Early warning report filed pursuant to National Instrument 62-103 re: Avnel Gold Mining Limited



    TORONTO, March 31 /CNW/ -

    
    1.  Name and address of the offeror:

        This report is being filed on behalf of: Elliott Associates, L.P. and
        its wholly-owned subsidiaries including The Liverpool Limited
        Partnership (collectively, "Elliott Associates"), Elliott
        International, L.P. ("Elliott International"), and Elliott
        International Capital Advisors Inc. ("International Advisors" and,
        collectively with Elliott Associates and Elliott International, the
        "Offeror").

        The business addresses of Elliott Associates, Elliott International
        and International Advisors are as follows:

        Elliott Associates and International Advisors:

        712 Fifth Avenue
        36th Floor
        New York, New York
        USA 10019

        Elliott International:

        c/o Maples & Calder
        P.O. Box 309, Ugland House
        South Church Street
        George Town, Cayman Islands
        British West Indies

    2.  Designation and number or principal amount of securities and the
        offeror's securityholding percentage in the class of securities of
        which the offeror acquired ownership or control in the transaction or
        occurrence giving rise to the obligation to file the news release,
        and whether it was ownership or control that was acquired in those
        circumstances:

        On March 31, 2008 the Offeror agreed to purchase an aggregate of
        5,042,857 common shares (the "Common Shares") of Avnel Gold Mining
        Limited (the "Company") at a price of Cdn.$0.35 per Common Share and
        for a total consideration of Cdn.$1,765,000 pursuant to subscription
        agreements with the Company.

    3.  Designation and number or principal amount of securities and the
        Offeror's security holding percentage in the class of securities
        immediately after the transaction or occurrence giving rise to the
        obligation to file the news release:

        Following the transaction described in Item 2, the Offeror will hold
        40,170,735 Common Shares, representing approximately 55.8% of the
        outstanding Common Shares.

    4.  Designation and number or principal amount of securities and the
        percentage of outstanding securities of the class of securities
        referred to in paragraph No. 3 over which

        (a) the Offeror, either alone or together with any joint actors, has
        ownership and control:

        40,170,735 Common Shares, representing approximately 55.8% of the
        outstanding Common Shares.

        (b) the Offeror, either alone or together with any joint actors, has
        ownership but control is held by other persons or companies other
        than the offeror or any joint actor:

        None.

        (c) the Offeror, either alone or together with any joint actors, has
        exclusive or shared control but does not have ownership:

        None.

    5.  Name of the market where the transaction or occurrence that gave rise
        to the news release took place:

        N/A - private placement subscriptions.

    6.  Purpose of the Offeror and any joint actors in effecting the
        transaction or occurrence that gave rise to the news release,
        including any future intention to acquire ownership of, or control
        over, additional securities of the reporting issuer:

        The acquisitions were made in the ordinary course of the Offeror's
        investment activities. Other than certain additional shares which may
        be issued to the Offeror by the Company from time to time in
        satisfaction of interest payments, the Offeror has no current plan or
        proposal which relates to, or would result in acquiring additional
        ownership or control over the securities of the Company. The Offeror
        may or may not purchase or sell securities of the Company in the
        future on the open market or in private transactions, depending on
        market conditions and other factors material to the Offeror's
        investment decision.

    7.  The general nature and the material terms of any agreement, other
        than lending arrangements, with respect to securities of the
        reporting issuer entered into by the Offeror, or any joint actor, and
        the issuer of the securities or any other entity in connection with
        the transaction or occurrence giving rise to the news release,
        including agreements with respect to the acquisition, holding,
        disposition or voting of any of the securities:

        None.

    8.  Names of any joint actors in connection with the disclosure in this
        news release and report of acquisition:

        Paul E. Singer ("Singer"), Elliott Capital Advisors, L.P., a Delaware
        limited partnership, which is controlled by Singer, and Elliott
        Special GP, LLC, a Delaware limited liability company, are the
        general partners of Elliott Associates. Hambledon, Inc.
        ("Hambledon"), which is controlled by Singer, is the general partner
        of Elliott International. International Advisors, which is controlled
        by Singer, is the investment manager for Elliott International. The
        Liverpool Limited Partnership, a Bermuda limited partnership, is a
        subsidiary of Elliott Associates.

    9.  The nature and value of the consideration paid by the Offeror:

        See Item 2 above.

    10. Description of any change in any material fact set out in a previous
        report filed in connection with the subject securities:

        See Item 2 above.
    





For further information:

For further information: Jonas Rydell, Tel. No.: +44 20 7518 1823

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