HOMESTAKE MINING CO /DE/
11-K, 1996-06-26
GOLD AND SILVER ORES
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                       SECURITIES AND EXCHANGE COMMISSION

                             Washington, D.C. 20549

                                    Form 11-K

                                  ANNUAL REPORT

                        PURSUANT TO SECTION 15(d) OF THE
                         SECURITIES EXCHANGE ACT OF 1934

                      For the year ended December 31, 1995

                            HOMESTAKE MINING COMPANY
                                  SAVINGS PLAN
                              (Full title of Plan)

                            HOMESTAKE MINING COMPANY
                (Issuer of Securities Held Pursuant to the Plan)

                              650 California Street
                         San Francisco, California 94108
                    (Address of principal executive offices)



<PAGE>


SIGNATURE

Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
Trustees (or other persons who administer the Plan) have duly caused this annual
report to be signed by the undersigned thereunto duly authorized.

HOMESTAKE MINING COMPANY
SAVINGS PLAN




By       /s/ T.H. Wong
         ----------------------------
         T.H. Wong
         Assistant Treasurer and
         Assistant Secretary



June 26, 1996





<PAGE>


Item 1.  Financial Statements and Exhibits

                  a. Financial  Statements for the years ended December 31, 1995
                     and 1994 and Supplemental  Schedules as of and for the year
                     ended December 31, 1995 and Independent Auditors' Report.

                  b. Exhibit No. 23

                       Independent Auditors' Consent









<PAGE>
                      HOMESTAKE MINING COMPANY SAVINGS PLAN
                                     -------
                              FINANCIAL STATEMENTS

                 for the years ended December 31, 1995 and 1994



<PAGE>






                      HOMESTAKE MINING COMPANY SAVINGS PLAN
                                     -------






                                TABLE OF CONTENTS


<TABLE>
<CAPTION>


                                                                                                               Page

<S>                                                                                                              <C>
Financial Statements:

    Report of Independent Accountants                                                                             2

    Statements of Net Assets Available for Benefits
           as of December 31, 1995 and 1994                                                                       3

    Statement of Changes in Net Assets Available for
           Benefits for the Year Ended December 31, 1995                                                          4

    Notes to Financial Statements                                                                              5-16



Supplemental Schedules:

    Item 27a - Schedule of Assets Held for Investment
           Purposes as of December 31, 1995                                                                      17
    Item 27d - Schedule of Reportable Transactions
           for the Year Ended December 31, 1995                                                                  18

</TABLE>


                                       1

<PAGE>



                        REPORT OF INDEPENDENT ACCOUNTANTS




The Savings Plan Committee
Homestake Mining Company
San Francisco, California

We have audited the accompanying statements of net assets available for benefits
of the Homestake  Mining Company Savings Plan (the Plan) as of December 31, 1995
and 1994,  and the  related  statement  of changes in net assets  available  for
benefits for the year ended December 31, 1995.  These  financial  statements are
the responsibility of the Plan's management. Our responsibility is to express an
opinion on these financial statements based on our audits.

We  conducted  our  audits  in  accordance  with  generally   accepted  auditing
standards.  Those standards  require that we plan and perform an audit to obtain
reasonable assurance about whether the financial statements are free of material
misstatement.  An audit includes examining, on a test basis, evidence supporting
the amounts and disclosures in the financial statements.  An audit also includes
assessing the accounting  principles used and significant estimates made by Plan
management,  as well as evaluating the overall financial statement presentation.
We believe that our audits provide a reasonable basis for our opinion.

In our opinion,  the financial  statements  referred to above present fairly, in
all material  respects,  the net assets available for benefits of the Plan as of
December 31, 1995 and 1994, and the changes in net assets available for benefits
for the year ended  December 31, 1995, in  conformity  with  generally  accepted
accounting principles.

Our audits  were  performed  for the  purpose of forming an opinion on the basic
financial statements taken as a whole. The supplemental schedules of assets held
for investment  purposes as of December 31, 1995 and of reportable  transactions
for the year then ended are presented for the purpose of additional analysis and
are not a required part of the basic financial statements, but are supplementary
information  required by the  Department  of Labor's Rules and  Regulations  for
Reporting and Disclosure  under the Employee  Retirement  Income Security Act of
1974. The supplemental  schedules have been subjected to the auditing procedures
applied in the audits of the basic financial statements and, in our opinion, are
fairly  stated in all  material  respects  in  relation  to the basic  financial
statements taken as a whole.



/s/ Coopers & Lybrand L.L.P.
- ----------------------------
San Francisco, California
June 20, 1996



                                       2

<PAGE>



                      HOMESTAKE MINING COMPANY SAVINGS PLAN

                 STATEMENTS OF NET ASSETS AVAILABLE FOR BENEFITS
                           December 31, 1995 and 1994
                                 (in thousands)

<TABLE>
<CAPTION>

                             ASSETS                                                  1995                    1994
                                                                                   -------               --------
<S>                                                                                <C>                   <C>

