POWER OF ATTORNEY

	Know all by these presents, that the undersigned hereby
constitutes and appoints each of Mary E. Smith and David P.
Onzay, or either of them signing singly, and with full power of
substitution, as the undersigned's true and lawful attorney in
fact to:

      1.	prepare, execute in the undersigned's name and on the
undersigned's behalf, and submit to the U.S. Securities and
Exchange Commission (the "SEC") a Form ID, including amendments
thereto, and any other documents necessary or appropriate to
obtain codes and passwords enabling the undersigned to make
electronic filings with the SEC of reports required by Section
16(a) of the Securities Exchange Act of 1934, as amended (the
"Exchange Act") or any rule or regulation of the SEC;

      2.	execute for and on behalf of the undersigned, in the
undersigned's capacity as an officer and director of Gold Reserve
Inc. (the "Company"), Forms 3, 4, and 5 (including any successor
forms thereto) in accordance with Section 16(a) of the Exchange
Act and the rules thereunder;

      3.	do and perform any and all acts for and on behalf of
the undersigned which may be necessary or desirable to complete
and execute any such forms, complete and execute any amendment or
amendments thereto, and timely file such forms with the SEC and
any stock exchange or similar authority; and

      4.	take any other action of any type whatsoever in
connection with the foregoing which, in the opinion of such
attorney in fact, may be of benefit to, in the best interest of,
or legally required by, the undersigned, it being understood that
the documents executed by such attorney in fact on behalf of the
undersigned pursuant to this Power of Attorney shall be in such
form and shall contain such terms and conditions as such attorney
in fact may approve in such attorney in fact's discretion.

	The undersigned hereby grants to each such attorney in fact
full power and authority to do and perform any and every act and
thing whatsoever requisite, necessary, or proper to be done in
the exercise of any of the rights and powers herein granted, as
fully to all intents and purposes as the undersigned might or
could do if personally present, with full power of substitution
or revocation, hereby ratifying and confirming all that such
attorney in fact, or such attorney in fact's substitute or
substitutes, shall lawfully do or cause to be done by virtue of
this Power of Attorney and the rights and powers herein granted.
The undersigned acknowledges that the foregoing attorneys in
fact, in serving in such capacity at the request of the
undersigned, are not assuming, nor is the Company assuming, any
of the undersigned's responsibilities to comply with Section 16 of
the Exchange Act.

	This Power of Attorney shall remain in full force and effect
until the undersigned is no longer required to file reports under
Section 16(a) of the Exchange Act with respect to the
undersigned's holdings of and transactions in securities issued by
the Company, unless earlier revoked by the undersigned in a
signed writing delivered to the foregoing attorneys in fact.

	IN WITNESS WHEREOF, the undersigned has caused this Power of
Attorney to be executed as of this 7th day of December, 2009.


                                          /s/ Jean C. Potvin