6-K 1 v233160_6k.htm FORM 6-K

FORM 6-K

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

Report of Foreign Issuer

Pursuant to Rule 13a-16 or 15d-16 of the

Securities Exchange Act of 1934

For the month of August 2011

BUENAVENTURA MINING COMPANY INC.

(Translation of Registrant's Name into English)

CARLOS VILLARAN 790

SANTA CATALINA, LIMA 13, PERU

(Address of Principal Executive Offices)

Indicate by check mark whether the registrant files or will file annual reports under cover of Form 20-F or
Form 40-F.

Form 20-F x Form 40-F ¨

Indicate by check mark whether the registrant by furnishing the information contained in this Form is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of 1934.

Yes ¨ No x

If "Yes" is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b):
82-________________.

Translation of consolidated financial statements originally issued in Spanish - see note 14

Compañía de Minas Buenaventura S.A.A. and Subsidiaries

Interim unaudited consolidated financial statements as of June 30, 2011 and 2010 and for the three-month and six-month periods then ended

Translation of consolidated financial statements originally issued in Spanish - see note 14

Report on review of interim consolidated financial statements

To the Shareholders of Compañia de Minas Buenaventura S.A.A.

We have reviewed the accompanying consolidated financial statements of Compañia de Minas Buenaventura S.A.A. (a Peruvian company) and subsidiaries (together the "Company"), which comprises the consolidated balance sheet as of June 30, 2011, and the related consolidated statements of income, changes in shareholders’ equity and cash flows for the three and six–month periods ended June 30, 2011 and other explanatory notes. Management is responsible for the preparation and presentation of these interim consolidated financial statements in accordance with International Accounting Standard (IAS) 34 “Interim Financial Reporting”. Our responsibility is to express a conclusion on them based on our review.

We conducted our review in accordance with International Auditing Standard on Review Engagements 2410 “Review of Interim Financial Information Performed by the Independent Auditor of the Entity”. A review of interim financial information is limited primarily to making inquiries, primarily of the persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with generally accepted auditing standards. Consequently, it does not enable us to obtain an assurance that we would become aware of all material matters that might be identified in an audit. Accordingly, we do not express an audit opinion.

Based on our review, nothing has come to our attention that would lead us to believe that the accompanying interim consolidated financial statements were not prepared, in all material respects, in accordance with IAS 34 “Interim Financial Reporting”.

Lima, Peru

July 26, 2011

Countersigned by:


Marco Antonio Zaldívar
C.P.C.C. Register No.12477

Translation of consolidated financial statements originally issued in Spanish - see note 14

Compañía de Minas Buenaventura S.A.A. and Subsidiaries

Consolidated Balance Sheets

As of June 30, 2011 (unaudited) and December 31, 2010 (audited)

	Note	2011		2010
		US$(000)		US$(000)
				(Note 3)

Assets

Current assets

Cash and cash equivalents	5(a)		615,301		600,796

Financial assets at fair value through profit or loss			51,152		50,154

Trade accounts receivable, net			141,562		160,928

Other accounts receivable			30,895		23,593

Other accounts receivable from associates	12(b)		23,599		18,903

Embedded derivatives for concentrates sales			1,063		13,645

Inventory, net			129,293		82,081

Prepaid expenses			29,942		21,615

Total current assets			1,022,807		971,715

Other accounts receivable			1,533		1,538

Other accounts receivable from associates	12(b)		36,869		20,736

Long-term inventory			39,370		27,104

Prepaid expenses			2,144		12,887

Investment in associates	6(a)		1,661,801		1,412,414

Mining concessions and property, plant and equipment, net			597,788		532,577

Development costs, net			78,525		86,340

Deferred income tax asset	9(a)		168,453		201,454

Other assets			5,831		6,095

Total assets			3,615,121		3,272,860

	Note	2011			2010
		US$(000)			US$(000)
					(Note 3)

Liabilities and shareholders’ equity, net
Current liabilities
Trade accounts payable			85,945			91,374
Income tax payable			25,284			26,538
Other accounts payable			101,245			115,838
Other accounts payable to associates	12(b)		620			1,584
Embedded derivates for concentrate sales			244			-
Derivative financial instruments liability			9,526			16,291
Financial obligations	7		2,004			2,018

Total current liabilities			224,868			253,643

Other accounts payable			101,867			116,214
Other accounts payable to associates	12(b)		1,379			1,370
Financial obligations	7		79,656			55,134
Derivative financial instruments liability			4,521			6,897
Deferred income tax liability	9(a)		18,214			21,152

Total liabilities			430,505			454,410

Shareholders’ equity, net
Capital stock, net of treasury shares for US$62,622,000 in 2011 and 2010			750,540			750,540
Investment shares, net of treasury shares for US$142,000 in 2011 and 2010			2,019			2,019
Additional paid-in capital			225,978			225,978
Legal reserve			162,639			162,633
Other reserves			269			269
Retained earnings			1,821,772			1,483,233
Cumulative translation loss			(34,075	)		(34,075	)
Cumulative unrealized, loss			(3,399	)		(6,875	)
			2,925,743			2,583,722

Non-controlling interest			258,873			234,728

Total shareholders’ equity, net			3,184,616			2,818,450

Total liabilities and shareholders’ equity, net			3,615,121			3,272,860

The accompanying notes are an integral part of the consolidated balance sheets.

Translation of consolidated financial statements originally issued in Spanish - see note 14

Compañía de Minas Buenaventura S.A.A. and Subsidiaries

Consolidated Statements of income (unaudited)

For the three and six–month periods ended June 30, 2011 and 2010

		For the three–month periods ended June 30,						For the six–month periods ended June 30,
		2011			2010			2011			2010
		US$(000)			US$(000)			US$(000)			US$(000)
					(Note 3)						(Note 3)

