Toronto,Ontario - April 6, 1999

South American Gold and Copper Company Limited Announces It Has Reached Agreement for Refinancing Cdn. $4,000,000 Debentures and Extension of Pimenton Notes.

Toronto, Ontario, Canada - South American Gold and Copper Company Limited (TSE symbol SAG) announced today that shareholders at it Annual General Shareholders Meeting held on March 31, 1999, had passed resolutions which will enable the Company to proceed with finalizing a refinancing of its Cdn. $4,000,000 of Debentures, Cdn $2,700,000 of which have been in default since July 15, 1998 and Cdn. $1,300,000 since January 15, 1999.

One of the pre-conditions of the refinancing by the Debenture holders is that the Company successfully raise a minimum of US $800,000, approximately Cdn. $1,212,000, in the form of a private placement with a substantial commitment to the placement by Directors of the Company. Four SAGC Directors have committed US $610,000, a part of which has already been advanced to the Company. A private placement of up to Cdn. $1,500,000 at Cdn. $0.05 per share was conditionally approved by the TSE, subject to shareholder approval from non-participating shareholders which was granted effective March 31st at the Company's shareholder meeting.

Stephen W. Houghton, President, stated "The Company is now in a position to proceed with the placement of up to Cdn. $1,500,000 at Cdn. $0.05 per share and is also preparing final documentation which will result in the issuance of a new five year Convertible Debenture with a fixed rate of interest at 5% per annum. Past due interest on the outstanding Debentures and interest due through April 15, 1999, which will total Cdn. $660,178 at that date will be capitalized and added to the principal amount of the new Convertible Debenture which will be issued in the amount of Cdn. $4,660,178 in exchange for the existing Cdn. $4,000,000 Debentures. The Cdn. $4,660,178 Convertible Debentures will be convertible into 23,300,890 common shares of the Company at a conversion price of Cdn. $0.20 per share.

"On a fully diluted basis assuming the full placement of the Cdn. $1,500,000 private placement and the issuance of the Convertible Debentures, the Company would have 109,906,809 shares outstanding. In order to accommodate these transactions, shareholders also approved increasing the authorized capital of the Company from 100 million to 200 million shares.

"Concurrent with the refinancing of the Debentures, SAGC's US $2,000,000 of Notes due on its Pimenton gold property will, by prior agreement, be extended to December 31, 2000.

"The combination of refinancing of the Cdn. $4,000,000 of Debentures, the extension of the Pimenton Notes and a successful conclusion of the private placement will substantially improve the capital structure and outlook for the Company. The substantially improved capital structure now enables management to pursue several industrial mineral projects which have been identified and would result in near term cash flow for the Company.

"The Company is very pleased with the supportive and constructive attitude taken by the Cdn. $4,000,000 Debenture holders and the support received from its shareholders which was required to proceed with the refinancing. Management and directors of SAGC have committed the US $610,000, or approximately Cdn. $924,000, to the Company because of their confidence in the Company and its gold and industrial mineral properties."

SAGC is a mineral exploration company with extensive gold and industrial mineral properties in Chile. Its common shares are listed on The Toronto Stock Exchange under the symbol SAG.

For further information, Stephen W. Houghton, President and CEO; William C. O'Donnell, EVP and CFO. Telephone: (212) 751-0083, fax: (212) 751-0319;