TORONTO, June 2 /CNW/ - ACADEMY CAPITAL CORP. (TSXV: ACY.P) ("Academy"), a Capital Pool Company, is pleased to announce that Baymount Corporation ("Baymount"), through a wholly-owned subsidiary, has entered into an agreement to purchase a property near Brandon, Manitoba on which it intends on building its Wheat City Horse Park project. As previously announced, Academy has agreed to purchase all of the issued and outstanding shares of Baymount.

Baymount, through its wholly owned subsidiary, Wheat City Horse Park Corporation ("WCHPC"), is working with the Wheat City Horse Park Committee, Manitoba Standardbreds Sires and Breeders Association and the Manitoba Harness Horsemen Incorporated to establish and develop a proposed racetrack and gaming facility, in Brandon, Manitoba.

To this end, 6356478 Canada Inc. ("CanadaCo"), a wholly owned subsidiary of Baymount, entered into an agreement to purchase approximately 530 acres (the "Land") in the R.M. of Elton, Manitoba, for $3,100,000, subject to due diligence and other conditions. CanadaCo provided a deposit of $35,000, with an additional $20,000.00 being due upon the satisfaction or waiver of the Purchaser's conditions (no later than November 15, 2005), and the balance on closing. Closing must take place no later than December 15, 2005.

The Land borders the City of Brandon, Manitoba's second largest city, and is adjacent to the Brandon Airport. The Land is also approximately 90 kilometers from a twenty-four hour U.S. border crossing south of Boissevain.

The R.M. of Elton has had a varied history of commerce over the years, but has always been predominately an agricultural area. The R.M. of Elton today is a mixture of agricultural and residential areas, with the largest residential component located north of the City of Brandon.

About Academy

Academy and Baymount have entered into a Share Exchange Agreement whereby Academy will acquire all of the issued and outstanding securities of Baymount, which transaction is proposed to be Academy's qualifying transaction pursuant to the policies of the TSX Venture Exchange (the "Exchange"). Academy and Baymount are preparing an Initial Filing Statement for submission to, and review by, the Exchange.

About Baymount

Founded in 2003, Baymount has made strategic investments within the equine industry. Baymount has an agreement with the Belleville Agricultural Society to build a facility to relocate the Quinte Exhibition and Raceway in Belleville. Through its wholly owned subsidiary, WCHPC, Baymount is also pursuing a standardbred racing license for the development of a new track in Brandon, Manitoba.

Baymount also has the exclusive right to market Instant Racing across Canada. Instant Racing is a patented electronic horseracing and pari-mutuel wagering system that emulates the very successful slot machine experience. The product is successfully introducing horseracing to non-core customers in the United States.

Baymount also is the owner of the FasTrack information product, a proprietary horseracing information product with an easy-to-use design that can be used to introduce new fans to the sport of horseracing.

Other Information

Completion of the Qualifying Transaction is subject to a number of conditions including, but not limited to, the satisfaction of the minimum listing requirements of the Exchange and Exchange approval of the Qualifying Transaction. There can be no assurance that the Qualifying Transaction will be completed as proposed, or at all. The Qualifying Transaction will be an arms' length transaction.

Investors are cautioned that, except as disclosed in the management information circular or filing statement to be prepared in connection with the transaction, any information released or received with respect to the 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.

The Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of this release. The Exchange has in no way passed upon the merits of the proposed transaction and has neither approved nor disapproved of the contents of this release.

For further information please contact:

Mr. Graham Simmonds,
President, Baymount Corporation,
(416) 979-2881 x223, (416) 979-6708 (fax), graham@baymountcorp.com

Mr. Yoel Altman,
President, Academy Capital Corp.,
(416) 625-1015, (416) 322-5607 (fax), yaltman@sympatico.ca