Operating income
Net sales	10		327,302			212,028			690,782			399,637
Royalty income	12(a)		15,982			13,357			28,249			27,484
Total income			343,284			225,385			719,031			427,121
Operating costs
Cost of sales, without considering depreciation nor amortization			96,545			80,979			208,057			152,790
Exploration in units in operation			24,065			22,114			46,324			40,448
Depreciation and amortization			23,605			16,952			44,998			33,511
Total operating costs			144,215			120,045			299,379			226,749
Gross income			199,069			105,340			419,652			200,372
Operating expenses
Administrative	11		19,500			29,193			36,482			40,472
Royalties			16,987			12,120			31,310			20,774
Exploration in non-operating areas			12,096			10,299			22,700			18,154
Selling			2,648			2,215			4,853			4,277
Total operating expenses			51,231			53,827			95,345			83,677
Operating income			147,838			51,513			324,307			116,695
Other income (expenses), net
Share in the results of related parties by equity method	6(b)		129,609			86,163			235,314			198,417
Interest income			2,042			775			5,377			4,470
Interest expense			(1,282	)		(1,709	)		(3,427	)		(4,195	)
Loss from currency exchange difference, net			(25	)		60			(823	)		(694	)
Other, net			968			303			3,035			3,467
Total other income, net			131,312			85,592			239,476			201,465
Income before income tax and non-controlling interest			279,150			137,105			563,783			318,160
Income tax	9(b)		(48,690	)		(17,826	)		(94,229	)		(33,734	)
Net income			230,460			119,279			469,554			284,426
Net income attributable to non-controlling interest			(26,286	)		(7,691	)		(47,048	)		(16,438	)

Net income attributable to Buenaventura			204,174			111,588			422,506			267,988
Basic and diluted earnings per share attributable to Buenaventura, stated in U.S. dollars			0.80			0.44			1.66			1.05

The accompanying notes are an integral part of the consolidated balance sheets.

Translation of consolidated financial statements originally issued in Spanish - see note 14

Compañía de Minas Buenaventura S.A.A. and Subsidiaries

Consolidated Statements of Changes in Shareholders’ Equity (unaudited)

For the six–month periods ended June 30, 2011 and 2010

	Capital stock, net of treasury shares
	Number of shares outstanding		Common shares		Investment shares		Additional paid-in capital		Legal reserve		Other reserves		Retained earnings			Cumulative translation loss			Cumulative unrealized, loss			Total			Non- controlling interest			Total Equity
			US$(000)		US$(000)		US$(000)		US$(000)		US$(000)		US$(000)			US$(000)			US$(000)			US$(000)			US$(000)			US$(000)

Balance as of January 1, 2010 (note 3)		253,759,664		750,540		2,019		225,978		112,363		269		980,151			(34,075	)		(4,315	)		2,032,930			190,961			2,223,891
Dividends declared and paid, notes 8(a) and 8(b)		-		-		-		-		-		-		(76,332	)		-			-			(76,332	)		(27,994	)		(104,326	)
Net change in unrealized loss on hedging derivative financial instruments held by El Brocal		-		-		-		-		-		-		-			-			4,163			4,163			3,190			7,353
Net change in unrealized loss on other investments		-		-		-		-		-		-		-			-			143			143			-			143
Expired dividends		-		-		-		-		27		-		-			-			-			27			-			27
Capitalization of debt to minority shareholder of La Zanja		-		-		-		-		-		-		-			-			-			-			15,399			15,399
Net income		-		-		-		-		-		-		267,988			-			-			267,988			16,438			284,426
Balance as of June 30, 2010 (note 3)		253,759,664		750,540		2,019		225,978		112,390		269		1,171,807			(34,075	)		(9	)		2,228,919			197,994			2,426,913

Balance as of January 1, 2011 (note 3)		253,759,664		750,540		2,019		225,978		162,633		269		1,483,233			(34,075	)		(6,875	)		2,583,722			234,728			2,818,450
Dividends declared and paid, notes 8(a) and 8(b)		-		-		-		-		-		-		(83,967	)		-			-			(83,967	)		(25,551	)		(109,518	)
Net change in unrealized loss on hedging derivative financial instruments held by El Brocal		-		-		-		-		-		-		-			-			3,751			3,751			2,648			6,399
Net change in unrealized loss on other investments		-		-		-		-		-		-		-			-			(275	)		(275	)		-			(275	)
Expired dividends		-		-		-		-		6		-		-			-			-			6			-			6
Net income		-		-		-		-		-		-		422,506			-			-			422,506			47,048			469,554

Balance as of June 30, 2011		253,759,664		750,540		2,019		225,978		162,639		269		1,821,772			(34,075	)		(3,399	)		2,925,743			258,873			3,184,616

The accompanying notes are an integral part of the consolidated balance sheets.

Translation of consolidated financial statements originally issued in Spanish - see note 14

Compañía de Minas Buenaventura S.A.A. and Subsidiaries

Consolidated Statements of Cash Flows (unaudited)

For the three and six–month periods ended June 30, 2011 and 2010

	For the three–month periods ended June 30,						For the six–month periods ended June 30,
	2011			2010			2011			2010
	US$(000)			US$(000)			US$(000)			US$(000)
				(Note 3)						(Note 3)

Operating activities
Proceeds from sales		322,494			249,680			719,289			471,846
Royalties received		9,495			14,290			23,645			31,962
Value Added Tax (IGV) recovered		8,405			316			12,440			2,617
Interest received		1,721			1,017			4,201			2,065
Payments to suppliers and third parties		(141,355	)		(132,600	)		(350,730	)		(238,232	)
Payments to employees		(27,689	)		(14,477	)		(86,143	)		(55,882	)
Income tax paid		(31,285	)		(10,422	)		(61,517	)		(28,418	)
Payments of royalties		(19,236	)		(17,943	)		(34,809	)		(29,283	)
Payments of interest		(100	)		(363	)		(676	)		(2,841	)
Net cash and cash equivalents provided by operating activities		122,450			89,498			225,700			153,834
Investment activities
Decrease (increase) in time deposit		3,102			(34,774	)		17,935			(53,704	)
Proceeds from sale of plant and equipment		-			53			-			654
Additions to mining concessions and property, plant and equipment		(63,428	)		(55,360	)		(104,776	)		(109,812	)
Payments for purchase of investment shares		(7,940	)		(1,963	)		(17,019	)		(7,265	)
Disbursements for development activities		(2,604	)		(7,933	)		(4,390	)		(10,391	)
Net cash and cash equivalents used in investment activities		(70,870	)		(99,977	)		(108,250	)		(180,518	)
Financing activities
Increase in financial obligations		14,128			11,449			25,515			23,055
Payments of financial obligations		(1,007	)		(9,888	)		(1,007	)		(225,104	)
Dividends paid		(83,967	)		(82,690	)		(83,967	)		(82,690	)
Dividends paid to minority shareholders		(25,551	)		(7,752	)		(25,551	)		(12,592	)
Net cash and cash equivalents used in financing activities		(96,397	)		(88,881	)		(85,010	)		(297,331	)
Net increase (decrease) in cash and cash equivalents for the period		(44,817	)		(99,360	)		32,440			(324,015	)
Cash and cash equivalents at beginning of period, note 5		660,118			489,799			582,861			714,454

