TORONTO, ONTARIO, May 20, 2008 (Marketwire via COMTEX) ----Willowstar Capital Inc. ("Willowstar") (TSX VENTURE:WWM.P) is pleased to announce that is has entered into an agreement dated as of May 20, 2008 for the acquisition of Takatu Minerals Ltd. ("Takatu"), a company existing under the laws of British Columbia. Takatu, through its wholly owned subsidiaries, is a mineral resource company holding five projects covering over 33,000 square kilometres in the country of Guyana which are prospective for gold and uranium mineralization. These five projects consist of (i) one 100% owned reconnaissance permit granted by the government of Guyana, known as the East Omai property, which is prospective for gold and base metal mineralization and covers an area of approximately 7,303 square kilometres; (ii) three 100% owned reconnaissance permits granted by the government of Guyana, known as the Amakura, Takatu and Muruwa properties, which are each prospective for uranium mineralization and cover an aggregate area of approximately 32,480 square kilometres; and (iii) the property known as the West Omai Project with an area of approximately 826 square kilometres in which Takatu holds three large scale prospecting permits and other interests pursuant to five separate agreements with arm's length third parties as follows: (A) three agreements pursuant to which Takatu holds a 100% interest in an aggregate of 152 medium scale permits; (B) one agreement pursuant to which Takatu has been granted the option to earn a 100% interest in 41 small scale claims, two medium scale permits and one large scale mining license; and (C) one agreement pursuant to which Takatu has been granted the option to earn a 90% interest in nine small scale claims, 27 medium scale permits and one large scale prospecting permit.

An aggregate of approximately $589,000 has been spent by Takatu in connection with the exploration of its properties to date, in addition to approximately $570,000 incurred by Takatu in connection with the acquisition of such properties. It is also estimated that an additional $5,000,000 was incurred in exploration expenditures by unrelated parties on such properties prior to their acquisition by Takatu. As at March 31, 2008, the unaudited financial statements of Takatu reflect no revenue, no significant liabilities, and total assets of approximately $1,525,000.

In anticipation of the transaction, Willowstar proposes to complete a share consolidation of all of its currently issued and outstanding common shares on the basis of one new share for two old ones (subject to the receipt of shareholder and regulatory approval). Following such share consolidation, in accordance with the terms of its agreement with Takatu and subject to completion of satisfactory due diligence and receipt of applicable regulatory and shareholder approvals, Willowstar intends to acquire all of the issued and outstanding common shares of Takatu in exchange for common shares of Willowstar on a 1:1 basis. In connection with the transaction, all convertible securities of Takatu will also become exercisable and entitle the holders to acquire common shares of Willowstar in lieu of common shares of Takatu, on the same terms and subject to the same conditions. The transaction has an approximate ascribed acquisition value of $10,100,000.

Willowstar intends to make this proposed acquisition of Takatu its qualifying transaction under Policy 2.4 of the TSX Venture Exchange (the "TSXV"). The proposed qualifying transaction, if completed, will result in a change of control of Willowstar.

A condition precedent to the closing of the transaction is that Takatu shall have completed a financing involving the issuance of a minimum of 6,000,000 and a maximum of 10,000,000 subscription receipts (the "Subscription Receipts"), each such Subscription Receipt automatically converting into one unit (each a "Takatu Unit") in certain circumstances, including upon the completion of the transaction. The Subscription Receipts will be issued at a price of $0.50 per Subscription Receipt to raise gross proceeds of a minimum of $3,000,000 and a maximum of $5,000,000. Each Takatu Unit will consist of one common share of Takatu and one-half of one share purchase warrant (each whole warrant, a "Takatu Warrant"). Each Takatu Warrant will entitle the holder thereof to acquire one additional common share of Takatu at a price of $0.60 per share for a period of two years from the date of listing (or three years in the event that Willowstar is classified as a Tier 1 issuer by the TSXV). The financing is expected to be completed in part on a non-brokered and in part on a brokered basis. Pope & Company Limited ("Pope") has been engaged by Takatu to act as agent with respect to the brokered portion of the offering, and will receive (i) a cash commission equal to 8% of the gross proceeds raised in the financing, and (ii) broker warrants to acquire such number of Takatu Units as is equal to 8% of the aggregate number of Subscription Receipts sold in the financing, at an exercise price of $0.50 per Takatu Unit, for a period of 24 months following the completion of the acquisition of Takatu by Willowstar.

