forward-looking statements" within the meaning of the United States Private
Securities Litigation Reform Act of 1995 (collectively "forward looking
statements")." Forward-looking statements include predictions, projections and
forecasts and are often, but not always, identified by the use of words such as
"seek", "anticipate", "believe", "plan", "estimate", "forecast", "expect",
"potential", "project", "target", "schedule", budget" and "intend" and
statements that an event or result "may", "will", "should", "could" or "might"
occur or be achieved and other similar expressions and includes the negatives
thereof. All statements other than statements of historical fact included in
this release are forward-looking statements that involve various risks and
uncertainties. There can be no assurance that such statements will prove to be
accurate and actual results and future events could differ materially from those
anticipated in such statements. 


Forward-looking statements are based on a number of material factors and
assumptions. Important factors that could cause actual results to differ
materially from Carlin's expectations include availability of capital and
financing in connection with the proposed private placement, regulatory
approval, future metal prices, availability of capital and financing on
acceptable terms, general economic, market or business conditions, uninsured
risks, regulatory changes, defects in title, availability of personnel,
materials and equipment on a timely basis, accidents or equipment breakdowns,
delays in receiving government approvals, unanticipated environmental impacts on
operations and costs to remedy same, and other exploration or other risks
detailed herein and from time to time in the filings made by the Company with
securities regulators. Although the Company has attempted to identify important
factors that could cause actual actions, events or results to differ from those
described in forward-looking statements, there may be other factors that cause
such actions, events or results to differ materially from those anticipated.
There can be no assurance that forward-looking statements will prove to be
accurate and accordingly readers are cautioned not to place undue reliance on
forward-looking statements.


This news release does not constitute an offer to sell or solicitation of an
offer to sell any securities in the United States. The securities have not been
and will not be registered under the United States Securities Act of 1933, as
amended (the "U.S. Securities Act") or any state securities laws and may not be
offered or sold within the United States or to U.S. Persons unless registered
under the U.S. Securities Act and applicable state securities laws or an
exemption from such registration is available.

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