Cash and cash equivalents:                                                         $   607               $   518
                                                                                   -------               -------
Investments:
    Wells Fargo Asset Allocation Fund                                                9,761                 7,107
    Wells Fargo S&P 500 Stock Fund                                                   -                     4,169
    Wells Fargo Lifepath Funds                                                       5,046                 4,215
    Neuberger & Berman Guardian Trust Fund                                           1,416                 -
    Templeton Foreign Fund                                                             400                 -
    Wells Fargo Stagecoach S&P 500 Stock Fund                                        5,941                 -
    Homestake Mining Company Stock Fund                                             10,029                10,165
    Participant loans receivable                                                     2,222                 2,051
    Fixed Income Fund                                                               19,915                21,236
    Frozen Confederation Life
           Guaranteed Investment Contracts (See Note 12)                             3,091                 3,091
                                                                                    ------                ------
                                                                                    57,821                52,034

                                            
Receivables & Other Assets:                                                          -                         3
                                                                                    ------                ------ 
               Total assets                                                         58,428                52,555

                         LIABILITIES

Amounts due to brokers for securities purchased                                        327                   144
                                                                                   -------               -------
               Net assets available for benefits                                   $58,101               $52,411
                                                                                   =======               =======
</TABLE>













              The accompanying notes are an integral part of these
                             financial statements.


                                       3

<PAGE>



                      HOMESTAKE MINING COMPANY SAVINGS PLAN

            STATEMENT OF CHANGES IN NET ASSETS AVAILABLE FOR BENEFITS
                      for the year ended December 31, 1995
                                 (in thousands)

<TABLE>
<CAPTION>

<S>                                                                                           <C>
Additions to net assets attributed to:
    Interest and dividends                                                                    $ 1,383
    Interest on participants' loans                                                               186
    Mutual fund income                                                                            235
    Net appreciation in the fair value of investments                                           4,392
                                                                                              -------
                                                                                                6,196
                                                                                              -------
    Contributions:
        Company, in cash                                                                        1,826
        Participants, in cash                                                                   2,679
        Transfers in from other plans                                                             129
                                                                                              -------          
                                                                                                4,634
                                                                                              -------   
           Total additions                                                                     10,830
                                                                                              -------     
Deductions from net assets attributed to:

    Net depreciation in the fair value of investment
           in Homestake Mining Company Stock Fund                                                 595
    Benefits paid to participants                                                               4,497
    Transfers out to other plans                                                                   48
                                                                                              -------
               Total deductions                                                                 5,140
                                                                                              -------
                  Net increase                                                                  5,690

Net assets available for benefits:
    Beginning of year                                                                          52,411 
                                                                                              -------   
    End of year                                                                               $58,101
                                                                                              =======      



</TABLE>






              The accompanying notes are an integral part of these
                             financial statements.


                                       4

<PAGE>


                      HOMESTAKE MINING COMPANY SAVINGS PLAN
                          NOTES TO FINANCIAL STATEMENTS


1.      Description of Plan:

        The following  description of the Homestake  Mining Company Savings Plan
        (the Plan) provides only general information.  Participants should refer
        to  the  full  Plan  for a  more  complete  description  of  the  Plan's
        provisions.

        General:

        The Plan is a defined  contribution  profit sharing plan (designed to be
        qualified  under  Internal  Revenue  Code  Sections  401(a) and  401(k))
        covering all full-time  salaried  employees of Homestake  Mining Company
        and its  subsidiaries  (the Company) who have completed  three months of
        service,  and all  temporary  employees  who have  completed one year of
        service.  Hourly  employees  of the  Company  who  are  not  covered  by
        collective  bargaining  agreements  and have  completed  three months of
        service  are also  eligible  to  participate  in the  Plan.  The Plan is
        subject to the provisions of the Employee Retirement Income Security Act
        of 1974 (ERISA), as amended.

        The  Plan  is  administered  by  the  Company  through  a  committee  of
        management.

        Wells Fargo Bank was the Plan's trustee  through  December 31, 1995, and
        was replaced by BZW Global Trust Company,  N.A., a unit of Barclays Bank
        P.L.C.,  effective  January 1, 1996.  (Wells Fargo's 401(k)  Masterworks
        division was sold to Barclays  Bank  P.L.C.) In  addition,  BZW Barclays
        Global Fund Advisors replaced Wells Fargo Bank as the investment advisor
        effective January 1, 1996.

        Contributions:

        Participation  is voluntary.  Participants may make pre-tax or after-tax
        contributions  of between 1% and 15%  (between  1% and 14%  pre-tax)  of
        compensation.  Participant contributions not exceeding 6% of wages or of
        salary  are  matched by the  Company.  Effective  January  1, 1995,  the
        Company matching rate was increased to 100% from 75%.

        Participants  may  also  contribute  to  the  Plan  amounts   previously
        contributed  to another  qualified  plan.  These  contributions  are not
        matched by the Company.

        Each  participant  may cause some or all of its  current  or  cumulative
        contributions, including any amounts contributed by the Company to match
        contributions,  to be  invested in one or more of the  investments  made
        available through the Plan.
      

                                       5

<PAGE>


                      HOMESTAKE MINING COMPANY SAVINGS PLAN
                          NOTES TO FINANCIAL STATEMENTS


1.      Description of Plan, continued:

        Participants' Accounts:

        Separate   accounts   are   maintained   for  each   participant.   Each
        participant's  account  is  directly  credited  with  the  participant's
        contribution and the Company's matching contribution.  Net earnings from
        each investment  fund,  including  appreciation  (depreciation)  in fair
        value,  are allocated to each  participant's  account based on the ratio
        which the participant's account balance in that investment fund bears to
        the total of all participants' account balances in that investment fund.

