Ashanti Goldfields Company Limited; Proposed Restructuring of the 5 1/2% Exchangeable Guaranteed Notes due March 15, 2003.

    Business Editors

      ACCRA, Ghana--(BUSINESS WIRE)--Jan. 25, 2002--

      Introduction

      Following the announcement by Ashanti on 2 January 2002, the Board
of Ashanti is pleased to announce that it has agreed terms in
principle with the Ad Hoc Committee of the holders of the outstanding
5 1/2% Exchangeable Guaranteed Notes due 15 March 2003 ("Existing
Notes") representing approximately 62% of the outstanding principal
amount of such notes to a Proposed Restructuring of the Existing
Notes. US$218,571,000 of the Existing Notes are in issue. The balance
of the original US$250 million issue of Existing Notes were
repurchased by Ashanti and will be cancelled as part of the Proposed
Restructuring.
      The Board of Ashanti believes that the Proposed Restructuring,
once completed, will achieve the following:

      --  Strengthen Ashanti's balance sheet by the conversion of
        approximately US$54.6 million of debt into equity
      --  Extend the maturity profile of the debt to align it more
        closely with Ashanti's cashflow profile
      --  Unlock value for all stakeholders in Ashanti by putting
        Ashanti on a stronger financial footing
      --  Further enable the Board of Ashanti to implement its strategy
        to continue to build on its recent performance and enhance the
        value of its assets by increasing production and reducing cash
        costs per ounce from its mining operations
      --  Facilitate Ashanti's participation in the many opportunities
        available in the present consolidating gold industry

      Commenting on the Proposed Restructuring, Chief Executive, Sam
Jonah said: "I am delighted that we have reached agreement with the Ad
Hoc Committee. The completion of the proposed restructuring will mark
the creation of a new and financially stronger Ashanti, more capable
of participating in the many opportunities available in the present
consolidating gold industry."
      Chief Financial Officer, S. Venkatakrishnan said: "We have
achieved significant progress over the last two years in terms of
rebuilding our credibility within the financial markets. This proposed
restructuring marks a key milestone in Ashanti's financial recovery."

      Principal terms of the Proposed Restructuring

      The principal terms of the Proposed Restructuring are:

      --  Equitisation of US$ 54,642,750 of the Existing Notes
        (representing 25% of the Existing Notes) by the issue of
        Ashanti Shares at US$3.70 per Ashanti Share
      --  Exchange of US$163,928,250 of the Existing Notes (representing
        75% of the Existing Notes) for US$163,928,250 of 7.95%
        Exchangeable Guaranteed Notes due 30 June 2008 ("New
        Exchangeable Notes")
      --  The New Exchangeable Notes will be exchangeable by the holders
        into Ashanti Shares at any time at an initial exchange price
        which is calculated as being the higher of: (a) US$5.03,
        representing 130% of the volume-weighted average closing price
        of Ashanti's GDSs over a period of 30 trading days on the NYSE
        immediately prior to this announcement; and (b) 125% of the
        volume-weighted average closing price of Ashanti's GDSs over a
        period of 30 trading days on the NYSE from this announcement
      --  The New Exchangeable Notes will be mandatorily redeemable by
        Ashanti in semi-annual instalments of US$12 million commencing
        on 31 December 2003 to the extent not already exchanged. The
        balance of any New Exchangeable Notes not exercised or
        redeemed will be repayable in full on 30 June 2008. Ashanti
        also has the option on each semi-annual redemption date to
        redeem an additional US$12 million of New Exchangeable Notes
      --  Ashanti will, upon completion of the Proposed Restructuring,
        pay to the then holders of the Existing Notes an exchange fee
        of 2% of the face value of the then outstanding Existing
        Notes. In aggregate, this payment will amount to approximately
        US$4.37 million
      --  The Proposed Restructuring is intended to be implemented by
        way of a Scheme of Arrangement to be sanctioned by the Grand
        Court of the Cayman Islands and is subject to a number of
        conditions, including the preparation and despatch of formal
        documentation and the approval of the requisite majorities of
        the Noteholders, Ashanti's shareholders, its hedge
        counterparties and its lending banks. The Government of Ghana
        has confirmed that it intends to vote in favour of the
        Proposed Restructuring

      Noteholders, comprising the Ad Hoc Committee, who in aggregate
hold approximately 62% of the Existing Notes have each entered into
written undertakings with Ashanti pursuant to which such Noteholders
have agreed, when solicited, (i) to vote in favour of the Proposed
Restructuring; and (ii) not to sell or otherwise dispose of any
securities of Ashanti or any economic interest therein for 30 trading
days following the date of this announcement. Thereafter, a Noteholder
may only sell or otherwise dispose of any Existing Notes or any
economic interest therein prior to completion of the Proposed
Restructuring if it procures that the proposed transferee enters into
a similar undertaking with Ashanti.