Cash and cash equivalents at the period-end, note 5		615,301			390,439			615,301			390,439

Translation of consolidated financial statements originally issued in Spanish - see note 14

Consolidated Statements of Cash Flows (unaudited) (continued)

	For the three–month periods ended June 30,						For the six–month periods ended June 30,
	2011			2010			2011			2010
	US$(000)			US$(000)			US$(000)			US$(000)
				(Note 3)						(Note 3)

Reconciliation of net income to cash and cash equivalents provided by operating activities
Net income attributable to Buenaventura		204,174			111,588			422,506			267,988
Add (less)
Depreciation and amortization		23,605			16,952			44,998			33,511
Provision for long-term officers´ compensation		-			16,675			-			17,098
Net income attributable to non-controlling interest		26,286			7,691			47,048			16,438
Deferred income tax		7,265			2,042			24,796			4,998
Provision for estimated fair value of embedded derivatives of concentrate sales and adjustments on open liquidations		16,468			1,376			9,511			5,502
Gain (loss) from currency exchange difference, net		25			(60	)		823			694
Net cost of plant and equipment retired and sold		-			24			-			394
Share in the results of related parties by equity method , net of dividends received in cash		(129,609	)		(86,163	)		(235,314	)		(198,417	)
Accretion expense of the provision for closure of mining units		1,179			1,349			2,747			(722	)
Reversal for obsolescent inventories		-			(365	)		-			(470	)
Other		(3,746	)		(1,523	)		(7,002	)		(2,396	)
Net changes in operating asset and liability accounts
Decrease (increase) in operating assets -
Trade accounts receivable		(20,629	)		35,854			19,366			65,436
Other accounts receivable		27,080			(3,809	)		5,306			1,825
Accounts receivable from associates		(4,394	)		933			(12,550	)		4,478
Inventory		(32,650	)		(11,427	)		(59,478	)		(19,099	)
Prepaid expenses		1,541			(10,774	)		2,416			(15,393	)
Increase (decrease) in operating liabilities –
Trade accounts payable		11,661			7,669			(5,429	)		21,221
Income tax payable		(27	)		1,096			(1,254	)		(13,313	)
Other accounts payable		(5,779	)		370			(32,790	)		(35,939	)
Net cash and cash equivalents provided by operating activities		122,450			89,498			225,700			153,834

The accompanying notes are an integral part of the consolidated balance sheets.

Translation of consolidated financial statements originally issued in Spanish - see note 14

Compañía de Minas Buenaventura S.A.A. and Subsidiaries

Notes to the interim consolidated financial statements (unaudited)

As of June 30, 2011 and 2010

1.	Identification and business activity

(a)

Identification -

Compañia de Minas Buenaventura S.A.A. (hereafter “Buenaventura” or “the Company”) is a publicly traded corporation incorporated in 1953. Buenaventura’s stock is traded on the Lima and New York Stock Exchanges through American Depositary Receipts (ADRs), which represent Company shares deposited in the Bank of New York. Buenaventura’s legal domicile is at Carlos Villaran Avenue 790, Santa Catalina, Lima, Peru.

(b)

Business activity -

Buenaventura (individually and in association with third parties) is engaged in the exploration, extraction, concentration, smelting and commercialization of polymetallic ores and metals.

Buenaventura directly operates seven mining units located in Peru: Uchucchacua, Orcopampa, Poracota, Julcani, Recuperada, Antapite and Ishihuinca. In addition, the Company has a controlling interest in Sociedad Minera El Brocal S.A.A. (hereinafter “El Brocal”), which operates the Colquijirca mining unit, Minera La Zanja S.R.L. (hereinafter “La Zanja”), which operates La Zanja mining unit and Compañia de Exploraciones, Desarrollo e Inversiones Mineras S.A.C. (hereinafter “Cedimin”), which operates the Shila - Paula mining unit. The Company also holds interests in a number of other mining companies. The Company also owns an electric power distribution company, an electric power generation company, a mining engineering services company and another company which will provide chemical processing services of ore concentrates. See note 1(d).

(c)

Approval of consolidated financial statements –

The consolidated financial statements as of June 30, 2011 were approved by Management on July 15, 2011 and will be presented for the approval of the Board of Directors and the Shareholders within the terms established by law. In Management’s opinion, the accompanying consolidated financial statements will be approved without changes by the Board of Directors and Shareholders’ Meetings that will be held in July 26, 2011. The consolidated financial statements as of December 31, 2010 were approved by the Shareholders’ Meeting held on March 25, 2011.

Translation of consolidated financial statements originally issued in Spanish - see note 14

Notes to the interim consolidated financial statements (unaudited) (continued)

(d)

The consolidated financial statements include the financial statements of the following subsidiaries:

	Ownership percentage as of
	June 30, 2011				December 31, 2010
	Direct		Indirect		Direct		Indirect
	%		%		%		%

Investment and mining concessions held, exploration and exploitation of minerals

Compañía de Exploraciones, Desarrollo e Inversiones Mineras S.A.C. – CEDIMIN (*)		72.32		27.68		44.83		55.17
Compañía Minera Condesa S.A.		100.00		-		100.00		-
Compañía Minera Colquirrumi S.A.		90.00		-		90.00		-
Sociedad Minera El Brocal S.A.A. (**) (e)		4.25		39.23		4.25		39.23
Inversiones Colquijirca S.A. (***)		81.42		-		81.42		-
S.M.R.L. Chaupiloma Dos de Cajamarca		20.00		40.00		20.00		40.00
Minera La Zanja S.R.L. (f)		53.06		-		53.06		-
Minera Julcani S.A. de C.V.		100.00		-		100.00		-
Compañía de Minas Buenaventura Chile Ltda.		100.00		-		100.00		-

Electric power activity
Consorcio Energético de Huancavelica S.A.		100.00		-		100.00		-
Empresa de Generación Huanza S.A.(g)		-		100.00		-		100.00

Service providers
Buenaventura Ingenieros S.A.		100.00		-		100.00		-
Contacto Corredores de Seguros S.A.		-		100.00		-		100.00

Chemical processing service
Procesadora Industrial Rio Seco S.A. (h)		100.00		-		100.00		-

(*)

In Shareholders’ Meeting held on May 18, 2011, Cedimin capitalized accounts payable to Buenaventura amounted to US$6,200,000 as of December 31, 2010. As a consequence, the Company increased its direct ownership percentage from 44.83 percent to 72.32 percent and Compañia Minera Condesa S.A., reduced its direct ownership from 55.17 percent to 27.68 percent in Cedimin’s capital stock.