As a result of the proposed share consolidation of Willowstar, it is anticipated that immediately following the closing of the transaction with Takatu (and assuming that the Subscription Receipt financing is fully subscribed), an aggregate of 34,616,625 common shares of Willowstar will be issued and outstanding, of which it is anticipated that 20,200,000 common shares will be held by former Takatu shareholders (at a deemed price of $0.50 per share), 3,116,625 common shares will be held by existing Willowstar shareholders, 10,000,000 common shares will be held by purchasers of the Subscription Receipts, and 1,300,000 common shares will be issued in consideration of certain transaction and other fees. In addition, up to a further 7,300,000 common shares of Willowstar will be reserved for issuance pursuant to outstanding convertible securities, together with additional common shares issuable upon the exercise of broker's warrants issued in the Subscription Receipt financing. An additional 2,500,000 stock options are also proposed to be granted to the directors and officers of Willowstar following the closing of the transaction, at an exercise price of $0.50 per share.

Following the closing of the transaction, it is expected that Messrs. Dominic O'Sullivan, John Hannaford, Richard Monti, William McLucas and Leslie Gord will be directors of Willowstar, Mr. Dominic O'Sullivan will be President and Chief Executive Officer and Mr. John Fong will be Chief Financial Officer.

Dominic O'Sullivan is a geologist with over 18 years experience working for various mining and exploration companies in developing countries including Burkina Faso, Ghana, Jamaica and Guyana. Mr. O'Sullivan also has experience in corporate governance at senior management level, having formerly served as Country Director for TransGlobal Limited in Ghana. Mr. O'Sullivan graduated with honours from the University of Sydney with a BSc degree in geology and has been significantly involved in several important discoveries including the greater than 6 million ounce Plutonic Deeps gold discovery (the hidden extensions of the Plutonic Gold Mine) and the 200,000 ounce Santreso gold discovery near Konogo, Ghana.

John Hannaford is a Chartered Accountant who has worked in various administrative, corporate and strategic financial roles within the resource sector in Australia, Asia and Europe. Mr. Hannaford was a founding director of Chariot Resources Limited from 2001 to 2005, and is a founder of Ventnor Capital Pty Ltd. ("Ventnor Capital") which provides specialist corporate advice to companies within the resource sector. Mr Hannaford is a Fellow of the Financial Services Institute of Australasia, an Associate of the Institute of Chartered Accountants in Australia and holds a Bachelor of Commerce Degree.

Richard Monti has qualifications in Geology and Finance and has gained broad experience over a twenty year career working in the technical, corporate, marketing and financial fields of the international exploration and mining industry. Mr Monti has worked for a number of international and Australian companies and is a founding director of Ventnor Capital. He also holds positions on the boards of directors of a number of Australian Stock Exchange listed and private mining companies.

John Fong is a Certified General Accountant (Canada), with over 10 years of experience in the mining and oil and gas industry. Mr. Fong has extensive experience in financial reporting and accounting matters. Prior to joining Takatu, Mr. Fong worked with Grove Energy Limited and Pan American Silver Corp.

William McLucas is a former stock broker and fund manager who has over 20 years of experience in exploration, mine development and production of gold and base metals in many countries including Australia, Bolivia, South Africa and Kazakhstan. Mr. McLucas presently serves as chairman of Luzon Minerals Limited (TSX V), director of Longview Capital Partners Inc. (TSX), director of Oriental Minerals Inc. (TSX V) and chairman of Terra Nova Minerals Inc. (TSX V).

Leslie Gord is a partner with the law firm of Gowling Lafleur Henderson LLP. Mr. Gord practices securities and corporate law with a focus on corporate finance, mergers and acquisitions, and capital reorganizations. Mr. Gord has been recognized by Lexpert as one of the 19 lawyers who are included in its list of the best mining lawyers in Canada. He has also been recognized in The Best Lawyers in Canada. Mr. Gord was called to the Ontario Bar in 1973 after graduating with an LLB from the University of Toronto Law School and received an LLM from Osgoode Hall Law School in 1981. He is a member of the Canadian and Ontario Bar Associations as well as the International Bar Association.

