783324--3/15/2007--VISTA_GOLD

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{interest, director, officer}

{cost, contract, operation}

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{operation, international, foreign}

{gas, price, oil}

{loss, insurance, financial}

{stock, price, share}

{acquisition, growth, future}

{competitive, industry, competition}

Risks Relating to the Arrangement The market price of our common shares could decrease if we are unable to complete the Arrangement, or if we have to delay completion of the Arrangement. We may be subject to U.S. federal corporate income tax and Canadian income taxes in connection with our distribution of Allied Nevada Shares. Risks Related to the Business of Vista Gold Vista Gold is a "passive foreign investment company" for U.S. tax purposes, which can have a materially adverse effect on a U.S. shareholder's economic return on investment in our common shares. We cannot be certain that our acquisition, exploration and development activities will be commercially successful. The price of gold is subject to fluctuations, which could adversely affect the realizable value of our assets and potential future results of operations and cash flow. Mining exploration, development and operating activities are inherently hazardous. Reserve calculations are estimates only, subject to uncertainty due to factors including metal prices, inherent variability of the ore, and recoverability of metal in the mining process. Our exploration and development operations are subject to environmental regulations, which could result in our incurring additional costs and operational delays. We face intense competition in the mining industry. We may be unable to raise additional capital on favorable terms. Some of our directors may have conflicts of interest as a result of their involvement with other natural resource companies. There may be challenges to our title in our mineral properties. Our property interests in Bolivia, Mexico, Indonesia and Australia are subject to risks from political and economic instability in those countries. Our financial position and results are subject to fluctuations in foreign currency values. Future sales of our common shares in the public or private markets could adversely affect the trading price of our common shares and our ability to raise funds in new share offerings. It may be difficult to enforce judgments or bring actions outside the United States against us and certain of our directors and officers.

Full 10-K form ▸

783324--3/15/2007--VISTA_GOLD_CORP