(**)

Buenaventura´s participation in El Brocal common shares with voting rights was 46.08 per cent as of June 30, 2011 and December 31, 2010.

(***)

Inversiones Colquijirca S.A. has a 51.06 percent interest in Sociedad Minera El Brocal S.A.A., through which Buenaventura held an indirect participation of 39.23 per cent in El Brocal as of June 30, 2011 and December 31, 2010.

(e)

Project for the expansion of El Brocal operations –

Translation of consolidated financial statements originally issued in Spanish - see note 14

Notes to the interim consolidated financial statements (unaudited) (continued)

On August 15, 2008, the Board of Directors of El Brocal approved a project to expand its operations in order to reach a treatment level of 18,000 MT per day of ore from its Tajo Norte and Marcapunta mines. This project will allow processing ore with a lower lead–zinc grade from the La Llave zone and copper from Marcapunta Norte previously classified, divided in three stages:

First: Optimization of the current plant of 5,000 DMT/day to 7,000 DMT/day.

Second: New concentrate plant 2,490 DMT/day.

Third: Expansion of the new plant from 2,490 DMT/day to 11,000 DMT/day.

As of June 30, 2011, El Brocal concluded the first and second stage of the Project.

As of June 30, 2011 and December 31, 2010, the works related to the project to expand operations, which costs have been capitalized, considering the project economic feasibility study by El Brocal’s Management criteria, are the following:

	2011			2010
	US$(000)			US$(000)
Mine development costs
Expansion of Tajo Norte – Marcapunta Norte		16,524			16,246

Mining concessions and property, plant and equipment
Expansion of refining plant capacity to 18,000 DMT		93,513			92,892
Optimization of crushing plant and conveyor belt		16,154			4,766
Expansion of power grid		7,432			7,174
Construction of Huachacaja tailings area		4,242			3,217
Feasibility study		2,582			2,582
Other minor activities		7,885			3,647
		131,808			114,278
Incorporation to property, plant and equipment operations		(84,935	)		(18,825	)

Total		63,397			111,699

Translation of consolidated financial statements originally issued in Spanish - see note 14

Notes to the interim consolidated financial statements (unaudited) (continued)

(f)

La Zanja´s start up -

Minera La Zanja S.R.L. (hereafter “La Zanja”), is located in the province of Santa Cruz, district of Pulan in the Cajamarca region and has reserves of 675,000 ounces of gold (unaudited). La Zanja began operations in the third quarter of 2010. As of June 30, 2011, the production amounted to 62,071 ounces of gold (43,728 ounces of gold as of December 31, 2010). On June 24, 2010, the shareholders of La Zanja, approved the capitalization of contributions amounted US$95,779,000. As of June 30, 2011, La Zanja had a net income amounted to US$45,046,000.

From the third quarter of 2010, Minera La Zanja started the production of gold contained in a product called activated coal. The cost of sales of 54,367 ounces of gold obtained from the activated coal amounted to US$ 25,357,000 amount that explains part of the increase in this caption in the six-month ended June 30, 2011 compared to same previous period year.

(g)

Construction of hydroelectric power station –

In November 2009, the Consorcio Energetico de Huancavelica S.A. Board of Directors approved the construction of the 90.6 MW capacity Huanza hydroelectric power station, located in the Santa Eulalia river valley. This investment of US$145,000,000, is in progress since March 2010; its construction is expected to take thirty-three months. This project is being financed with a US$119,000,000 financial leasing agreement executed with Banco de Credito del Peru and with Consorcio Energetico de Huancavelica S.A.’s own resources.

As of June 30, 2011 and December 31, 2010, the investment in this project amounted to US$91,068,000 (US$63,958,000 as of December 31, 2010).

As of June 30, 2011 and December 31, 2010, the work related to the construction of hydroelectric power station is the following:

	2011		2010
	US$(000)		US$(000)
Development costs
Concessions and others		2,128		2,128

Property, plant and equipment
Preliminar work		39,743		35,792
Water conductor system		30,699		12,138
Access road		5,938		5,543
Transmition line in 60Kv		2,745		2,682
Round house and yard keys		2,128		95
Other minor activities		7,687		5,580
		88,940		61,830

Total		91,068		63,958

Translation of consolidated financial statements originally issued in Spanish - see note 14

Notes to the interim consolidated financial statements (unaudited) (continued)

(h)

Construction of washing plant, sulfuric acid and manganese sulfate -

At Board of Directors held on October 28, 2010, agreed the constitution of Procesadora Industrial Rio Seco S.A., in order to carry out the plant manganese sulfate project. The project is located in the community of Lomera in Huaral at 102 kilometers from Lima. The objective of this project is to wash with sulfuric acid, the manganese content in the lead-silver concentrate of Uchucchacua mining unit to reduce the level of manganese and to obtain a higher value added in ore concentrate. This process will also improve and increase recovery of silver reserves. For the treatment of gaseous effluents of the process, a sulfuric acid recovery plant will be installed, that will be used for the acid wash of the concentrate.

The total estimated investment for the construction of the washing plant, the plant of sulfuric acid and manganese sulphate plant amounted to US$55,000,000 and it is expected to be completed in the third quarter of 2012.

2.	Interim unaudited consolidated financial statements

Basis of presentation -

The interim unaudited consolidated financial statements for the three and six-month periods ended June 30, 2011 and 2010 had been prepared in conformity with IAS 34 “Interim Financial Reporting”.

The interim consolidated financial statements does not include all the information and disclosures required in the Company’s annual consolidated financial statements and should be read together with the consolidated financial statements as of December 31, 2010.

In May 2011, the “International Accounting Standard Board” (IASB) issued the following International Financial Reporting Standards, which are not effective in Peru, in addition to the ones included in the audited consolidated financial statements of the year 2010, effective for annual periods beginning January 1, 2013.

IFRS 10 “Consolidated Financial Statements”, establishes principles for the presentation and preparation of consolidated financial statements when an entity controls one or more other entities. IFRS 10 replaces the consolidation requirements included in SIC-12 Consolidation-Special Purpose Entities and IAS 27 Consolidated and Separate Financial Statements.

