Filed by Automated Filing Services Inc. (604) 609-0244 - American Bonanza Gold Corp. - Exhibit 4.9






EXHIBIT 4.9 

EMPLOYMENT AGREEMENT 

          THIS
AGREEMENT made effective as of the 1st day of July, 2006 

BETWEEN: 


  
    
      AMERICAN BONANZA GOLD CORP., a corporation
        continued under the Business Corporation Act (British Columbia), Canada
      

      (herein referred to as "American Bonanza" or the "Corporation")
      

    

  



OF THE FIRST PART

 - and - 


  
    
      FOSTER WILSON, of the City of Reno, in
        the State of Nevada, United States

       (herein referred to as "Wilson") 

    

  



OF THE SECOND PART 

          WHEREAS
American Bonanza wishes to engage Wilson’s services in connection with the
continuing operation of the business presently carried on or to be carried on in
the future by American Bonanza (the "Business"); 

          AND
WHEREAS American Bonanza and Wilson wish to set out the terms of Wilson’s
employment; 

          NOW
THEREFORE IN CONSIDERATION OF the payment of the sum of $1.00, the covenants and
agreements contained in this Agreement, and other good and valuable
consideration, the receipt and sufficiency of which is hereby acknowledged, the
parties agree as follows: 

AGREEMENT TO EMPLOY 

1.      American Bonanza agrees
to continue to employ Wilson in connection with the Business on the terms and
conditions set out herein (the "Employment"), and Wilson agrees to accept
employment on such terms. 

TERM 

2.      The term of this
Agreement and the Employment shall be for an indefinite period, provided that:


	 	(a) 	
      American Bonanza may terminate this Agreement and the
      Employment at any time as set out in paragraphs 9 and 10 hereof;

	 	 	 
	 	(b) 	
      Wilson may terminate this Agreement and the Employment at
      any time as set out in paragraph 11 hereof;

	 	 	 
	 	(c) 	
      this Agreement and the Employment are automatically
      terminated when Wilson dies or








	 		
      when he reaches the age of 65; and

	 	 	 
	 	(d) 	
      Wilson may terminate this Agreement and the Employment if
      there is a change in control as set out in paragraph 12
  hereof.



DUTIES AND RESPONSIBILITIES 

3.      Wilson shall be the Vice
President, Corporate Development of American Bonanza and shall, in such
capacity, have the jurisdiction, and perform the duties, assigned to him from
time to time by the Board of Directors of American Bonanza.

CONFLICT OF INTEREST/DUTY OF LOYALTY 

4.      Wilson agrees to devote
substantially all of his working time during the Employment to the Business and
shall not engage or have an interest in any other enterprise, occupation or
profession, directly or indirectly, or become a principal, agent, director,
officer or employee of another company, firm or person, as applicable, which
will interfere with Wilson’s duties and responsibilities hereunder without the
approval, not to be unreasonably withheld, of the Board of Directors of American
Bonanza. Wilson agrees not to be directly or indirectly engaged in any business,
whether as a principal, agent, director, officer, employee or otherwise, which
competes with American Bonanza or which employment would constitute a conflict
of interest on Wilson’s part with American Bonanza's interests. 

5.      Wilson agrees to keep the
affairs of the Business, financial and otherwise, strictly confidential and
shall not disclose the same to any person, company or firm, directly or
indirectly, during or after his employment by American Bonanza except within his
capacity of acting as a senior officer of American Bonanza or as otherwise
authorized in writing by the Board of Directors of American Bonanza. Wilson
agrees not to use such information, directly or indirectly, for his own
interests, or any interests other than those of the Business, whether or not
those interests conflict with the interests of the Business during or after his
employment by American Bonanza. 

REMUNERATION 

	6. 	(a) 	Wilson shall be remunerated as
      follows during the term of this Agreement: 



	 	(i) 	
      minimum base salary of US$120,000 per annum payable
      monthly and to be reviewed annually by the Board of Directors of American
      Bonanza;

	 	 	 
	 	(ii) 	
      such bonus as may be determined by the Board of Directors
      of American Bonanza from time to time in accordance with paragraph 6(b) of
      this Agreement; and

	 	 	 
	 	(iii) 	
      four (4) weeks' vacation
annually.




	 	(b) 	
      Each year during the term of this Agreement, the
      Directors shall determine, in such amount as the Directors consider
      appropriate, a bonus for Wilson; the amount of such bonus to be based on
      achievements necessary for the growth and development of American
      Bonanza.