        Vesting:

        Participant contributions and any income (loss) thereon are fully vested
        at all times.  Company  contributions  and any income (loss) thereon are
        vested  60%  after  three  years of  service,  80% after  four  years of
        service,  and 100% after five years of service, on attainment of age 65,
        or on the occurrence of death or disability.

        Payment of Benefits:

        The Plan permits withdrawal of after-tax contributions.

        The Plan permits withdrawal of pre-tax contributions upon:

             (1)    Termination of employment;

             (2)    Attainment of age 59 1/2;

             (3)    Death (with vested account balance paid to designated 
                    beneficiary);

             (4)    Hardship.

          The Plan permits  withdrawal of vested Company matching  contributions
        made prior to January 1, 1994; however, the right of the participant who
        makes  such a  withdrawal  to  continue  participating  in the  Plan  is
        suspended for twelve months.
       



                                       6

<PAGE>


                      HOMESTAKE MINING COMPANY SAVINGS PLAN
                          NOTES TO FINANCIAL STATEMENTS

1.      Description of Plan, continued:

        Payment of Benefits, continued:

        Distribution  of  benefits,  except for  certain  participants  that are
        required to receive  annuities,  can be in the form of a single-lump-sum
        cash payment, a portion paid in a lump-sum and the remainder paid later,
        or by periodic installments.

        Participant Loans Receivable:

        Participants  may borrow from their  vested  accounts  $1,000 to $50,000
        limited  to 50% of the  value of such  accounts.  The loan  term  cannot
        exceed  five years  unless the loan is for the  purchase  of a principal
        residence,  in which case, it cannot exceed ten years.  These loans bear
        interest  at bank prime rate plus 1%.  Loans are  collateralized  by the
        borrower's  note and vested interest in the Plan and repayments are made
        on at least a monthly basis through payroll deductions.

        Forfeitures:

        Forfeitures of unvested Company  contributions for terminated  employees
        can be utilized to restore participants'  accounts, to pay plan fees and
        expenses,  to offset  company  matching  contributions  or  allocated to
        participants.


2.      Significant Accounting Policies:

        Use of Estimates:

        The  preparation  of financial  statements in conformity  with generally
        accepted accounting principles requires management to make estimates and
        assumptions that affect the reported amounts of net assets available for
        benefits  at the  date of the  financial  statements  and  the  reported
        amounts  of  changes in net assets  available  for  benefits  during the
        reporting period. Actual results could differ from those estimates.

        Basis of Accounting:

        The  financial  statements  of the Plan are  prepared  under the accrual
        basis of accounting in accordance  with  generally  accepted  accounting
        principles.

        


                                       7

<PAGE>



                      HOMESTAKE MINING COMPANY SAVINGS PLAN
                          NOTES TO FINANCIAL STATEMENTS


2.      Significant Accounting Policies, continued:

        Investment Valuation and Income Recognition:

        Shares and units in investment funds are valued at quoted market prices,
        representing the net asset value of the shares or units held by the Plan
        at year end.  Guaranteed  investment  contracts  are stated at  contract
        value (cost plus accrued  interest).  Participant  notes  receivable are
        valued at cost which approximates market value.

        Purchases  and sales of securities  are recorded on a trade-date  basis,
        utilizing  the  average  cost  method  in   determining   the  basis  of
        investments  sold.  Interest  income is recorded  on the accrual  basis.
        Dividends are recorded on the ex-dividend date.

        Withdrawals:

        Withdrawals of securities from the Homestake Mining Company Common Stock
        Fund may be made in cash,  common  stock,  or both,  and are reported at
        market  valuation.  Withdrawals  from the Wells Fargo  Asset  Allocation
        Fund,  Wells Fargo  Lifepath  Funds,  Neuberger & Berman  Guardian Trust
        Fund, Templeton Foreign Fund, Wells Fargo Stagecoach S&P 500 Stock Fund,
        and Fixed Income Fund are made in cash.

        Net Appreciation (Depreciation) in Fair Value of Investments:

        The Plan  presents in the  statement of changes in net assets  available
        for benefits the net  appreciation  (depreciation)  in the fair value of
        its  investments,  which  consists of realized  gains  (losses)  and the
        unrealized appreciation (depreciation).

3.      Concentration of Investments:

        A significant portion of the Plan's assets are invested in the Homestake
        Mining  Company  Common  Stock  Fund  and  are,  therefore,  subject  to
        fluctuations  in the  market  value of such  stock,  which  is, in turn,
        impacted by the price of gold.
      


                                       8

<PAGE>



                      HOMESTAKE MINING COMPANY SAVINGS PLAN
                          NOTES TO FINANCIAL STATEMENTS


4.      Plan Termination:

        Although the Company has not  expressed  any intent to do so, it has the
        right under the Plan and subject to applicable  law, to discontinue  its
        contributions  at any time and to  terminate  the Plan.  In the event of
        Plan termination, all accumulated plan benefits will be fully vested and
        will be distributed to participants  based on their  respective  account
        balances.

