Gold Reserve Amends Shareholder Rights Plan
Gold Reserve Forms Independent Committee

SPOKANE, WA, Dec. 24 /CNW/ - Gold Reserve Inc. (TSX:GRZ - NYSE
Alternext:GRZ) announces that its Board of Directors has amended the
Shareholder Rights Plan adopted on January 29, 2006 and confirmed by
its shareholders on March 22, 2006 (the "Rights Plan"). The amendment
is effective immediately and will be presented for confirmation at
the next meeting of Gold Reserve shareholders.
The Rights Plan is amended by extending the definition
of "Permitted Bid"to include a bid by an entity which has
confidential information about Gold Reserve that has executed a
confidentiality and standstill agreement within three months prior to
the commencement of the bid. This amendment will further ensure that
all potential bids are made on a basis which is fair to all
bidders and to the shareholders of Gold Reserve.
Additionally, pursuant to the Rights Plan, the Board of Directors
has indefinitely extended the Separation Time (as defined in the
Rights Plan) triggered by the Non-Permitted Offer (as defined below).
Details of the amendment will be filed on SEDAR (www.sedar.com),
EDGAR (www.sec.gov), and on Gold Reserve's website at
www.goldreservinc.com.
In response to the unsolicited non-permitted offer by Rusoro
Mining Ltd. (TSX Venture Exchange:RML) announced on December 15, 2008
(the "Non-Permitted Offer"), the Gold Reserve Board of Directors has
formed an Independent Committee of the Board comprised of James H.
Coleman, Chairman of the Independent Committee, Jean Charles Potvin,
Chris D. Mikkelsen, and Patrick D. McChesney. In addition, the Board
has retained RBC Capital Markets and JP Morgan as financial advisors
and Fasken Martineau DuMoulin LLP and Baker & McKenzie LLP as legal
advisors in connection with this Non-Permitted Offer as well as other
expert advisors. The committee, together with its financial and
legal advisors, is reviewing the terms of the Non-Permitted Offer and
following that review the Board will make a recommendation that is in
the best interests of shareholders.

The Non-Permitted Offer does not expire until January 21, 2009.
Gold Reserve urges shareholders to wait for the Board to make its
recommendation before making a decision with respect to the Non-
Permitted Offer.

Doug Belanger, President of Gold Reserve stated, "We are amending
the shareholder rights plan to protect the rights of Gold Reserve
shareholders. The Independent Committee of the Board was formed to
ensure that shareholder rights are protected and that no potential
conflicts of interest arise in discharging this duty to shareholders."

Gold Reserve intends to advise its shareholders within the time
period required under applicable law whether the Board recommends
acceptance or rejection of the Non-Permitted Offer; expresses no
opinion and remains neutral toward such offer; or is unable to take a
position with respect to such offer and the reason(s) for its
position. After a Director's Circular and the Board's recommendation
with respect to the Non-Permitted Offer is filed, investors and
shareholders may obtain a copy of the Circular at www.sedar.com
or the recommendation statement from the United States Securities and
Exchange Commission at www.sec.gov. Questions can be directed to the
Company's information agent, Laurel Hill Advisory Group, at 1-888-295-
4655. Copies of these documents will also be available at no charge
from Laurel Hill Advisory Group. For the Company's periodic TSX
(SEDAR) or SEC (EDGAR) filings please visit our website at
www.goldreserveinc.com under the Investor Relations section.

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.