GRZ Gold Reserve Ltd

SPOKANE, WA, Sept. 27, 2012 /CNW/ - Gold Reserve Inc. (NYSE-MKT:GRZ) (the "Company") announced on September 18, 2012 that it was notifying holders ("Holders" or "Noteholders") of its 5.50% Senior Subordinated Convertible Notes due 2022 (the "Notes") of its offer ("Offer") to the Holders of an opportunity to participate in a restructuring transaction that has been agreed to with its four largest Noteholders ("Large Noteholders"). The Company has filed its Tender Offer Statement with respect to its offer to Holders of approximately 1.3% of the outstanding Notes (representing $1,080,000 in aggregate principal amount) to elect to accept the same arrangement as was agreed by the Company with the Large Noteholders. In order to surrender the Notes and participate in the Offer, Holders must deliver a letter of transmittal to the agent for the offer no later than 5:00 p.m., New York City time, on October 16, 2012 pursuant to the instructions in the Offer. The Company has made available to Holders, documents specifying the terms, conditions and procedures for surrendering and withdrawing the Notes. The Company is issuing this press release to notify Holders that tender through DTC's Automated Tender Offer Program (ATOP) to also separately send fully executed original letters of transmittal directly to the agent for the Offer, U. S. Bank National Association, West Side Flats Operations Center, Attn: Lori Buckles, 60 Livingston Avenue, Mail Station - EP-MN-WS2N, St. Paul, MN 55107-2292. Holders are encouraged to read these documents carefully before making any decision with respect to the surrender of the Notes, because these documents contain important information regarding the details of the Company's obligation to repurchase the Notes. The Offer, letters of transmittal and related documents may be obtained free of charge at the SEC's website, www.sec.gov or by directing a request to the Company. This press release shall not constitute an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful. Further information regarding the Company can be located at www.goldreserveinc.com, www.sec.gov and www.sedar.com. "Neither the TSX Venture Exchange nor its Regulation Services Provider (as that term is defined in policies of the TSX Venture Exchange) accepts responsibility for the adequacy or accuracy of this release." Gold Reserve Inc. CONTACT: Company ContactA. Douglas Belanger, President926 W. Sprague Ave., Suite 200Spokane, WA 99201 USATel. (509) 623-1500Fax (509) 623-1634

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