5.      Reclassifications:

        Certain reclassifications were made to 1994 balances to conform with the
        1995  presentation,  with no  effect  on the net  assets  available  for
        benefits  or net  change  in  net  assets  available  for  benefits,  as
        previously reported.

6.      Plan Tax Status:

        The Plan obtained its latest determination letter in July 1995, in which
        the Internal Revenue Service stated that the Plan, as then designed, was
        in compliance  with Sections  401(a) and 401(k) of the Internal  Revenue
        Code.  The Plan has  been  amended  since  receiving  the  determination
        letter;  however,  the Plan administrator and the Plan's tax counsel are
        not  aware  of   circumstances   creating  a   material   risk  of  Plan
        disqualification.  Therefore,  no  provision  for income  taxes has been
        included in the Plan's financial statements.

        Participants  are not subject to federal  income taxes on their  pre-tax
        contributions,  Company matching  contributions,  or investment earnings
        allocated to their accounts until withdrawals are made.

7.      Related Party Transactions:

        Certain Plan  investments  are units in investment  funds managed by the
        Trustee.   Therefore,   these   transactions  are  transactions  with  a
        party-in-interest.

       


                                       9

<PAGE>



                      HOMESTAKE MINING COMPANY SAVINGS PLAN
                          NOTES TO FINANCIAL STATEMENTS


8.      Investments:

        Investments at December 31, 1995 and 1994 are comprised of the following
(in thousands):

<TABLE>
<CAPTION>


                                                                  Number           Value            Reported
                                                                    of             Per                Value
1995:                                                             Units            Unit            (in thousands)
- ----                                                              -------          -------         ---------                 
<S>                                                               <C>             <C>              <C>
Wells Fargo Bank Investment Funds, at fair value:
     Wells Fargo Asset Allocation Fund                            507,334           $19.24         $   9,761
     Wells Fargo Lifepath Funds                                   421,389         11.39-12.93          5,046
     Wells Fargo Income Accumulation Fund                         839,520            12.42            10,429
                                                                                                     -------       
                                                                                                      25,236

Mutual Funds, at fair value:
     Neuberger & Berman Guardian Trust Fund                       102,558            13.81             1,416
     Templeton Foreign Fund                                        43,529             9.19               400
     Wells Fargo Stagecoach S&P 500 Stock Fund                    442,004            13.44             5,941
                                                                                                      ------ 
                                                                                                       7,757

Fixed Income Fund, Guaranteed Investment Contracts,
           at contract value:
     Allstate Life Insurance Company                            2,014,325             1.00             2,014
     Bankers Trust Company                                      3,416,528             1.00             3,417
     Crown Life Insurance Company                               1,041,937             1.00             1,042
     John Hancock Mutual Life Insurance Company                 3,013,143             1.00             3,013
                                                                                                      ------ 
                                                                                                       9,486

Confederation Life Guaranteed Investment Contracts,
           at contract value (see Note 12)                      3,090,586             1.00             3,091
                                                                                                      ------               

Homestake Mining Company Stock Fund, at fair value              1,437,671             6.98            10,029
                                                                                                      ------
Participant loans receivable, at book value, which
           approximates fair value                                         -             -             2,222
                                                                                                     -------
                           Total investments                                                         $57,821
                                                                                                     =======
</TABLE>
       

                                       10

<PAGE>


                      HOMESTAKE MINING COMPANY SAVINGS PLAN
                          NOTES TO FINANCIAL STATEMENTS


8.      Investments, continued:

<TABLE>
<CAPTION>
                                                                    Number            Value               Reported
                                                                      of               Per                  Value
1994                                                                 Units            Unit               (in thousands)
- ----                                                                -------        --------               ---------
<S>                                                                 <C>               <C>                 <C>        
Wells Fargo Bank Investment Funds, at fair value:
     Wells Fargo Asset Allocation Fund                              477,636           $14.88               $7,107
     Wells Fargo S&P 500 Stock Fund                                 253,440            16.45                4,169
     Wells Fargo Lifepath Funds                                     430,268             9.80                4,215
     Wells Fargo Income Accumluation Fund                           193,434            11.65                2,253
                                                                                                           ------
                                                                                                           17,744
Fixed Income Fund, Guaranteed Investment Contracts,
           at contract value:
    Allstate Life Insurance Company                               2,015,205             1.00                2,015
    Massachusetts Mutual Life  Insurance Company                  2,107,174             1.00                2,107
    Bankers Trust Company                                         3,230,702             1.00                3,231
    Canada Life Assurance Company                                 2,055,325             1.00                2,055
    Crown Life Insurance Company                                  1,168,226             1.00                1,168
    John Hancock Mutual Life Insurance Company                    2,865,594             1.00                2,866
    New York Life Insurance Company                               5,541,050             1.00                5,541
                                                                                                           ------
                                                                                                           18,983

Confederation Life Guaranteed Investment Contracts,
           at contract value (see Note 12)                        3,090,586             1.00               3,091
                                                                                                          ------

Homestake Mining Company Stock Fund, at fair value                1,354,445             7.50              10,165
                                                                                                          ------    
Participant loans receivable, at book value, which
           approximates fair value                                       -                -                2,051 
                                                                                                         -------
           Total investments                                                                             $52,034
                                                                                                         =======
</TABLE>


                                       11

<PAGE>




                      HOMESTAKE MINING COMPANY SAVINGS PLAN
                          NOTES TO FINANCIAL STATEMENTS



8.      Investments, continued:

        All earnings on the  investment  funds are reinvested in and credited to
        each  fund  daily.  These  earnings  include  interest,  dividends,  and
        appreciation (depreciation) in fair value.

