Avion Gold Corporation
TSX VENTURE : AVR

Avion Gold Corporation

May 12, 2009 17:00 ET

Avion Resources Acquires 16% Stake in Midlands Minerals Corporation

TORONTO, ONTARIO--(Marketwire - May 12, 2009) - Avion Resources Corp. ("Avion Resources" or "the Company") (TSX VENTURE:AVR), is pleased to announce that it has entered into an agreement to acquire a 16% interest in Midlands Minerals Corporation ("Midlands"). As part of a share exchange, Avion Resources has agreed to purchase from RAB Special Situations (Master) Fund Limited a total of 8,581,000 common shares in the capital of Midlands in exchange for the issuance of 4,290,500 common shares of Avion Resources. Based on approximately 53.6 million common shares of Midlands being issued and outstanding, according to the TSX website, Avion's proposed shareholding of 8,581,000 common shares represents approximately 16% of the issued and outstanding common shares of Midlands.

The acquisition of an interest in Midlands is consistent with Avion's growth strategy in Western Africa through strategic acquisitions and accelerated development of the Tabakoto and Segala assets. Midlands' primary asset is the Sian and Kwahu Prasso projects in central Ghana. Midlands has publicly disclosed an indicated mineral resource estimate at the Sian project of 2.6 million tonnes at 2.3 g/t Au for a total of 192,000 ounces of gold and an inferred mineral resource estimate of 2.7 million tonnes @ 2.4 g/t Au for a total of 208,000 ounces of gold. See their public disclosure (including April 4, 2008 press release) for details regarding the resource estimate. These projects lie approximately 30 km north of Newmont's Akyem project that contains a resource of greater than 8.7 million ounces. Avion believes that the Sian project offers promising exploration potential.

Closing of this purchase of Midlands common shares will be subject to final approval of the TSX Venture Exchange. Avion Resources may seek to acquire additional securities through market transactions, private placements, treasury issuances or otherwise as circumstances or market conditions warrant or arise.

About Avion Resources Corp.

Avion is a Canadian-based gold company focused in West Africa. The Company holds 80% of the Tabakoto and Segala gold projects in Mali. Gold production at these projects has commenced, with approximately 66,000 ounces of production forecast for 2009 with an expected cash cost of US$505 per ounce of gold. Avion has a skilled management team, with a focus on growth and consolidation within West Africa.

Cautionary Notes

This press release contains "forward looking information" within the meaning of applicable Canadian securities legislation. Forward looking information includes, without limitation, statements regarding the impact of the share exchange and Avion's plans regarding additional purchases. Generally, forward looking information can be identified by the use of forward-looking terminology such as "plans", "expects" or "does not expect", "is expected", "budget", "scheduled", "estimates", "forecasts", "intends", "anticipates" or "does not anticipate", or "believes", or variations of such words and phrases or state that certain actions, events or results "may", "could", "would", "might" or "will be taken", "occur" or "be achieved". Forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause the actual results, level of activity, performance or achievements of the Company to be materially different from those expressed or implied by such forward-looking information, including but not limited to: general business, economic, competitive, geopolitical and social uncertainties; the actual results of current exploration activities; ability to successfully integrate the purchased properties; foreign operations risks; and other risks of the mining industry. Although the Company has attempted to identify important factors that could cause actual results to differ materially from those contained in forward-looking information, there may be other factors that cause results not to be as anticipated, estimated or intended. There can be no assurance that such information will prove to be accurate, as actual results and future events could differ materially from those anticipated in such statements. Accordingly, readers should not place undue reliance on forward looking information. The Company does not undertake to update any forward-looking information, except in accordance with applicable securities laws.

Should you wish to receive Company news via email, please email info@avionresources.com and specify "AVR News" in the subject line.

NEITHER THE TSX VENTURE EXCHANGE NOR ITS REGULATION SERVICES PROVIDER (AS THAT TERM IS DEFINED IN THE POLICIES OF THE TSX VENTURE EXCHANGE) ACCEPTS RESPONSIBILITY FOR THE ADEQUACY OR ACCURACY OF THIS RELEASE.

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