Azteca Gold Corp.
TSX VENTURE : AZG

Azteca Gold Corp.

February 16, 2009 13:57 ET

Azteca Gold Announces Additional Warrant Amendments

SPOKANE, WASHINGTON--(Marketwire - Feb. 16, 2009) - Matthew Russell, President of Azteca Gold Corp. ("Azteca" or the "Company") (TSX VENTURE:AZG) announces that the Company has, subject to regulatory approval, made an offer to holders of an additional 18,347,782 warrants that would allow the holders to exercise those warrants for $0.15. This is in addition to the 19,619,666 Azteca warrants previously affected. The Company has set an exercise deadline of February 26th, 2009 for all 4 sets of warrants at this reduced price. All dollar amounts referred to in this press release are to Canadian currency unless otherwise noted.

Details of the warrant series subject to this reduced exercise price are as follows:



------------------------------------------------------------------------
Number Issue date Expiry date Exercise price
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17,182,165 Dec 11, 2006 June 15, 2009(i) $0.50
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2,437,501 March 19, 2007 June 15, 2009(i) $0.50
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11,086,833 August 31, 2007 August 31, 2009 US$0.70
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7,260,949 November 9, 2007 November 9, 2009 $0.88
------------------------------------------------------------------------
(i) Previously extended


If fully subscribed by holders of all 4 warrant series, a total of $5,695,117.20 would be raised. Funds raised will be used for continued drilling and assaying on the Company's 50% owned Two Mile project, and for general working capital. The Company is prioritizing the development of a mineral resource at Two Mile, and may mobilize additional drill rigs.

Management has already exercised 2,925,000 of the above warrants, for gross proceeds of $438,750.

WARNING: the Company relies upon litigation protection for "forward looking" statements. The information in this release may contain forward-looking information under applicable securities laws. This forward-looking information is subject to known and unknown risks, uncertainties and other factors that may cause actual results to differ materially from those implied by the forward-looking information. Factors that may cause actual results to vary materially include, but are not limited to, changes in laws or regulations, the risks of obtaining final approval from necessary regulatory bodies in connection with the amendments, inaccurate assumptions concerning the exploration for and development of mineral deposits and timing related thereto. Readers are cautioned not to place undue reliance on this forward-looking information. The Company does not assume the obligation to revise or update this forward-looking information after the date of this release or to revise such information to reflect the occurrence of future unanticipated events, except as may be required under applicable securities laws.

Shares issued: 169,955,907

The TSX Venture Exchange has not reviewed and does not accept responsibility for the adequacy or accuracy of this release.

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