BC SUGAR - COMPANY UPDATE.

VANCOUVER, BC--(BUSINESS WIRE)--DECEMBER 12, 1994--BC SUGAR REFINERY LTD. (TSE:BCS) BC Sugar Refinery, Limited announced today that its Board of Directors has adopted the recommendation of a committee of the Board to amend the Company's shareholder rights plan. In the amended plan, BC Sugar has sought to address the concerns of shareholders and investment industry commentators on a basis consistent with the valid objectives of the plan, and to take into account refinements in rights plan design since the adoption of the Company's plan in 1990.

Major changes made to the plan include:

-the simplification of the requirements for a permitted bid, which will now require only that the bid must (i) be made by way of bid circular to all holders of the Company's shares for all shares not already held by the bidder, (ii) remain open for a minimum of 60 days, (iii) provide that shares may be taken up only if not less than a majority of the outstanding common shares (including those already held by the bidder) have been tendered, and (iv) if that threshold is met, shareholders must be provided with an additional 10 business days in which to tender their remaining shares;

-the deletion of the 5% "toe-hold" provision which prevented a shareholder who owned more than 5% of the shares in the Company from making a permitted bid;

-the restriction of the scope of persons caught by the plan to the bidder and those acting jointly or in concert with the bidder;

-the addition of a provision treating a competing permitted bid on a similar basis as other permitted bids;

-the deletion of the flip-over concept;

-the requirement that if the Board waives the operation of the plan in respect of a particular flip-in event, it must also waive its operation to any other flip-in event then in existence;

-the diminution of the Board's ability to amend the rights plan without shareholder approval; and

-the reduction in the time for reconfirmation of the plan from five years to three.

While the Board is unaware of any pending takeover bid for shares in the Company, the goals of the Board in maintaining the rights plan are twofold: to provide the Board with additional time in which to attempt to maximize shareholder value by developing an alternative transaction or negotiating a higher price with the bidder, and to ensure equal treatment of shareholders in connection with an acquisition of control of the Company.

The Board has determined that the rights plan continues to be a valuable tool that the Corporation's directors can employ to enhance value for shareholders in the face of an unsolicited take-over bid. Shareholders will vote on the reconfirmation of the amended plan at the Company's annual general meeting in February 1995.

CONTACT: James W. Hudson

              Vice President, Finance
              and Chief Financial Officer
              [phone]

REPEATS: New York 212-575-8822 or 800-221-2462; Boston 617-330-5311 or