      Working capital and proposed new working capital facility

      In December 2001, Ashanti reduced its revolving credit facility
further by approximately US$10 million to US$55 million. It has also
secured an extension of its working capital facilities on a voluntary
basis from its current lending banks of US$25.4 million which is
available for drawing, on substantially the same terms as its existing
facilities, up to 30 December 2002.
      The prospect of the Proposed Restructuring has enabled Ashanti to
enter into discussions with a number of financial institutions to
provide new longer term working capital facilities to Ashanti. Ashanti
is progressing these discussions with a view to securing longer term
financing effective from the completion of the Proposed Restructuring.
However, there can be no assurances that Ashanti will secure such
facilities and a further announcement in relation to this will be made
at the time the public documentation relating to the Proposed
Restructuring is posted to Ashanti shareholders and to Noteholders.

      Progress towards extension of margin free hedging arrangements

      Following the liquidity crisis of 1999, Ashanti and its hedge
counterparties entered into the Margin Free Trading Letter which
stated, amongst other things, that subject to certain conditions,
including the non-occurrence of an event of default:

      --  Ashanti has margin free trading arrangements with its hedge
        counterparties until 31 December 2002;
      --  from 1 January 2003 until 31 December 2003, a hedge
        counterparty can only call for margin if the mark to market
        exposure of such hedge counterparty is equal to or exceeds the
        lesser of US$75 million or 200% of such hedge counterparty's
        margin threshold; and
      --  from 1 January 2004 until 31 December 2004, a hedge
        counterparty can only call for margin if the mark to market
        exposure of such hedge counterparty is equal to or exceeds the
        lesser of US$60 million or 150% of such hedge counterparty's
        margin threshold.

      Currently, Ashanti is in bilateral discussions with each of its
hedge counterparties to seek an extension of these margin free trading
arrangements. It is seeking the agreement of each of the hedge
counterparties to arrangements pursuant to which no hedge counterparty
will be entitled to call for margin under its hedging arrangements
with Ashanti unless and until any other hedge counterparty actually
calls for margin or if there is an event of default by Ashanti
("Interim Margin Arrangement"). These discussions are in progress. Of
the eleven active hedge counterparties, agreement has been reached on
this basis with four of them. Discussions are still ongoing with the
remaining hedge counterparties who have not yet agreed to Interim
Margin Arrangements.
      The Proposed Restructuring is not conditional on Ashanti entering
into Interim Margin Arrangements with each of the hedge
counterparties, but the agreements entered into with the members of
the Ad Hoc Committee, pursuant to which they have agreed to vote in
favour of the Proposed Restructuring, provide that they will be
released from their obligation to vote in favour of the Scheme of
Arrangement if, by 15 March 2002 (or such later date as Ashanti and
members of the Ad Hoc Committee may agree acting reasonably), Ashanti
has not entered into Interim Margin Arrangements with all the hedge
counterparties (other than Credit Suisse First Boston International).
Separate discussions are being held with Credit Suisse First Boston
International who announced on 12 October 2001 that it was closing its
precious metals market-making, structured derivatives, clearing and
vaulting businesses. It is important for Ashanti's working capital
requirements that satisfactory arrangements with its hedge
counterparties are entered into and Ashanti is working towards a
solution pursuant to which all the hedge counterparties with which it
trades will provide margin free arrangements. However, there can be no
assurance that it will be able to reach such a position and
consequently Ashanti will provide an update of the position reached at
the time of the issue of the formal documentation in connection with
the Proposed Restructuring.

      Refinancing Plan

      Ashanti will be submitting a Refinancing Plan to its hedge
counterparties and its lending banks, comprising the Proposed
Restructuring, the Interim Margin Arrangements and proposals for a new
working capital facility, as it was required to do under the terms of
its existing revolving credit and hedge facilities. Pursuant to this
Refinancing Plan, Ashanti is also seeking approval of its hedge
counterparties to the Proposed Restructuring.