7.      Wilson shall also be given
incentive stock options to acquire Common Shares of American Bonanza in such
amounts as approved by the Board of Directors from time to time. 

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REIMBURSEMENT OF EXPENSES 

8.      All Wilson’ reasonable
expenses related to the Business will be reimbursed upon the submittal by Wilson
of an expense report with appropriate supporting documentation. 

TERMINATION 

9.      This Agreement and the
Employment may be terminated by American Bonanza summarily and without notice,
or payment in lieu of notice, severance payments, benefits, damages or any sums
whatsoever, in the event that there is just cause for termination of Wilson’s
employment at common law. 

	
      10. 
	
      (a) 
	
      This Agreement and the Employment may be terminated on
      notice by American Bonanza to Wilson for any reason other than for the
      reasons set out in paragraph 9 of this Agreement upon payment to Wilson at
      termination of 12 months' base salary and benefits as described under
      subparagraph 6(a)(i). 




	 	(b) 	
      The parties agree that any payment to Wilson pursuant to
      paragraph 10(a) is not intended and will not be of the nature of a penalty
      and shall be considered by the parties as liquidated damages.

	 	 	 
	 	(c) 	
      The parties further agree that, notwithstanding anything
      to the contrary contained in this Agreement, Wilson shall not be required
      or called upon to mitigate in any manner whatsoever such liquidated
      damages.



11.      This Agreement and the
Employment may be terminated on notice by Wilson to American Bonanza by giving
30 days written notice. 

CHANGE OF CONTROL 

	
      12. 
	
      (a) 
	
      If at any time during the term of this Agreement there is
      a change in control of American Bonanza, as defined below, then Wilson
      shall have one year from the date of such change of control to elect
      whether or not he wishes to terminate this Agreement and the Employment,
      after which time he shall be deemed to have elected not to do so. If he
      elects to terminate this Agreement and the Employment hereunder, then he
      shall give written notice of his election to the Corporation and this
      Agreement and the Employment shall terminate 30 days from the day of such
      notice. Wilson shall then be entitled to receive from American Bonanza an
      amount equal to 12 month’s base salary and benefits in lieu of notice,
      severance, damages or other payments of any kind whatsoever.
  




	 	(b) 	
      For the purposes of this Agreement:

	 	 	 	 	 
	 		(i) 	
      a "change of control of American Bonanza" shall mean the
      occurrence of any of the following events:

	 	 	 	 	 
	 			(1) 	
      less than 75% of the Board of Directors of American
      Bonanza being composed of Continuing Directors; or

	 	 	 	 	 
	 			(2) 	
      a person (within the meaning of the provisions of the
      Securities Act (British Columbia) (the "Securities Act")), alone or with
      its affiliates, associates or persons with whom such person is acting
      jointly or in



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concert (all within the meaning of the
Securities Act), becoming, following the date of this Agreement, the beneficial
owner (also within the meaning of the Securities Act) of more than 30% of the
total voting rights attaching to all classes then outstanding of American
Bonanza having under all circumstances the right to vote on any resolution
concerning the election of directors; and 

	 	(ii) 	
      "Continuing Director" shall mean either:

	 	 	 	 
	 		(1) 	
      an individual who is a member of the Board of Directors
      of American Bonanza on the date of this Agreement; or

	 	 	 	 
	 		(2) 	
      an individual who becomes a member of the Board of
      Directors of American Bonanza subsequent to the date of this Agreement at
      the request of at least a majority of the Continuing Directors who are
      members of the Board of Directors of American Bonanza at the date that the
      individual became a member of the Board of Directors of American
      Bonanza.



LONG-TERM DISABILITY 

13.      In the event of Wilson’s
inability to perform his duties under the Agreement for a period of at least 120
continuous days, remuneration under subparagraphs 6(a)(i), 6(a)(ii) and future
grants under subparagraph 7 shall be suspended for the period of such
disability. 

SEVERABILITY 

14.      The invalidity or
unenforceability of any provision of this Agreement will not affect the validity
or enforceability of any other provision, and any invalid provision will be
severable from this Agreement. 

GOVERNING LAW 

15.      This Agreement is
governed by and is to be construed, interpreted and enforced in accordance with
the laws of British Columbia. 

HEIRS/SUCCESSORS BOUND 

16.      This Agreement enures to
the benefit of and is binding upon the parties and their respective heirs,
administrators, executors, successors and assigns as appropriate. 

