EXHIBIT 99.A.45

(GOLD FIELDS GRAPHIC)

Attributable gold production up 4 per cent
and total cash costs maintained at below R65,000 per kilogram

JOHANNESBURG. 28 April 2005 – Gold Fields Limited (NYSE & JSE: GFI) today announced March 2005 quarter net earnings excluding gains and losses on financial instruments and foreign debt and exceptional items of R128 million up 28 per cent, compared with R100 million in the December 2004 quarter. In US dollar terms the March 2005 quarter equivalent was US$21 million compared with US$16 million in the December 2004 quarter.

March 2005 quarter salient features:

• Attributable gold production increased 4 per cent to 1.09 million ounces quarter on quarter, in line with the previous guidance. The increase at the international operations was 17 per cent;

• Costs were again well controlled, with total cash costs flat at R64,957 per kilogram (US$340 per ounce);

• Operating profit of R537 million (US$90 million) was achieved for the March quarter;

• Normalised earnings up 28 per cent to R128 million;

• Gold Fields continued its vigorous defence against Harmony’s hostile and ill conceived take-over attempt.

Ian Cockerill,
Chief Executive Officer of Gold Fields said:

“This is a challenging time for the South African gold mining industry and I am delighted with the way all of our employees have responded magnificently to the twin challenges of the difficult operating environment and the continuing saga of the hostile Harmony offer. I am pleased to report that the Gold Fields team around the world has once again delivered in line with its promises, with a strong operational performance across the Group.

A creditable 4 per cent increase in total attributable gold production was mostly offset by the lower rand gold price received during the quarter, resulting in a marginal increase in revenue. Rand per kilogram costs were well contained with Group costs flat at R64,957 per kilogram and net earnings, excluding gains and losses on financial instruments and foreign debt and exceptional items, increasing by 28 per cent quarter on quarter.

The Group’s ongoing focus on inward investment has paid dividends, as international production has increased by 17 per cent with the completion of the growth projects at St Ives and Tarkwa. Further benefits are expected at these operations as internal efficiencies are maximised and costs reduced.

The South African operations delivered a robust performance despite the Christmas break and the traditional slow start up. Planning and scheduling was optimised at these operations in order to minimize production disruptions during this period. This optimised planning lead to gold production at the South African operations for the quarter ended March 2005 being 2 per cent higher than the corresponding period in the previous year. For the group as a whole, attributable gold produced was over 5 per cent higher than the corresponding period in the prior year with unit costs 4 per cent lower. The benefits of Project 100 and Project Beyond continue to be realized as South African unit operating costs again decreased quarter on quarter, the third in a row. Gold Fields is firmly on track to meet its stated rand cost per kilogram target of R70,000 for the South African operations and this target was in fact exceeded in the March month.

The results announced today are another clear demonstration of the true value of Gold Fields and management’s ability to deliver in difficult times. We will continue to focus on operational excellence, which we believe will result in another strong performance in the next quarter despite continuing tough economic conditions.”



Stock data				JSE Securities Exchange South Africa–(GFI)

Number of shares in issue				Range — Quarter	ZAR66.02 – ZAR81.41
— at end March 2005		492,294,226		Average Volume — Quarter	748,300 shares / day

— average for the quarter		492,144,121		NYSE – (GFI)

Free Float		100	%	Range — Quarter	US$10.75 – US$13.35
ADR Ratio		1:1		Average Volume — Quarter	904,600 shares / day
Bloomberg / Reuters	GFISJ / GFLJ.J



SA Rand														US Dollars
Nine months to			Quarter											Quarter							Nine months to
March	March			March		Dec		March							March		Dec		March			March		March
2004	2005			2004		2004		2005		*Salient features*					2005		2004		2004			2005		2004

96,910		97,761			32,131		32,599		33,845	kg	Gold produced*	(000) oz				1,088		1,048		1,033			3,143		3,116
67,360		65,443			67,528		64,921		64,957	R/kg	Total cash costs	$/oz				340		330		309			332		299
34,952		35,655			11,815		11,823		12,789	000	Tons milled		000			12,789		11,823		11,815			35,655		34,952
86,630		82,885			88,887		84,872		81,952	R/kg	Revenue	$/oz				428		431		407			420		385
202		197			199		198		184	R/ton	Operating costs	$/ton				31		32		29			32		29
1,770		1,630			656		637		537	Rm	Operating profit	$m				90		104		96			266		253
20		19			22		22		18	%	Operating margin	%				18		22		22			19		20

953		194			255		80		11	Rm		$m				2		13		38			32		136
197		39			51		16		2	SA c.p.s.	Net earnings	US c.p.s.				—		3		7			6		28

634		157			221		45		9	Rm		$m				2		8		33			26		91
131		32			45		9		2	SA c.p.s.	Headline earnings	US c.p.s.				—		2		7			5		19

485		222			238		100		128	Rm	Net earnings	$m				21		16		34			36		69
											excluding gains and
											losses on financial
											instruments and
100		45			48		20		26	SA c.p.s.	foreign debt net of	US c.p.s.				4		3		7			7		14
											cash and exceptional
											items

*Attributable – All companies wholly owned except for Ghana (71.1%).

Health and Safety

We regret the 5 fatalities which occurred during the March quarter, however, the fatal injury frequency rate reduced from 0.16 to 0.14. The lost day injury frequency rate improved from 13.2 to 12.2, and the serious injury frequency rate improved from 6.1 to an all time low of 5.8.

Beatrix continued its sterling performance by achieving 3 million fatality free shifts for the whole mine during the March quarter. Beatrix North excelled as well, managing to achieve 1.5 million fatality free shifts during this quarter.

Financial Review

Quarter ended 31 March 2005 compared with quarter ended 31 December 2004

Revenue

Attributable gold production increased by 4 per cent to 1,088,000 ounces in the March 2005 quarter as forecast in December, compared to 1,048,000 ounces achieved in the December 2004 quarter. Production at the South African operations was 711,000 ounces, which was 2 per cent lower than the previous quarter. The international operations increased 17 per cent to 377,000 ounces. Performance at the South African operations was similar to the forecast given in the December quarterlies at Driefontein and Beatrix but at Kloof an underground fire during the quarter at 2 sub-vertical shaft and the closure of number 3 surface treatment plant, resulted in lower than forecast production. The increase at the international operations was mainly due to a 45 per cent increase at St Ives, as the old and new mill operated in parallel for the whole quarter, and due to the full benefit being realised of the new Tarkwa mill in the March quarter. The old mill at St Ives operated throughout the quarter to utilise the available stockpile built up over the previous quarters and as a back up for the new mill as production increased towards design capacity.

The slightly lower US dollar gold price achieved for the March quarter (US$428 per ounce, compared with US$431 per ounce in the December quarter) plus the strengthening of the rand against the US dollar, from an average of R6.12 to R5.95, resulted in the rand gold price decreasing 3 per cent, from R84,872 per kilogram in the December quarter to R81,952 per kilogram in the March quarter.

The higher production was largely offset by the lower rand gold price achieved, resulting in revenue increasing marginally, from R2,946 million (US$480 million) to R2,950 million (US$495 million) this quarter.

Operating costs

Operating costs for the March quarter, at R2,351 million (US$395 million), were virtually unchanged when compared with the December quarter’s R2,341 million (US$382 million). This was despite the increase in production.

Costs at the South African operations were R1,649 million (US$277 million), which was 2 per cent lower than operating costs in the previous quarter of R1,688 million (US$275 million). This is further evidence of the savings achieved from various cost initiatives implemented over the last few quarters, as costs at the South African operations do not vary significantly with production levels as a high proportion of these costs are fixed.

At the international operations, costs were R702 million (US$118 million), 7 per cent higher than the R654 million (US$107 million) reported in the December quarter. The increase in costs was mainly due to the 17 per cent increase in production. The net gold inventory release for the March quarter amounted to R62 million (US$10 million) compared with a credit of R33 million (US$6 million) the previous quarter. The release of gold-in-process was mainly at St Ives to feed both the new mill and the old mill. At Damang, there was also a release from stockpile due to the reduction of mining from the Damang pit as forecast last quarter, being replaced with low grade stockpile material.

Operating profit margin

The net effect of the movements in revenue and costs, after taking into account the release of gold-in-process, was an operating profit of R537 million (US$90 million). This is 16


Q3F2005		Page 1

per cent lower than the R637 million (US$104 million) achieved in the December quarter. The Group margin decreased from 22 per cent last quarter to 18 per cent in the March quarter and the margin at the South African operations decreased from 12 per cent to 9 per cent. The margin at the international operations at 33 per cent compares to 40 per cent in the previous quarter.

Amortisation

Amortisation of R371 million (US$62 million) for the March quarter is virtually unchanged when compared with the December quarter’s R379 million (US$62 million). Amortisation at the South African operations decreased by R4 million, mainly due to the decrease in production at Kloof.

Other income

Net interest and investment income after taking account of interest paid increased from R16 million (US$3 million) in the December quarter to R34 million (US$6 million) for the March quarter. This increase in net interest is due to gains on the interest rate swap previously deferred and credited to the Mvela loan of R17 million now included in earnings following the half yearly interest payment to Mvela.

Gains on foreign debt and cash which amounted to R5 million (US$1 million) in the December quarter, are now nil. Previous gains were due to exchange gains on approximately €164 million held offshore, arising from an international private placement undertaken in November 2003. Now that these funds are held in US dollar, in an offshore subsidiary whose reporting currency is also US dollar, any exchange differences are accounted for in equity.

The loss on financial instruments of R55 million (US$8 million) compares to a gain of R147 million (US$24 million) in the December quarter. Included for the quarter is a marked to market loss on the Mvela interest rate swap of R73 million (US$12 million), partially offset by a gain on the Tarkwa rand/US dollar forward cover of R12 million (US$2 million) and a R6 million (US$1 million) gain on the Australian dollar/US dollar call options.

The interest rate swap was established in relation to the loan from Mvela Gold and converted a fixed interest rate exposure to a floating rate. This instrument was established as short-term rates were significantly lower than long-term rates and the resultant upward sloping yield curve was expected to prevail for some time. This strategy is yielding positive results as the marked to market value of the swap at the end of March 2005 was a positive R164 million. Of this, R133 million was accounted for in the income statement and the balance of R31 million has been hedge accounted and credited to that portion of the loan that is regarded as debt for accounting purposes. The positive marked to market value on the interest rate swap at March of R164 million, compares with a positive marked to market value at the end of December 2004 of R259 million. R73 million of this reduction was accounted for in earnings as referred to above with the balance of the reduction of R22 million debited to the Mvela loan as this element of the interest rate swap is hedge accounted. This amount is included in earnings on a pro-rata basis as the loan is repaid. In addition, the accrued benefit of the interest rate swap for the March quarter was R22 million which will be realised in cash at the date of the next half yearly interest payment to Mvela. Year to date benefit from the interest rate swap amounts to R76 million. A further benefit of R21 million has been locked in for the three-month period to June 2005. More details on these financial instruments are given on page 15 of this report.

Exploration expenditure increased from R39 million (US$7 million) to R43 million (US$7 million) in the March quarter – please refer the Exploration and Corporate Development section.

The exceptional loss this quarter of R86 million (US$14 million) was primarily as a result of the cost of defending against the Harmony hostile bid. Costs for the hostile bid include those billed to the end of March 2005 plus an estimate of costs not yet billed.

Taxation

A taxation credit of R57 million (US$9 million) in the March quarter compares with a charge of R135 million (US$22 million) in the December quarter. This decrease is due to the lower operating profit and a deferred tax credit at Tarkwa of R65 million (US$11 million) and a credit at Damang of R6 million (US$1 million) as a result of a decrease in the tax rate in Ghana from 32.5 per cent to 28 per cent.

Earnings

After accounting for minority interests, earnings amounted to R11 million (US$2 million) or 2 SA cents per share (US$0.00 per share), compared with R80 million (US$13 million) or 16 SA cents per share (US$0.03 per share) in the previous quarter.

Headline earnings i.e. earnings less the after tax effect of asset sales, impairments and the sale of investments, amounted to R9 million (US$2 million) or 2 SA cents per share (US$0.00 per share) compared with R45 million (US$8 million) or 9 SA cents per share (US$0.02 per share) last quarter.

Earnings, excluding exceptional items as well as net gains and losses on financial instruments and foreign debt net of cash amounted to R128 million (US$21 million) or 26 SA cents per share (US$0.04 per share) compared with R100 million (US$16 million) or 20 SA cent per share (US$0.03 per share) reported last quarter.

Cash flow

Cash flow from operating activities for the quarter was R653 million (US$106 million), compared with operating cash flow in the December quarter of R233 million (US$40 million). The increase in cash flow reflects a net positive change in working capital of R428 million (US$69 million) due to account payments (including salaries) paid early last quarter due to the Christmas break.