      Terms of the New Exchangeable Notes and Ashanti Shares

      The principal terms of the New Exchangeable Notes are summarised
in Appendix 1. The New Exchangeable Notes will be listed on the NYSE
and the London Stock Exchange.
      New Ashanti Shares to be issued on the completion of the Proposed
Restructuring will be issued pursuant to Ashanti's Regulations and
will rank pari passu with existing Ashanti Shares currently in issue.
Ashanti Shares to be issued on completion of the Proposed
Restructuring will be listed on the Ghana Stock Exchange, the NYSE and
the London Stock Exchange.

      Mix and Match Election

      Under the terms of the Proposed Restructuring, a Mix and Match
Election will be available to the Noteholders. However, the maximum
number of Ashanti Shares to be issued and the maximum amount of New
Exchangeable Notes to be issued under the Scheme of Arrangement will
not be varied. Accordingly, the ability to satisfy Mix and Match
Elections made by Noteholders will be dependant upon the extent to
which other Noteholders make offsetting elections. To the extent that
elections cannot be satisfied in full, they will be scaled down on a
pro rata basis.

      Conditions to completion of the Proposed Restructuring

      Completion of the Proposed Restructuring is conditional on the
satisfaction, or waiver by Ashanti (in certain respects), of the
conditions specified in Appendix 2. The satisfaction or occurrence of
any of the conditions to the Proposed Restructuring cannot be
guaranteed. Ashanti shall be under no obligation to waive, to
determine as being fulfilled, or to treat as fulfilled, any of the
conditions to the Proposed Restructuring notwithstanding that the
other conditions of the Proposed Restructuring may have been waived or
fulfilled as at an earlier date.

      Documentation

      Ashanti currently expects to despatch detailed formal
documentation to Noteholders and its shareholders in March/April 2002.

      SEC review of Ashanti's 20-F filings

      Ashanti has received a comment letter from the Division of
Corporation Finance of the United States Securities and Exchange
Commission (the "SEC") concerning its 2000 Form 20-F (the "Comment
Letter"). Among other things, the Comment Letter addressed issues
relating to Ashanti's reconciliation of its financial statements from
accounting principles generally accepted in the UK ("UK GAAP") to
accounting principles generally accepted in the United States ("US
GAAP"). Ashanti's financial statements are prepared pursuant to UK
GAAP; when it files its Forms 20-F in the US, Ashanti reconciles its
UK GAAP financial statements to US GAAP. In the course of responding
to the Comment Letter, Ashanti determined that it was appropriate to
make certain restatements to the 2000, 1999 and 1998 UK GAAP to US
GAAP reconciliations. Although the SEC has not completed its review of
Ashanti's responses to the Comment Letter and thus the final effects
of the restatement may differ from the presentation in this press
release, based on matters raised in the Comment Letter, Ashanti
believes that there will be no material changes to its UK GAAP
financial statements as published in its annual report, for the years
1998, 1999 and 2000. Based on the responses made by Ashanti so far to
the Comment Letter, the principal net effects of the restatements will
be to (i) change the US GAAP loss attributable to shareholders from
US$242.9 million to US$270.1 million for the year 2000, from US$382.1
million to US$407.7 million for the year 1999, and from US$19.1
million to a profit of US$12.1 million for the year 1998 and (ii)
change the US GAAP shareholders' equity from US$209.2 million to
US$189.1 million for the year 2000 and from US$464.1 million to
US$456.1 million for the year 1999; the items affected by the
restatements include the US GAAP treatment of, among other things,
amortisation of goodwill and other intangible assets, impairment of
long-lived assets, deferred income taxes, and accounting for
derivative financial instruments with respect to the treatment of
deferred hedging gains and losses as a result of early closeouts of
such instruments. In addition, the Comment Letter suggested certain
changes to the text of the 2000 Form 20-F. When the SEC has indicated
that it has no further comments on Ashanti's proposed responses to the
Comment Letter, an amended 2000 Form 20-F will be filed.

      Definitions

      Terms defined in this announcement are set out in Appendix 3.