        The Asset  Allocation  Fund invests in a changing mix of stocks,  bonds,
        and money  market  securities  and aims for a high level of total return
        over the long term,  consistent with reasonable risk. The Lifepath Funds
        invest in a changing  mix of US and  international  stocks,  bonds,  and
        money market  securities and aim for greater  growth  potential in early
        years  and  then  gradually  reduce  risk to  exposure  over  time.  The
        Neuberger & Berman  Guardian Trust Fund is a growth and income fund that
        emphasizes investments in stocks of established,  high quality companies
        considered  to be under  valued  in  comparison  to  stocks  of  similar
        companies.  The Templeton  Foreign Fund seeks  long-term  capital growth
        through a flexible policy of investing in stocks and debt obligations of
        companies and  governments  outside the United  States.  The Wells Fargo
        Stagecoach  S&P  500  Stock  Fund  is a  mutual  fund  that  invests  in
        substantially  the same stocks in substantially  the same percentages as
        the  Standard  & Poor's 500  Composite  Stock  Price  Index and seeks to
        approximate as closely as practicable the rate of return of that index.

        The Homestake  Mining  Company Stock Fund invests in shares of Homestake
        Mining Company.

        The Fixed  Income  Fund  consists  of  guaranteed  investment  contracts
        previously  purchased by the Plan from bank and insurance  companies and
        shares  in  the  Wells  Fargo  Income   Accumulation  Fund.   Guaranteed
        investment  contracts of Confederation  Life Insurance Company have been
        separated from the Fixed Income Fund into a separate fund as detailed in
        Note 12.

9.      Administrative Expenses:

        Certain costs associated with  administering  the Plan are paid directly
        by the Company.
       


                                       12

<PAGE>



                      HOMESTAKE MINING COMPANY SAVINGS PLAN
                          NOTES TO FINANCIAL STATEMENTS


10.     Net Assets Available for Benefits by Investment Type (in thousands), 
        continued:
<TABLE>
<CAPTION>
                                                           Neuberger                        Wells                Confederation
                            Wells Fargo       Wells        & Berman                         Fargo                    Life
                               Asset           Fargo       Guardian      Templeton       Stagecoach     Fixed     Guaranteed
                            Allocation       Lifepath        Trust        Foreign          S&P 500     Income     Investment
                               Fund            Funds          Fund         Fund             Fund        Fund       Contracts
                            ------------     --------      ---------     ----------      ----------    -------   --------------
<S>                          <C>           <C>            <C>              <C>           <C>             <C>        <C>
December 31, 1995:
- -----------------
ASSET

Cash and cash equivalents          -           -             -               -                -          $ 11           -
                              -------      -------        -------          -----         --------        ----       -------
Investments, at fair value:

     Fund investments held by
        trustee               $ 9,761      $ 5,046        $ 1,416          $ 400         $ 5,941            -            -
     Common stock of the
        Company                   -            -              -               -              -              -            -
     Participant loans
        receivable                -            -              -               -              -              -            -
                              -------      -------        -------          -----         -------         ----       ------- 
                                9,761        5,046          1,416            400           5,941            -            -
                              -------      -------        -------          -----         -------         ----       -------
Investments, at contract value:

     Fund investments held
        by trustee                -            -              -               -              -         19,915       $ 3,091
                              -------      -------        -------          -----         -------       ------       -------  
        Total assets            9,761        5,046          1,416            400           5,941       19,926         3,091

LIABILITIES

     Amounts due to brokers
     for securities purchased     -            -              -               -              -              1           -
                              -------      -------        -------          -----         -------     --------       -------  
         Net assets available
           for benefits       $ 9,761      $ 5,046        $ 1,416           $400         $ 5,941     $ 19,925       $ 3,091
                              =======      =======        =======          =====         =======     ========       =======
<CAPTION>
                             Homestake
                              Mining
                              Company      Participant    Short Term
                               Stock           Loan       Investment
                               Fund            Fund         Account        Total
                             ---------     -------------  -----------      -----
<S>                           <C>            <C>             <C>          <C>
December 31, 1995:
- -----------------
ASSET

Cash and cash equivalents       $ 576       -                $ 20          $ 607
                               ------       -------          ----         ------
Investments, at fair value:

     Fund investments held by
        trustee                   -            -              -           22,564
     Common stock of   
        the Company            10,029          -              -           10,029
     Participant loans
        receivable                -          2,222            -            2,222
                               ------        -----           ----         ------
                               10,029        2,222            -           34,815
                               ------        -----           ----         ------
Investments, at contract value:

     Fund investments held
        by trustee                -            -              -           23,006
                               ------        -----           ----         ------
         Total assets          10,605        2,222             20         58,428

LIABILITIES

     Amounts due to brokers
     for securities purchased     326          -              -              327
                              -------      -------          -----       --------
         Net assets available
           for benefits       $10,279      $ 2,222          $  20       $ 58,101
                              =======      =======          =====       ======== 

