Gold Reserve comments on withdrawal of Rusoro offer



    SPOKANE, WA, Feb. 10 /CNW/ - Gold Reserve Inc. (NYSE Alternext: GRZ)
(TSX: GRZ) today issued the following statement in response to Rusoro Mining
Ltd.'s (TSX-V: RML) ("Rusoro") withdrawal of its unsolicited offer of December
15, 2008 to acquire all of the outstanding shares and equity units of Gold
Reserve:

    
    "We are pleased that Rusoro has withdrawn its offer and appreciate the
    support of our shareholders throughout this process. As we have said, we
    have valuable assets and are committed to ensuring that our shareholders
    receive full value for their investment in Gold Reserve."
    

    Gold Reserve Inc. is a Canadian company, which holds the rights to the
Brisas gold/copper project and the Choco 5 gold exploration property in
Bolivar State, Venezuela.

    FORWARD-LOOKING STATEMENTS

    This release contains forward-looking statements that may state Gold
Reserve's or its management's intentions, hopes, beliefs, expectations or
predictions for the future. In this release, forward-looking statements are
necessarily based upon a number of estimates and assumptions that, while
considered reasonable by management at this time, are inherently subject to
significant business, economic and competitive uncertainties and
contingencies. We caution that such forward-looking statements involve known
and unknown risks, uncertainties and other risks that may cause the actual
financial results, performance, or achievements of Gold Reserve to be
materially different from our estimated future results, performance, or
achievements expressed or implied by those forward-looking statements. While
certain statements in this release may be within the meaning of
"forward-looking statements" under Section 21E of the Securities Exchange Act
of 1934, as amended (the "Exchange Act"), the safe harbor provided by Section
21E of the Exchange Act does not apply to any forward-looking statements made
in connection with the Offer, including the forward-looking statements
contained in this release. Numerous factors could cause actual results to
differ materially from those in the forward-looking statements, including
without limitation, concentration of operations and assets in Venezuela;
corruption and uncertain legal enforcement; the outcome of any potential
proceedings under the Venezuelan legal system or before arbitration tribunals
as provided in investment treaties entered into between Venezuela, Canada and
other countries to determine the compensation due to Gold Reserve in the event
that Gold Reserve and the Venezuelan government do not reach an agreement
regarding construction and operation of the Brisas project, or the Brisas
project is transferred to the Venezuelan government and the parties do not
reach agreement on compensation; requests for improper payments; regulatory,
political and economic risks associated with Venezuelan operations (including
changes in previously established laws, legal regimes, rules or processes);
the ability to obtain, maintain or re-acquire the necessary permits or
additional funding for the development of the Brisas project; significant
differences or changes in any key findings or assumptions previously
determined by us or our experts in conjunction with our 2005 bankable
feasibility study (as updated or modified from time to time) due to actual
results in our expected construction and production at the Brisas project
(including capital and operating cost estimates); risk that actual mineral
reserves may vary considerably from estimates presently made; impact of
currency, metal prices and metal production volatility; fluctuations in energy
prices; changes in proposed development plans (including technology used); our
dependence upon the abilities and continued participation of certain key
employees; the prices, production levels and supply of and demand for gold and
copper produced or held by Gold Reserve or Rusoro; the potential volatility of
both Gold Reserve shares and Rusoro shares; the price and value of the Gold
Reserve notes; uncertainty as to the future value of Rusoro, Gold Reserve or
the combined company proposed by the Rusoro offer; the prospects for
exploration and development of projects by Gold Reserve or Rusoro; whether or
not an alternative transaction superior to the Rusoro offer will emerge; and
risks normally incident to the operation and development of mining properties.
This list is not exhaustive of the factors that may affect any of Gold
Reserve's forward-looking statements. Investors are cautioned not to put undue
reliance on forward-looking statements. All subsequent written and oral
forward-looking statements attributable to Gold Reserve or persons acting on
its behalf are expressly qualified in their entirety by this notice. Gold
Reserve disclaims any intent or obligation to update publicly or otherwise
revise any forward-looking statements or the foregoing list of assumptions or
factors, whether as a result of new information, future events or otherwise,
subject to its disclosure obligations under applicable rules promulgated by
the U.S. Securities and Exchange Commission (the "SEC").
    In addition to being subject to a number of assumptions, forward-looking
statements in this release involve known and unknown risks, uncertainties and
other factors that may cause actual results and developments to be materially
different from those expressed or implied by such forward-looking statements,
including the risks identified under "Important Note for U.S. Investors
Concerning Resource Calculations" as well as the risks identified in the
filings by Gold Reserve with the SEC and Canadian provincial securities
regulatory authorities, including Gold Reserve's annual information form for
the year ended December 31, 2007, dated March 31, 2008, and Gold Reserve's
Annual Report on Form 40-F for the fiscal year ended December 31, 2007 filed
with the SEC on March 31, 2008.





For further information:

For further information: Gold Reserve Inc., President, A. Douglas
Belanger, (509) 623-1500, Fax: (509) 623-1634, www.goldreserveinc.com; Dan
Katcher, Steve Frankel, Andi Salas, Joele Frank, Wilkinson Brimmer Katcher,
(212) 355-4449

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