CAP Castle Peak Mining Ltd

THIS NEWS RELEASE IS INTENDED FOR DISTRIBUTION IN CANADA ONLY AND IS NOT FOR
DISSEMINATION IN THE UNITED STATES OR FOR DISTRIBUTION TO UNITED STATES NEWSWIRE
SERVICES


Castle Peak Mining Ltd. ('Castle Peak' or the 'Company') (TSX VENTURE:CAP)
announces that it has entered into a memorandum of understanding ("MOU") with
Beijing Donia Resources Co., Ltd. ("Beijing Donia") to provide the framework for
a proposed agreement whereby Beijing Donia and its designated business partners
(the "Investors") intend to make a strategic investment in Castle Peak by
acquiring securities which would give the Investors a 30.5% equity interest in
the Company on a fully-diluted basis for gross proceeds to the Company of
approximately $5.5 million (the "Investment"). 


Under the terms of the proposed Investment, the Investors may purchase up to 22
million units ("Units") on a private placement basis at $0.25 per Unit. Each
Unit will consist of one common share of the Company and one-half of one share
purchase warrant (each whole warrant, a "Warrant"). Each Warrant will allow the
holder to purchase one common share of the Company at an exercise price of $0.50
for a period of 24 months from the date of closing. The securities issued upon
the closing of the Investment will be subject to customary securities
legislation hold periods.


The MOU contemplates that the proposed subscription agreement would include a
right for the Investors to nominate two individuals to be appointed to the board
of directors of Castle Peak, a pre-emptive right to participate in any future
equity financings of Castle Peak, subject to certain exceptions, and a
pre-emptive right to provide contract geological, geophysical, drilling and
other technical services to Castle Peak at its Akorade project in Ghana, if
applicable. 


The MOU is subject to the Investors completing satisfactory due diligence and
the Investors and the Company obtaining receipt of all necessary government and
regulatory approvals (including the approval of the TSX Venture Exchange) and,
if required, shareholder approvals. 


Proceeds from the Investment will be used to fund the 2012 exploration program
at Castle Peak's Akorade project in Ghana, as well as working capital. 


The securities being offered have not been, nor will they be, registered under
the United States Securities Act of 1933, as amended, and may not be offered or
sold in the United States, or to, or for the account or benefit of, U.S. persons
absent registration or an applicable exemption from registration requirements.
This press release shall not constitute an offer to sell or the solicitation of
an offer to buy nor shall there be any sale of the securities in any
jurisdictions in which such offer, solicitation or sale would be unlawful. Any
offering made will be pursuant to available prospectus and registration
exemptions and restricted persons to whom the securities may be sold in
accordance with the laws of such jurisdictions and by persons permitted to sell
the securities in accordance with the laws of such jurisdictions. 


About Castle Peak

Castle Peak Mining Ltd. is a Canadian-based exploration and development company
focused on advancing greenfields and early stage gold projects. The Company
holds a strategic land package in the Ashanti belt adjacent to several producing
gold mines in Ghana, West Africa. The Ashanti belt is known as one of the most
prolific gold belts in the world with over 150 million proven ounces uncovered
and current investment in excess of $2.5 B USD. 


On behalf of the Board of Castle Peak Mining Ltd.:

Darren Lindsay, President and Chief Executive Officer

FORWARD-LOOKING STATEMENTS

Except for statements of historical fact, this news release contains certain
'forward-looking information' and 'forward-looking statements' within the
meaning of applicable securities laws including statements regarding the
proposed Investment, the anticipated use of proceeds and the anticipated timing
of the closing of the Investment. Such forward-looking statements are based on
the opinions and estimates of management at the date the statements are made,
and are subject to known and unknown risks, uncertainties and assumptions that
could cause actual results to vary materially from the anticipated results or
events predicted in these forward-looking statements, including those risk
factors identified in the Company's Filing Statement filed under the Company's
SEDAR profile. As a result, readers are cautioned not to place undue reliance on
these forward-looking statements. The forward-looking statements contained in
this news release are made as of the date of this release. Except as required by
applicable law, Castle Peak disclaims any intention and assumes no obligation to
update or revise any forward-looking statements, whether as a result of new
information, future events or otherwise.

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