DEERFIELD, Ill.--(BUSINESS WIRE)--June 7, 2004-- CGI Holding Corporation (OTCBB:CGIH - News; the "Company") today announced that its WebSourced, Inc. subsidiary has acquired the assets of Engine Studio, Inc., Merritt Island, Florida. Engine Studio, Inc. has two popular brands, http://www.globalpromoter.com/ and http://www.turbopromoter.com/, both offering search engine marketing, web design and web application development. With the acquisition, WebSourced has added Turbo Promoter's comprehensive search engine knowledge-base and proprietary tools to its KeywordRanking services. Turbo Promoter currently has over 10,000 active users.

In the acquisition, the stockholders of Engine Studio received an aggregate of 40,000 shares of the Company's Common Stock, and have the right to earn up to 60,000 additional shares contingent upon the acquired assets achieving certain revenue milestones during the next two years.

Gerard M. Jacobs, the President and CEO of CGI Holding Corporation stated, "I consider this an important acquisition. The impending IPO of Google has generated tremendous media interest in the search engine marketing industry, and potential clients of WebSourced are increasingly showing an awareness of and appreciation for sophisticated search engine marketing expertise. Engine Studio has distinguished itself with a solid track record and outstanding results for its clients. Engine Studio's proprietary tools, combined with the creativity and technical skills of its President Jason Dowdell, will allow WebSourced to strengthen its already unparalleled service offerings. Jason Dowdell's decision to join our team also will undoubtedly help us in regard to several other on-going acquisition negotiations."

Engine Studio's clients vary from small businesses to fortune 500 companies.

Jason Dowdell, the company's founder and President stated, "I've been approached by numerous potential buyers, but I chose WebSourced because of their excellent management, unique corporate culture that is focused on the employee, its high level of service to their clients and customer satisfaction."

Steven "Pat" Martin, President and CEO of WebSourced, Inc. stated, "This is an exciting time in the growth of WebSourced. The addition of Engine Studio will continue to strengthen our position as the number one leader in search engine marketing. Engine Studio has over 10,000 active users of its sophisticated search engine marketing tools. We feel very confident that many of these users are ready to step-up to one of WebSourced's premiere marketing services. We are all looking forward to working with Jason Dowdell and his team."

CGI Holding Corporation, based in Deerfield, Illinois, currently has one subsidiary, WebSourced, Inc., Morrisville, North Carolina (see http://www.keywordranking.com/) which assists companies in marketing and advertising on Google, Yahoo, and other search engines.

Statements made in this press release that express the Company's or management's intentions, plans, beliefs, expectations or predictions of future events, are forward-looking statements. The words "believe", "expect", "intend", "estimate", "anticipate", "will" and similar expressions are intended to further identify such forward-looking statements, although not all forward-looking statements contain these identifying words. Those statements are based on many assumptions and are subject to many known and unknown risks, uncertainties and other factors that could cause the Company's actual activities, results or performance to differ materially from those anticipated or projected in such forward-looking statements. Other factors that could cause the Company's actual activities, results or performance to differ materially include risks and uncertainties relating to: existing and potential litigation; historical losses; likely inability to collect all monies owed to us; acquisitions financing, terms, conditions, and ability to close; volatile stock price; impending reverse stock split; integration of acquired businesses; managing growth; availability of skilled labor and key personnel; weak general economic and business conditions; competition; lack of long-term contracts; lack of brand awareness; client expectations; dependence upon the internet as a means for commerce; governmental regulation or taxation; inability to protect intellectual property; insider control; no dividends; Nevada laws that could discourage transactions involving the Company's stock; and other factors and risks discussed in the Company's filings with the Securities and Exchange Commission. The Company cannot guarantee future financial results, levels of activity, performance or achievements and investors should not place undue reliance on the Company's forward-looking statements. The forward-looking statements contained herein represent the judgment of the Company as of the date of this press release, and the Company expressly disclaims any intent, obligation or undertaking to update or revise such forward-looking statements to reflect any change in the Company's expectations with regard thereto or any change in events, conditions or circumstances on which any such statements are based.

---

Contact:

     CGI Holding Corporation, Deerfield
     Gerard M. Jacobs, 847-282-5005
     gjacobs@cgiholding.com