IFRS 11 “Joint Arrangement”, the standard addresses inconsistencies in the reporting of joint arrangements by requiring a single method to account for interests in jointly controlled entities by focusing on the rights and obligations of the arrangement, rather than its legal form. IFRS 11 supersedes IAS 31 Interests in Joint Ventures and SIC-13 Jointly Controlled Entities - Non-Monetary Contributions by Ventures.

Translation of consolidated financial statements originally issued in Spanish - see note 14

Notes to the interim consolidated financial statements (unaudited) (continued)

IFRS 12 “Disclosure of Interests in other entities”, this standard establishes requirements for all forms of interests in other entities, joint arrangements including associates, special purpose entities and unconsolidated structured entities.

IFRS 13 “Fair Value Measurement”, this standard establishes new requirements on how to measure fair value, improve the coherence of international standards and reduce the complexity bringing a fair value definition and a source for its measurement, moreover the requirements of disclosure for its use through IFRS.

Significant accounting principles and practices -

The criteria and accounting basis used by the Company in preparing the accompanying interim consolidated financial statements are consistent to those used in the preparation of the Company’s annual consolidated financial statements, except by the accounting treatment of income tax and worker´s profit sharing (see note 3).

Reclassifications -

The Company did not make significant reclassifications to its interim consolidated financial statements for the three and six-month periods ended June 30, 2011 and 2010; however the Company has recorded the adjustments mentioned in note 3.

3.	Change in accounting policy

Accordance with CONASEV Resolution N°046-2011-EF/94 issued on January 27, 2011, the Company modified the accounting treatment of workers´profit sharing, according to IAS 19 “Employee Benefits”. Under this standard, the current workers´profit sharing must be considered as part of personnel costs and not recognize deferred effects.

The consolidated financial statements of the year 2010, which are presented for comparative purposes, were modified according to IAS 8 “Accounting policies, changes in accounting estimates and errors”.

Translation of consolidated financial statements originally issued in Spanish - see note 14

Notes to the interim consolidated financial statements (unaudited) (continued)

The changes made to the consolidated financial statements for the year 2010 are as follows:

	As of December 31, 2010
	Reported			Modified			Difference
	US$(000)			US$(000)			US$(000)

Consolidated balance sheets
Deferred workers’ profit sharing asset, net		53,662			-			(53,662	)
Deferred income tax asset		185,132			201,454			16,322
Investment in associates		1,404,659			1,412,414			7,755
Deferred workers’ profit sharing liability		(5,641	)		-			(5,641	)
Deferred income tax liability		(19,460	)		(21,152	)		(1,692	)
Cumulative unrealized, loss		(6,233	)		(6,875	)		(642	)
Retained earnings		1,506,725			1,483,233			(23,492	)
Non-controlling interest		236,230			234,728			(1,502	)
Shareholders’ equity, net		2,844,086			2,818,450			(25,636	)

	For the six-month periods ended June 30, 2010
	Reported		Modified		Difference
	US$(000)		US$(000)		US$(000)

Consolidated statements of income -
Cost of sales, without considering depreciation nor amortization		148,684		152,790		4,106
Administrative expenses		38,953		40,472		1,519
Current workers´ profit sharing		5,625		-		(5,625	)
Deferred workers´ profit sharing		1,373		-		(1,373	)
Deferred income tax		4,738		4,998		260
Share in the results of related parties by equity method		198,102		198,417		315
Net income		282,998		284,426		1,428
Non-controlling interest		16,933		16,438		(495	)
Net income attributable to Buenaventura		266,065		267,988		1,923

Translation of consolidated financial statements originally issued in Spanish - see note 14

Notes to the interim consolidated financial statements (unaudited) (continued)

	For the three-month periods ended June 30, 2010
	Reported			Modified			Difference
	US$(000)			US$(000)			US$(000)
Consolidated statements of income -
Cost of sales, without considering depreciation nor amortization		78,612			80,979			2,367
Administrative expenses		28,350			29,193			843
Current workers´ profit sharing		3,210			-			(3,210	)
Deferred workers´ profit sharing		582			-			(582	)
Deferred income tax		2,015			2,042			27
Share in the results of related parties by equity method		86,192			86,163			29
Net income		118,753			119,279			526
Non-controlling interest		7,869			7,691			(178	)
Net income attributable to Buenaventura		110,884			111,588			704

	As of December 31, 2010
	Reported			Modified			Difference
	US$(000)			US$(000)			US$(000)
Consolidated statements of changes in shareholders´ equity
Retained earnings		1,506,725			1,483,233			(23,492	)
Cumulative unrealized, loss		(6,233	)		(6,875	)		(642	)
Shareholders’ equity, net		2,844,086			2,818,450			(25,636	)

	As of January 1, 2010
	Reported			Modified			Difference
	US$(000)			US$(000)			US$(000)
Consolidated statements of changes in shareholders´ equity
Retained earnings		1,011,077			980,151			(30,926	)
Cumulative unrealized, loss		(3,916	)		(4,315	)		(399	)
Non-controlling interest		199,065			190,961			(8,104	)

	For the six-month periods ended June 30, 2010
	Reported			Modified			Difference
	US$(000)			US$(000)			US$(000)
Consolidated statements of cash flows -
Net income attributable to Buenaventura		266,065			267,988			1,923
Non-controlling interest		16,933			16,438			(495	)
Operating activities:
Deferred income tax		4,738			4,998			260
Share in the results of related parties by equity method, net of dividends received in cash		198,102			198,417			315

Translation of consolidated financial statements originally issued in Spanish - see note 14

Notes to the interim consolidated financial statements (unaudited) (continued)

	For the three-month periods ended June 30, 2010
	Reported			Modified			Difference
	US$(000)			US$(000)			US$(000)
Consolidated statements of cash flows -
Net income attributable to Buenaventura		110,884			111,588			704
Non-controlling interest		7,869			7,691			(178	)
Operating activities:
Deferred income tax		(2,015	)		(2,042	)		27
Share in the results of related parties by equity method, net of dividends received in cash		86,192			86,163			(29	)

4.	Seasonality of operations

The Company and its subsidiaries operate continuously without major fluctuations due to seasonality.

