Andover Ventures Inc.
TSX VENTURE : AOX

Andover Ventures Inc.

October 26, 2006 12:00 ET

Andover Acquires Sun Property/Announces Financing

VANCOUVER, BRITISH COLUMBIA--(CCNMatthews - Oct. 26, 2006) - ANDOVER VENTURES INC. (the "Company") (TSX VENTURE:AOX) is pleased to announce the signing of a letter of intent with an arms-length company, Hastings Base Metals Corp., to purchase 50% of the Sun Property located in the Ambler District, Alaska. Terms of the deal are as follows: Purchase price is Cdn $3,000,000 with a Cdn $300,000 non-refundable deposit due October 30th, 2006 and the balance due on November 10th, 2006.

Andover has also been granted a right of first refusal on the remaining 50% of the Sun Property for a period of 24 months from the date of closing for the sum of Cdn $10,000,000 in either cash or shares.

The SUN property, consisting of 25 state mining claims on the south flank of the Brooks Range in north central Alaska, is comprised of 13 SUN claims and 12 HOT claims. An important zinc-copper (silver) deposit first identified by Sunshine Mining Company in the early 1970's. Sunshine concluded a Partnership Agreement with Anaconda in 1975, resulting in the formation of the Ambler Mining Company with Anaconda as operator.

In 1976 Anaconda calculated the following "inferred resource"(1) for the Main Sun deposit:



--------------------------------------------------------------
TONS Cu Zn Ag Pb
--------------------------------------------------------------
12,500,000 1.8% 5.3% 2.6 opt 1.8%
--------------------------------------------------------------


In 1977 a preliminary feasibility study, commissioned by Anaconda, titled "Brooks Range Project Preliminary Mining Feasibility Study Volumes one to four" looked at the feasibility of developing all of Anaconda's Ambler district resources. Four ore bodies were included in the model. The report assumes the following SUN "inferred resource"(1):



------------------------------------------------------------------------
TONS Cu Zn Ag Pb
------------------------------------------------------------------------
Open Pit 2,399,000 1.93% 4.51% 2.39 opt 1.20%
------------------------------------------------------------------------
Underground 17,891,000 1.91% 4.46% 2.37 opt 1.18%
------------------------------------------------------------------------


In 1986 Cominco purchased all of the Ambler Mining Company and Anaconda Ambler District properties, including SUN and HOT. In 1988 Cominco reduced the property to its current size.

(1) As these resource estimates are historical and pre National Instrument 43-101 they have been restated as "inferred resources".

The historical resource estimates disclosed in this news release were not prepared in accordance with National Instrument 43-101. Mr. Mitchell has not done sufficient work to classify the historical estimate as current mineral resources or mineral reserves. The Company is not treating these historical estimates as current mineral resources or mineral reserves, as defined in National Instrument 43-101, and such resource estimates should not be relied upon.

The Company intends to prove up the past work done by Anaconda, Noranda and Teck Cominco in order to bring the property to National Instrument 43-101 standards. Following that Andover intends to move forward to bring the property towards a feasibility study.

To facilitate this transaction, the Company has engaged West Oak Capital Partners Inc. as its exclusive agent to raise $3,600,000 by way of a private placement of up to 7.2 million common share units at 50 cents per unit. Each unit comprises one common share of the company and one common share purchase warrant entitling the holder to purchase one common share at 60 cents for a period of 12 months after the closing date, then at 70 cents for an additional 12 months. West Oak Capital Partners Inc. will be paid a fee equal to 10.0 per cent of the gross proceeds raised from the offering.

The company is pleased to announce the addition of William T. Ellis to its advisory board. William Ellis is a B.Sc. in Geology from the Mackey School of Mines in 1972 and now a Certified Professional Geologist in Alaska. Bill brings 33 years of Alaskan experience to Andover, functioning as a successful project geologist exploring for most metal commodities. Major mining company experience includes Battle Mountain Gold, American Copper and Nickel, Sunshine Mining, and Anaconda Copper. More than half of his exploration career has been involved in managing exploration on native corporation lands. He has implemented complex, multi-year programs ranging from small remote reconnaissance camps through semi-permanent drill camps with multi-million dollar budgets.

Mr. Ellis will be the qualified person, as defined by National Instrument 43-101, for this project. Working with the Sunshine Mining Corp. in the early 1970's Mr. Ellis originally staked the Sun Prospect and then, with Sunshine and Anaconda, staked the entire Ambler District.

States Mr. Ellis " In my opinion, the Ambler District is the best, undeveloped, massive sulphide district in North America. I am very excited at the prospect of working with Andover on this project!"

Marvin Mitchell, P.Eng, director of Andover Ventures Inc and qualified person as defined by National Instrument 43-101, has approved the information contained in this release.

Andover Ventures, with its experienced management team, is committed to increasing shareholder value by acquiring and exploring quality mineral properties in Alaska.

ON BEHALF OF THE BOARD

Michael England, President


The TSX Venture Exchange has not reviewed nor does it accept responsibility for the adequacy or accuracy of this press release.

Contact Information

  • Andover Ventures Inc.
    Michael England
    President
    (604) 683-3995
    (604) 683-3988 (FAX)