Dividends paid during the quarter amounted to R148 million (US$25 million). No dividends were paid last quarter.

Capital expenditure amounted to R440 million (US$75 million) compared with R528 million (US$87 million) in the December quarter. The decrease is mainly due to a reduction in expenditure on the expansion projects at St Ives and Tarkwa as they were commissioned in the December 2004 quarter. Expenditure at the South African operations was marginally lower at R150 million (US$25 million). A significant portion of this expenditure was directed at the major projects, with R32 million at 1 tertiary and 5 shaft at Driefontein, R34 million at Kloof 4 shaft and R31 million at Beatrix 3 shaft. The


Page 2		Q3F2005

Australian operations incurred capital expenditure of R151 million (A$32 million). The mill project at St Ives accounted for R7 million (A$2 million) of this expenditure as compared with R60 million (A$13 million) in the December quarter. Expenditure on the St Ives mill project should be completed during the June quarter with similar levels of expenditure as were incurred in the March quarter. Other major expenditure at St Ives was for development at Argo underground and Mars open pit; A$3 million at each project for the quarter. At Agnew R45 million (A$10 million) was spent on the Songvang open pit project. At the Ghanaian operations, capital expenditure amounted to R77 million (US$13 million). R12 million (US$2 million) was spent on the new mill and on the project to convert from contract mining to owner mining at Tarkwa. This compares with R78 million (US$13 million) in the previous quarter. Expenditure on these projects has now been finalised. Major projects are still forecast to be in line with approved votes.

Purchase of investments amounted to R130 million (US$21 million). All of this was for the acquisition of a 19.8 per cent interest in Comaplex Minerals Corp. A R133 million (US$22 million) Mvela loan repayment was made during the quarter.

Net cash outflow for the quarter was R214 million (US$40 million). After accounting for a positive translation adjustment for the quarter of R168 million (negative US$8 million) the cash balance at the end of the March quarter was R2,931 million (US$474 million), which has declined marginally from R2,978 million (US$522 million) at the end of December.

Detailed and Operational Review

Group overview

Attributable gold production for the March 2005 quarter increased 4 per cent to 1,088,000 ounces when compared with the December quarter. Production from the South African operations at 711,000 ounces accounted for 65 per cent of the Group’s total attributable production, compared with 726,000 ounces or 69 per cent last quarter.

At the South African operations, gold production decreased 2 per cent compared with the previous quarter. At Kloof, the decrease of 16,200 ounces was partly due to a fire at 2 subvertical shaft. At Beatrix, production decreased 4,100 ounces mainly due to the curtailment of loss making production, particularly at Beatrix 2 shaft (Beatrix South), where grades experienced at sections of this shaft are not economic at current rand gold prices. Affected crews are being redeployed to other parts of the mine (particularly Beatrix 4 shaft) and will help to replace the lost production over the next quarter at 2 shaft, as well as the lost production due to the stoppage of surface dump treatment at Beatrix number 2 plant. The declines at Kloof and Beatrix were partially offset by an increase at Driefontein of 5,800 ounces due to higher underground yields experienced at 5 shaft and on the west side of the mine. Operating profit at the South African operations decreased from R224 million (US$36 million) to R166 million (US$28 million), as a consequence of the lower rand gold price and the marginally lower gold production.

Production from the Australian operations increased 33 per cent to 206,900 ounces due to operating both the old and new mills at St Ives for the duration of the quarter, and increased production from the Songvang open pit at Agnew. Operating profit from the Australian operations increased quarter on quarter in rand terms from R108 million (A$23 million, US$18 million) to R120 million (A$26 million, US$20 million), primarily as a result of increased production. The Ghanaian operations showed a 2 per cent increase in attributable gold production to 169,900 ounces. Tarkwa increased gold production by 10 per cent due to the first full quarter of production from the new mill at Tarkwa. Damang’s production was 19 per cent lower due to a planned reduction in high grade ore volumes from the Damang pit. Ghana contributed operating profit of R251 million (US$42 million).

The international operations contributed R371 million (US$62 million) or 69 per cent of the total operating profit of R537 million (US$90 million). This compares with R413 million (US$67 million) or 65 per cent of the total operating profit of R637 million (US$104 million) last quarter.

Group ore processed increased from 11.82 million tons to 12.79 million tons and overall yields were maintained at 2.9 grams per ton. As forecast, total cash costs in rand terms were virtually unchanged at R64,957 per kilogram, compared with R64,921 per kilogram in the December quarter. In US dollar terms, total cash costs increased 3 per cent to US$340 per ounce, compared with US$330 per ounce last quarter. This was due to the stronger rand. Operating cost per ton at R184 was 7 per cent below last quarter due to the increase in the surface tons at a lower average cost.

South African operations

During the September 2003 quarter management took a view that the South African currency would remain stronger for longer. As a result it was decided to reposition the South African operations. As previously reported this was presented as reverting from the “Wal-Mart” strategy (more volume at lower grade) to the “SAKS 5th Avenue” strategy (less volume at grades more in line with Life of Mine ore reserve values).

To support this switch in strategy in September 2003, management introduced an initiative called Project 500, which, in turn, was split into two sub-projects called: Project 100 and Project 400.

Project 100 targets reduced consumption of stoping, development and engineering materials, via improved benchmarks and standards at the South African operations. To December 2004, savings for the first half of the year amounted to R70 million. In the March quarter additional savings of R29 million were achieved at Driefontein, Kloof and Beatrix of R14 million, R10 million and R5 million respectively. Projected annual saving are estimated to be in the region of R140 million for the year, which is well above the R100 million first targeted. Savings were mainly achieved on explosives, underground support, drill steel and logistics i.e. underground and surface engineering.

Project Beyond is a procurement initiative targeting savings of up to 10 per cent on materials, services and capital expenditure in South Africa on which around R3 billion per annum is expended. The first phase of the project addresses spend of R1.1 billion in three distinct blocks. The first block, completed in December 2004, achieved contractual savings of R41 million from a spend of R345 million. These savings, on items such as grinding media, lubricants and transport, will be realised over the next 12 months as the new contract arrangements come into force. Work on the second block of commodities, including explosives, electric cable, engineering repairs and underground services, amounting to around R370 million, is almost complete. Savings are expected to exceed target levels of R37 million. The third and final block of phase one of the project, scheduled for the fourth quarter of F2005,


Q3F2005		Page 3

will address expenditure of around R440 million, and savings will come from areas which include roof support, diesel engine and pump repairs, electric motors and drilling services. It is noteworthy that, despite the achievement of major contractual savings in procurement, expenditure with BEE companies has increased to over 30 per cent during the quarter.

The scope of Project Beyond is being extended to include the Australian and Ghanaian operations, as well as the Peruvian project. Indications are that savings of more than US$20 million per annum may be achieved, some of which will arise from the aggregation of spend across the four (S.A., Ghana, Australia and Peru) geographies.

Project 400 aims to increase revenue such that an additional R400 million is generated per annum. The aim is to improve the quality and quantity of our outputs by replacing surface tonnage to the plant with increased tonnage from underground and ensuring output of a better quality. With reference to the mine commentaries below, this is being implemented across all operations and together with the introduction of productivity initiatives reflects the increase in production year on year by some 2 per cent at lower costs, despite a significantly lower gold price.

In order to maintain and increase this production profile going forward it is imperative that the operations continue to focus on development in order to provide the mining flexibility required to continually improve stoping availability. At Driefontein development continued above 6.7 kilometres for the quarter, while on-reef development increased from 0.7 kilometres to 1.1 kilometres. VCR values have improved from 1,152 cm.g/t to 3,851 cm.g/t and the Carbon Leader reef development, the main contributor of ore at Driefontein, increased in value by 32 per cent to 2,179 cm.g/t – please refer to Development results on page 22 for more detail. At Kloof, metres advanced were marginally down due to the fire, but still at acceptable levels - close to 8 kilometres for the quarter. On-reef metres at Kloof increased marginally to 1.6 kilometres. Again an increase in values was seen as the VCR values increased from 1,921 cm.g/t to 3,259 cm.g/t; VCR being the primary ore zone at Kloof. At Beatrix, development advanced and on-reef metres were maintained quarter on quarter at 9.5 kilometres and 1.9 kilometres respectively, while values improved at West (previously 4 shaft) by some 20 per cent. Development levels being achieved at the South African operations are such that flexibility is expected to improve in the quarters to come.

Driefontein



		March 2005		December 2004

Gold produced	—000’ozs		293.5		287.7
Yield — underground	— g/t		8.9		8.1
— combined	— g/t		5.2		5.4
Total cash costs	— R/kg		64,520		67,114
	— US$/oz		337		341

Gold production at Driefontein increased by 2 per cent from 287,700 ounces to 293,500 ounces in the March quarter. Underground tonnage decreased by 38,000 tons to 914,000 tons largely due to the Christmas break. This was replaced by an increase in low grade surface tonnage from 695,000 tons to 846,000 tons. Total tonnage increased by 113,000 or 7 per cent quarter on quarter. The increased tonnage, being low grade, reduced the combined grade from 5.4 grams per ton in the December quarter to 5.2 grams per ton in the March quarter. The underground grade increased from 8.1 to 8.9 grams per ton for the quarter. This was on the back of higher grades than expected from the West section of the mine at 7 and 8 shafts, but should decline in the June quarter to around 8.5 grams per ton in line with the stoping areas and mix currently being mined.

Operating costs decreased 2 per cent from R625 million (US$102 million) to R614 million (US$103 million) as a result of the ongoing cost initiatives. Total cash costs reduced by 4 per cent in rand terms to R64,520 per kilogram quarter on quarter. In US dollar terms, total cash costs decreased by 1 percent from US$341 per ounce to US$337 per ounce.

The abovementioned production and cost improvements were offset by the decrease in the rand gold price, resulting in operating profit decreasing from R135 million (US$22 million) to R133 million (US$22 million) in the March quarter. Capital expenditure was marginally lower at R37 million (US$6 million).

Gold output forecast for the June quarter will be slightly lower than the March quarter against similar cost profiles. This is due to a slight reduction in grade and the industrial action experienced at the start of the quarter which had a negative influence on production. Seismic activity at number 5 shaft complex remains a concern. However, mining sequencing and the on-time delivery of the refrigeration plant at 5 shaft over the Christmas break are expected to improve flexibility and future productivity levels at the complex.

Kloof



		March 2005		December 2004

Gold produced	— 000’ozs		264.4		280.6
Yield — underground	— g/t		9.7		9.2
— combined	— g/t		6.7		6.8
Total cash costs	— R/kg		73,915		71,628
	— US$/oz		386		364

Gold production at Kloof decreased 6 per cent to 264,400 ounces in the March quarter. This was partly due to a fire reported to the market on 3 February at 2 sub-vertical shaft. It was necessary to seal off this area for two weeks, resulting in a loss of production of over 6,000 ounces. Production has now returned to normal. The Christmas break together with the closure of number 3 metallurgical plant during the quarter, resulted in a further loss of gold production. This plant, which treats surface rock dump, has proven uneconomical at the current gold price, and its closure will reduce fixed costs at Kloof. Clean-up of number 3 plant will commence during the June quarter. Higher grades were experienced at 4 and 7 shafts due to more terrace mining. The higher grades will return to slightly lower levels in the June quarter as the mining face advances.

Operating costs decreased by 2 per cent from R649 million (US$106 million) in the December quarter to R634 million (US$107 million) in the March quarter. Total cash costs increased by 3 per cent to R73,915 per kilogram as a result of the lower gold production. In US dollar terms, total cash costs increased by 6 per cent from US$364 per ounce to US$386 per ounce as a consequence of the lower production and the strengthening rand.

Operating profit decreased from R88 million (US$14 million) in the December quarter to R41 million (US$7 million) in the March quarter. This was due to the lower gold price received and the decrease in gold production.


Page 4		Q3F2005

Capital expenditure decreased from R63 million (US$10 million) to R61 million (US$10 million) for the quarter. The majority of this expenditure was spent on 4 sub-vertical shaft.

A holistic productivity strategy is now in place and in addition, initiatives aimed at reducing footprints thereby reducing fixed costs will continue. An example of this is the closure of 3 plant. During the June quarter preparation for the mothballing of the 5, 6 and 9 sub-vertical shafts will commence. These shafts are dedicated to pumping and are not gold producing shafts. The main pumping operation will move from 5 and 9 shafts to number 10 shaft, a project that will take twelve months to fully commission. This rationalisation will not only improve pumping infrastructure but will also lower pumping costs.

The Easter break and the other public holidays in the June quarter, together with the one day industrial action experienced at the start of this quarter, will have a negative influence on production, particularly at 7 shaft where an extra day of unprotected action was experienced. Not withstanding this, gold production in the June quarter is expected to increase which should have a positive impact on unit costs.

