Andover Announces Convertible Placement With Sentient Group of Funds

   Andover Ventures Inc. ("Andover" or the "Company") (TSX VENTURE: AOX)(OTCBB: AOVTF)(FRANKFURT: R2X) is pleased to announce the signing of definitive agreements for a non brokered convertible note with The Sentient Group ("Sentient") for aggregate proceeds of $2.5 million USD. The convertible note matures in twelve months, has a zero percent interest rate and can be converted into Andover shares at .50 cents per share at the lenders discretion. No commission will be paid and the proceeds of this financing will be used for working capital.

Sentient has been granted the right of first refusal in future financings. The Company has agreed to grant one Board of Directors position to Sentient, and will grant Sentient the right to a second Board of Directors position upon Sentient reaching the 19.9% threshold of equity ownership. The Sentient Group of Funds is a Private Equity Resource Fund headquartered in the Cayman Islands with offices in Sidney, Australia and Vancouver, Canada.

About Andover:

Andover Ventures is a precious and base metal exploration and development company, headquartered in Vancouver, British Columbia, Canada. Andover Ventures' holdings are located in the historic East Tintic Mining District, Utah, USA, and the polymetallic-rich Ambler Mining District, Alaska, USA.

About Sentient:

The Sentient Group manages over US$2.3bn in the development of quality metal, mineral and energy assets across the globe through its Cayman-based, 10 year closed-end private equity Sentient Resources Funds.

Sentient's professionals have long experience in the natural resources and investment industries and possess a combination of skills covering geological exploration, commodity analysis, political risk, capital markets, financial structuring and portfolio management.

Investors in Sentient's Funds are institutional investors typically representing university endowment funds, corporate pension funds, family offices and resource industry participants. The global spread of investors complements Sentient's global mandate.

For further information we invite you to visit us at www.andoverventures.com

ON BEHALF OF THE BOARD

Gordon Blankstein, CEO and Chairman

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.

Contacts: Andover Ventures Inc. Richard Martens Investor Relations 1-604-682-2168 or Int'l Toll Free: 1-800-266-4484 www.andoverventures.com