Ecstall Mining and Mantle Resources reach agreement on take-over bid

    12G EXEMPTION No. 82-2647

    VANCOUVER, Jan. 30 /CNW/ - Ecstall Mining Corporation (TSX Venture: EAM)
("Ecstall" or the "Company") announces that it has reached an agreement with
Mantle Resources Inc. (TSX Venture: MTS) pursuant to which Ecstall has agreed
to support a revised take-over bid made by Mantle to acquire all of the
outstanding shares of Ecstall.
    Under a Support Agreement entered into January 29, 2007, Mantle has
agreed to increase its outstanding offer from 0.40 of a Mantle Share for each
Ecstall Share to 0.41 of a Mantle Share for each Ecstall Share and to extend
the expiry date of its Offer to 11:59 p.m. (Vancouver time) Friday, February
9, 2007. If Mantle's revised offer is successful, Ecstall also intends to
transfer at their book value certain non-core gold exploration properties to a
new company to be formed by Mr. Chris Graf, the CEO of Ecstall, in trust for
the benefit of the Ecstall shareholders.
    The board of directors of Ecstall has determined that the revised offer
is fair to Ecstall's shareholders and is in the best interests of Ecstall and
its shareholders and accordingly has agreed to recommend acceptance of
Mantle's revised offer. Westwind Partners Inc., financial advisors to Ecstall,
has provided an opinion to the board of Ecstall that the revised offer is
fair, from a financial point of view, to the shareholders of Ecstall.
    Under the Support Agreement, Ecstall has agreed to cease soliciting other
offers, subject to a limited right to consider an unsolicited offer that is a
superior proposal, subject to Mantle's right to match any such offer.
    Concurrently with entering into the Support Agreement, the directors of
Ecstall, including Messrs. Chris Graf and Clifford Frame, have entered into
agreements to tender their shares under and to support the offer.
    Ecstall has also terminated its Shareholder Rights Plan effective as of
the expiry of Mantle's offer. A Notice of Variation and Extension of Mantle's
offer and a Notice of Change to Ecstall's Directors' Circular providing
further details regarding the above will be mailed to all Ecstall shareholders
    Ecstall shareholders who have already tendered to Mantle's outstanding
offer do not need to take any further action to accept and receive the
additional consideration offered under Mantle's revised offer.
    For further information about the offer, Ecstall shareholders should
contact Georgeson Shareholder Communications Canada Inc., the information
agent under the offer, toll-free at 1-866-568-7419.

    About Ecstall Mining Corporation

    Ecstall is a Vancouver based mineral exploration and development company
that has been listed on the TSX-Venture Exchange since 1989 and trades under
the symbol "EAM". Ecstall's exploration and property acquisition efforts are
focused on polymetallic massive sulphide targets (VMS copper-zinc-gold and
Sedex zinc-lead-silver) in British Columbia and Alberta, as well as four
advanced gold projects in the Eskay Creek and South Okanagan areas of British
Columbia. Ecstall has an extensive portfolio of mineral properties, including
the Akie sedex zinc deposit, the adjacent Pie and Yuen sedex zinc projects and
about 60 km of other claims located along the prospective Gunsteel shale
within the Kechika Trough Zinc District of northern British Columbia.



    Caution Regarding Forward-Looking Statements

    Certain statements contained in this press release constitute
forward-looking statements or forward-looking information under applicable
Canadian securities legislation and are prospective in nature. These
statements are related to future events. All statements other than statements
of historical fact may be forward-looking statements or forward-looking
information. Forward-looking statements or forward-looking information are
often, but not always, identified by the use of words such as "seek",
"anticipate", "plan", "continue", "estimate", "expect", "may", "will",
"project", "predict", "potential", "targeting", "intend", "could", "might",
"should", "believe" and similar expressions and the negative of such
expressions. Statements concerning resource estimates also may be deemed to be
forward-looking statements or forward-looking information in that they involve
predictions of the mineralizations that will be encountered if and when a
deposit is developed and mined. Forward-looking statements and forward-looking
information involve known and unknown risks, uncertainties and other factors
that may cause actual results or events to differ materially from those
anticipated in such forward-looking statements or forward-looking information.
Forward-looking statements and forward-looking information are subject to a
variety of known and unknown risks, uncertainties and other factors that could
cause actual events or results to differ from those reflected in the
forward-looking statements or forward-looking information including, without
limitation: whether competing bids for Ecstall or other transactions emerge;
whether the conditions of any proposed transaction are met; uncertainty of
production at Ecstall's mineral exploration properties; risks related to
Ecstall's ability to commence production and generate material revenues or
obtain adequate financing for its planned exploration and development
activities; uncertainty of capital costs, operating costs, production and
economic returns; risks related to Ecstall's ability to finance the
development of its mineral properties; permitting risks and the need for
government cooperation in the development of the Akie property, as well as
other properties; risks and uncertainties relating to the interpretation of
drill results, the geology, grade and continuity of Ecstall's mineral
deposits; commodity price fluctuations and general economic conditions; risks
related to governmental regulations, including environmental regulations;
Ecstall's ability to attract and retain qualified management; mining and
development risks, including risks related to accidents, equipment breakdowns,
labour disputes or other unanticipated difficulties with or interruptions in
production; uncertainty related to unsettled aboriginal rights and title in
British Columbia; uncertainty related to title to Ecstall's mineral
properties; Ecstall's history of losses and expectation of future losses; and
increased competition in the mining industry.
    The Board of Directors believes that the expectations reflected in those
forward-looking statements or forward-looking information are reasonable, but
no assurance can be given that these expectations will prove to be correct and
such forward-looking statements or forward-looking information should not be
unduly relied upon. These statements speak only as of the date of this press
release. The Board of Directors does not intend, and does not assume any
obligations, to update these forward-looking statements or forward-looking
information, except as required by law.

    The TSX Venture Exchange has neither approved nor disapproved the
    contents of this press release.

For further information:

For further information: ECSTALL MINING CORPORATION, P.O. Box 20,
Wardner, BC, TELEPHONE: (604) 681-4402, FACSIMILE: (250) 429-3542, E-MAIL:, WEB SITE:

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