Beatrix



		March 2005		December 2004

Gold produced	— 000’ozs		153.5		157.6
Yield — underground	— g/t		5.2		4.7
— combined	— g/t		4.8		4.5
Total cash costs	— R/kg		81,064		81,351
	— US$/oz		424		413

Gold production at Beatrix decreased 3 per cent from 157,600 ounces in the December quarter to 153,500 ounces in the March quarter. Underground ore volumes decreased by 12 per cent from 1,016,000 tons to 897,000 tons in the March quarter. This was mainly due to the elimination of loss making areas during the quarter, mostly at 2 shaft as mentioned last quarter. As a consequence, the combined yield increased by 7 per cent quarter on quarter, from 4.5 grams per ton to 4.8 grams per ton. An increased drive on dry sweepings at all shafts also contributed to the improved yield. Surface yields decreased from 1.3 grams per ton to 0.7 grams per ton and treatment of uneconomical low-grade surface dumps across Beatrix at number 1 plant and number 2 plant has ceased. Underground yields increased from 4.7 grams per ton in the December quarter to 5.2 grams per ton in the March quarter. At Beatrix North and South, underground yields increased from 4.5 grams per ton to 4.7 grams per ton in the March quarter due to the elimination of low grade, uneconomical volumes. At Beatrix West (previously named 4 shaft), underground yield increased from 5.8 grams per ton to 7.4 grams per ton, due to a shift in the mining mix into zone 5. However, stoping volumes at West were 10 per cent lower quarter on quarter as the ongoing logistical and remedial work programme was accelerated. The majority of the ventilation system change-over and internal ore pass work to assist mining from Zone 5 was completed during the quarter. It is anticipated that the remaining work on the logistics will be completed during the June quarter. The stoping and development build-up at 3 shaft in the North section continues to be in line with expectations.

Operating costs decreased by 3 per cent from R413 million to R402 million due to the various cost saving initiatives. Total cash costs decreased by 1 per cent from R81,351 per kilogram (US$413 per ounce) to R81,064 per kilogram (US$424 per ounce).

Despite the improvements during the quarter, which resulted in an operating profit of R27 million for the month of March, the March quarter recorded an operating loss of R8 million. The lower rand per kilogram price received was the main contributor to this loss. This compares with a breakeven position in the December quarter.

Capital expenditure decreased from R58 million (US$10 million) to R53 million (US$9 million) in the March quarter due to the impact of cost saving initiatives. The majority of this expenditure was spent on development and hydropower at 3 shaft.

Gold production is forecast to increase marginally in the June quarter. Improved production at West shaft and sustained cost control at all of the shafts should result in lower unit costs in spite of the one day unprotected strike action experienced at the start of the June quarter and the impact of the Easter break.

International operations

Ghana

Tarkwa



		March 2005		December 2004

Gold produced	— 000’ozs		185.0		167.9
Yield — Heap Leach	— g/t		0.9		1.1
Yield — CIL Plant	— g/t		1.6		1.4
Total cash costs	— US$/oz		226		224

Tarkwa’s gold production increased by 10 per cent from 167,900 ounces in the December quarter to 185,000 ounces in the March quarter as forecast. The heap leach operation contributed 125,700 ounces, down 14,000 ounces from the previous quarter. The CIL plant contributed 59,300 ounces, an increase of 31,400 ounces on the previous quarter, reflecting the first full quarter of CIL plant production.

The CIL plant processed 1,163,000 tons at a yield of 1.6 grams per ton. The plant is operating well and has consistently achieved or exceeded the designed throughput of 350,000 tons per month, while exceeding the designed recovery of 96 per cent. The head grade continues to trend towards the target of 1.8 grams per ton.

Ore stacked on the leach pads was stable at 4.1 million tons, at a head grade of 1.16 grams per ton, compared with 1.21 grams per ton in the December quarter. This slight decrease in grade was a result of lower grade areas being mined and stacked at the South leach pads as planned. The planned increase in grades at the North leach pads, to offset the South’s decrease, were not achieved during January and February due to mining constraints in higher grade pits. The grade is expected to return to 1.21 grams per ton in the June quarter. The reduction in heap leach gold production versus the previous quarter reflects lower gold-in-process release during the period, 6,500 ounces against 11,500 ounces in December, due to slightly lower head grades and stacking on higher lifts as previously reported.

The ongoing enhanced performance of the owner mining fleet has resulted in record tonnages being mined this quarter, with total tons mined increasing by 2.4 million tons to 21.1 million tons. The bulk of this increase was devoted to increased


Q3F2005		Page 5

waste mining and the stripping ratio increased from 2.84 to 3.30. While increased stripping has a detrimental impact on unit costs, it is essential to optimise the health of the overall mine and improve flexibility. Mining costs were US$0.73 per ton for the quarter compared with US$0.69 per ton last quarter, reflecting an increase in the cost of consumables and increased maintenance requirements. The overall performance of the fleet continues to exceed expectations, while unit costs remain within budget as equipment efficiencies largely offset significant input cost changes, especially on diesel. Additional opportunities to reduce costs and improve utilization are being identified through a continuous improvement programme.

Operating costs at US$42 million (R249 million), including gold-in-process adjustments, were US$5 million higher than the previous quarter, reflecting the increased cost of operating the new mill for a full quarter (US$2.1 million), and the increase in tonnages mined. Operating costs per ton treated were US$7.90 per ton as against US$7.51 per ton in the December quarter, reflecting the higher strip ratio. Total cash costs remained flat at US$226 per ounce compared with the December quarter’s US$224 per ounce. This level is marginally higher than forecast reflecting the higher strip ratio, where the mine utilised the opportunity of the additional capacity from the fleet, and the slightly lower grades at the south leach pads.

Operating profit increased from US$35 million (R219 million) in the previous quarter to US$37 million (R224 million) in the March quarter due to the increased production, offset partially by the lower gold price, which averaged US$430 per ounce for the quarter compared with US$437 per ounce in the December quarter. Net earnings for the quarter increased from US$15 million to US$28 million as a result of the increased production and a US$11 million deferred tax release. This was due to a welcome 4.5 percentage point reduction in the Ghanaian company taxation rate, from 32.5 to 28 per cent.

Capital expenditure halved from US$20 million (R118 million) in the previous quarter to US$10 million (R57 million) in the March quarter, as a result of closing-out the mining fleet acquisition and the completion of the construction of the CIL plant.

Gold production and unit costs for the June quarter are expected to be similar to that of the March quarter.

Damang



		March 2005		December 2004

Gold produced	— 000’ozs		53.9		66.5
Yield	— g/t		1.3		1.5
Total cash costs	— US$/oz		346		226

Gold production decreased from 66,500 ounces during the December quarter to 53,900 ounces in the March quarter. This was directly attributable to the planned cessation of mining operations in the Damang pit, which resulted in the replacement of 340,000 tons of high grade ore with lower grade stockpile ore, coupled with a loss in mill run time.

Mill throughput for the quarter reduced from 1.35 million tons to 1.26 million tons at a head grade of 1.44 grams per ton, compared with a head grade of 1.67 grams per ton in the December quarter. The decrease of 97,000 tons milled was due to mill downtime as a result of the failure of the SAG mill gearbox and the planned change out of the SAG mill liners. The decrease in the head grade was due to the replacement of the Damang pit ore with the low grade stockpile ores.

Mining commenced in the new Amoanda pit, and together with the Juno 2SE pit was the main source of oxide feed to the plant for the quarter. Pleasingly total tons mined increased to 3,120,000 tons from 1,913,000 tons in the previous quarter, primarily due to the commencement of mining in the Amoanda pit, which has a stripping ratio of 6.

Ore production reduced from 809,000 tons to 468,000 tons as a result of mining operations having ceased in the Damang pit and due to mining in the new pits focussing on waste removal. A slight increase in ore tonnages mined is expected in the June quarter, and significant increases in ore production is only expected in July 2005, when the Tomento pit comes into production, once the permitting process is completed.

Operating costs, including gold-in-process adjustments, increased to US$18 million (R109 million) from US$15 million (R90 million) in the December quarter. Operating costs increased as a result of higher tonnages mined, additional grade control drilling required in the new pits and an increase in the gold-in-process charge as a result of an increase in stockpile ores treated. Cost per ton milled increased from US$10.99 to US$13.27. Total cash costs increased significantly as forecast, from US$226 per ounce in the December quarter to US$346 per ounce in the March quarter, as a result of the above factors and the lower head grade.

With the average gold price decreasing from US$433 per ounce to US$425 per ounce, together with the reduced gold output and increased unit costs, operating profit decreased from US$14 million (R86 million) to US$5 million (R27 million). Ghanaian corporate taxation reduced from 32.5 per cent to 28 per cent effective 1 January 2005. This had a small positive impact on earnings.

Capital expenditure incurred during the quarter amounted to US$3 million (R20 million). The majority of this expenditure was incurred in the raising of the tailings dam, the Damang extension projects and reserve conversion drilling.

Mill throughput for the June quarter is projected at 1.3 million tons, with gold production expected to be maintained at the level achieved in the March quarter. Total cash costs are expected to rise slightly due to an estimated 20 percent increase in tonnages mined. Operations at Damang are likely to stabilise at this level for the next year at least. Damang has outperformed expectations consistently over the last year and the next few periods will be more modest as lower grade sources of ore are brought to production, pending the reestablishment of mining of higher grade ores in the Damang pit once the large cut back is brought to full ore production.

Australia

St Ives



		March 2005		December 2004

Gold produced	— 000’ozs		154.1		106.6
Yield — Heap Leach	— g/t		0.6		0.7
Yield — Milling	— g/t		3.4		4.4
Total cash costs	— A$/oz		451		463
	— US$/oz		350		348


Page 6		Q3F2005

Gold production for the quarter increased 45 per cent to 154,100 ounces, compared with 106,600 ounces in the December quarter in line with expectation. This increase reflects the ramp-up to full production of the new Lefroy mill, coupled with ongoing production from the old mill during the quarter. The contribution from the heap leach operations was slightly below the December quarter at 10,000 ounces.

Total tons processed during the quarter amounted to 2,026,000, a significant increase from the 1,255,000 tons processed in the December quarter, with almost all the difference attributable to the new Lefroy mill. For the quarter 1,466,000 tons were processed through the mills, compared with 689,000 tons last quarter. During this period the new mill achieved design tonnage of 550tph. The large single stage SAG mill has performed exceptionally well, but overall plant ramp-up was slow and complicated by persistent materials handling problems as well as minor process control issues. By quarter end these were well in hand and the plant now shows potential to operate considerably above design level. The old mill was shut down at the end of March and decommissioning is underway.

The average head grade processed of 2.7 grams per ton was marginally below the December quarter’s 2.8 grams per ton. The combined yield reduced from 2.6 grams per ton to 2.4 grams per ton. Yield at the heap leach operation was 0.6 grams per ton compared with 0.7 grams per ton last quarter and the yield at milling operations was 3.4 grams per ton compared with 4.4 grams per ton in the previous quarter, as more lower grade open pit ore was milled.

Mining operations produced 1.29 million tons of ore during the quarter as planned, which was up slightly from the previous quarter’s 1.18 million tons. Open pit waste movement was down from last quarter and will reduce somewhat again in the June quarter, as the target ore zones become exposed. During the quarter 5.6 million tons of open pit ore and waste were mined at an average strip ratio of 6.1 (December quarter: 8.2 million tons at a strip ratio of 11.5).

Overall the underground mining operations performed to expectation. A reduction in ore volumes from Junction, at which mining is scheduled to be complete in the June quarter, was mostly offset by increased output from the Leviathan complex. Both of these mines continue to exceed expectation offsetting ongoing challenges at the Argo mine.

Operating costs, including gold-in-process adjustments, increased from A$48 million (R222 million) to A$72 million (R331 million) a 50 per cent increase, which is in line with the increased production and in line with forecast. However, total cash costs decreased from A$463 per ounce (US$348 per ounce) to A$451 per ounce (US$350 per ounce) as a result of lower unit processing costs associated with the new Lefroy mill and improvements in underground mining costs. Total cash costs in the quarter remained considerably beyond our target of A$350 per ounce due the high costs of sustaining the old mill, planned lower grades from the open pits and ongoing challenges in cost control and grade recovery at the Argo underground mine. Further cost reductions are expected in the June quarter as the new plant is optimised and the old more expensive plant is taken off line and further benefits from cost optimisation at the underground mines are realised.

