Eagle Plains Resources Ltd. and Miner River Resources Ltd. Propose to Amalgamate

Cranbrook, B.C.: The board of directors of Eagle Plains Resources Ltd. (EPL:ASE) and Miner River Resources Ltd. (MRG:ASE) wish to announce that they have reached an agreement in principal to amalgamate under the name "Eagle Plains Resources Ltd.". It is anticipated that the effective date of the amalgamation will be December 31, 1998.

Under the proposed terms of the amalgamation, holders of Eagle Plains common shares will receive one common share of the amalgamated corporation for each common share of Eagle Plains held. Holders of Miner River common shares shall receive between 1.15 and 1.20 common shares of the amalgamated corporation for each common share of Miner River held. There are presently 8,007,975 common shares of Eagle Plains and 5,448,508 common shares of Miner River issued and outstanding on a non-fully-diluted basis. The exact share exchange ratio and the completion of the amalgamation will be subject to normal due diligence, including a final assessment as to each of the companies relative financial position, and receipt of all regulatory and shareholder approvals by both Eagle Plains and Miner River.

The directors of the amalgamated corporation shall be as follows:
Timothy J. Termuende
John J. Barclay
Glen J. Diduck.

The officers of the amalgamated corporation shall be as follows:
Timothy J. Termuende, President
Darren B. Fach, Corporate Secretary
Carol T. McDonald, Assistant Secretary

The amalgamated corporation shall also have an Advisory Board which shall consist initially of Robert Termuende.

Eagle Plains and Miner River each have a 50% interest in 18 Canadian mineral properties. Of these, 5 are located in southeast British Columbia. The British Columbia targets consist of Sullivan-type "sedex" mineralization ie. lead, zinc, and silver. One property, Greenland Creek, was optioned to Kennecott Canada Exploration Inc. in January, 1999. The option agreement provides that Kennecott may earn a 60% interest in the 247 claim (15,000 acre) property by spending $2,000,000 in exploration and making cash payments of $310,000 over a 4 year period. Kennecott made an initial cash payment of $70,000 to the companies in January, 1999.

Thirteen properties are located in the Yukon Territory. These include 10 gold projects located within the Tintina Gold Belt. One property, McQuesten (formerly Wayne), was optioned to Viceroy Resource Corporation in 1997. By spending $1,000,000 on exploration and making cash payments of $310,000 by October 31, 2001 Viceroy may earn a 70% interest in the property. To date, Viceroy has spent $490,000 on the McQuesten project and made payments of $70,000 to the companies. The targets for the other 3 Yukon properties are volcanogenic massive sulphide (VMS) mineralization.

Additionally, Eagle Plains has a 100% interest in the Rusty Springs property located in northwest Yukon. This 541 claim (27,460 acre) silver and base metal prospect is optioned to CanAustra Resources Ltd. The option agreement requires CanAustra to complete a $350,000 exploration program by June 30, 1999.

Eagle Plains Resources
" Robert W. Termuende"

Miner River Resources
" Tim J. Termuende"