Directors' Dealings

Antofagasta Hldgs PLC
23 November 1999


Letter to:  The Directors of Antofagasta Holdings 

Antofagasto Holdings PLC
Companies Act 1985 (the 'Act'), sections 198 and 324

I refer to an agreement dated 13 September 1999 between the Company and
Lanzville Investment Establishment ('Lanzville') in relation to the acquisition
of certain equity interests for the purpose of developing a copper mine project
at El Tesoro in Chile (the 'Acquisition Agreement').

In fulfilment of the obligations imposed by sections 198 and 324 of the Act, I
hereby notify the Company that on 22 November 1999 I became interested in the
7,000,000 ordinary shares of 5p each in the Company's shares capital credited as
fully paid ('New Shares') and issued to Lanzville, a Liechtenstein
establishment, pursuant to the Acquisition Agreement.

As a result of the issue of the New Shares, Lanzville's registered holding of
ordinary shares is 26,484,908 and my beneficial holding in the Company increased
from 719,801,246 ordinary shares (representing 63.0 per cent. of the issued
ordinary shares of the Company) to 126,807,246 ordinary shares (representing
64.31 per cent. of the issued ordinary shares of the Company) via my indirect
control of Lanzville.

Letter from Sr. A.A. Luksic
Lanzville Investment 

                       DEALINGS BY DIRECTORS


1)  NAME OF COMPANY

ANTOFAGASTA HOLDINGS PLC

2)  NAME OF DIRECTOR

SR. A.A. LUKSIC

3)  Please state whether notification indicates that it is in respect of
    holding of the Director named in 2 above or holding of that person's
    spouse or children under the age of 18 or in respect of a non-beneficial
    interest

HOLDING OF THE DIRECTOR NAMED IN 2.

4)  Name of the registered holder(s) and, if more than one holder, the
    number of shares held by each of them. (If notified)

LANZVILLE INVESTMENT LIMITED - 7,000,000 ORDINARY SHARES

5)  Please state whether notification relates to a person(s) connected
    with the Director named in 2 above and identify the connected person(s)

THE DIRECTOR NAMED IN 2 INDIRECTLY CONTROLS LANZVILLE

6)  Please state the nature of the transaction. For PEP transactions
    please indicate whether general/single co PEP and if discretionary/non
    discretionary

ALLOTMENT OF SHARES PURSUANT TO AN ACQUISITION AGREEMENT AND IN CONSIDERATION OF
TRANSFER OF SHARES IN A JERSEY COMPANY

7)  Number of shares/amount of
    stock acquired

7,000,000

8)   (3.55%)
    of issued Class

9)  Number of shares/amount
    of stock disposed



10)  (    % )
   of issued Class

11) Class of security

ORDINARY SHARES

12) Price per share

£0.05

13) Date of transaction

22 NOVEMBER 1999

14) Date company informed

22 NOVEMBER 1999

15) Total holding following this notification

126,807,246 (INCLUDING INTERESTS OF CONNECTED PERSONS)

16) Total percentage holding of issued class following this notification

64.31%

     IF A DIRECTOR HAS BEEN GRANTED OPTIONS BY THE COMPANY PLEASE
                    COMPLETE THE FOLLOWING BOXES

17) Date of grant



18) Period during which or date on which exercisable



19) Total amount paid (if any) for grant of the option



20) Description of shares or debentures involved: class, number.



21) Exercise price (if fixed at time of grant) or indication that price
    is to be fixed at time of exercise



22) Total number of shares or debentures over which options held
    following this notification



23) Any additional information



24) Name of contact and telephone number for queries



25) Name and signature of authorised company official responsible for
    making this notification

    Date of Notification.........22 NOVEMBER 1999  .......