Nordic Oil & Gas to Raise $4 Million in Private Placement

Donald Benson, Chairman and Chief Executive Officer of Nordic Oil and Gas Ltd., announced the Corporation's intention to raise up to $2 million in units (each, "Unit") by way of a Private Placement Offering, at a price of $0.40 per Unit and, up to a further $2 million in common shares on a flow-through basis (each, a "Flow- Through Common Share") at a subscription price of $0.55 per Flow-Through Common Share.

The Units will consist of one common share and one-half of one common share purchase warrant ("Warrant"), with each whole Warrant exercisable into one common share of the Corporation for a period of 18 months from Closing at a price of $0.60 per share. The Offering of Units and the Flow-Through Common Shares are on a best commercial efforts basis to residents in the provinces of British Columbia, Alberta, Saskatchewan, Manitoba and Ontario. The proceeds will be used to fund exploration and/or development activities and to provide general working capital.

Dominick & Dominick Securities Inc. ("Dominick") of Toronto will act as the Corporation's agent with respect to the Offerings. A selling group comprised of other registrants may also be formed, as mutually determined by the Corporation and Dominick.

Dominick will be paid a fee of 7% of the gross proceeds of the Offering. In addition, Nordic will also grant to Dominick, Broker's Warrants exercisable into that number of Common Shares equal in number to 10% of the number of aggregate Units and Flow-Through Common Shares sold. The Broker's Warrants will be exercisable at a price equal to the Offering price of the Units for a period of 18 months following Closing.

It is expected that the Offering will close on or about June 12, 2006, subject to regulatory approval. All the terms of the Offering are also subject to the approval of the TSX Venture Exchange.

"This proposed financing will significantly strengthen our financial position," stated Mr. Benson. "It will allow us to move forward with more expediency and quicken the timetable for advancing our exploration and drilling programs at each of our three locations.

"It will also position us to accelerate our aggressive Coal Bed Methane drilling program in Joffre, Alberta and quickly move forward with our exploration program on our Cote First Nation property near Kamsack, Saskatchewan, where we expect to drill our first well this summer" he added.

Nordic Oil and Gas is a junior oil and gas exploration company, which is listed on the TSX Venture Exchange and trades under the symbol NOG.