Operating profit at A$13 million (R60 million) improved marginally in the March quarter despite the significant increase in gold production when compared with the previous quarter. This was caused by two factors, the first being a A$23 per ounce decline in gold price received, equivalent to some A$3.5 million in operating profit. Secondly, a significant gold inventory charge in the March 2005 quarter of A$10.1 million was incurred compared with a A$8.5 million credit in the December 2004 quarter. These charges largely reflect the stockpiles consumed during the quarter with the concurrent operation of the two mills, which stockpiles had been accumulated in previous quarters. As planned the commissioning of the new mill was also undertaken using lower grade and thus lower margin ores, further accounting for the disconnect between increased volumes and static operating profits.

Capital expenditure for the March quarter amounted to A$15 million (R72 million) compared with A$32 million (R148 million) in the December quarter. This decrease was driven by a reduction in mill construction cost (A$12 million), which is now complete, and a reduction in open pit waste stripping (A$3 million).

Production for the June quarter is expected to be in line with the March quarter, as increased production from the new Lefroy mill and clean-up and recovery of gold from the decommissioned old mill will mostly offset the lost production from the old mill. Timing and volumes of gold recovery from the old mill are however unpredictable. Unit costs are expected to improve over the next two quarters as the Lefroy mill is optimised and key ore zones are accessed in the open pit operations.

Agnew



		March 2005		December 2004

Gold produced	— 000’ozs		52.8		49.0
Yield	— g/t		5.6		5.4
Total cash costs	— A$/oz		300		351
	— US$/oz		233		264

Gold produced at Agnew increased from 49,000 ounces in the December quarter to 52,800 ounces in the March quarter, slightly ahead of the forecast. This was primarily due to a 5 per cent increase in mill throughput and a 3 per cent increase in feed grade. The increase in feed grade was due to an increase in the grade from the Songvang pit and the Kim underground mine.

Gold production from the Waroonga underground complex (Kim and Main Lodes) increased to 42,000 ounces from 35,000 ounces in the December quarter. This was due to the ongoing enhanced performance of the Kim Lode, offsetting the production previously sourced from the Crusader complex, which was shutdown in the December 2004 quarter. The development of Main Lode and Kim South Lode commenced during the quarter, and stope production from these sources will be fully operational by the end of the September 2005 quarter. Kim South is a down dip, but offset and upthrown extension of the Kim Lode, that was discovered in the latter part of last year.

Open pit mining at Songvang ramped-up to capacity during the quarter. Although this phase of mining is predominantly waste stripping, ore production accounted for 11,000 ounces of the quarter’s gold production.

Operating costs, including gold-in-process adjustments, decreased from A$17 million (R80 million) to A$16 million


Q3F2005		Page 7

(R74 million) in the March quarter, mainly as a result of the cessation of operations at the underground Crusader complex. Total cash costs decreased from A$351 per ounce (US$264 per ounce) in the December quarter to A$300 per ounce (US$233 per ounce) in the March quarter. This decrease was a result of the increase in gold production and grades, and the decrease in underground mining costs.

Agnew’s operating profit increased from A$11 million (R49 million) to A$13 million (R60 million) in the March quarter. This is primarily due to lower mining costs and the higher grades referred to above.

Capital expenditure increased from A$11 million (R50 million) to A$17 million (R80 million) in the December quarter. This increase is predominantly a result of increased waste stripping at the Songvang open pit and increased development at the Waroonga underground complex.

Gold production for the June quarter is expected to be slightly higher than the March quarter, reflecting higher mill throughput and increased ore production from the Songvang pit. Cash costs should remain stable.

Quarter ended 31 March 2005 compared with quarter ended 31 March 2004

Attributable gold production increased 5 per cent from 1,033,000 ounces for the March 2004 quarter to 1,088,000 ounces this quarter. At the South African operations production increased 2 per cent due to an increase in yield from 7.4 to 7.9 grams per ton, in line with the strategy to reduce marginal mining. At the international operations production increased 11 per cent. This was mainly due to the increases achieved at St Ives and Tarkwa from the commissioning of the new growth projects during the year.

Revenue decreased 3 per cent in rand terms (increased 11 per cent in US dollar terms) from R3,028 million (US$444 million) to R2,950 million (US$495 million). This was due to a reduction in the rand gold price achieved, from R88,887 per kilogram (US$407 per ounce) in the March 2004 quarter to R81,952 per kilogram (US$428 per ounce) in the March 2005 quarter, which offset the increase in production.

Operating costs were unchanged at R2,351 million (in dollar terms increased from US$345 million to US$395 million) due to cost saving initiatives and the impact of translating costs at the international operations into South African rand at a stronger rand dollar exchange rate than the corresponding quarter in the previous year. The rate strengthened from US$1 = R6.79 to US$1 = R5.95, a 12 per cent increase. At the South African operations costs were virtually unchanged at R1,649 million despite above inflation wage increases and despite the 2 per cent increase in production referred to above. This was due to the cost saving initiatives implemented over this period.

Operating profit declined from R656 million (US$95 million) to R537 million (US$90 million) quarter on quarter.

Earnings excluding gains and losses on financial instruments and foreign debt and exceptional items amounted to R128 million (US$21 million) this quarter compared with R238 million (US$34 million) in the March 2004 quarter.

Capital and development projects

Damang pit cut back project

Initial pit designs have been completed on the ore resource model, developed after the recent drilling campaign in and around the existing pit. The pit design is indicating that a cutback is feasible on both the Eastern and Western walls of the pit. Additional infill drilling was commissioned and completed during the quarter. This was to confirm the extent of the mineralisation in certain areas of the proposed cutback, as well as to convert inferred resources within the designed pit into a higher category.

Currently a geotechnical study is being undertaken by SRK Perth to examine the influence that the Eastern tailing storage facility will have on the proposed Eastern wall cutback and the Damang fault on the Western wall cutback. Once the geotechnical parameters have been established a final economic evaluation will be completed during the June quarter.

Cerro Corona in Peru

All field work necessary for the completion of the Environmental Impact Study (EIS) was completed during the March quarter. This includes all of the necessary social base line studies which are an integral part of the EIS. Submittal of this document is scheduled by the end of April, reflecting the additional social work requested by the Peruvian Government.

Community relations are of significant importance and as such six workshops presenting the project to the various nearby communities were completed during the quarter with positive results.

Hatch has been selected as the prime contractor for the engineering and final design work, and were well advanced in this effort by quarter’s end. It is still planned to have the project engineering completed to advanced feasibility level by the end of the June quarter. A preferred mining contractor for the project has been identified and finalisation of terms is underway.

Arctic platinum project

In October we reported that the feasibility study of this project had been temporarily delayed pending the outcome of a review to assess the impacts of lower grades in the most recent Suhanko resource models and the impacts of the dramatic increases in input costs on the back of the global commodity and resources boom, and the strong euro : US dollar exchange rate.

During the quarter the feasibility study was completed and it has been determined that, at this stage, we will not be proceeding with the development of the large scale Suhanko Project, which was the basis of the feasibility study. This project had envisaged the development of a 10mtpa open pit and on site concentrator operation, exploiting the Konttijarvi and Ahmavaara deposits. A number of factors have converged to reverse the economics of this project to the


Page 8		Q3F2005

point where it is not attractive to develop in the current economic environment. The most significant factors include:

•   A revision in the expected head grade to below 1.9 grams per ton 2PGE+Au against previous estimates in excess of 2 grams per ton. This revision follows extensive exploration and modelling over the last year.

•   A significant increase in the capital expenditure required to bring this project to production. Previous estimates had placed the development capital slightly over €300 million (and US$300 million) at a 1:1 euro : US dollar exchange rate. The latest estimate has placed this figure at some €420 million but more importantly in excess of US$500 million. This reflects the appreciation of the euro, the currency in which the majority of the capital would be incurred, while the revenue stream would be driven in US dollars. Moreover the quantum of capital has been adversely affected by a dramatic increase in input costs, driven by higher commodity prices such as fuel, steel and copper, repricing of equipment and rapid escalation in the cost of services required to execute such projects. The advanced EIA process had also led to growth in costs associated with environmental protection.

•   The global move in the base metal smelter markets further contributed to the poor near term outlook for this project. As previously reported this project was reliant on custom smelting. As the concentrate market has moved back in favour of smelters over the last year, we have seen a reduction in the level of commercial interest in the Arctic concentrates, reflected in poorer smelting terms being offered, than seen in the initial stages of the study and up until mid 2004.

•   The short-term outlook for the palladium market, which metal would contribute some 35 to 40 per cent of this project’s revenue, remains poor. In particular the lack of significant substitution from platinum back to palladium in petrol autocatalysis despite the ongoing pressure on platinum supply is cause for concern. The metal’s inability to recover above US$200 per ounce reflects this weakness. This poor price performance is particularly concerning in the light of the persistent weakness of the US dollar not being reflected in the palladium price, suggesting that the medium term price outlook is not robust.

At this time geological work is being completed that will finalise our understanding of the higher grade potential in these deposits that has been reported previously. While this work is not yet complete, it is not anticipated that it will materially change the outlook for the development of these deposits on a large scale.

Work is also ongoing to assess the viability of a smaller scale, and higher margin starter project at Suhanko. Discussions are also being held with a small number of companies that have expressed an interest in participating in the development of this project. Permitting is planned to be completed by July 2005, along with outstanding land purchases within the mining lease application area.

Unless a significant opportunity is identified in a smaller scale, high margin project or a compelling deal is offered by a third party, Gold Fields is intent on holding this project for development at some stage in the future, when a number of the economic drivers referred to above have moved back in favour of the project. APP represents a significant field of PGM discoveries and it remains our strategy to secure and develop world class resources, albeit at appropriate timing in the global metal and currency cycles. Gold Fields has invested approximately US$90 million in this project to the end of March 2005

Exploration and corporate development

Gold Fields continued its exploration programme with drilling on five projects during the quarter.

At the Essakan project in Burkina Faso, Gold Fields, together with joint venture (JV) partner Orezone Resources Inc., continued to drill the Essakan Main Zone as part of the planned pre-feasibility study forecast to be completed during calendar 2005. An in-house team of specialists were organized during the quarter and environmental, social, engineering and resource work has begun.

An in-house resource estimate was completed during the quarter at the Mampehia prospect on the 100 per cent Gold Fields owned Bibiani project in Ghana. Although very prospective and not fully tested, Gold Fields has determined that the project does not represent a stand-alone opportunity and we have begun a formal exercise to realise value from this project. Results have been received at the 80 per cent owned Kisenge prospect in the southern DRC, resulting in the recognition of a target requiring further work at Mpokoto. At the Tembo project in Tanzania, Gold Fields has decided not to exercise its JV option on the project.

Additional air core drilling at the Central Victoria project in Australia has confirmed a 3.2 kilometre gold in bedrock anomaly on the Gold Fields 100 per cent owned Lockington tenement. The first bedrock drill test of this target will take place later this year. In China, work continued on the Fujian JV with Zijin Mining and on the Shandong JV with Sino Gold.

Gold Fields completed a private placement for C$24 million in Comaplex Minerals Corp. (TSX: “CMF”) bringing its interest to 19.8 per cent. The full purchase price of this investment is included in the cash flow. Comaplex is a Canadian company developing the Meliadine project in the Nunavut province. Gold Fields will provide technical assistance to Comaplex during the upcoming summer field programme.

In early April, Gold Fields sold its interest in the Angelina project in Chile to JV partner Meridian for US$7.5 million plus a 2 per cent NSR on the majority of lands within the JV. This will be accounted for in the June quarter. At the El Callao project, a 50:50 JV with Bolivar Gold in Venezuela, RC drilling continued during the quarter.

Legal

A class action lawsuit was filed by Zalumzi Singleton Mtwesi against Gold Fields Limited in the State of New York on 6 May 2003. A further lawsuit was filed in a federal district court in New York by six individuals against Gold Fields and a number of other defendants on 9 July 2004. These lawsuits allege human rights violations arising from the apartheid era.


Q3F2005		Page 9

In both cases, the plaintiffs have failed to effect service of the complaint within the time permitted under applicable law. In the event the complaints are re-filed and process is timely effected, Gold Fields will seek their dismissal on numerous grounds, including failure to state a claim in accordance with the holding of the US Supreme Court in Sosa v. Alvarez-Machain.

Harmony’s hostile offer

The Board believes that the Harmony offer does not represent a fair value for Gold Fields; takes no account of the high quality of Gold Fields’ asset base; does not reflect the benefits that successful international diversification has brought to Gold Fields’ shareholders; and does not reflect the troubled financial and operational condition of Harmony, nor the positive operating trend that Gold Fields is experiencing.

Shareholders are advised that the Board of Gold Fields continues to oppose Harmony’s hostile offer vigorously, as the Board believes:

•   The hostile offer grossly undervalues Gold Fields; consists solely of Harmony’s equity with no cash element; and offers no control premium to Gold Fields’ shareholders;

•   Harmony appear to have had great difficulty in completing their competent persons report (CPR), which has still not been published. The publication of this report is needed to provide clarity on conflicting mineral reserves announcements made by Harmony since the commencement of its hostile offer on 18 October 2004. Delivery of this document was promised by December 2004 in Harmony’s offer document to the Gold Fields shareholders. On 23 March 2004, the Securities Regulation Panel urged Harmony to release the CPR as a matter of urgency.

