8-K

                SECURITIES AND EXCHANGE COMMISSION

                     WASHINGTON, D. C. 20549

                             FORM 8-K

                          CURRENT REPORT



Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported) March 12, 1996


                 FISCHER-WATT GOLD COMPANY, INC.
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        (Exact name of registrant as specified in charter)


           NEVADA               0-17386            88-0227654
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(State or other jurisdiction  (Commission      (I.R.S. Employer
      of incorporation)       file number)    Identification No.)

   1410 Cherrywood Drive    Coeur d'Alene, Idaho     83814
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     (Address of principal executive offices)      (Zip Code)

Registrant's telephone number, including area code  208-664-6757
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Item 5.  Other Events.

Pursuant to Rule 135c, notice was given by the registrant that it
has made an offering of securities not registered or required to
be registered under the Securities Act of 1933 in the form of a
news release, dated March 12, 1996, a copy of which is filed with
this report.
 
(c)  Exhibits
Item     601 Code                  Exhibit
- ----     --------                  -------
1         99    News release dated March 12, 1996 announcing the
                completion of a $5 million foreign offering
                consisting of 4,980,000 units at $1.06 per unit.



                          Signatures

Pursuant to the requirements of the Securities Exchange Act of
1934, the registrant has duly caused this report to be signed on
its behalf by the undersigned hereunto duly authorized.

                                 Fischer-Watt Gold Company, Inc.



Dated March 13, 1996           /s/  George Beattie, President

EX-99

                 FISCHER-WATT GOLD COMPANY, INC.
                      1410 Cherrywood Drive
                   Coeur d'Alene, ID  83814    
                 208-664-6757    Fax 208-667-6516



                        NEWS RELEASE                          96/4

                                                    MARCH 12, 1996
                                              COEUR D'ALENE, IDAHO

             FISCHER-WATT COMPLETES FOREIGN OFFERING


Mr. George Beattie, President and Chief Executive Officer of
FISCHER-WATT GOLD COMPANY, INC. (FWGO-OTC) today announced that the
Company has completed a $5 million foreign offering conducted
outside of the United States pursuant to Regulation "S".  These
funds are to finance capital equipment and working capital needs for
further development, expansion and exploration of Fischer-Watt's
gold mining operation in Colombia and its Nevada properties.

This Regulation S offering consisted of the sale of 4,980,000 units
at $1.06 per unit.  Each unit was composed of two common shares of
Fischer-Watt and one share purchase warrant.  Each of these warrants
entitles the holder to purchase one additional common share of
Fischer-Watt at an exercise price of $.75 through February 28, 1998. 
These securities were not registered under the Securities Act of
1933 and may not be offered or sold in the United States absent
registration or an applicable exemption from registration
requirements.

For further information please contact:

George Beattie, President and Chief Executive Officer,
1-208-664-6757
or
Diane K. Bryan, Investor Relations at 1-702-689-7450

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