5.	Cash and cash equivalents

(a)

The table below presents the components of this caption:

	As of June 30, 2011		As of December 31, 2010
	US$(000)		US$(000)

Cash		1,546		696
Bank accounts		55,285		124,270
Time deposits (b)		558,470		457,895
Cash balances included in the consolidated statements of cash flows		615,301		582,861
Time deposits with original maturity greater than 90 days (c)		-		17,935

		615,301		600,796

(b)

The table below presents the components of time deposits as of June 30, 2011:

Currency	Original maturities	Annual interest rate
		%	US$(000)

U.S. Dollars	From 4 to 73 days	Between 0.35 and 1.32		552,500
Nuevos Soles	From 16 to 42 days	Between 4.45 and 4.65		5,970

				558,470

Translation of consolidated financial statements originally issued in Spanish - see note 14

Notes to the interim consolidated financial statements (unaudited) (continued)

The table below presents the components of time deposits as of December 31, 2010:

Currency	Original maturities	Annual interest rate
		%	US$(000)

U.S. Dollars	From 7 to 63 days	Between 0.16 and 1.45		453,000
Nuevos Soles	From 78 to 90 days	Between 2.5 and 3.05		4,895

				457,895

(c)

As of December 31, 2010, it corresponds to the following time deposits:

Currency	Original maturities	Annual interest rate
		%	US$(000)

Nuevos Soles	From 91 to 123 days	Between 2.75 and 3.40		14,685
U.S. Dollars	From 91 to 104 days	Between 1.25 and 1.30		3,250

				17,935

6.	Investment in associates

(a)

The table below presents the components of this caption:

	Share in shareholders’ equity				Amount
	As of June 30, 2011		As of December 31, 2010		As of June 30, 2011		As of December 31, 2010
	%		%		US$(000)		US$(000)
							(Note 3)
Investments held under the equity method
Minera Yanacocha S.R.L. (c)
Equity share		43.65		43.65		1,117,501		1,004,276
Payment in excess of the share in fair value of assets and liabilities, net						14,697		15,214
						1,132,198		1,019,490
Sociedad Minera Cerro Verde S.A.A. (c)
Equity share		19.26		19.26		443,907		306,995
Payment in excess of the share in fair value of assets and liabilities, net						82,572		83,279
						526,479		390,274

Canteras del Hallazgo S.A.C. (d)		49.00		49.00		2,537		2,700
Compañía Minera Coimolache S.A. (e)		40.095		40.095		-		-

Available-for-sale investments
Others						587		(50	)

						1,661,801		1,412,414

Translation of consolidated financial statements originally issued in Spanish - see note 14

Notes to the interim consolidated financial statements (unaudited) (continued)

(b)

The table below presents the net share in the results of related parties by equity method:

	For the three-month periods ended June 30,						For the six-month periods ended June 30,
	2011			2010			2011			2010
	US$(000)			US$(000)			US$(000)			US$(000)

Sociedad Minera Cerro Verde S.A.A.		72,323			25,901			136,205			71,785
Minera Yanacocha S.R.L.		64,884			62,673			112,986			133,269
Canteras del Hallazgo S.A.C		(7,081	)		(2,411	)		(13,084	)		(6,637	)
Compañía Minera Coimolache S.A. (e)		(517	)		-			(793	)		-

		129,609			86,163			235,314			198,417

(c)

The investments held in Yanacocha (a gold mine located in Cajamarca, Peru) and Cerro Verde (a copper mine located in Arequipa, Peru), represent the Company’s most significant investments. The share in their results has been significant in relation to the Company’s net earnings in the three and six-month periods ended June 30, 2011 and 2010.

Translation of consolidated financial statements originally issued in Spanish - see note 14

Notes to the interim consolidated financial statements (unaudited) (continued)

The table below presents the principal amounts in the Yanacocha and Cerro Verde financial statements, adjusted to conform to Buenaventura’s accounting practices:

	Yanacocha				Cerro Verde
	As of June 30,		As of December 31,		As of June 30,		As of December 31,
	2011		2010		2011		2010
	US$(000)		US$(000)		US$(000)		US$(000)
							(Note 3)
Balance Sheet
Total assets		3,186,968		2,936,994		2,827,774		2,295,386
Total liabilities		625,643		634,848		522,727		701,265
Shareholders’ equity		2,561,325		2,302,146		2,305,047		1,594,121

	Yanacocha				Cerro Verde
	For the three-month periods ended June 30,				For the six-month periods ended June 30,
	2011		2010		2011		2010
	US$(000)		US$(000)		US$(000)		US$(000)
							(Note 3)
Results
Total income		885,923		884,889		1,484,881		909,796
Operating income		358,969		450,072		1,018,771		595,631
Net income		259,826		306,837		710,926		375,426

(d)

Canteras del Hallazgo S.A.C.: Chucapaca Project -

The mining project is located in Moquegua. There are evidences of gold, copper and silver in Chucapaca project zone, at Canahuire deposit.

As of June 30, 2011, the project is in Feasibility and Environmental Studies, which are expected to be concluded at the end of 2012. As of June 30, 2011, the shareholders contribution amounted to US$59,679,000 (US$33,309,000 as of December 31, 2010).

(e)

Compañía Minera Coimolache S.A.: Tantahuatay Project -

Tantahuatay Project is located in the province of Hualgayoc, which includes the districts of Hualgayoc and Chugur in Cajamarca region and has reserves of 658,000 ounces of gold (unaudited). The open pit will be mined and the ore will be leached in piles in an initial rate of 12,000 MT/day. As of June 30, 2011, the shareholders contribution amounted to US$80,361,000 (US$45,940,300 as of December 31, 2010).

The Environmental Study was approved on June 22, 2009, the construction authorization was issue by the General Direction of Mining, hereinafter “DGM”, by its Spanish acronym, on May 25, 2010 and the mining plan was approved by the DGM on November 4, 2010. The construction of the project started in July 2010 and the physical advance as of June 30, 2011 is 93 per cent (41 per cent as of December 31, 2010). The Management estimated the start-up of the mining operations will be on the second semester of 2011.

Translation of consolidated financial statements originally issued in Spanish - see note 14

Notes to the interim consolidated financial statements (unaudited) (continued)

On October 18, 2010, the Shareholders´Meeting of Compañía Minera Coimolache S.A. approved the development program and financial support of Tantahuatay Project to be taken into production stage; the total budget of the project was estimated in US$120,000,000 and the project financing structure should be: 30% shareholders´s equity and 70% loans from shareholders. In Management´s opinion, the accounts receivable will be proceed with the cash flow provided by Tantahuatay Project´s operations, which is expected to start-up in the second semester of 2011.