ASSIGNMENT 

17.      This Agreement is not
assignable by a party without the consent in writing of the other party, which
consent may be unreasonably withheld. 

ENTIRE AGREEMENT 

18.      As of its date of
execution, the Agreement supersedes all prior agreements between the parties,
and constitutes the entire agreement between the parties. The parties agree that
there are no other collateral agreements or understandings between them except
as set out in the Agreement. 

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AMENDMENT 

19.      This Agreement may be amended
only in writing signed by the parties and witnessed. 

HEADINGS 

20.      All headings in this
Agreement are for convenience only and shall not be used for the interpretation
of this Agreement. 

RECOURSE ON BREACH 

21.      Wilson acknowledges that
damages would be an insufficient remedy for a breach of this Agreement and
agrees that American Bonanza may apply for and obtain any relief available to it
in a court of law or equity, including injunctive relief, to restrain breach or
threat of breach of this Agreement or to enforce the covenants contained therein
and, in particular, the covenant contained in paragraph 25, in addition to
rights American Bonanza may have to damages arising from said breach or threat
of breach. Wilson hereby waives any defences he may or can have to strict
enforcement of this Agreement by American Bonanza. 

CONFIDENTIALITY OF AGREEMENT 

22.      The parties agree that
this Agreement is confidential and shall remain so. The parties agree that this
Agreement or the contents hereof shall not be divulged by any party without the
consent in writing of the other party, with the exception of disclosure to
personal advisors and disclosure that may be required by the laws of any
jurisdiction in which the Business is conducted or may be conducted in future.
Each party agrees to request of its personal advisors that they enter into
similar agreements of confidentiality if requested to do so by the other party
to this Agreement. 

INDEPENDENT LEGAL ADVICE 

23.      Wilson agrees that he
has had independent legal advice in connection with the execution of this
Agreement and has read this Agreement in its entirety, understands its contents
and is signing this Agreement freely and voluntarily, without duress or undue
influence from any party. 

NOTICE 

24.      Any notice required or
permitted to be made or given under this Agreement to either party shall be in
writing and shall be sufficiently given if delivered personally, or if sent by
prepaid registered mail to the intended recipient of such notice at: 

	 	(a) 	
      in the case of American Bonanza, to:
      
                         
      Suite 305-675 West Hastings
      Street 
                          Vancouver,
      British
      Columbia 
                          V6B
      1N2

	 	 	 
	 	(b) 	
      in the case of Wilson,
      to: 
                          14605
      Geronimo Trail
      
                         
      Reno,
      Nevada 
                          89521



or at such other address as the party to whom such writing is
to be given shall provide in writing to the 

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party giving the said notice. Any notice delivered to the party
to whom it is addressed shall be deemed to have been given and received on the
day it is so delivered or, if such day is not a business day, then on the next
business day following any such day. Any notice mailed shall be deemed to have
been given and received on the fifth business day following the date of mailing.


CONFIDENTIALITY 

25.      The parties hereby agree
that all trade secrets, trade names, client information, client files and
processing and marketing techniques relating to the Business shall become, on
execution of this Agreement, and shall be thereafter, as the case may be, the
sole property of American Bonanza whether arising before or after the execution
of this Agreement. Wilson agrees not to divulge any of the foregoing to any
person, partnership or corporation or to assist in the disclosure or divulging
of any such information, directly or indirectly, except as authorized in writing
by the Board of Directors of American Bonanza. 

SURVIVAL 

26.      Paragraphs 5, 21, 22 and
25 shall survive the termination of this Agreement and the Employment and shall
continue in full force and effect according to their terms. 

          IN
WITNESS WHEREOF the parties hereto have executed these presents under their
respective seals and hands of their proper offices authorized in that behalf, as
applicable. 

	The Corporate Seal of AMERICAN 	) 	  
	BONANZA GOLD CORP. was hereunto 	) 	  
	affixed in the presence of: 	) 	  
	  	) 	  
	“Giulio T. Bonifacio” 	) 	  
	  	) 	c/s 
	Authorized Signatory 	) 	  
	  	) 	  
	  	  	  
	“Brian
      Kirwin” 	) 	  
	Authorized Signatory 	  	  
	  	  	  
	  	  	  
	  	) 	  
	SIGNED, SEALED AND DELIVERED in the 	) 	  
	presence of: 	) 	  
	  	) 	  
	“J.
      Kircher” 	  	“Foster Wilson” 
	Witness 	  	FOSTER WILSON 


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