</TABLE>


                                       13


<PAGE>


                      HOMESTAKE MINING COMPANY SAVINGS PLAN
                          NOTES TO FINANCIAL STATEMENTS


10.     Net Assets Available for Benefits by Investment Type (in thousands), 
        contiinued:
<TABLE>
<CAPTION>

                                                        Wells                     Homestake
                                     Wells Fargo        Fargo         Wells        Mining
                                       Asset           S&P 500        Fargo       Company  
                                     Allocation         Stock       Lifepath        Stock
December 31, 1994:                      Fund            Fund          Funds         Fund
- ------------------                   -----------        ------      ---------     ----------          
<S>                                    <C>            <C>          <C>             <C>  
ASSETS

Cash and cash equivalents                   -               -           -          $   413
                                       --------       --------     --------        -------    
Investments, at fair value:

        Fund investments held
         by trustee                    $  7,107       $  4,169     $  4,215             -
         Company stock of the
           Company                          -              -            -           10,165
         Participant loans
           receivable                       -              -            -               -
                                       --------       --------     --------         ------
                                          7,107          4,169        4,215         10,165
                                       --------       --------     --------         ------
Investments, at contract value:

        Fund investments held
         by trustee                         -              -            -               -
Receivables:
        Participants' contributions           1              1            1             -
                                       --------       --------     --------         ------

             Total assets                 7,108          4,170        4,216         10,578

LIABILITIES
        Amounts due to brokers for
         securities purchased               -              -            -               -
                                       --------       --------       ------        -------
         Net assets available for 
           benefits                      $7,108         $4,170       $4,216        $10,578
                                       ========       ========       ======        ======= 

<CAPTION>

                                                                  Confederation
                                                                      Life
                                     Participant        Fixed      Guaranteed    Short Term
                                        Loan           Income      Investment    Investment
                                        Fund            Fund        Contracts      Account         Total
December 31, 1994:
- -----------------                    ----------        -------     ------------  -----------       ------
<S>                                  <C>               <C>         <C>               <C>          <C>
Cash and cash equivalents                 -                 -           -            $ 105        $    518
                                     --------          --------    ---------         -----        --------
Investments, at fair value:

        Fund investments held
         by trustee                       -                 -           -               -           15,491
        Common stock of the
         Company                          -                 -           -               -           10,165
        Participant loans
         receivable                  $  2,051               -           -               -            2,051
                                     --------          --------     --------         -----          -------
                                        2,051               -           -               -           27,707
                                     --------          --------     --------         -----          -------
Investments, at contract value:

        Fund investments held
         by trustee                       -           $ 21,236     $  3,091             -           24,327

Receivables:
        Participants' contributions       -                 -           -               -                3
                                     --------         --------     --------           ----          ------  
             Total assets               2,051           21,236        3,091            105          52,555

LIABILITIES
        Amounts due to brokers for
         securities purchased             -                144          -               -              144
                                     --------         --------     --------          -----         -------  
         Net assets available for 
           benefits                    $2,051          $21,092       $3,091           $105         $52,411
                                     ========         ========     ========          =====         =======
</TABLE>


                                       14


<PAGE>


                     HOMESTAKE MINING COMPANY SAVINGS PLAN
                          NOTES TO FINANCIAL STATEMENTS
                                 (in thousands)

11.     Changes in Net Assets Available for Benefits by Investment Type:

        During the year ended December 31, 1995, changes in net assets available
        for benefits by participant-designated investment types were as follows:
<TABLE>
<CAPTION>

                                                     Wells           Wells                     Neuberger                    Wells
                                                     Fargo           Fargo          Wells      & Berman                     Fargo
                                                     Asset          S&P 500         Fargo      Guardian     Templeton    Stagecoach
                                                  Allocation         Stock        Lifepath       Trust       Foreign      S&P 500
                                                     Fund            Fund           Funds        Fund         Fund         Fund
                                                  ----------        -------       --------     ---------    ---------    ----------
<S>                                                <C>               <C>           <C>           <C>          <C>           <C>     
Additions to net assets attributed to:
        Interest and dividends                           -             -              -            -            -              -
        Interest on participants' loans                  -             -              -            -            -              -
        Mutual Fund Income                               -             -              -          $ 24         $ 38          $ 173
        Net appreciation in the fair value of 
         assets                                    $ 2,070         $  462          $ 900           62           -             898
        Contributions:
         Company, in cash                              331             93            233           33           15            203
         Participants, in cash                         511            124            382           56           37            306
         Transfers in from other plans                   5              1              7           -            -              -
                                                   -------          -----         ------         ----         -----         -----
               Total additions                       2,917            680          1,522          175           90          1,580

Deductions from net assets attributed to:
        Net depreciation in the fair value  
          of investment in Homestake common stock       -              -              -            -            -              -

        Benefits paid to participants                  482            136            375            8           -             105

        Transfers out to other plans                    -              -              -            -            -              - 
                                                   -------        -------         ------        -----        -----         ------  
               Total deductions                        482            136            375            8           -             105
                                                   -------        -------         ------        -----        -----         ------
        Interfund transfers                             45        (4,815)          (317)        1,249          310          4,466
                                                   -------        -------         ------        -----        -----         ------
               Net increase (decrease)               2,480        (4,271)            830        1,416          400          5,941
                                                   -------        -------         ------        -----        -----         ------
Net assets available for benefits:
        Beginning of year                            7,281          4,271          4,216           -            -             -