•   Harmony’s management model, the so-called “Harmony Way”, is flawed and unsuited for the challenges presented by Gold Fields’ complex, long-life and deep level South African mining operations;

•   Harmony does not appear to have the vision, management depth, or skills and capabilities to manage a global mining company, as they have effectively demonstrated through their poor track record of international expansion over the past decade;

•   Harmony’s financial position is increasingly troubled, as is evidenced by further ongoing significant consumption of cash by the Harmony operations. The Gold Fields Board believes that this is seriously impairing Harmony’s balance sheet and will threaten the viability of any combined entity. At the current rand gold price over half of Harmony’s production is making operating losses;

•   Whilst a combination of the two companies would make the world’s largest gold mining group, the losses incurred by Harmony are of such a magnitude that the Gold Fields profits would be eaten up, thus creating the world’s largest loss making gold company; and

•   An independent Gold Fields offers shareholders a solid and transparent investment vehicle with more exciting growth prospects than the combination proposed by Harmony.

On 7 April 2005, Gold Fields issued an application out of the High Court citing Harmony, as well as the Securities Regulation Panel. Gold Fields claims that the Harmony offer to acquire all of the Gold Fields shares and to merge the two entities lapsed on 18 December 2004 and is incapable of revival. The effect of the lapsing of the offer is that any acceptances by shareholders subsequent to 18 December 2005 have simultaneously lapsed and the offer is now a nullity. It is expected that this application will be heard within the next 3 weeks.

Harmony has refused, pending the hearing of the above application and should it receive Competition Authority approval, to undertake not to implement the offer. Gold Fields has, on 26 April 2005, brought a further application in which it will ask the Court to interdict any implementation of the Harmony offer pending final resolution of the above main application. The interdict application will be heard on 3 May 2005.

The public hearings before the South African Competition Tribunal on Harmony’s hostile offer to acquire 100 per cent of the issued share capital of Gold Fields (“the proposed merger”) is set down for 3 to 6 May 2005. The Tribunal will adjudicate whether or not the proposed merger should be approved in terms of the South African Competition Act. Gold Fields is contending that the proposed merger should be prohibited on the grounds that it will have a materially adverse effect on competition particularly the supply side, and that it will have extremely negative public interest consequences. The public interest grounds include an adverse effect on employment, communities and the mining sector.

The Board recommends that Gold Fields’ shareholders and ADR holders should continue to reject the Harmony offer, should not tender their shares or ADRs, and should continue to reap the benefits of a well managed, performance focused, internationally diversified South African champion – Gold Fields.

The directors of Gold Fields accept responsibility for the information contained in the paragraphs above headed “Harmony’s hostile offer” and state that to the best of their knowledge and belief (having taken all reasonable care to ensure that such is the case) the information contained therein is in accordance with the facts and does not omit anything likely to affect the import of such information.

Outlook

Gold production should increase marginally in the June quarter with a similar improvement in unit costs.

Basis of accounting

The unaudited results for the quarter have been prepared on the International Financial Reporting Standards (IFRS) basis.

The detailed financial, operational and development results for the March 2005 quarter are submitted in this report.

These consolidated quarterly statements are prepared in accordance with IAS 34, Interim Financial Reporting. The accounting policies used in the preparation of this report are consistent with those applied at the previous year-end.

I.D. Cockerill
Chief Executive Officer
28 April 2005


Page 10		Q3F2005

Income Statement

International Financial Reporting Standards Basis



SA Rand	Quarter									Nine months to
	March			December			March			March			March
(Figures are in millions unless otherwise stated)	2005			2004			2004			2005			2004

Revenue		2,949.7			2,945.5			3,028.3			8,600.0			8,903.6
Operating costs		2,350.7			2,341.2			2,350.8			7,027.8			7,047.3
Gold inventory change		62.1			(32.5	)		22.0			(57.5	)		86.4

Operating profit		536.9			636.8			655.5			1,629.7			1,769.9
Amortisation and depreciation		371.1			379.1			297.8			1,120.9			904.1

Net operating profit		165.8			257.7			357.7			508.8			865.8
Finance income/(cost)		33.6			20.4			(38.5	)		86.3			28.3

- Net interest and investment income/(cost)		33.7			15.5			(4.4	)		65.5			1.2
- Exchange (loss)/gain on foreign debt, net of cash		(0.1	)		4.9			(34.1	)		20.8			27.1

(Loss)/gain on financial instruments		(54.7	)		146.7			44.2			243.7			200.1
Other (expense)/income		(7.3	)		(23.9	)		25.5			(35.7	)		41.4
Exploration		(42.8	)		(39.1	)		(44.4	)		(136.8	)		(134.8	)

Profit before tax and exceptional items		94.6			361.8			344.5			666.3			1,000.8
Exceptional (loss)/gain		(86.1	)		(109.4	)		20.6			(195.5	)		256.5

Profit before taxation		8.5			252.4			365.1			470.8			1,257.3
Mining and income taxation		(57.2	)		134.5			63.8			163.2			184.7

- Normal taxation		63.1			78.4			70.5			204.8			158.3
- Deferred taxation		(120.3	)		56.1			(6.7	)		(41.6	)		26.4



Profit after taxation		65.7			117.9			301.3			307.6			1,072.6
Minority interest		54.5			37.6			46.8			114.0			119.5


Net earnings		11.2			80.3			254.5			193.6			953.1


Exceptional items:
Profit on sale of investments		1.4			38.9			47.2			40.3			95.6
Harmony hostile bid		(87.5	)		(82.9	)		—			(170.4	)		—
Sale of mineral rights		—			—			—			—			187.2
IAMGold transaction		—			(64.8	)		—			(64.8	)		—
Write off of mineral rights		—			—			(24.7	)		—			(24.7	)
Retirement of healthcare obligations		(4.8	)		—			(5.0	)		(4.8	)		(5.0	)
Other		4.8			(0.6	)		3.1			4.2			3.4

Total exceptional items		(86.1	)		(109.4	)		20.6			(195.5	)		256.5
Taxation		0.8			(3.8	)		(3.4	)		(3.0	)		42.0

Net exceptional items after tax and minority interest		(85.3	)		(113.2	)		17.2			(198.5	)		298.5


Net earnings per share (cents)		2			16			51			39			197
Headline earnings		9.4			45.2			220.8			156.7			634.2
Headline earnings per share (cents)		2			9			45			32			131
Diluted earnings per share (cents)		2			16			51			39			196
Net earnings excluding gains and losses on financial instruments and foreign debt, net of cash and exceptional items		127.5			100.3			237.8			222.3			484.6
Net earnings per share excluding gains and losses on financial instruments and foreign debt, net of cash and exceptional items (cents)		26			20			48			45			100


Gold sold – managed kg		35,993			34,705			34,069			103,758			102,777
Gold price received R/kg		81,952			84,872			88,887			82,885			86,630
Total cash costs R/kg		64,957			64,921			67,528			65,443			67,360


Q3F2005		Page 11

Income Statement

International Financial Reporting Standards Basis



US Dollar	Quarter									Nine months to
	March			December			March			March			March
(Figures are in millions unless otherwise stated)	2005			2004			2004			2005			2004

Revenue		495.2			480.2			444.4			1,400.7			1,271.9
Operating costs		395.1			382.2			345.3			1,144.6			1,006.8
Gold inventory change		9.8			(5.5	)		3.2			(9.4	)		12.3

Operating profit		90.3			103.5			95.9			265.5			252.8
Amortisation and depreciation		62.4			61.9			43.8			182.6			129.2

Net operating profit		27.9			41.6			52.1			82.9			123.6
Finance income/(cost)		5.7			3.3			(5.3	)		14.1			4.1

- Net interest and investment income/(cost)		5.6			2.5			(0.6	)		10.7			0.2
- Exchange (loss)/gain on foreign debt, net of cash		0.1			0.8			(4.7	)		3.4			3.9

(Loss)/gain on financial instruments		(8.1	)		23.9			6.6			39.7			28.6
Other (expense)/income		(1.2	)		(3.9	)		3.7			(5.8	)		5.9
Exploration		(7.2	)		(6.5	)		(6.6	)		(22.3	)		(19.3	)

Profit before tax and exceptional items		17.1			58.4			50.5			108.6			142.9
Exceptional (loss)/gain		(14.3	)		(17.5	)		3.4			(31.8	)		36.6

Profit before taxation		2.8			40.9			53.9			76.8			179.5
Mining and income taxation		(8.7	)		21.7			9.3			26.6			26.4

- Normal taxation		10.7			12.7			10.2			33.4			22.6
- Deferred taxation		(19.4	)		9.0			(0.9	)		(6.8	)		3.8

Profit after taxation		11.5			19.2			44.6			50.2			153.1
Minority interest		9.1			6.1			6.9			18.6			17.1


Net earnings		2.4			13.1			37.7			31.6			136.0


Exceptional items:
Profit on sale of investments		0.4			6.2			6.9			6.6			13.7
Harmony hostile bid		(14.5	)		(13.3	)		—			(27.8	)		—
Sale of mineral rights		—			—			—			—			25.2
IAMGold transaction		(0.2	)		(10.4	)		—			(10.6	)		—
Write off of mineral rights		—			—			(2.0	)		—			(2.0	)
Retirement of healthcare obligations		(0.8	)		—			(0.7	)		(0.8	)		(0.7	)
Other		0.8			—			(0.8	)		0.8			0.4

Total exceptional items		(14.3	)		(17.5	)		3.4			(31.8	)		36.6
Taxation		0.1			(0.6	)		(0.4	)		(0.5	)		6.0


Net exceptional items after tax and minority interest		(14.2	)		(18.1	)		3.0			(32.3	)		42.6


Net earnings per share (cents)		—			3			7			6			28
Headline earnings		1.9			7.5			32.4			25.5			90.6
Headline earnings per share (cents)		—			2			7			5			19
Diluted earnings per share (cents)		—			3			7			6			28
Net earnings excluding gains and losses on financial instruments and foreign debt, net of cash and exceptional items		21.0			16.1			34.4			36.2			69.2
Net earnings per share excluding gains and losses on financial instruments and foreign debt, net of cash and exceptional items (cents)		4			3			7			7			14
SA rand/US dollar conversion rate		5.95			6.12			6.79			6.14			7.00



Gold sold – managed ozs (000)		1,157			1,116			1,095			3,336			3,304
Gold price received $/oz		428			431			407			420			385
Total cash costs $/oz		340			330			309			332			299


Page 12		Q3F2005

Balance Sheet

International Financial Reporting Standards Basis

SA Rand

US Dollars

March

June

March

June

(Figures are in millions unless otherwise stated)

2005

2004

2005

2004

Mining and mineral assets

16,627.2

15,828.6

2,690.5

2,512.5

Non-current assets

351.3

331.4

56.8

52.6

Investments

1,017.2

801.2

164.6

127.2

Current assets

5,280.0

6,241.9

854.3

990.8

- Other current assets

2,349.2

2,107.4

380.1

334.5

- Cash and deposits

2,930.8

4,134.5

474.2

656.3

Total assets

23,275.7

23,203.1

3,766.2

3,683.1

Shareholders’ equity

15,114.5

14,949.3

2,445.7

2,372.9

Minority interest

815.1

662.9

131.9

105.2

Deferred taxation

3,316.4

3,336.1

536.6

529.5

Long-term loans

1,213.4

1,428.6

196.3

226.8

Environmental rehabilitation provisions

769.9

715.4

124.6

113.6

Post-retirement heathcare provisions

22.6

58.1

3.7

9.2

Current liabilities

2,023.8

2,052.7

327.4

325.9

- Other current liabilities

1,736.3

1,846.0

280.9

293.1

- Current portion of long-term loans

287.5

206.7

46.5

32.8

Total equity and liabilities

23,275.7

23,203.1

3,766.2

3,683.1

S.A. Rand/US dollar conversion rate

6.18

6.30

S.A. Rand/Australian dollar conversion rate

4.78

4.41

Statement of changes in equity

International Financial Reporting Standards Basis



	SA Rand						US Dollars
	March			March			March			March
(Figures are in millions unless otherwise stated)	2005			2004			2005			2004

Balance as at the beginning of the financial year		14,949.3			11,295.5			2,372.9			1,450.0
Currency translation adjustment and other		182.9			(466.4	)		74.0			231.4
Issue of share capital		0.4			9.5			0.1			1.4
Increase of share premium		21.7			1,562.9			3.5			223.3
Equity component of Mvela loan		—			3,130.2			—			447.2
Marked to market valuation of listed investments		111.0			35.0			18.1			5.0
Dividends		(344.4	)		(669.1	)		(54.5	)		(63.2	)
Net earnings		193.6			953.1			31.6			136.0