      Close Brothers Corporate Finance Limited, which is authorised in
the UK to carry on investment business by the Financial Services
Authority, is acting for Ashanti and no one else in connection with
the Proposed Restructuring and will not be responsible to anyone other
than Ashanti for providing the protections afforded to its clients or
for giving advice in relation to the Proposed Restructuring.
      This announcement contains a number of statements relating to
Ashanti that are considered "forward looking statements" as defined in
the Private Securities Litigation Reform Act 1995 of the United States
of America, including but not limited to its discussions of the
Proposed Restructuring of the Existing Notes and the outcome of the US
Securities and Exchange Commission review. Such statements are based
on current plans, information, intentions and estimates and certain
external factors which may be beyond the control of Ashanti and,
therefore, undue reliance should not be placed on them. Forward
looking statements speak only as of the date they are made, and
Ashanti undertakes no obligation to update publicly any of them in
light of new information or future events. These statements are
subject to risks and uncertainties that could cause actual occurrences
to differ materially from the forward looking statements such as the
risks that Ashanti may not be able to reach agreement with sufficient
holders of the Existing Notes, conditions to the Proposed
Restructuring may not be satisfied, fulfilled or waived, the Scheme of
Arrangement might not be approved by the holders of the Existing Notes
or by the relevant Court, and the US Securities and Exchange
Commission may raise new issues in its review. Additional risk factors
affecting Ashanti are set out in Ashanti's filings with the US
Securities and Exchange Commission.
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                              Appendix 1

          Terms and conditions of the New Exchangeable Notes

Issuer:
                Ashanti Capital Limited or a newly incorporated
                special purpose vehicle of Ashanti

Guarantor:
                Ashanti Goldfields Company Limited

Securities
 Offered:
                US$163,928,250 million 7.95% Exchangeable
                Guaranteed Notes due June 30, 2008

Maturity Date:
                30 June 2008

Interest Rate:
                7.95% per annum, accruing from completion of the Note
                Restructuring

Interest Payment
 Dates:
                June 30 and December 31; the first interest payment
                date being 31 December 2002 provided that the Note
                Restructuring is completed prior to such date

Ranking:
                The New Exchangeable Notes will rank equally with
                all of the Issuer's other unsecured and
                unsubordinated indebtedness for borrowed money
                from time to time outstanding. The Guarantee will
                rank equally with all of Ashanti's other unsecured
                and unsubordinated indebtedness for borrowed money
                and guarantee obligations from time to time
                outstanding

Repayment
 Profile:
                Ten semi-annual repayments of US$12,000,000
                commencing 31 December 2003 will be made (with
                Ashanti having the option to redeem at par an
                additional US$12,000,000 on each such repayment date)
                with the remainder of the principal amounts
                outstanding (if any) to be repaid on the Maturity Date.
                If there are any exchanges of New Exchangeable Notes
                prior to the relevant repayment date, the amount
                of any semi-annual repayments and any optional
                repayment will be reduced. The percentage
                reduction will be equal to the aggregate
                percentage of the New Exchangeable Notes exchanged
                prior to the relevant date of repayment.

Exchange Right:
                A holder of New Exchangeable Notes will be entitled,
                on or prior to the Maturity Date, subject to prior
                redemption or purchase, to exchange any New
                Exchangeable Notes for Ashanti Shares at the Exchange
                Price (as defined below) subject to adjustments as
                prescribed in the indenture relating to the New
                Exchangeable Notes (the "New Indenture"). The number
                of Ashanti Shares to be delivered upon exchange of any
                New Exchangeable Notes shall be determined by dividing
                the principal amount of such notes being exchanged by
                the Exchange Price (as defined below). Subject as
                referred to below, the initial exchange price shall be
                the higher of (i) US$5.03; and (ii) 125 per cent. of
                the volume weighted average closing price of Ashanti's
                Global Depositary Securities on the NYSE over a period
                of 30 trading days including and immediately following
                this announcement (the "Exchange Price"). The Exchange
                Price shall at all times be subject to anti-dilution
                adjustment as prescribed in the New Indenture. In the
                event of there occurring between the date of this
                announcement and completion of the Note Restructuring
                an event (other than the issue of the New Exchangeable
                Notes and Ashanti Shares pursuant to the Note
                Restructuring and any adjustments to other securities
                relating thereto) which would under the terms of the
                indenture relating to the Existing Notes (the
                "Existing Indenture") require an adjustment to the
                Exchange Price, then Ashanti shall use the
                anti-dilution provisions contained in such indenture
                to calculate an appropriate adjustment to the Exchange
                Price. A cash payment will be made in lieu of the
                issue of fractional Ashanti Shares on exchange.