John Gee is also expected to be an insider of Willowstar following the transaction. Mr. Gee is a founder of Takatu and has over 18 years of industry experience in the construction of medium sized (40-200 tph) mineral processing plants. Mr. Gee has been involved in the design and construction of mineral processing plants in environments as diverse as North Korea, Jamaica, Indonesia and Australia with the most recently completed project being Costerfield in the State of Victoria, Australia.

The current principal shareholders of Takatu are Riverview Corporation Pty Ltd. (a company controlled by John Hannaford), Greatcity Corporation Pty Ltd. (a company controlled by Richard Monti), Whithorn Nominees Pty Ltd. (a company controlled by Morgan Barron), Joshua Scott Ward, Cadex Petroleum Pty Ltd. (a company controlled by John Tarrant), W.P. Books ATF the Brooks Superannuation Fund, Javelin Minerals Inc. (a company controlled by Dominic O'Sullivan), Goornong Gees Mining Ltd. (a company controlled by John Gee), Auscan Assets Limited (a company controlled by Alex Black), and Pinetree Resource Partnership (a partnership controlled by Pinetree Capital Ltd.), which principal shareholders presently hold in the aggregate approximately 83% of the issued and outstanding shares of Takatu. The balance of approximately 17% of the issued and outstanding shares of Takatu are presently held by 11 arm's length shareholders. There is not anticipated to be any cross-ownership of any securities of Willowstar held by any of the current shareholders of Takatu prior to the completion of the transaction, other than as follows: (i) Messrs. O'Sullivan, Monti, Hannaford and Gord will be permitted to purchase an aggregate of 1,333,333 common shares of Willowstar from the current founders of Willowstar at a purchase price of $0.075 per share (being the original issue price thereof), which common shares are currently held in escrow pursuant to the requirements of the TSXV, and (ii) an aggregate of 299,999 stock options of Willowstar currently outstanding will be exercised, and the underlying common shares sold to Messrs. O'Sullivan, Monti, Hannaford and Gord at a price of $0.15 per share.

Sponsorship may be required by the TSXV in connection with the proposed transaction and, if so, it is anticipated that Pope will act as sponsor. An agreement to sponsor should not be construed as any assurance with respect to the merits of the transaction or the likelihood of completion.

Completion of the transaction is subject to a number of conditions, including the approval of both the TSXV of the requisite majority vote of shareholders of Willowstar. In this regard, Willowstar proposes to hold a meeting of its shareholders to approve the consolidation of the issued and outstanding common shares of Willowstar on a 1 for 2 basis, and a name change, among other matters. The transaction cannot close until the required shareholder and regulatory approvals are obtained. There can be no assurance that the transaction will be completed as proposed or at all.

Investors are cautioned that, except as disclosed in the filing statement to be prepared in connection with the transaction, any information released or received with respect to the proposed qualifying transaction may not be accurate or complete and should not be relied upon. Trading in the securities of a capital pool company should be considered highly speculative.

Forward-Looking Statements

Certain information set forth in this news release may contain forward-looking statements that involve substantial known and unknown risks and uncertainties. These forward-looking statements are subject to numerous risks and uncertainties, certain of which are beyond the control of Willowstar, including, but not limited to, the impact of general economic conditions, industry conditions, dependence upon regulatory and shareholder approvals and the uncertainty of obtaining additional financing. Readers are cautioned that the assumptions used in the preparation of such information, although considered reasonable at the time of preparation, may prove to be imprecise and, as such, undue reliance should not be placed on forward-looking statements.

SOURCE: Willowstar Capital Inc.

Willowstar Capital Inc. William McLucas President and Chief Executive Officer 44 131 319
   1910 44 131 319 1954 (FAX) Takatu Dominic O'Sullivan President and Chief Executive Officer (592) 222-3065 (592) 665-1198 (FAX)
   

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