Balance as at the end of March		15,114.5			15,850.7			2,445.7			2,431.1

Reconciliation of headline earnings
with net earnings



	SA Rand									US Dollars
	March			December			March			March			December			March
(Figures are in millions unless otherwise stated)	2005			2004			2004			2005			2004			2004


Net earnings/(loss)		11.2			80.3			254.5			2.4			13.1			37.7
Profit on sale of investments		(1.4	)		(38.9	)		(47.2	)		(0.4	)		(6.4	)		(9.1	)
Taxation effect of profit on sale of investments		0.2			4.0			13.5			—			0.8			3.8
Profit on sundry asset sales		(0.6	)		—			—			(0.1	)		—			—
Other after tax adjustments		—			(0.2	)		—			—			—			—

Headline earnings		9.4			45.2			220.8			1.9			7.5			32.4

Headline earnings per share (cents)		2			9			45			—			2			7
Based on headline earnings as given above divided by 492,144,121 (December 2004 - 491,907,010 and March 2004 - 491,254,653) being the weighted average number of ordinary shares in issue


Q3F2005		Page 13

Cash Flow Statements

International Financial Reporting Standards Basis



SA Rand	Quarter									Nine months to
	March			December			March			March			March
(Figures are in millions unless otherwise stated)	2005			2004			2004			2005			2004

Cash flow from operating activities		653.2			233.4			527.7			1,084.2			1,236.0
Profit before tax and exceptional items		94.6			361.8			344.5			666.3			1,000.8
Exceptional items		(86.1	)		(109.4	)		20.6			(195.5	)		256.5
Amortisation and depreciation		371.1			379.1			297.8			1,120.9			904.1
Change in working capital		266.0			(162.4	)		94.3			(79.3	)		(31.4	)
Taxation paid		(40.9	)		(69.3	)		(119.2	)		(161.6	)		(473.2	)
Other non-cash items		48.5			(166.4	)		(110.3	)		(266.6	)		(420.8	)
Dividends paid		(146.5	)		—			(196.7	)		(407.5	)		(669.1	)
Ordinary shareholders		(147.7	)		—			(196.7	)		(344.4	)		(669.1	)
Minority shareholders in subsidiaries		1.2			—			—			(63.1	)		—
Cash utilised in investing activities		(595.1	)		(425.4	)		(654.5	)		(1,796.4	)		(2,067.8	)
Capital expenditure – additions		(439.7	)		(527.6	)		(748.8	)		(1,722.0	)		(1,963.5	)
Capital expenditure – proceeds on disposal		—			37.1			326.6			40.1			412.6
Purchase of investments		(129.8	)		(20.7	)		(342.8	)		(171.3	)		(680.4	)
Proceeds on the disposal of investments		5.6			88.4			130.1			96.2			201.9
Environmental and post-retirement heathcare payments		(31.2	)		(2.6	)		(19.6	)		(39.4	)		(38.4	)
Cash flow from financing activities		(125.9	)		24.9			4,007.8			(56.9	)		5,353.2
Equity portion of Mvela loan		—			—			2,453.6			—			2,453.6
Debt portion of Mvela loan		—			—			1,653.4			—			1,653.4
Loans received		—			16.8			—			16.8			—
Loans repaid		(132.7	)		—			(100.1	)		(206.7	)		(293.9	)
Minority shareholder’s loan received/(repaid)		—			—			—			110.9			28.1
Shares issued		6.8			8.1			0.9			22.1			1,512.0
Net cash (outflow)/inflow		(214.3	)		(167.1	)		3,684.3			(1,176.6	)		3,852.3
Translation adjustment		167.6			(264.1	)		(87.4	)		(27.1	)		(192.2	)
Cash at beginning of period		2,977.5			3,408.7			1,104.0			4,134.5			1,040.8

Cash at end of period		2,930.8			2,977.5			4,700.9			2,930.8			4,700.9



US Dollar	Quarter									Nine months to
	March			December			March			March			March
(Figures are in millions unless otherwise stated)	2005			2004			2004			2005			2004

Cash flow from operating activities		106.2			40.4			76.8			177.2			176.5
Profit before tax and exceptional items		17.1			58.4			50.5			108.6			142.9
Exceptional items		(14.3	)		(17.5	)		3.4			(31.8	)		36.6
Amortisation and depreciation		62.4			61.9			43.8			182.6			129.2
Change in working capital		42.4			(26.5	)		13.2			(12.9	)		(4.5	)
Taxation paid		(8.4	)		(8.9	)		(17.7	)		(25.9	)		(67.6	)
Other non-cash items		7.0			(27.0	)		(16.4	)		(43.4	)		(60.1	)
Dividends paid		(25.1	)		—			(29.4	)		(64.6	)		(92.6	)
Ordinary shareholders		(25.1	)		—			(29.4	)		(54.5	)		(92.6	)
Minority shareholders in subsidiaries		—			—			—			(10.1	)		—
Cash utilised in investing activities		(100.0	)		(70.5	)		(96.5	)		(292.6	)		(295.5	)
Capital expenditure – additions		(75.0	)		(86.8	)		(109.4	)		(280.5	)		(280.5	)
Capital expenditure – proceeds on disposal		0.1			5.9			46.8			6.5			58.9
Purchase of investments		(21.2	)		(3.4	)		(49.7	)		(27.9	)		(97.2	)
Proceeds on the disposal of investments		1.2			14.2			18.7			15.7			28.8
Environmental and post-retirement heathcare payments		(5.1	)		(0.4	)		(2.9	)		(6.4	)		(5.5	)
Cash flow from financing activities		(21.0	)		4.1			576.3			(10.3	)		766.0
Equity portion of Mvela loan		—			—			350.5			—			350.5
Debt portion of Mvela loan		—			—			236.2			—			236.2
Loans received		—			2.7			—			2.7			—
Loans repaid		(22.1	)		—			(13.7	)		(33.7	)		(40.7	)
Minority shareholder’s loan received/(repaid)		—			—			0.1			17.1			4.0
Shares issued		1.1			1.4			3.2			3.6			216.0

Net cash (outflow)/inflow		(39.9	)		(26.0	)		527.2			(190.3	)		554.4
Translation adjustment		(8.3	)		24.0			33.1			8.2			33.0
Cash at beginning of period		522.4			524.4			160.7			656.3			133.6

Cash at end of period		474.2			522.4			721.0			474.2			721.0


Page 14		Q3F2005

Hedging / Derivatives

Policy

The Group’s policy is to remain unhedged to the gold price. However, hedges are sometimes undertaken on a project specific basis as follows:

•   to protect cash flows at times of significant expenditure,

•   for specific debt servicing requirements, and

•   to safeguard the viability of higher cost operations.

Gold Fields may from time to time establish currency financial instruments to protect underlying cash flows.

Gold Fields has various currency and interest rate financial instruments - those remaining are described in the schedule. It has been decided not to account for these instruments under the hedge accounting rules of IFRS 39, except for the debt portion of the interest rate swap which has been hedge accounted, and accordingly the positions have been marked to market.

On 7 January 2004, Gold Fields Australia closed out its Australian dollar/United States dollar currency financial instruments. The existing forward purchases of Australian dollars and the put and call options were closed out by entering into equal and opposite transactions. The close out of the outstanding open position of US$275 million was at an average spot rate of 0.7670 US$/A$. These transactions locked in gross profit amounting to US$115.7 million and the underlying cash receipts were deferred to match the maturity dates of the original transactions. An amount of US$102.8 million had already been accounted for up until the end of December 2003. In addition, in order that the Group was able to participate in further Australian dollar appreciation, a strip of quarterly maturing Australian dollar/US dollar call options were purchased in respect of an amount of US$275 million of which the value dates and amounts match those of the original structure. The Australian dollar call options resulted in a premium of US$8.3 million. The payment of the premium will be effected so as to match the maturity dates of the original structure. The average strike price of the options is 0.7670 US$/A$.

Subsequent to this, on 7 May 2004, the future US dollar values were fixed in Australian dollars to take advantage of the weakened Australian dollar against the US dollar at that time. The original value of the future cash flows was US$107.4 million or A$140.0 million at 0.7670 US$/A$, the rate at the time of the original transaction. The value fixed in Australian dollars amounted to A$147 million, based on the spot rate on 7 May 2004 of 0.7158 US$/A$. The balance of A$93.0 million not yet realised in cash is detailed below:


Payment value dates			Future cash flows - A$ million

30 June 2005			14.3
30 September 2005			14.0
30 December 2005			13.6
31 March 2006			13.3
30 June 2006			12.9
29 September 2006			12.6
29 December 2006			12.3

TOTAL			93.0

The call options purchased at a cost of US$8.3 million are detailed below:



US Dollars / Australian Dollars
Year ended 30 June		2005		2006		2007		TOTAL

Australian dollar call options:
Amount (US dollars)	-000’s		25,000		100,000		75,000		200,000
Average strike price	-(US$/A$)		0.7670		0.7670		0.7670		0.7670

The marked to market value of all transactions making up the positions in the above table was a positive US$6.2 million. This was based on an exchange rate of A$/US$ 0.7735. The value was based on the prevailing interest rates and volatilities at the time.


US Dollars / Rand
Year ended 30 June		2005		2006		2007		TOTAL

Forward purchases:
Amount (US Dollars)	-000’s		30,000		—		—		30,000
Average rate	-(ZAR/US$)		5.9611		—		—		5.9611

The marked to market value of all transactions making up the positions in the above table was a positive R8.3 million (US$1.3 million). The value was based on an exchange rate of ZAR/US$6.18 and the prevailing interest rates and volatilities at the time. Maturity date is 3 June 2005.

Interest rate swap

In terms of the Mvela loan, GFI Mining SA pays Mvela Gold interest on R4,139 million at a fixed interest rate, semi-annually. The interest rate was fixed with reference to the five-year ZAR swap rate, at 9.6179% plus a margin of 0.95%. GFI Mining SA simultaneously entered into an interest rate swap agreement converting a fixed interest rate exposure to a floating rate. In terms of the swap, GFI Mining SA is now exposed to the three- month Jibar rate plus a margin of 1.025%. The Jibar rate for the current quarter was fixed at 7.55%.

For accounting purposes the Mvela loan was split into a debt component and an equity component and accordingly the net present value of future interest payments (R1,654 million) was classified as debt, while the balance (R2,454 million) was categorised as equity. The marked to market value of the swap at the end of March 2005 was a positive R164 million. Of this, R133 million was accounted for in the income statement and the balance of R31 million has been hedge accounted and credited to the debt portion of the loan. As the marked to market value at the end of June 2004 was a negative R104 million, this translates into a positive movement of R268 million for the nine months to date, of which R54 million has been credited to the debt portion of the loan and the balance of R214 million has been taken to the income statement. Of the R214 million, R287 million was accounted for in the first half of the year, leaving a negative R73 million which was accounted for in the March quarter. In addition, the settlement gain on the swap for the March quarter was R22 million of which R15 million was taken to the income statement and R7 million credited to the debt portion of the loan. A further settlement gain of R21 million has been locked in for the three-month period to the end of June 2005. Including this gain, the settlement gain up until the end of June amounts to R97 million.