Optional
 Redemption:
                At any time after the expiry of four years following
                the completion of the Note Restructuring, the
                Issuer may, at its option or at the option of
                Ashanti, redeem the New Exchangeable Notes, in
                whole but not in part, at 100% of their principal
                amount plus accrued interest and certain
                additional amounts due up to the redemption date.

Events of
 Default:
                The Events of Default will be based on events of
                default in the Existing Indenture. Certain
                clarificatory amendments and modifications to the
                detailed terms of the events of default provisions
                in the Existing Indenture are being discussed with
                the Ad Hoc Committee and will when agreed, be
                reflected in the New Indenture

Negative
 Pledge:
                The Negative Pledge will be based on the negative
                pledge provisions in the Existing Indenture save
                that Ashanti and its Subsidiaries will in addition
                be able to (i) provide security in connection with
                a maximum at any time of US$150 million of group
                bank facilities in place of or in conjunction with
                the existing revolving credit facilities; (ii)
                provide security in connection with the project
                financing of any asset; and (iii) provide security
                in respect of the assets of Ashanti Goldfields
                (Teberebie) Limited, Pioneer Goldfields Limited,
                Teberebie Goldfields Limited and Ghanaian-Australian
                Goldfields Limited. In addition, certain clarificatory
                amendments and modifications to the detailed terms of
                the negative pledge provisions in the Existing
                Indenture are being discussed with the Ad Hoc
                Committee and will, when agreed, be reflected in
                the New Indenture.

Change of
 Control:
                The provisions of the Existing Indenture relating to

                "Fundamental Change" (as defined therein) will not
                apply to the New Exchangeable Notes. The consent
                of the holders of the New Exchangeable Notes will
                not be required for a change of control of
                Ashanti. However, if a change of control occurs,
                the holders of the New Exchangeable Notes will
                have a one-off put option (the "Put Option") at
                102% of the principal value of the then
                outstanding New Exchangeable Notes plus accrued
                interest exercisable within the period of 30 days
                after the change of control becomes effective (the
                "Period").

                Appropriate financial credit ratios (based upon the
                most recent filed financial accounts) will be used
                to assess the credit worthiness of the pro forma
                enlarged group ("Group Ratios") and Ashanti
                ("Company Ratios") as at the completion of any
                change of control transaction. If any of the Group
                Ratios are better than, or equal to, the Company
                Ratios then Ashanti will also have the option at
                any time during the Period (whether or not the Put
                Option has been exercised by any holders of New
                Exchangeable Notes) to cancel the Put Option by
                paying a fee of 2% of the principal value of the
                then outstanding New Exchangeable Notes.

                If Ashanti exercises its option to pay the fee of 2%
                to cancel the Put Option then, in relation to the
                holders of the New Exchangeable Notes that have
                not exercised their exchange rights prior to the
                date on which the change of control becomes
                effective, in circumstances in which it is likely
                that the ordinary share capital of Ashanti will
                cease to be listed on an international stock
                exchange, Ashanti shall be required either:

                a)  to redeem, or procure redemption of, the New
                    Exchangeable Notes, in whole but not in part, in
                    cash in addition to the 2% fee at the highest of
                    (1) 100% of the principal value of the then
                    outstanding New Exchangeable Notes; (2) the value
                    of the New Exchangeable Notes (less the 2% fee) on
                    the date the change of control becomes effective
                    calculated on the basis that they had been
                    exchanged into Ashanti ordinary shares which are
                    part of the transaction resulting in the change of
                    control, such value as determined by an
                    independent financial adviser but using the
                    current market value of an ordinary share in the
                    Offeror (as defined below) as at the date on which
                    the change of control becomes effective; and (3)
                    the current market value of the New Exchangeable
                    Notes (less the 2% fee) as at the date of
                    announcement of the terms of the transaction
                    resulting in the change of control; or

                b)  in circumstances in which the transaction has
                    resulted in Ashanti becoming a subsidiary of
                    another company whose ordinary share capital is
                    listed ("the Offeror"), to modify the New
                    Indenture so that the Exchange Right of the New
                    Exchangeable Notes shall following the change of
                    control be amended so that the New Exchangeable
                    Notes become exchangeable into ordinary shares of
                    the Offeror on a basis which reflects the terms of
                    the transaction pursuant to which the relevant
                    change of control took place. In such
                    circumstances, if the transaction involved holders
                    of ordinary shares in Ashanti receiving
                    consideration other than ordinary shares in the
                    Offeror, Ashanti shall procure that an independent
                    financial advisor shall cause such other elements
                    of the consideration per ordinary share to be
                    valued and the number of ordinary shares in the
                    Offeror into which the New Exchangeable Notes
                    shall exchange shall be increased by an amount of
                    ordinary shares equal to such value based on the
                    current market value of an ordinary share in the
                    Offeror as at the date on which the transaction
                    became effective.

