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December 21, 2004

NORDIC OIL AND GAS LTD. ANNOUNCES SECOND CLOSING OF PRIVATE PLACEMENT OFFERING

WINNIPEG, MB. (December 21, 2004) - Mr. Donald Benson, Chairman and Chief Executive Officer of Nordic Oil and Gas Ltd. (the "Corporation"), today announced the second closing of the private placement offering of the Corporation (the "Offering") of up to 2,272,727 units of the Corporation. The Corporation issued 195,007 units (the "Units") at a price of $0.44 per Unit for aggregate gross proceeds of $85,803.08 to subscribers resident in the Provinces of Manitoba, Alberta and Ontario. Each Unit consisted of one Class A common share of the Corporation issued as a "flow-through share" within the meaning of the Income Tax Act (Canada) (a "Flow-Through Share") and one share purchase warrant (a "Warrant") which entitles the holder thereof to purchase one regular Class A common share of the Corporation at a price of $0.75 for a period of one year from the date of issuance. The Flow-Through Shares and Warrants (and any Class A common shares issuable upon exercise of the Warrants) are restricted from transfer for a period of four months in accordance with applicable securities law and the policies of the TSX Venture Exchange.

The first closing of the Offering was completed on December 15, 2004 when the Corporation issued 1,914,591 Units at a price of $0.44 per Unit for aggregate gross proceeds of $842,420.04 to subscribers resident in the Provinces of British Columbia, Alberta, Saskatchewan and Manitoba.

Wellington West Capital Inc. ("Wellington"), an independent investment dealer with offices across Canada, acted as lead agent to the Corporation with respect to the Offering and was paid a fee of $6,006.22 The Corporation also issued 13,650 broker warrants to Wellington, each broker warrant entitling the holder thereof to purchase one Class A common share of the Corporation at a price of $0.44 for a period of one year from the date of issuance.

The closing of the Offering is subject to the final approval of the TSX Venture Exchange.

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

For additional information, contact:

Donald Benson
Chairman & CEO
Nordic Oil & Gas Ltd.
Tel: 204-956-5042
Fax: 204-897-7154
E-mail: dbenson57@shaw.ca