Page 15		Q3F2005

Total Cash Costs

Gold Institute Industry Standard


						SA Operations							International Operations
(All figures are in Rand millions unless otherwise			Total Mine																Ghana				Australia#
stated)			Operations				Total		Driefontein		Kloof			Beatrix		Total				Tarkwa				Damang			St Ives			Agnew

Operating costs ⁽¹⁾		March 2005 December 2004 Financial year to date		2,350.7 2,341.2 7,027.8				1,649.1 1,687.4 5,000.2		613.9 625.1 1,860.9		633.7 649.4 1,919.1			401.5 412.9 1,220.2		701.6 653.8 2,027.6				246.4 226.4 690.2				99.4 91.0 287.3			285.6 261.0 836.7			70.2 75.4 213.4

Gold-in-process and		March 2005		51.5				—		—		—			—		51.5				3.1				9.8			36.0			2.6
inventory change*		December 2004		(23.0	)			—		—		—			—		(23.0	)			5.6				(1.2	)		(31.0	)		3.6
		Financial year to date		(39.1	)			—		—		—			—		(39.1	)			(11.9	)			14.3			(49.9	)		8.4

Less:	Rehabilitation costs	March 2005		10.9				9.8		2.8		5.4			1.6		1.1				0.2				—			0.5			0.4
		December 2004		11.3				9.9		2.8		5.5			1.6		1.4				0.1				0.3			0.4			0.6
		Financial year to date		33.2				29.4		8.4		16.2			4.8		3.8				0.5				0.6			1.3			1.4

	Production taxes	March 2005		7.7				7.7		3.1		3.3			1.3		—				—				—			—			—
		December 2004		7.6				7.6		0.7		4.2			2.7		—				—				—			—			—
		Financial year to date		23.7				23.7		6.3		12.2			5.2		—				—				—			—			—

	General and admin	March 2005		85.0				55.5		22.1		20.5			12.9		29.5				14.3				2.4			10.3			2.5
		December 2004		82.7				53.1		21.7		18.8			12.6		29.6				14.7				2.9			9.5			2.5
		Financial year to date		252.3				167.0		68.4		60.6			38.0		85.3				38.7				8.2			30.4			8.0

Cash operating costs		March 2005 December 2004 Financial year to date		2,298.6 2,216.6 6,679.5				1,576.1 1,616.8 4,780.1		585.9 599.9 1,777.8		604.5 620.9 1,830.1			385.7 396.0 1,172.2		722.5 599.8 1,899.4				235.0 217.2 639.1				106.8 86.6 292.8			310.8 220.1 755.1			69.9 75.9 212.4

Plus:	Production taxes	March 2005		7.7				7.7		3.1		3.3			1.3		—				—				—			—			—
		December 2004		7.6				7.6		0.7		4.2			2.7		—				—				—			—			—
		Financial year to date		23.7				23.7		6.3		12.2			5.2		—				—				—			—			—

	Royalties	March 2005		31.7				—		—		—			—		31.7				14.2				4.1			10.1			3.3
		December 2004		28.9				—		—		—			—		28.9				13.4				5.3			7.0			3.2
		Financial year to date		86.9				—		—		—			—		86.9				37.2				14.7			25.6			9.4

TOTAL CASH COSTS ⁽²⁾		March 2005 December 2004 Financial year to date		2,338.0 2,253.1 6,790.1				1,583.8 1,624.4 4,803.8		589.0 600.6 1,784.1		607.8 625.1 1,842.3			387.0 398.7 1,177.4		754.2 628.7 1,986.3				249.2 230.6 676.3				110.9 91.9 307.5			320.9 227.1 780.7			73.2 79.1 221.8

Plus:	Amortisation*	March 2005		356.7				169.1		62.2		85.0			21.9		187.6				67.4				6.5		113.7
		December 2004		343.8				173.3		58.4		92.3			22.6		170.5				62.3				9.2		99.0
		Financial year to date		1,025.6				509.4		179.0		264.3			66.1		516.2				172.4				25.9		317.9

	Rehabilitation	March 2005		10.9				9.8		2.8		5.4			1.6		1.1				0.2				—		0.9
		December 2004		11.3				9.9		2.8		5.5			1.6		1.4				0.1				0.3		1.0
		Financial year to date		33.2				29.4		8.4		16.2			4.8		3.8				0.5				0.6		2.7

TOTAL PRODUCTION COSTS⁽³⁾		March 2005 December 2004		2,705.6 2,608.2				1,762.7 1,807.6		654.0 661.8		698.2 722.9			410.5 422.9		942.9 800.6				316.8 293.0				117.4 101.4		508.7 406.2
		Financial year to date		7,848.9				5,342.6		1,971.5		2,122.8			1,248.3		2,506.3				849.2				334.0		1,323.1

Gold sold – thousand ounces		March 2005 December 2004 Financial year to date		1,157.2 1,115.8 3,335.9				711.4 725.9 2,137.4		293.5 287.7 864.7		264.4 280.6 811.6			153.5 157.6 461.1		445.8 389.9 1,198.5				185.0 167.9 477.7				53.9 66.5 189.4			154.1 106.6 383.9			52.8 49.0 147.4

TOTAL CASH COSTS – US$/oz		March 2005 December 2004 Financial year to date		340 330 332				374 366 366		337 341 336		386 364 370			424 413 416		284 263 270				226 224 231				346 226 264			350 348 331			233 264 245

TOTAL PRODUCTION COSTS - US$/oz		March 2005 December 2004 Financial year to date		393 382 383				416 407 407		374 376 371		444 421 426			449 439 441		355 335 341				288 285 290				366 249 287			413 427 406

DEFINITIONS

Total cash costs and Total production costs are calculated in accordance with the Gold Institute industry standard.

(1)   Operating costs – All gold mining related costs before amortisation/depreciation, changes in gold inventory, taxation and exceptional items.

(2)   Total cash costs – Operating costs less off-mine costs, including general and administration costs, as detailed in the table above.

(3)   Total production costs – Total cash costs plus amortisation/depreciation and rehabilitation provisions, as detailed in the table above.

* Adjusted for amortisation/depreciation (non-cash item) excluded from gold-in-process change.

Average exchange rates are US$1 = R5.95 and US$1 = R6.12 for the March 2005 and December 2004 quarters respectively.

# As a significant portion of the acquisition price was allocated to tenements of St Ives and Agnew on endowment ounces and also as these two Australian operations are entitled to transfer and then off-set tax losses from one company to another, it is not meaningful to split the income statement below operating profit.

Page 16 Q3F2005

Operating and Financial Results


		Total Mine						SA Operations
SA Rand		Operations			Total			Driefontein			Kloof			Beatrix

Operating Results

Ore milled/treated (000 tons)	March 2005 December 2004 Financial year to date		12,789 11,823 35,655			3,983 4,013 11,975			1,760 1,647 4,951			1,219 1,275 3,753			1,004 1,091 3,271

Yield (grams per ton)	March 2005 December 2004 Financial year to date		2.8 2.9 2.9			5.6 5.6 5.6			5.2 5.4 5.4			6.7 6.8 6.7			4.8 4.5 4.4

Gold produced (kilograms)	March 2005 December 2004 Financial year to date		35,993 34,705 103,758			22,126 22,577 66,482			9,129 8,949 26,896			8,223 8,727 25,243			4,774 4,901 14,343

Gold sold (kilograms)	March 2005 December 2004 Financial year to date		35,993 34,705 103,758			22,126 22,577 66,482			9,129 8,949 26,896			8,223 8,727 25,243			4,774 4,901 14,343

Gold price received (Rand per kilogram)	March 2005 December 2004 Financial year to date		81,952 84,872 82,885			82,026 84,657 82,883			81,816 84,926 82,823			81,990 84,531 82,787			82,488 84,391 83,163

Total cash costs (Rand per kilogram)	March 2005 December 2004 Financial year to date		64,957 64,921 65,443			71,581 71,949 72,257			64,520 67,114 66,333			73,915 71,628 72,983			81,064 81,351 82,089

Total production costs (Rand per kilogram)	March 2005 December 2004 Financial year to date		75,170 75,153 75,646			79,666 80,064 80,362			71,640 73,952 73,301			84,908 82,835 84,095			85,987 86,289 87,032

Operating costs (Rand per ton)	March 2005 December 2004 Financial year to date		184 198 197			414 420 418			349 380 376			520 509 511			400 378 373

Financial Results (Rand million)

Revenue	March 2005 December 2004 Financial year to date		2,949.7 2,945.5 8,600.0			1,814.9 1,911.3 5,510.2			746.9 760.0 2,227.6			674.2 737.7 2,089.8			393.8 413.6 1,192.8

Operating costs	March 2005 December 2004 Financial year to date		2,350.7 2,341.2 7,027.8			1,649.1 1,687.4 5,000.2			613.9 625.1 1,860.9			633.7 649.4 1,919.1			401.5 412.9 1,220.2

Gold inventory change	March 2005 December 2004 Financial year to date		62.1 (32.5 (57.5	) )		— — —			— — —			— — —			— — —

Operating profit	March 2005 December 2004 Financial year to date		536.9 636.8 1,629.7			165.8 223.9 510.0			133.0 134.9 366.7			40.5 88.3 170.7			(7.7 0.7 (27.4	) )

Amortisation of mining assets	March 2005 December 2004 Financial year to date		346.1 353.3 1,044.0			169.1 173.3 509.4			62.2 58.4 179.0			85.0 92.3 264.3			21.9 22.6 66.1

Net operating profit	March 2005 December 2004 Financial year to date		190.8 283.5 585.7			(3.3 50.6 0.6	)		70.8 76.5 187.7			(44.5 (4.0 (93.6	) ) )		(29.6 (21.9 (93.5	) ) )

Other income/(expense)	March 2005 December 2004 Financial year to date		(111.1 105.4 82.9	)		(124.3 72.4 29.3	)		(33.1 24.4 17.7	)		(38.5 28.4 19.2	)		(52.7 19.6 (7.6	) )

Profit before taxation	March 2005 December 2004 Financial year to date		79.7 388.9 668.6			(127.6 123.0 29.9	)		37.7 100.9 205.4			(83.0 24.4 (74.4	) )		(82.3 (2.3 (101.1	) ) )

Mining and income taxation	March 2005 December 2004 Financial year to date		(73.8 125.5 118.3	)		(82.9 11.8 (76.1	) )		(13.6 10.9 14.2	)		(37.8 1.4 (52.1	) )		(31.5 (0.5 (38.2	) ) )

- Normal taxation	March 2005 December 2004 Financial year to date		34.1 60.3 131.7			— — —			— — —			— — —			— — —

- Deferred taxation	March 2005 December 2004 Financial year to date		(107.9 65.2 (13.4	) )		(82.9 11.8 (76.1	) )		(13.6 10.9 14.2	)		(37.8 1.4 (52.1	) )		(31.5 (0.5 (38.2	) ) )

Net profit	March 2005 December 2004 Financial year to date		153.5 263.4 550.3			(44.7 111.2 106.0	)		51.3 90.0 191.2			(45.2 23.0 (22.3	) )		(50.8 (1.8 (62.9	) ) )

Net profit excluding gains and losses on financial instruments and foreign debt and exceptional items	March 2005 December 2004 Financial year to date		193.3 157.9 394.7			(0.9 26.9 (22.4	) )		64.7 64.1 151.7			(30.2 (5.8 (66.1	) ) )		(35.4 (31.4 (108.0	) ) )

Capital expenditure (Rand million)	March 2005 December 2004 Financial year to date		378.1 499.0 1,599.2			150.2 163.1 461.1			36.9 41.7 109.3			60.5 63.2 182.2			52.8 58.2 169.6

Planned for next six months to September 2005			773.4			323.6			126.1			96.8			100.7

Q3F2005 Page 17

Operating and Financial Results


		International Operations
						Ghana							Australia #
SA Rand			Total				Tarkwa			Damang			St Ives			Agnew

Operating Results

Ore milled/treated (000 tons)	March 2005			8,806				5,228			1,257			2,026			295
	December 2004			7,810				4,919			1,354			1,255			282
	Financial year to date			23,680				14,238			3,953			4,635			854

Yield (grams per ton)	March 2005			1.6				1.1			1.3			2.4			5.6
	December 2004			1.6				1.1			1.5			2.6			5.4
	Financial year to date			1.6				1.0			1.5			2.6			5.4

Gold produced (kilograms)	March 2005			13,867				5,755			1,677			4,794			1,641
	December 2004			12,128				5,221			2,067			3,316			1,524
	Financial year to date			37,276				14,858			5,892			11,941			4,585

Gold sold (kilograms)	March 2005			13,867				5,755			1,677			4,794			1,641
	December 2004			12,128				5,221			2,067			3,316			1,524
	Financial year to date			37,276				14,858			5,892			11,941			4,585

Gold price received (Rand per kilogram)	March 2005			81,835				82,276			81,276			81,539			81,718
	December 2004			85,274				85,980			85,148			84,620			84,449
	Financial year to date			82,890				83,490			82,739			82,380			82,465

Total cash costs (Rand per kilogram)	March 2005			54,388				43,301			66,130			66,938			44,607
	December 2004			51,839				44,168			44,461			68,486			51,903
	Financial year to date			53,286				45,518			52,189			65,380			48,375

Total production costs (Rand per kilogram)	March 2005			67,996				55,048			70,006			79,052
	December 2004			66,013				56,120			49,057			83,926
	Financial year to date			67,236				57,154			56,687			80,062

Operating costs (Rand per ton)	March 2005			80				47			79			141			238
	December 2004			84				46			67			208			267
	Financial year to date			86				48			73			181			250

Financial Results (Rand million)

Revenue	March 2005			1,134.8				473.5			136.3			390.9			134.1
	December 2004			1,034.2				448.9			176.0			280.6			128.7
	Financial year to date			3,089.8				1,240.5			487.5			983.7			378.1

Operating costs	March 2005			701.6				246.4			99.4			285.6			70.2
	December 2004			653.8				226.4			91.0			261.0			75.4
	Financial year to date			2,027.6				690.2			287.3			836.7			213.4

