Asquith Resources Inc. Enters Into an Agreement.

TORONTO--(BUSINESS WIRE)--Dec. 7, 1995--ASQUITH RESOURCES INC. (CANADIAN DEALING NETWORK:ASQH) Asquith Resources Inc. ("Asquith") said today that a change in control of Asquith took place yesterday pursuant to the terms of an agreement dated December 4, 1995 amongst United Reef Limited (URP-TSE) ("United Reef"), Conwest Exploration Company Limited ("Conwest") and John L. Tindale, President and a director of Asquith.

United Reef purchased from Conwest 2,671,207 common shares (the "Shares") of Asquith for $100,000. The Shares represent 51.34 percent of the issued and outstanding shares of Asquith.

As part of the transaction, Brian W. Hester and E.J. Atholl Murray resigned as directors of Asquith and Herman Becker-Fluegel and Michael D. Coulter were appointed as their replacements on the Board. Becker-Fluegel is a director of, and Coulter is the President and a director of United Reef. Kenneth W. Johnson, Vice President and a director of Asquith is the Exective Vice President and a director of United Reef. At the same time, Coulter was appointed as President of Asquith.

Asquith also said today that they have entered into an agreement (the "Exchange Agreement") to acquire all of the issued and outstanding shares of 1153731 Ontario Inc. ("Ontario"), being 1,002,456 shares (the "Ontario Shares"), on the basis of $0.50 for each Ontario Share, which shall be satisfied by the issuance of one common share of Asquith for each issued and outstanding share of Ontario. The Exchange Agreement will result in the issuance to the shareholders of Ontario of 1,002,456 common shares of Asquith. The completion of the Exchange Agreement is subject to regulatory approval.

Ontario is a private company which has no liabilities and two assets. The assets consist of (a) indebtedness of Asquith held by Ontario in the amount of $135,828 and (b) interests in two mining properties, the Tully Gold property and the Diana Mine property.

Ontario holds a 75 percent interest in the Tully Gold property which is comprised of 16 leased mining claims which are situated 25 miles northeast of Timmins, Ontario. Gold mineralization was first discovered on the property in 1969, however exploration did not start in earnest until ten years later. By 1982, exploration drilling had outlined reserves (probable & possible categories) of 370,650 tons grading 0.174 ounces of gold per ton. Drilling by Noranda Explorations in 1987 and 1988 successfully traced the gold mineralization to a depth of 800 feet below surface, where it appears to remain open to depth. The gold is associated with a complex system of quartz and quartz-carbonate veins, hosted in a zone up to 27 feet wide which has been traced by drilling over a strike length of roughly 1,700 feet. Free gold occurs within the quartz veins, whereas gold mineralization is associated with pyrite in quartz-carbonate veins. Asquith will be releasing its exploration and development plans for the property in the near future.

Ontario also holds a 100 percent interest in the Diana Mine property in southern Manitoba. The property is located approximately 135 miles northeast of Winnipeg, and is comprised of 15 mining claims covering some 4,090 acres. Gold was first discovered on the property in 1926, and by 1932 a total of 7,120 ounces of gold was produced from two quartz vein structures which were developed through a three compartment shaft to a depth of 776 feet. Only four drill holes have been completed in the area of the mine workings, returning gold assays up to 0.62 ounces of gold per ton over a core length of 2.5 feet.

The Diana Mine property is situated in the Rice Lake greenstone belt. Gold mineralization is associated with quartz-filled shear zones within gabbroic intrusives, and the shear structures have been traced by geophysics and surface sampling over a strike length of almost 4 miles. The Diana property is situated just 30 miles southeast of the San Antonio Gold Mine, which is presently being developed by Rea Gold Corporation of Vancouver, who recently announced commencement of mine construction, with full production scheduled to start in early 1997. Rea Gold has developed reserves at this former gold producer, of more than 3.5 million tons grading 0.282 ounces of gold per ton.

CONTACT: Michael D. Coulter/Kenneth W. Johnson, [phone]