Gabriel Resources Ltd. to Amend Shareholder Rights Plan to Provide Greater Flexibility for Future Equi by 24hgold

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Gabriel Resources Ltd.
TSX:	GBU

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January 26, 2009
Gabriel to Amend Shareholder Rights Plan to Provide Greater Flexibility for Future Equity Offerings
TORONTO, ONTARIO--(Marketwire - Jan. 26, 2009) - Gabriel Resources Ltd. (TSX:GBU) ("Gabriel" or the "Company") announced today that its Board of Directors (the "Board") has approved an amendment to the Company's Shareholder Rights Plan (the "SRP") which now must be approved by the shareholders of Gabriel through a shareholder vote. The amendment to the SRP is being made to provide greater flexibility and certainty that future equity offerings are successful during this period of global financial and economic crisis. The President and Chief Executive Officer of Gabriel, Alan R. Hill said "While Gabriel remains well capitalized today, finishing 2008 with over $70 million in cash and short-term investments, the anticipated restart of the permitting process for our Rosia Montana Project will increase the level of activity and expenditure rate as we move through permitting into construction. As such, this amendment to our shareholder rights plan offers greater flexibility for equity offerings so that our near term momentum can continue." Background on Shareholders Rights Plan The SRP was originally approved by the Board and the shareholders of Gabriel in 2000 and was subsequently re-approved by the shareholders in 2003 and 2006. The primary objective of the SRP is to provide Gabriel's Board with sufficient time to explore and develop alternatives for maximizing shareholder value if a take-over bid is made for Gabriel and to provide every shareholder with an equal opportunity to participate in such a bid. The SRP encourages a potential acquirer to proceed either by way of a Permitted Bid (as defined in the SRP), which requires the take-over bid to satisfy certain minimum standards designed to promote fairness, or with the concurrence of the Board. The current SRP provides very limited exemptions to allow any shareholder to hold in excess of 20% of the outstanding shares of the Company (the "20% Threshold") and provides effectively no discretion to the Board to waive the application of the SRP in such circumstances. Proposed Amendment to Shareholder Rights Plan The proposed amendment to the SRP (the "SRP Amendment") would change the definition of "Exempt Acquisition" to allow a shareholder to exceed the 20% Threshold as a consequence of participating in an equity offering of securities from treasury for the purpose of financing the business and affairs of Gabriel. The Company has three shareholders holding just under the 20% Threshold, each of whom has been supportive of the Company. This proposed amendment could result in one or more of these shareholders acquiring in excess of the 20% Threshold at the Board's discretion. The Board is of the view that in light of the current global financial and economic crisis, and further capital requirements facing Gabriel, the SRP Amendment provides greater flexibility and certainty that future equity offerings are successful. The SRP Amendment is necessary to ensure continued advancement of the Rosia Montana Project and maximize value for all shareholders, while at the same time, continuing to provide protection to minority shareholders in the context of any take-over bid for Gabriel. Date of Special Shareholder Meeting A special meeting of shareholders has been called for March 5, 2009. In order to be effective, the SRP Amendment must be approved by a simple majority of the votes cast by shareholders at the special meeting. About Gabriel Resources Ltd. / Rosia Montana Gold Corporation Gabriel Resources Ltd. is a Canadian based resource company committed to responsible mining and sustainable development in the communities in which it operates. Gabriel is currently engaged in the exploration and development of mineral properties in Romania and is presently engaged in the development of its 80% owned Rosia Montana gold project. For more information please visit the Company's website at www.gabrielresources.com. To date, Gabriel Resources has invested over USD 350 million, through RMGC, and plans to spend more than USD 2.5 billion in Romania over the 16 year mine life to develop and operate the Rosia Montana Project. For more information, please visit the Rosia Montana Gold Corporation website, www.rmgc.ro. Forward-Looking Statements: This press release contains forward-looking statements that are based on the Company's current expectations and estimates. Forward-looking statements are frequently characterized by words such as "plan," "expect," "project," "intend," "believe," "anticipate", "estimate" and other similar words or statements that certain events or conditions "may" or "will" occur, and include, without limitation, statements regarding the closing of the Offering and the Company's plans with respect to the exploration and development of its projects. Such forward-looking statements involve known and unknown risks, uncertainties and other factors that could cause actual events or results to differ materially from estimated or anticipated events or results implied or expressed in such forward-looking statements. Any forward-looking statement speaks only as of the date on which it is made and, except as may be required by applicable securities laws, the Company disclaims any intent or obligation to update any forward-looking statement, whether as a result of new information, future events or results or otherwise. Forward-looking statements are not guarantees of future performance and accordingly undue reliance should not be put on such statements due to the inherent uncertainty therein. The Toronto Stock Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of this release and the information contained herein.

CONTACT INFORMATION:

Gabriel Resources Ltd.
416-955-9200
Fax: (416) 955-4661
Email: info@gabrielresources.com
Website: www.gabrielresources.com

INDUSTRY: Manufacturing and Production - Mining and Metals

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