        End of year                                $ 9,761             -         $ 5,046      $ 1,416        $ 400        $ 5,941
                                                   =======        =======        =======      =======         =====       =======
<CAPTION>
                                                                 Confederation   Homestake 
                                                                    Life           Mining
                                                    Fixed        Guaranteed       Company    Participant    Short Term
                                                    Income       Investment        Stock        Loan        Investment
                                                    Fund          Contracts         Fund        Fund          Account       Total
                                                   --------      -------------     ------    -----------    ----------     ------ 
<S>                                                <C>             <C>             <C>         <C>            <C>         <C>     
Additions to net assets attributed to:
        Interest and dividends                     $ 1,241             -           $ 140          -           $   2       $  1,383
        Interest on participants' loans                 -              -             -         $ 186             -             186
        Mutual Fund Income                              -              -             -            -              -             235
        Net appreciation in the fair value of assets    -              -             -            -              -           4,392
        Contributions:
         Company, in cash                              776             -             253          -            (111)         1,826
         Participants, in cash                         917             -             346          -                          2,679
         Transfers in from other plans                  42             -              74          -              -             129
                                                   -------         ---------       ------      ------          -----        ------
               Total additions                       2,976             -             813         186           (109)        10,830

Deductions from net assets attributed to:
        Net depreciation in the fair value
          of investment in Homestake common stock       -              -             595          -              -             595

        Benefits paid to participants                2,906             -             326         148             11          4,497

        Transfers out to other plans                    26             -              22          -              -              48
                                                  --------        --------      --------     -------         -------        ------
               Total deductions                      2,932             -             943         148             11          5,140
                                                  --------        --------      --------     -------         -------        ------- 
       Interfund transfers                         (1,882)             -             802         191           (49)             -
                                                  --------        --------      --------     -------         -------        -------
               Net increase (decrease)             (1,838)             -             672         229          (169)          5,690
                                                  --------        --------      --------     -------         -------        -------
Net assets available for benefits:
        Beginning of year                           21,763          3,091          9,607       1,993            189         52,411

        End of year                               $ 19,925        $ 3,091       $ 10,279     $ 2,222          $  20        $58,101
                                                  ========        ========      ========     =======         ======        =======
</TABLE>
                                       15

<PAGE>



                      HOMESTAKE MINING COMPANY SAVINGS PLAN
                          NOTES TO FINANCIAL STATEMENTS




12.     Confederation Life Guaranteed Investment Contracts:

        Confederation  Life  Insurance  Company  (CLIC) was seized by  insurance
        regulators on August 12, 1994, to protect the financial  interest of all
        policyholders.  The Plan's  investment  contracts with CLIC will be paid
        out as part of a  rehabilitation  plan, the timing and value of which is
        uncertain at this time.

        On August 18, 1994,  the Plan  suspended  withdrawals  and  transfers by
        participants  of amounts in the Plan held by CLIC and froze the value of
        its CLIC  guaranteed  investment  contracts at their  then-current  book
        values (cost plus accrued  interest  through August 15, 1994).  The Plan
        has not accrued any interest on these contracts since they were frozen.

        These frozen  contracts  have been  separated from the Fixed Income Fund
        into a separate frozen fund.

        Until  a  Rehabilitation  Plan  is  finalized  and  approved,  or  other
        additional relevant  information becomes available,  the ultimate effect
        on the Plan's CLIC investments and the participants' ability to withdraw
        funds from CLIC cannot be determined.  Based on the information received
        from the Rehabilitator and the Plan's advisors as of June 20, 1996, Plan
        management  believes  that such  effect  would not  result in a material
        impact on the Plan's financial statements. Consequently, adjustments, if
        any,  which  may  arise  as a  result  of the  ultimate  outcome  of the
        rehabilitation  have not been  reflected in the  accompanying  financial
        statements.

13.     Subsequent Events:

        Amendment  No. 4 to the  Plan was  executed  on April  23,  1996 and is
        effective  from  January  1, 1996.  This  amendment  provides  for full
        vesting  to  participants'  accounts  that  are  terminated  as part of
        certain  specified  reductions  in  labor  force  on the  date  of such
        termination. 


        A new fund was added to the  investment  options of the Plan on January
        15,  1996.  The Money Market Fund  invests in  high-quality  securities
        maturing in 13 months or less.

                                       16



<PAGE>



                      HOMESTAKE MINING COMPANY SAVINGS PLAN
           Item 27a - SCHEDULE OF ASSETS HELD FOR INVESTMENT PURPOSES
                             as of December 31, 1995

<TABLE>
<CAPTION>

                                                                  (c) Description of
                                                                 Investment including
               (b) Identity of                                    Maturity Date, Rate
              Issuer, Borrower,                                      of Interest,                                     (e) Current
                 Lessor, or                                         Collateral, Par                 (d) Cost             Value
(a)             Similar Party                                      or Maturity Value             (in thousands)     (in thousands)
- ---   -------------------------------                  --------------------------------          --------------      ------------
 
