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Overlord Announces Private Placement to Insider

CALGARY, Mar 29, 2005 - Overlord Financial Inc. (TSX Venture: OFI) (the "Corporation") announces the closing of a non-brokered private placement financing. Gross proceeds of $2,000,000 have been received in return for the issuance of 5,000,000 units at a price of $0.40 per unit. Each unit is comprised of one common share and one-fifth of one common share purchase warrant. Each common share purchase warrant will entitle the holder to acquire one common share of the Corporation at a price of $0.60 on or before March 28, 2006.

All of the common shares and any common shares issued upon exercise of the warrants are subject to a hold period and may not be traded until July 30, 2005, except as permitted by Canadian securities legislation and the TSX Venture Exchange.

No bonus, finder's fee, commission or agents options have or will be paid in connection with the private placement.

A private corporation is the sole purchaser of the units issued under the private placement. Kirk Purdy, an officer of Juno Canada Holdings Ltd., a wholly-owned subsidiary of the Corporation, is the sole shareholder of the purchaser. Following this acquisition, Mr. Purdy will own or indirectly control, 5,175,000 common shares, or 11.7% of the issued and outstanding common shares of the Corporation. If all of the 1,000,000 warrants held by Mr. Purdy are exercised, his direct and indirect ownership of common shares of the Corporation will be approximately 13,7% of the issued and outstanding common shares of the Corporation.

The insider private placement was reviewed by the independent directors of the Corporation who determined that the terms of the private placement were reasonable in the circumstances of the Corporation. This insider private placement is exempt from the valuation and minority approval requirements of OSC Rule 61-501, since the fair market value of the insider private placement is less than 25% of the market capitalization of the Corporation.

The Corporation intends to use the proceeds of the financing for general working capital and to advance its current business plans that encompass both Canadian and overseas investment markets.

Mr. Purdy has advised that he has no present intention to acquire ownership of, or control over, additional securities of the Corporation at this time except in respect of the possible exercise of outstanding warrants.

The closing price on the TSX-V of the Corporation shares on Monday, March 28, 2005, the last trading day prior to this private placement, was $0.40.

Overlord Financial Inc. is a Canadian specialty fund manager focused on providing all classes of investors in Canada and throughout the world with anew generation of investment vehicles offering superior rates of return, preservation of capital, liquidity, and capital appreciation.

For further information concerning this press release, please contact:

Marcel Tremblay
Chairman, President and CEO
Overlord Financial Inc.
(403) 770-4805

Larry Titley
Vice President and CFO
Overlord Financial Inc.
(403) 770-4808

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