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24.07.2008
Andean American Mining Corp.: Officer appointment and adoption of shareholder rights plan


Andean American Mining Corp.: Officer appointment and adoption of shareholder rights plan

VANCOUVER, BRITISH COLUMBIA-Andean American Mining Corp. (TSX.V-AAG) (FWB-AQN) (BVL-AAG)

The Board of Directors of Andean American Mining Corp. (TSX-V-AAG) (the “Company”) is pleased to announce the appointment of Mr. John Bortnak as a Senior Vice President, Corporate Development of the Company effective July 23rd, 2008.

Mr. Bortnak is a Business Development professional with 36 years of experience in all facets of the natural resource sector in Canada, USA, and internationally. His experience includes numerous major mining projects in North and South America. He was with Commonwealth Construction for 24 years in various management roles including operations, and later as Vice President of Business Development. Mr. Bortnak then served as Vice President of Business Development with Commonwealth’s parent company, VECO Engineering, until the end of 2007. His breadth of experience in project development also includes market strategy, proposal management, contract negotiations, client relationships, and project management.

The Company also wishes to announce that its Board of Directors has approved the adoption of a Shareholder Rights Plan Agreement (the “Rights Plan”). The Rights Plan is being adopted to ensure the fair treatment of all the Company’s shareholders in connection with any take-over bid for the outstanding common shares of the Company. The Rights Plan will provide shareholders with adequate time to properly evaluate and assess a take-over bid without facing undue pressure or coercion. The Rights Plan also provides the Board with additional time to consider any take-over bid and, if applicable, to explore alternative transactions in order to maximize shareholder value.

The Rights Plan is not designed to prevent take-over bids that treat the Company’s shareholders fairly. Pursuant to the terms of the Rights Plan, any bid that meets certain criteria intended to protect the interests of all shareholders are deemed to be “Permitted Bids”. A Permitted Bid must be made by way of a take-over bid circular prepared in compliance with applicable securities laws and, in addition to certain other conditions, must remain open for 60 days. In the event a take-over bid does not meet the Permitted Bid requirements of the Rights Plan, the rights issued under the plan will entitle shareholders, other than any shareholder or shareholders involved in the take-over bid, to purchase additional common shares of the Company at a significant discount to the market price of the common shares at that time. The Rights Plan is not being adopted in response to any proposal to acquire control of the Company.

The Rights Plan is subject to approval by the TSX Venture Exchange (the “Exchange”) and in accordance with the policies of the Exchange will be presented for ratification by the shareholders at a general meeting to be held within 6 months. If ratified by shareholders, the Rights Plan will have a term of three years.

On behalf of Andean American Mining Corp.,

“John Huguet”
John Huguet
Chairman&CEO

Andean American Mining Corp. (TSX.V:AAG) (FWB:AQN) (BVL:AAG) is an international mining and exploration company focused on growth. The Company is actively pursuing new targets of potential early stage gold and silver prospects in Peru and currently has two key assets: the 41,500 hectare Invicta gold-silver-copper advanced exploration stage project; 58% of Sinchao Metals Corp., owner of the Sinchao zinc-copper-silver-gold-lead mineralization project.

For further information call (604) 681-6186 or toll free: 1-888-356-4784 or visit www.andeanamerican.com

This news release may contain forward-looking information within the meaning of the Securities Act (Ontario) ("forward-looking statements"). Such forward-looking statements may include the Company's plans for its mineral projects, the overall economic potential of its properties, the availability of adequate financing and involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements expressed or implied by such forward-looking statements to be materially different. Such factors include, among others, risks and uncertainties relating to potential political risks involving the Company's operations in a foreign jurisdiction, uncertainty of production and costs estimates and the potential for unexpected costs and expenses, physical risks inherent in mining operations, currency fluctuations, fluctuations in the price of gold and other metals, completion of economic evaluations, changes in project parameters as plans continue to be refined, the inability or failure to obtain adequate financing on a timely basis, and other risks and uncertainties, including those described in the Company's Financial Statements, Management Discussion and Analysis and Material Change Reports filed with the Canadian Securities Administrators and available at www.sedar.com.

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