<S>   <C>                                              <C>                                           <C>               <C>    
      Allstate Life Insurance Company                  GIC (maturing 11/12/98, 5.46%)                $ 2,014           $ 2,014
      Bankers Trust Company                            GIC (maturing 09/30/00, 5.87%)                  3,417             3,417
      Crown Life Insurance Company                     GIC (maturing 03/03/98, 4.04%)                  1,042             1,042
      John Hancock Mutual Life                         GIC (maturing 06/30/98, 5.16%)
             Insurance Company                                                                         3,013             3,013
*     Wells Fargo Bank                                 Wells Fargo Income Accumulation
                                                             Fund (839,520 units)                     10,428            10,429
      Confederation Life Insurance                     GIC (frozen 08/15/94, originally maturing
             Company                                         01/02/95, 8.70%)                          1,052             1,052
                                                       GIC (frozen 08/15/94, originally maturing
                                                             07/24/95, 9.14%)                          1,005             1,005
                                                       GIC (frozen 08/15/94, originally maturing
                                                             03/15/96, 8.54%)                          1,034             1,034
*     Wells Fargo Bank                                 Wells Fargo Asset Allocation Fund
                                                             (507,334 units)                           8,023             9,761
                                                       Wells Fargo Lifepath 2000 Fund
                                                             (153,450 units)                           1,536             1,748
                                                       Wells Fargo Lifepath 2010 Fund
                                                             (94,848 units)                              970             1,133
                                                       Wells Fargo Lifepath 2020 Fund
                                                             (102,615 units)                           1,048             1,266
                                                       Wells Fargo Lifepath 2030 Fund
                                                             (37,497 units)                              390               473
                                                       Wells Fargo Lifepath 2040 Fund
                                                             (32,979 units)                              353               426
                                                       Wells Fargo Stagecoach S&P 500 Stock Fund
                                                             (442,004 units)                           5,094             5,941
*     Wells Fargo Bank                                 Homestake Mining Company Stock Fund
                                                             (1,437,671 units)                        10,749            10,029
      Neuberger & Berman Management, Inc.              Neuberger & Berman Guardian Trust
                                                             (102,558 units)                           1,386             1,416
      Franklin Templeton Distributors, Inc.            Templeton Foreign Fund
                                                             (43,529 units)                              400               400
*     Participant notes                                Repayable over a term of up to five
                                                             years at an interest rate set
                                                             at the time of issue of the loan.
                                                             Rate during 1995 ranged from
                                                             5.5% to 12.6%                             2,222             2,222

*  Represents party-in-interest to Plan

Note:     GIC has been used above as an abbreviation for Guaranteed Investment Contract.
</TABLE>


                                       17

<PAGE>



                      HOMESTAKE MINING COMPANY SAVINGS PLAN

           Item 27d - SCHEDULE OF REPORTABLE TRANSACTIONS 
                      for the year ended December 31, 1995
                                 (in thousands)
<TABLE>
<CAPTION>


                                                                                                        (f) Expenses
                          (b) Description of Assets                                                         Incurred
(a) Identity of          (Include Interest Rate and             (c) Purchase   (d) Selling   (e) Lease       with
Party Involved            Maturity in Case of a Loan)               Price          Price        Rental      Transaction
- ---------------           --------------------------            ------------   -----------   ---------  ---------------
   <S>                  <C>                                        <C>            <C>            <C>           <C>
   Wells Fargo Bank     Homestake Mining Company Stock Fund        $20,192           -           -             -
                                                                         -       $19,914         -             -

   Wells Fargo Bank     Fixed Income Fund                           19,469           -           -             -  
                                                                        -         21,606         -             -

   Wells Fargo Bank     S&P 500 Stock Fund                              -          4,867         -             -


   Wells Fargo Bank     Stagecoach S&P 500 Stock Fund                5,631           -           -             -


<CAPTION>
                                                                              (h) Current 
                                                                                 Value of      (i) Net  
                       (b) Description of Assets                                 Asset on          Gain     
(a) Identity of        (Include Interest Rate and              (g) Cost       Transaction        or
Party Involved          Maturity in Case of a Loan)               of Asset        Date          (Loss)       
- ---------------        -----------------------------            ---------   ---------------    --------
   <S>                  <C>                                       <C>           <C>              <C>    
   Wells Fargo Bank     Homestake Mining Company Stock Fund            -             -             -
                                                                 $19,714       $19,914          $200

   Wells Fargo Bank     Fixed Income Fund                              -             -             -
                                                                  21,591        21,606            15

   Wells Fargo Bank     S&P 500 Stock Fund                         4,373         4,867           494


   Wells Fargo Bank     Stagecoach S&P 500 Stock Fund                  -             -             -

</TABLE>



                                       18



<PAGE>




                                                             Exhibit 23




                       CONSENT OF INDEPENDENT ACCOUNTANTS


We consent to the incorporation by reference in  Post-Effective  Amendment No. 5
to the Registration  Statement of Homestake Mining Company on Form S-8 (File No.
2-90903)  of our report  dated  June 20,  1996,  on our audits of the  financial
statements  and financial  statement  schedules of the Homestake  Mining Company
Savings Plan as of December 31, 1995 and 1994,  and for the year ended  December
31, 1995, which report is included in this Annual Report on Form 11-K.


 /s/ Coopers & Lybrand L.L.P.
- ----------------------------
COOPERS & LYBRAND L.L.P.

San Francisco, California
June 24, 1996





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