                For the avoidance of doubt if the Noteholders do not
                exercise their one off Put Option and the Company
                does not exercise its option to pay the 2% fee,
                all rights under the New Indenture shall remain
                unaffected notwithstanding the change of control.

                If the Company sells any or all of its 50% interest
                in the Geita mine prior to a change of control
                transaction, the holders of the New Exchangeable
                Notes will have a put option at 102% of the face
                value of the then outstanding notes, exercisable
                within 30 days of announcement by Ashanti of the
                completion of such sale.

                For this purpose "change of control" means other than
                as specified below (i)any circumstances where a
                person or entity is or becomes the beneficial
                owner of more than 50% of the outstanding issued
                ordinary share capital of Ashanti from time to
                time or (ii) the occurrence of any transaction or
                events or series of transactions or events in
                connection with which more than 50% of all of the
                then existing issued ordinary shares of no par
                value of Ashanti shall be exchanged for, converted
                into or acquired for ordinary shares or common
                stock of another company or any other property or
                security.

                If a transaction shall be effected pursuant to which
                Ashanti becomes a subsidiary of a new holding
                company whose shareholders are substantially the
                same as that of Ashanti immediately prior to the
                transaction, then such transaction shall not
                constitute a change of control and Ashanti shall,
                without further consent of the Noteholders, modify
                the New Indenture so that (i) the securities into
                which the New Exchangeable Notes convert shall be
                securities in the new holding company on a basis
                which reflects the terms of the transaction
                pursuant to which the transaction took place, and
                (ii) the new holding company shall be added as
                 Guarantor for the purposes of the New Indenture.

Indenture:
                The New Notes will be issued under the New Indenture,
                to be entered into between the Issuer, Ashanti and
                a trustee (the "Trustee"). The New Indenture will,
                except to the extent referred to above, be based
                on the Existing Indenture. Certain clarificatory
                amendments and modifications will be discussed
                with the Ad Hoc Committee and to the extent agreed
                will be reflected in the New Indenture.

Denomination
                US$1,000

Governing Law:

                The New Indenture and the New Exchangeable Notes will
                be governed by New York law.


                              Appendix 2

     Conditions to the Implementation of the Scheme of Arrangement

      The Proposed Restructuring will be subject to the following
conditions being satisfied:

      (i) the approval by a majority in number representing 75% in value
        of the holders of the Existing Notes present and voting,
        either in person or by proxy, at a meeting of such holders
        convened by the court for such purpose;

      (ii) the passing of all resolutions required to implement the
         Proposed Restructuring at a General Meeting of the Company;

      (iii) admission of the new Ashanti Shares to be issued pursuant to
          the Proposed Restructuring and the New Exchangeable
          Notes to:

          (a) the Official List of the UK Listing Authority becoming
            effective in accordance with paragraph 7.1 of the Listing
            Rules issued by the UK Listing Authority and the admission
            to trading of such securities on the main market of the
            London Stock Exchange for listed securities becoming
            effective in accordance with the London Stock Exchange
            Admission and Disclosure Standards; and

          (b) the NYSE;

      (iv) admission of the new Ashanti Shares to be issued pursuant to
        the Proposed Restructuring to the First List of the Ghana
        Stock Exchange;

      (v) the sanction (with or without modification) of the Scheme of
        Arrangement to implement the Proposed Restructuring by the
        Grand Court of the Cayman Islands and a copy of the Order of
        the Grand Court being delivered for registration to the
        Registrar of Companies in the Cayman Islands;

      (vi) the approval to the Proposed Restructuring of Ashanti's
        majority hedge counterparties (as defined in the Margin Free
        Trading Letter);

      (vii) the approval to the Proposed Restructuring of Ashanti's
        lending banks or the repayment of Ashanti's existing revolving
        credit facilities;

      (viii) the approval of the Governor of the Bank of Ghana to the
        issue of the guarantee by Ashanti in respect of the New
        Exchangeable Notes; and

      (ix) a permanent restraining order of the United States Bankruptcy
        Court under Section 304 of Title 11 of the United States Code
        being made to give effect to the Proposed Restructuring as a
        matter of United States law.

