Eden Roc and Anglo American Finalize Joint Venture Agreement

Business Wire, Jan 5, 1999

TORONTO--(BUSINESS WIRE)--Jan. 5, 1999--Eden Roc Mineral Corp ("Eden Roc")(TSE:EDN.) is pleased to announce that it has entered into a Joint Venture with Anglo American Corp. of South Africa Limited ("Anglo American").

The Joint Venture covers all of the Cote d'Ivoire Properties ("Properties") of Eden Roc and was the subject of the previously announced Letter of Intent which was entered into in June 1998. Under the Joint Venture Agreement, Anglo American can earn a 60% undivided interest in the Properties by completing a pre-feasibility study within a four (4) year period from the signing of the Agreement.

In parallel with the conclusion of the Agreement, Eden Roc has reached an agreement in principle with SODEMI whereby Eden Roc will immediately acquire all rights and interests held by SODEMI in the Properties for a total net consideration of US $1,450,000. Eden Roc will pay SODEMI US $250,000 upon reissuance by the Government of Cote d'Ivoire of all the Exploration Permits for the sole benefit of the Joint Venture between Eden Roc and Anglo American. The balance of US $1,200,000 will be paid to SODEMI as follows:

-- US $450,000 upon the completion of a positive pre-feasibility

study. -- US $450,000 upon the completion of a positive feasibility study. -- US $300,000 when the first gold pour occurs.

N.M. Rothschild & Sons ("Rothschild") has agreed to loan Eden Roc, for a period ending June 30, 1999, the US $250,000 required to make the initial payment to SODEMI. The other terms and conditions of the loan are generally governed by the existing Credit Agreement. Eden Roc is pleased with the SODEMI Agreement since the majority of the payments are linked to the future development and success of the project. It is anticipated that the Permits covering the same area as the Permits currently held by Eden Roc will be issued during the month of January 1999.

We can now look forward to the resumption of the exploration work under the guidance of Anglo American, a leading international gold company.

Marshall Minerals Corp. (TSE:MMC.), which owns 21,751,000 shares (45%) of Eden Roc, will continue to provide support and assistance to Eden Roc while it searches for a project that will enable it to rejoin the ranks of the producers.