News

The Directors of PROBE MINES LIMITED (TSX-V: PRB) are pleased to announce the completion of a private placement for gross proceeds of $1,800,000 consisting of sale of 4,047,473 Units, of which 3,620,203 Units were sold on a flow-through basis at $0.45 per Unit for gross proceeds of $1,629,091, and 427,270 Units were sold on a hard dollar basis at $0.40 per Unit for gross proceeds of $170,908.

Each Unit consists of one common share and one common share purchase warrant. Each whole warrant entitles the holder to acquire one common share for $0.70 until May 26, 2006, and thereafter for $1.00 until May 26, 2007, at which time the warrants expire. A total of 3,493,055 of the warrants underlying the Units are subject to the further condition that if the 20 day weighted average trading price of the common shares exceeds $1.00 in the first year or $1.30 in the second year (an "Acceleration Event"), the exercise period of the warrants is accelerated such that the holder of the warrant has 60 days from notice of an Acceleration Event to exercise the warrants after which the warrants expire. All securities issued in conjunction with the offering are subject to a four-month hold period, which expires on September 27, 2005. In conjunction with this financing, cash finders' fees totaling $81,783 were paid, and compensation warrants were issued to acquire a total of 55,442 Units exercisable at $0.45 per Unit until May 26, 2007.

On April 1, 2005, Probe announced a $200,000 private placement, and on May 24, 2005, Probe announced that this private placement was being increased to $2,000,000. With $1,800,000 of the private placement completed to date, the balance of $200,000 is expected to close shortly on the same terms, and a further announcement will be made at that time. Proceeds of the financing will be used to fund exploration on the Victory Project and for general working capital purposes.

The Victory Project represents a rare opportunity for a junior exploration company, encompassing a new and unexplored greenstone belt associated with an area of recent Cu-rich base metal VMS discoveries. Probe mines maintains 100% ownership of 489 claims (19,500 acres), acquired by staking immediately behind the first airborne electromagnetic survey of the belt. The survey identified 23, strong, finite airborne electromagnetic (EM) conductors with a high potential for hosting base metal sulphide mineralization similar to that intersected in the adjacent McFaulds Lake volcanics. A drilling contract has been signed with Norex Drilling of Porcupine, Ontario. Field-crews have commenced ground geophysical surveys that will more accurately locate and define the 23 airborne conductors, with drilling to follow immediately behind. This program represents the first drilling to be conducted within the 80km long Victory volcanic belt, and will test 12 of the 23 priority conductors in twelve holes totaling approximately 2000m.

The new "Victory Project", named for the "V"- shaped magnetic outline of the belt (http://www.agoracom.com/images/probevictory.gif), is an extremely significant acquisition with excellent potential for multiple base and precious metals ore deposits. VMS deposits typically occur in clusters at one or more lithological horizons and can be very rich in copper, zinc, gold and silver. For example, the Noranda mining camp has produced 2.4 million tons of copper, 1.9 million tons of zinc, 14.1 million ounces of gold and 94.4 million ounces of silver from 20 base metal mines encompassing an area 75% the size of the area covered by the Victory belt, while the McFauld's Lake discoveries include drill intersections of up to 19m grading 8.08% copper.

Probe Mines Limited is a well-funded base and precious metal exploration company with a portfolio of highly prospective mineral properties. Probe has identified three separate base metal-enriched horizons on its McFauld's Lake property, while gold mineralization has been discovered on its Bristol Township property in the new West Timmins gold camp. As well, Probe Mines maintains a 5% net smelter royalty interest in claims covering part of Agnico-Eagle Mines Limited (TSX: AGE) Goldex Mine property in Val d'Or, Quebec, which is currently undergoing final feasibility studies. Probe's shares trade on the TSX Venture Exchange under the symbol PRB.

David Palmer, Ph.D., P.Geo., is the qualified person for all technical information in this release. To find out more about Probe Mines Limited (TSX-V: PRB), visit our website at www.probemines.com or contact:

David Palmer
President, Probe Mines Limited
Tel: 416-777-6703, Fax: (6705)
[email protected]
Harry J. Hodge
Director, Probe Mines Limited
Tel: 416-363-4376, Fax: (4606)
[email protected]
Agora Investor Relations
www.agoracom.com (select
Probe Mines)
[email protected]

CAUTIONARY STATEMENT

The TSX Venture Exchange does not accept responsibility for the adequacy or accuracy of this release. No stock exchange, securities commission or other regulatory authority has approved or disapproved the information contained herein. This News Release includes certain "forward-looking statements". All statements other than statements of historical fact, included in this release, including, without limitation, statements regarding potential mineralization and reserves, exploration results, and future plans and objectives of Probe, 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 form those anticipated in such statements. Important factors that could cause actual results to differ materially from Probe's expectations are exploration risks detailed herein and from time to time in the filings made by Probe with securities regulators.