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Thursday, 02/19/2004 6:59:01 PM

Thursday, February 19, 2004 6:59:01 PM

Post# of 325
Silk Road Resources Ltd.: Obtains Receipt for Final
Prospectus and Proceeds with Chinese Joint Venture
Operations

SIL

TORONTO, ONTARIO--

Qualification for Distribution:

Silk Road Resources Ltd. ("Silk Road" or the "Company") (TSXV:
"SIL") is pleased to announce that it has received a receipt for
its final prospectus dated February 12, 2004, qualifying for
distribution 10,500,000 common shares, 1,500,000 series A common
share purchase warrants and 4,500,000 series B common share
purchase warrants. All such common shares and warrants (and the
common shares issuable on exercise of the warrants) are freely
tradable on the TSXV.

Effective February 18, 2004, all outstanding series B special
warrants converted into 7,500,000 common shares and 3,750,000
series B warrants. An additional 750,000 series B warrants are
also being issued on conversion of 750,000 outstanding broker's
warrants. Each series B warrant entitles the holder to acquire
one common share at a price of $1.30 per share at any time on or
prior to June 22, 2005.

On February 20, 2004, all outstanding series A special warrants
will convert into 3,000,000 common shares and 1,500,000 series A
warrants. Each series A warrant entitles the holder to acquire
one common share at a price of $0.20 per share at any time prior
to December 24, 2004.

Joint Venture Operations

The Company is also pleased to announce that it is proceeding
with its Joint Venture operations in China. Through a
wholly-owned subsidiary, it has entered into a Joint Venture
Contract with the Gansu Qinqi Minerals Company Limited, a
wholly-owned subsidiary of the Gansu Bureau of Geology Mineral
Exploration and Development ("BGMED") to form a Joint Venture
company in China to explore properties covering approximately
2,000 square kilometres for gold and other precious metals in the
Gannan Prefecture of the Gansu Province in China. Under the terms
of the Joint Venture, Silk Road is obligated to spend at least US
$5 million over the next 3 years on exploration on the
properties. Silk Road has a 70% interest in the Joint Venture and
the BGMED has a 30% interest that changes from a carried interest
to a participating interest upon completion of a bankable
feasibility study on any prospect.

Silk Road plans on initiating an aggressive exploration program
in the coming months.

Forward Looking Statements

Certain information regarding the Company set forth in this
document, including management's assessment of the Company's
future plans and operations contains forward looking statements
that involve substantial known and unknown risks and
uncertainties. These forward looking statements are subject to
numerous risks and uncertainties, some of which are beyond the
Company's and management's control, including but not limited to,
the impact of general economic conditions, industry conditions,
fluctuation of commodity prices, fluctuation of foreign exchange
rates, imperfection of reserve estimates, environmental risks,
industry competition, availability of qualified personnel and
management, stock market volatility, timely and cost effective
access to sufficient capital from internal and external sources.
The Company's actual results, performance or achievement could
differ materially from those expressed in or implied by, these
forward looking statements and accordingly, no assurance can be
given that any of the events anticipated to occur or transpire
from the forward looking statements will provide what, if any
benefits to the Company.

This news release shall not constitute an offer to sell or the
solicitation of any offer to buy the securities in any
jurisdiction. The securities offered will not be and have not
been registered under the United States Securities Act of 1933
and may not be offered or sold in the United States absent
registration or applicable exemptions from registration
requirements.

-30-

FOR FURTHER INFORMATION PLEASE CONTACT:
Silk Road Resources Ltd.
Allen Palmiere
President and CEO
(416) 363-6045
The TSX Venture Exchange Inc. has not reviewed and does not
accept responsibility for the adequacy or accuracy of this press
release.



Ed

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