As of June 30, 2011 and December 31, 2010, the work related to Tantahuatay Project, considering the economic viability of the Project made by Management are the following:

	2011		2010
	US$(000)		US$(000)
Inventories
Suppliers		1,417		-

Development costs
Preparation of mining		4,482		820
Other minor		1,456		420
		5,938		1,240
Mining concessions and property, plant and equipment
Construction of pad		27,070		14,759
Construction of process plant		13,276		4,096
Construction of process leach		6,338		3,270
Construction of waste dumps		3,429		1,092
Construction of employees ´camp		3,422		108
Construction of internal access		1,975		799
Construction of material dumps		1,558		975
Construction of mining road		1,307		739
Construction of laboratory		1,161		657
Construction of material dumps II		1,158		715
Other minor to US$1,000,000		11,863		6,479
		72,557		33,689

Total		79,912		34,929

Translation of consolidated financial statements originally issued in Spanish - see note 14

Notes to the interim consolidated financial statements (unaudited) (continued)

7.	Financial obligations

The table below presents the detail of long-term debt as of June 30, 2011 and December 31, 2010:

	Original amount		Period	Guarantee	Annual interest rate	Maturities	2011			2010
	US$ (000)						US$(000)			US$(000)
Empresa de Generacion Huanza S.A. Banco de Credito del Peru - Financial leasing		119,000	10 year	Joint surety	Three-month Libor plus 4.00% (4.25 % as of June 30, 2011)	Quarterly maturities to during seven years from capitalization		79,642			54,127

Consorcio Energetico de Huancavelica S.A.
BBVA Banco Continental - Working capital loan		9,000	4 year	None	Three-month Libor plus 1.25% (1.50% as of June 30, 2011)	Quarterly maturities of US$500,000 from June 2009 to June 2012		2,000			3,000
Other								18			25
								81,660			57,152

Non-current portion								(79,656	)		(55,134	)

Current portion								2,004			2,018

Translation of consolidated financial statements originally issued in Spanish - see note 14

Notes to the interim consolidated financial statements (unaudited) (continued)

8.	Shareholders’ equity, net

(a)

Dividends declared and paid -

The detail of dividends declared for the quarters ended June 30, 2011 and 2010 is as follows:

Meeting	Date	Dividends declared			Dividends per share
		US$			US$

2011 Dividends
Mandatory annual shareholders’ meeting	March 25, 2011		90,959,000			0.33
Less – Dividends granted to subsidiary			(6,992,000	)

			83,967,000

2010 Dividends
Mandatory annual shareholders’ meeting	March 26, 2010		82,690,000			0.30
Less – Dividends granted to subsidiary			(6,358,000	)

			76,332,000

(b)

As of June 30, 2011 and 2010, the dividends due to minority shareholders broke down as follows:

	2011		2010
	US$(000)		US$(000)

Sociedad Minera El Brocal S.A.A.		14,743		15,386
S.M.R.L. Chaupiloma Dos de Cajamarca		7,520		8,920
Inversiones Colquijirca S.A.		3,288		3,688

		25,551		27,994

Translation of consolidated financial statements originally issued in Spanish - see note 14

Notes to the interim consolidated financial statements (unaudited) (continued)

9.	Deferred income tax asset and liability

(a)

The table below presents the components of this caption, according to the items that give rise to them:

	As of June 30, 2011			As of December 31, 2010
	US$(000)			US$(000)

Deferred asset
Tax–loss carryforward (*)		95,867			125,363
Difference in depreciation and amortization rates		24,695			20,612
Stock appreciation rights provision		14,751			20,814
Provision for closure of mining units, net		14,027			14,169
Effect of translation into U.S. dollars		7,923			5,827
Environmental liability for Santa Barbara mining unit		1,494			1,494
Embedded derivative from sale of concentrates		233			1,240
Other minor		8,387			7,602
		167,377			197,121
Less – allowance for uncertainty as to the deferred asset’s recoverability		(3,138	)		(2,623	)
		164,239			194,498
Deferred asset included in retained earnings
Derivative financial instruments		4,214			6,956

Deferred asset, net		168,453			201,454

Deferred liability included in results Differences in amortization rates for development costs		(14,951	)		(18,149	)
Embedded derivative from sale of concentrates		(1,242	)		(2,766	)
Other		(2,021	)		(237	)

Deferred liability		(18,214	)		(21,152	)

(*)

According to the Company´s Management projections, the total of deferred asset related to tax-loss carryforward will be consumed the next two years.

Translation of consolidated financial statements originally issued in Spanish - see note 14

Notes to the interim consolidated financial statements (unaudited) (continued)

(b)

The current and deferred portions of the expense for income tax included in the consolidated statements of income for the three and six-month periods ended June 30, 2011 and 2010 are made up as follows:

	For the three-month periods ended June 30,						For the six-month periods ended June 30,
	2011			2010			2011			2010
	US$(000)			US$(000)			US$(000)			US$(000)
Income tax
Current		(41,425	)		(15,784	)		(69,433	)		(28,736	)
Deferred		(7,265	)		(2,042	)		(24,796	)		(4,998	)
		(48,690	)		(17,826	)		(94,229	)		(33,734	)

Translation of consolidated financial statements originally issued in Spanish - see note 14

Notes to the interim consolidated financial statements (unaudited) (continued)

10.

Net sales

The table below presents the net sales for the three and six-month periods ended June 30, 2011 and 2010:

	For the three-month periods ended June 30,									For the six-month periods ended June 30,
	2011			2010			Increase (decrease)			2011			2010			Increase (decrease)
	US$(000)			US$(000)			US$(000)			US$(000)			US$(000)			US$(000)
Net sales by product
Gold (i)		191,657			128,521			63,136			359,399			237,938			121,461
Silver (ii)		110,357			51,591			58,766			227,490			98,167			129,323
Copper (iii)		33,022			18,188			14,834			102,673			33,228			69,445
Zinc		19,153			20,458			(1,305	)		37,927			46,401			(8,474	)
Lead		11,200			10,864			336			18,411			22,144			(3,733	)
		365,389			229,622			135,767			745,900			437,878			308,022
Penalties		(23,055	)		(23,336	)		281			(56,823	)		(45,709	)		(11,114	)
Final liquidations for previous year		(4,877	)		39			(4,916	)		2,429			(4,922	)		7,351
		337,457			206,325			131,132			691,506			387,247			304,259
Embedded derivative from sale of concentrates		(13,382	)		(565	)		(12,817	)		(3,891	)		(728	)		(3,163	)
Adjustment to open provisional liquidations		(3,086	)		(2,383	)		(703	)		(5,620	)		(1,040	)		(4,580	)
Hedging operations (iv)		(2,829	)		2,587			(5,416	)		(7,065	)		4,205			(11,270	)
		318,160			205,964			112,196			674,930			389,684			285,246
Net sales by services, electric power and other		9,142			6,063			3,079			15,852			9,951			5,901
		327,302			212,027			115,275			690,782			399,635			291,147

