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Prospectus Supplement No. 1                    Filed Pursuant to Rule 424(b)(3)
to Prospectus dated April 30, 1999             Registration No. 333-74437


                      SUNSHINE MINING AND REFINING COMPANY

         This Prospectus Supplement supplements the information contained in the
Prospectus of Sunshine Mining and Refining Company (the "Company"), dated April
30, 1999. This Prospectus Supplement relates to the reoffer and resale by the
Selling Stockholders identified in the Prospectus of up to an aggregate of
19,000,000 shares of the Company's Common Stock that are issuable upon the
conversion and pursuant to certain payment terms of the Company's $6,000,000 5%
Convertible Notes Due January 28, 2001 (the "Notes").

         The Company has implemented a 1 for 8 reverse stock split (the "Reverse
Stock Split"), effective August 6, 1999. The Reverse Stock Split was approved by
the Company's stockholders at the annual meeting on June 10, 1997.

         The terms of the Notes that have been changed due to the Reverse Stock
Split are summarized below. The summary includes the terms of the Notes that
have been changed as they read before the change and as they read now. The only
terms of the Notes that have been changed are to the terms discussed below.

                           SUMMARY OF CHANGE TO NOTES



                                Prior to Change

The Maximum Conversion Price for the Notes is $0.6875.



                               Current Provision

The Maximum Conversion Price for the Notes is $5.50. Each reported price for the
Common Stock occurring on any Trading Day prior to the Reverse Stock Split and
included in the period used for determining the Formula Price should be
multiplied by eight (8) before calculating the Formula Price.


           The date of this Prospectus Supplement is August 17, 1999.