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  1. To Sell 13,400,000 Units in Bought Deal Financing
    1/30/03





    Golden Star Resources Ltd. announced that it has entered into an agreement with an underwriting group for the purchase by the underwriters of 13,400,000 units at C$3.00 per unit for aggregate proceeds to Golden Star of C$40,200,000. Each unit will consist of one common share and one-half of one warrant to purchase a common share. Each whole warrant shall be exercisable for a period of 48 months from its date of issue and shall entitle the holder to purchase one common share for C$4.60 per share. Golden Star has also granted to the underwriters an option to purchase, at any time up to two days prior to the closing, up to an additional 3,600,000 units for additional aggregate proceeds to Golden Star of C$10,800,000. If this option were fully exercised, the total aggregate proceeds to Golden Star would increase to C$51 million. The closing is expected to take place on February 18, 2003.
    A preliminary short form prospectus with respect to the units to be offered in Canada will be filed with the applicable Canadian securities regulatory authorities. A shelf registration statement with respect to the units to be offered in the United States has been declared effective by the U.S. Securities and Exchange Commission (SEC), and a preliminary prospectus supplement with respect to the proposed offering in the United States will be filed with the SEC.

    This news release does not constitute an offer to sell or a solicitation of an offer to buy the securities described herein in any jurisdiction. The offering may be made in Canada only by means of a prospectus. The offering may be made in the United States only by means of a prospectus and related prospectus supplement.

    Golden Star intends to use the proceeds from the offering for general corporate purposes.

    Golden Star holds a 90% equity interest in the Bogoso/Prestea open-pit gold mine in Ghana, a 45% managing equity interest in the currently inactive Prestea underground mine in Ghana, and a 90% equity interest in the Wassa gold project, also in Ghana. In addition, the Company has other gold exploration interests in the Guiana Shield in South America as well as elsewhere in West Africa. Golden Star currently has approximately 87.4 million common shares outstanding and is listed on the Toronto Stock Exchange under the symbol 'GSC'and on the American Stock Exchange under the symbol 'GSS'.


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