The principal variations during the six-month period ended June 30, 2011 compared with the same period of 2010, are explained below:

(i)

Increase of US$121,461,000 in gold sales resulting from the effect of a higher gold price (24.75 per cent increase) and a greater volume sold (21.49 per cent increase). See note 13. The increased volume sold is due mainly to more gold ounces sold as a consequence of La Zanja mining unit start up during the first semester of 2011, which is net of the lower production of Orcopampa.

(ii)

Increase of US$129,323,000 in silver sales resulting from the effect of a higher silver price (101.35 per cent increase) and a greater volume sold (15.12 per cent increase). See note 13. The increase in volume sold is due to more ounces produced in Julcani and Colquijirca mining units during the first semester of 2011.

Translation of consolidated financial statements originally issued in Spanish - see note 14

Notes to the interim consolidated financial statements (unaudited) (continued)

(iii)

Increase of US$69,445,000 in copper sales resulting from the effect of a greater volume sold (126.24 per cent increase) and a higher copper price (32.72 per cent increase). See note 13. The increase volume sold is due to more copper tons produced in the Colquijirca mining unit during the first semester of 2011.

During the last quarter of the year 2010, El Brocal´s Management decided to reduce significantly the production and sale of lead and zinc concentrate, in order to use the treatment and production capacity in the copper concentrate process. This operational decision has maintained during the first quarter of 2011. Since April 2011, the Company started up the production and zinc and lead concentrate commercialization.

(iv)

Decrease of US$11,270,000 in income due to metal price hedging transactions resulting from a higher differences between the prices fixed for hedging and the market prices, as well as the lower volume of settlement hedging during the six-month period ended as of June 30, 2011 compared to the same period of 2010.

11.	Administrative expense

The administrative expense caption decreased by 10 per cent from an expense of US$40,472,000 for the six-month period as of June 30, 2010 to an expense of US$36,482,000 for the same period of 2011. This variation is due mainly to record during the second quarter of 2010 a provision for long term officers´compensation for US$17,098,000, while in 2011 was not necessary to record any amount, net of the increase in personnel expense of US$5,264,000, services provided by third parties amounted to US$4,887,000 and insurance expenses amounted to US$1,245,000 during the six-month period ended as of June 30, 2011.

Translation of consolidated financial statements originally issued in Spanish - see note 14

Notes to the interim consolidated financial statements (unaudited) (continued)

12.	Related-party transactions

(a)

The Company (through its subsidiaries) had the following transactions with its associates for the three and six-month periods ended June 30, 2011 and 2010:

	For the three-month periods ended June 30,				For the six-month periods ended June 30,
	2011		2010		2011		2010
	US$(000)		US$(000)		US$(000)		US$(000)
Minera Yanacocha S.R.L. :
Paid royalties to:		15,982		13,357		28,249		27,484
S.M.R.L. Chaupiloma Dos de Cajamarca
Services received by:
Consorcio Energético de Huancavelica S.A. (Electric power transmition)		1,197		1,197		2,394		2,394
Buenaventura Ingenieros S.A. (Implementation of specific work orders)		3,305		378		3,945		863

(b)

As a result of the transactions indicated in paragraph (a), the Company had the following accounts receivable and payable from related parties:

	As of June 30, 2011			As of December 31, 2010
	US$(000)			US$(000)
Accounts receivable
Compañía Minera Coimolache S.A.		37,012			20,787
Minera Yanacocha S.R.L.		23,456			18,852
		60,468			39,639
Less – noncurrent portion		(36,869	)		(20,736	)
		23,599			18,903
Accounts payable
Compañía Minera Coimolache S.A.		1,379			1,697
Minera Yanacocha S.R.L.		620			1,257
		1,999			2,954
Less – noncurrent portion		(1,379	)		(1,370	)
		620			1,584

Translation of consolidated financial statements originally issued in Spanish - see note 14

Notes to the interim consolidated financial statements (unaudited) (continued)

13.	Statistical data (unaudited)

The Company’s statistical data related to the volume of inventories sold and average sale prices by product for the three and six-month periods ended June 30, 2011 and 2010 are as follows:

(a)

Volumes sold (metallic content):

	For the three-month periods ended June 30,		For the six-month periods ended June 30,
	2011	2010	2011	2010

Gold	126,314 OZ	105,112 OZ	246,916 OZ	203,248 OZ
Silver	2,768,290 OZ	2,833,313 OZ	6,379,511 OZ	5,541,847 OZ
Lead	4,657 MT	5, 808 MT	7,404 MT	10,963 MT
Zinc	8,517 MT	9,977 MT	16,451 MT	21,336 MT
Copper	3,832 MT	2,769 MT	10,889 MT	4,813 MT

(b)

Average sale prices:

	For the three-month periods ended June 30,		For the six-month periods ended June 30,
	2011	2010	2011	2010
	US$	US$	US$	US$

Gold	1,513.95 /OZ	1,214.24 /OZ	1,456.86 /OZ	1,167.86 /OZ
Silver	37.01 /OZ	18.34 /OZ	35.70 /OZ	17.73 /OZ
Lead	2,493.59 /MT	1,865.45 /MT	2,519.42 /MT	2,016.30 /MT
Zinc	2,260.30 /MT	2,029.07 /MT	2,320.93 /MT	2,137.36 /MT
Copper	9,102.88 /MT	6,730.23 /MT	9,333.95 /MT	7,032.78 /MT

14.	Explanation added for English language translation

The accompanying consolidated financial statements are presented based on accounting principles generally accepted in Peru. Certain accounting practices applied by the Company that comprise generally accepted accounting principles in Peru may differ in certain respects from generally accepted accounting principles in other countries.

Signature

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, thereunto duly authorized.

Compañía de Minas Buenaventura S.A.A.

/s/ CARLOS E. GALVEZ PINILLOS

Carlos E. Gálvez Pinillos

Chief Financial Officer

Date: August 22, 2011