Supplement To Prospectus
Dated November 17, 1997
[Logo]
The Date of this Supplement is December 31, 1997
"Business and Properties-Goldking Acquistion"-page 47. To simplify the Company's
corporate structure and imporve operating efficiencies, Goldking and four of its
operating subsidiaries have been merged into a single operating subsidiary. The
merger is permitted under the Indenture. The Surviving Entity (as defined in the
Indenture) is Goldking Production Company, which remains a Subsidiary Guarantor
together with Goldking Acquisition Corp. This action does not violate any
provision in the Old or New Notes, the Guarantees, the Indenture or the
Registration Rights Agreement, and will have no impact on the Company or the
Subsidiary Guarantors' ability to meet their contractual and financial
obligiations. Any references to "Subsidiary Guarantors" either individually or
collectively, now refer only to Goldking Production Company and Goldking
Acquisition Corp. References to "Goldking" now pertain to Goldking Production
Company.
"Management-Officers and Directors"-pages 64 and 65. Leonard C. Tallerine, Jr.'s
employment with the Company as Executive Vice President-Business Development has
been terminated. Mark C. Licata's employment with the Company as Senior Vice
President-General Counsel has also been terminated. Messrs. Tallerine and Licata
both remain as directors of the Company. In addition, former Vice Presidents
Bruce A. DeBartolo and Jim R. Wible have resigned.
"Guaranteed Delivery Procedures"-page 80 (lines ten and sixteen). To make this
section consistent with the provisions of the Notice of Guaranteed Delivery,
five NYSE trading days after the date of execution of the Notice of Guaranteed
Delivery (instead of the prior three days) will be allowed for the receipt of
required certificates and documents by the Exchange Agent.