      Ashanti reserves the right to waive or amend conditions (iv),
(vi), (vii), (viii) and (with the approval of the Ad Hoc Committee)
(ix). The satisfaction or occurrence of any of the conditions of the
Proposed Restructuring cannot be guaranteed. Ashanti shall be under no
obligation to waive, to determine as being fulfilled, or to treat as
fulfilled, any of the above conditions to the Proposed Restructuring
notwithstanding that the other conditions may have been waived or
fulfilled as at an earlier date.

                              Appendix 3

                              Definitions

Ad Hoc
 Committee
                an ad hoc committee of Noteholders comprising
                Liberties Strategic Services Limited/Sodipar SA,
                Millennium Management LLC and funds of Franklin
                Templeton Investments (comprising Franklin
                Custodian Funds, Inc., Franklin Income Securities
                Fund and Franklin SICAV Income Fund) holding
                approximately 62.0 per cent. of the outstanding
                Existing Notes on the date of this announcement

Ashanti
                Ashanti Goldfields Company Limited, a company
                incorporated with limited liability and registered
                under the laws of the Republic of Ghana with
                Registered number 7094, ARBN 074 370 862

Ashanti Share

                ordinary share of no par value in Ashanti

Existing Notes
                the outstanding 5 1/2% Exchangeable Guaranteed Notes
                due 15 March 2003 excluding those held by Ashanti
                Capital Limited

GDSs
                global depositary securities of Ashanti each
                representing one Ashanti Share

Listing Rules
                the rules and regulations made by the UK Listing
                Authority under Part VI of the Financial Services
                and Markets Act 2000 as amended from time to time

London Stock
 Exchange
                London Stock Exchange plc

Margin Free
 Trading Letter

                the agreement dated 23 October 2000 between Ashanti
                and its hedge counterparties dealing with the
                suspension of margin

Mix and Match
 Election
                the facility under which Noteholders may elect,
                subject to countervailing elections, to vary the
                proportions in which they receive new Ashanti
                Shares and New Exchangeable Notes to which they
                are entitled pursuant to the Scheme of Arrangement

New Exchangeable
 Notes

                the US$163,928,250 7.95% Exchangeable Guaranteed Notes
                due 30 June 2008 to be issued pursuant to the
                Scheme of Arrangement

Noteholders
                holders of Existing Notes

NYSE
                New York Stock Exchange

Proposed
 Restructuring

                the proposed restructuring of the Existing Notes
                pursuant to the Scheme of Arrangement

Refinancing Plan

                the refinancing plan required to be submitted before
                31 January 2002 to Ashanti's lending banks and
                hedge counterparties for their approval
                comprising, inter alia, the Proposed Restructuring
                and the Interim Margin Arrangements

Scheme of
 Arrangement

                the scheme of arrangement under section 86 Companies
                Law (2001 Second Revision) of the Cayman Islands
                by which Ashanti intends to effect the Proposed
                Restructuring

UK Listing
 Authority
                the Financial Services Authority in its capacity as
                the competent authority for the purposes of Part
                VI of the Financial Services and Markets Act 2000
                and in the exercise of its functions in respect of
                the admission to the Official List otherwise than
                in accordance with Part VI of the Financial
                Services and Markets Act 2000.

      A copy of this release is available at
http://www.ashantigold.com/release.htm

      This release does not constitute an offer to sell or the
solicitation of an offer to buy nor shall there be any sale or
distribution of securities in any such jurisdiction in which such
offer, sale or distribution is not permitted.

      --30--ac/ny*

      CONTACT: Ashanti Goldfields Company Limited
               Sam Jonah, + 233 21 77 4913
               S. Venkatakrishan, + 233 21 77 8171
                              or
               Close Brothers Corporate Finance Limited (London)
               Martin Gudgeon, + 44 20 7655 3100
               Darren Redmayne
                              or
               Houlihan Lokey Howard & Zukin Capital, Inc. (Los Angeles)
               Alan Fragen, + 1 310 553 8871

      KEYWORD: INTERNATIONAL AFRICA/MIDDLE EAST
      INDUSTRY KEYWORD: MINING/METALS
      SOURCE: Ashanti Goldfields Company Limited