Ely Gold Proxy Filing

May 24, 2013

Ely Gold & Minerals Inc. ("Ely Gold") has scheduled its 2013 Annual General Meeting for June 27, 2013. At the meeting, the Company will be recommending that its shareholders re-appoint its current auditors, re-elect its incumbent directors, approve continuance of its current stock option plan and, in addition, approve the amendment of 600,000 incentive options previously granted to two directors of the Company by reducing the exercise price of those options from $0.50 to $0.12 and extending the exercise periods of those options.

If the proposed amendments are approved, the exercise term of 400,000 options originally granted on February 26, 2010 will be extended from February 26, 2015 to February 26, 2017, and the exercise term of 200,000 options originally granted on March 1, 2010 will be extended from March 1, 2010 to March 1, 2017. The closing price of Ely Gold's common shares on the TSX Venture Exchange on Thursday, May 23, 2013 was $0.12. The proposed re-pricing and extension are subject to acceptance by the TSX Venture Exchange as well as approval by "disinterested shareholder" vote -- i.e. a simple majority of the votes cast at the meeting, excluding votes attached to shares beneficially owned by insiders to whom options may be granted under Ely Gold's stock option plan or associates of such persons. The directors of the Company have approved the proposed amendments. However, none of the Options may be exercised on the amended terms prior to receipt of disinterested shareholder approval and acceptance of the proposed amendments by the TSX Venture Exchange.

On Behalf of the Board of Directors

Signed "Trey Wasser"

Trey Wasser, President & CEO

For further information, please contact Ely Gold & Minerals Inc. at 604-488-1104.

E-mail: [email protected]; Website: www.elygoldandminerals.com

Neither 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. This news release may contain forward-looking statements including but not limited to comments regarding the timing and content of upcoming work programs, geological interpretations, receipt of property titles, potential mineral recovery processes, etc. Forward-looking statements address future events and conditions and therefore, involve inherent risks and uncertainties. Actual results may differ materially from those currently anticipated in such statements.