Gold inventory change	March 2005			62.1				2.8			10.0			45.3			4.0
	December 2004			(32.5	)			3.7			(1.4	)		(39.4	)		4.6
	Financial year to date			(57.5	)			(13.5	)		14.3			(70.0	)		11.7

Operating profit	March 2005			371.1				224.3			26.9			60.0			59.9
	December 2004			412.9				218.8			86.4			59.0			48.7
	Financial year to date			1,119.7				563.8			185.9			217.0			153.0

Amortisation of mining assets	March 2005			177.0				67.7			6.3			103.0
	December 2004			180.0				64.2			9.4			106.4
	Financial year to date			534.6				174.0			25.9			334.7

Net operating profit	March 2005			194.1				156.6			20.6			16.9
	December 2004			232.9				154.6			77.0			1.3
	Financial year to date			585.1				389.8			160.0			35.3

Other income/(expense)	March 2005			13.2				4.1			1.5			7.6
	December 2004			33.0				2.5			0.3			30.2
	Financial year to date			53.6				9.1			1.9			42.6

Profit before taxation	March 2005			207.3				160.7			22.1			24.5
	December 2004			265.9				157.1			77.3			31.5
	Financial year to date			638.7				398.9			161.9			77.9

Mining and income taxation	March 2005			9.1				(10.5	)		2.9			16.7
	December 2004			113.7				64.0			33.0			16.7
	Financial year to date			194.4				88.0			58.5			47.9

- Normal taxation	March 2005			34.1				15.9			4.8			13.4
	December 2004			60.3				17.1			33.0			10.2
	Financial year to date			131.7				44.3			52.4			35.0

- Deferred taxation	March 2005			(25.0	)			(26.4	)		(1.9	)		3.3
	December 2004			53.4				46.9			—			6.5
	Financial year to date			62.7				43.7			6.1			12.9

Net profit	March 2005			198.2				171.2			19.2			7.8
	December 2004			152.2				93.1			44.3			14.8
	Financial year to date			444.3				310.9			103.4			30.0

Net profit excluding gains and losses on	March 2005			194.2				171.2			19.2			3.8
financial instruments and foreign debt and	December 2004			131.0				93.1			44.3			(6.4		)
exceptional items	Financial year to date			417.1				310.9			103.4			2.8

Capital expenditure (Rand million)	March 2005			227.9				56.9			19.6			71.6			79.8
	December 2004			335.9				118.4			19.2			148.1			50.2
	Financial year to date			1,138.1				368.9			49.2			550.0			170.0

	Planned for next six months to September 2005			449.8				180.9			47.0			142.6			79.3


Page 18		Q3F2005

Operating and Financial Results


		Total Mine		SA Operations
US Dollars		Operations			Total		Driefontein		Kloof		Beatrix

Operating Results

Ore milled/treated (000 tons)	March 2005	12,789			3,983		1,760		1,219		1,004
	December 2004	11,823			4,013		1,647		1,275		1,091
	Financial year to date	35,655			11,975		4,951		3,753		3,271

Yield (ounces per ton)	March 2005	0.090			0.179		0.167		0.217		0.153
	December 2004	0.094			0.181		0.175		0.220		0.144
	Financial year to date	0.094			0.178		0.175		0.216		0.141

Gold produced (000 ounces)	March 2005	1,157.2			711.4		293.5		264.4		153.5
	December 2004	1,115.8			725.9		287.7		280.6		157.6
	Financial year to date	3,335.9			2,137.4		864.7		811.6		461.1

Gold sold (000 ounces)	March 2005	1,157.2			711.4		293.5		264.4		153.5
	December 2004	1,115.8			725.9		287.7		280.6		157.6
	Financial year to date	3,335.9			2,137.4		864.7		811.6		461.1

Gold price received (dollars per ounce)	March 2005	428			429		428		429		431
	December 2004	431			430		432		430		429
	Financial year to date	420			420		420		419		421

Total cash costs (dollars per ounce)	March 2005	340			374		337		386		424
	December 2004	330			366		341		364		413
	Financial year to date	332			366		336		370		416

Total production costs (dollars per ounce)	March 2005	393			416		374		444		449
	December 2004	382			407		376		421		439
	Financial year to date	383			407		371		426		441

Operating costs (dollars per ton)	March 2005	31			70		59		87		67
	December 2004	32			69		62		83		62
	Financial year to date	32			68		61		83		61

Financial Results ($ million)

Revenue	March 2005	495.2			305.2		125.5		113.5		66.2
	December 2004	480.2			311.7		124.0		120.3		67.4
	Financial year to date	1,400.7			897.4		362.8		340.4		194.3

Operating costs	March 2005	395.1			277.3		103.2		106.6		67.5
	December 2004	382.2			275.4		102.1		106.0		67.4
	Financial year to date	1,144.6			814.4		303.1		312.6		198.7

Gold inventory change	March 2005	9.8			—		—		—		—
	December 2004	(5.5	)		—		—		—		—
	Financial year to date	(9.4	)		—		—		—		—

Operating profit	March 2005	90.3			27.9		22.3		6.9		(1.3	)
	December 2004	103.5			36.2		21.9		14.3		0.1
	Financial year to date	265.5			83.1		59.7		27.8		(4.5	)

Amortisation of mining assets	March 2005	58.2			28.4		10.4		14.3		3.7
	December 2004	57.7			28.3		9.5		15.1		3.7
	Financial year to date	170.0			83.0		29.2		43.0		10.8

Net operating profit	March 2005	32.1			(0.5	)	11.8		(7.4	)	(5.0	)
	December 2004	45.8			8.0		12.4		(0.8	)	(3.6	)
	Financial year to date	95.4			0.1		30.6		(15.2	)	(15.2	)

Other income/(expenses)	March 2005	(17.6	)		(19.8	)	(5.3	)	(6.1	)	(8.5	)
	December 2004	17.2			11.8		4.0		4.6		3.2
	Financial year to date	13.5			4.8		2.9		3.1		(1.2	)

Profit before taxation	March 2005	14.5			(20.4	)	6.6		(13.5	)	(13.5	)
	December 2004	62.9			19.8		16.4		3.9		(0.4	)
	Financial year to date	108.9			4.9		33.5		(12.1	)	(16.5	)

Mining and income taxation	March 2005	(11.5	)		(13.5	)	(2.1	)	(6.2	)	(5.1	)
	December 2004	20.3			1.9		1.8		0.2		(0.1	)
	Financial year to date	19.3			(12.4	)	2.3		(8.5	)	(6.2	)

- Normal taxation	March 2005	5.8			—		—		—		—
	December 2004	9.8			—		—		—		—
	Financial year to date	21.4			—		—		—		—

- Deferred taxation	March 2005	(17.3	)		(13.5	)	(2.1	)	(6.2	)	(5.1	)
	December 2004	10.5			1.9		1.8		0.2		(0.1	)
	Financial year to date	(2.2	)		(12.4	)	2.3		(8.5	)	(6.2	)

Net profit	March 2005	26.0			(6.9	)	8.7		(7.3	)	(8.3	)
	December 2004	42.6			17.9		14.6		3.7		(0.3	)
	Financial year to date	89.6			17.3		31.1		(3.6	)	(10.2	)

Net profit excluding gains and losses on	March 2005	32.1			(0.2	)	10.8		(5.0	)	(6.0	)
financial instruments and foreign debt and	December 2004	25.4			4.2		10.3		(1.0	)	(5.2	)
exceptional items	Financial year to date	64.3			(3.6	)	24.7		(10.8	)	(17.6	)

Capital expenditure ($ million)	March 2005	64.8			25.3		6.2		10.2		8.9
	December 2004	82.2			26.6		6.8		10.3		9.5
	Financial year to date	260.5			75.1		17.8		29.7		27.6

	Planned for
	next six months
	to September 2005	125.1			52.4		20.4		15.7		16.3

Average exchange rates are US$1 = R5.95 and US$1 = R6.12 for the March 2005 and December 2004 quarters respectively. Figures may not add as they are rounded independently.


Q3F2005		Page 19

Operating and Financial Results


		International Operations																	Australian Dollars
						Ghana							Australia #						Australia #
US Dollars			Total				Tarkwa			Damang				St Ives			Agnew		St Ives			Agnew
Operating Results

Ore milled/treated (000 tons)	March 2005			8,806				5,228			1,257				2,026			295		2,026			295
	December 2004			7,810				4,919			1,354				1,255			282		1,255			282
	Financial year to date			23,680				14,238			3,953				4,635			854		4,635			854

Yield (ounces per ton)	March 2005			0.051				0.035			0.043				0.076			0.179		0.076			0.179
	December 2004			0.050				0.034			0.049				0.085			0.174		0.085			0.174
	Financial year to date			0.051				0.034			0.048				0.083			0.173		0.083			0.173

Gold produced (000 ounces)	March 2005			445.8				185.0			53.9				154.1			52.8		154.1			52.8
	December 2004			389.9				167.9			66.5				106.6			49.0		106.6			49.0
	Financial year to date			1,198.5				477.7			189.4				383.9			147.4		383.9			147.4

Gold sold (000 ounces)	March 2005			445.8				185.0			53.9				154.1			52.8		154.1			52.8
	December 2004			389.9				167.9			66.5				106.6			49.0		106.6			49.0
	Financial year to date			1,198.5				477.7			189.4				383.9			147.4		383.9			147.4

Gold price received (dollars per ounce)	March 2005			428				430			425				426			427		549			550
	December 2004			433				437			433				430			429		572			571
	Financial year to date			420				423			419				417			418		559			560

Total cash costs (dollars per ounce)	March 2005			284				226			346				350			233		451			300
	December 2004			263				224			226				348			264		463			351
	Financial year to date			270				231			264				331			245		444			329

Total production costs (dollars per ounce)	March 2005			355				288			366				413					532
	December 2004			335				285			249				427					567
	Financial year to date			341				290			287				406					544

Operating costs (dollars per ton)	March 2005			13				8			13				24			40		31			52
	December 2004			14				8			11				34			44		45			58
	Financial year to date			14				8			12				29			41		39			55

Financial Results ($ million)

Revenue	March 2005			189.9				79.1			23.1				65.2			22.5		84.5			28.9
	December 2004			168.5				72.9			28.7				45.9			21.0		60.9			28.0
	Financial year to date			503.2				202.0			79.4				160.2			61.6		214.8			82.6

Operating costs	March 2005			117.7				41.3			16.7				48.0			11.8		61.6			15.1
	December 2004			106.8				36.9			14.9				42.7			12.3		56.7			16.4
	Financial year to date			330.2				112.4			46.8				136.3			34.8		182.7			46.6

Gold inventory change	March 2005			9.8				0.4			1.6				7.1			0.7		10.1			0.9
	December 2004			(5.5	)			0.5			(0.2	)			(6.5	)		0.7		(8.5	)		1.0
	Financial year to date			(9.4	)			(2.2	)		2.3				(11.4	)		1.9		(15.3	)		2.6

Operating profit	March 2005			62.4				37.4			4.8				10.2			10.0		12.9			12.9
	December 2004			67.2				35.4			14.1				9.8			7.9		12.7			10.6
	Financial year to date			182.4				91.8			30.3				35.3			24.9		47.4			33.4

Amortisation of mining assets	March 2005			29.8				11.3			1.1				17.4					22.2
	December 2004			29.4				10.4			1.5				17.4					23.1
	Financial year to date			87.1				28.3			4.2				54.5					73.1

Net operating profit	March 2005			32.6				26.1			3.7				2.8					3.7
	December 2004			37.8				25.0			12.5				0.3					0.2
	Financial year to date			95.3				63.5			26.1				5.7					7.7

Other income/(expenses)	March 2005			2.3				0.7			0.2				1.3					1.6
	December 2004			5.3				0.4			—				4.9					6.6
	Financial year to date			8.7				1.5			0.3				6.9					9.3

Profit before taxation	March 2005			34.9				26.8			4.0				4.1					5.3
	December 2004			43.1				25.4			12.6				5.1					6.9
	Financial year to date			104.0				65.0			26.4				12.7					17.0

Mining and income taxation	March 2005			2.0				(1.5	)		0.6				2.8					3.6
	December 2004			18.4				10.4			5.4				2.7					3.6
	Financial year to date			31.7				14.3			9.5				7.8					10.5

- Normal taxation	March 2005			5.8				2.7			0.9				2.2					2.9
	December 2004			9.8				2.8			5.3				1.7					2.2
	Financial year to date			21.4				7.2			8.5				5.7					7.6

- Deferred taxation	March 2005			(3.8	)			(4.1	)		(0.3	)			0.6					0.7
	December 2004			8.7				7.6			—				1.1					1.4
	Financial year to date			10.2				7.1			1.0				2.1					2.8

Net profit	March 2005			32.9				28.2			3.3				1.3					1.7
	December 2004			24.7				15.1			7.2				2.4					3.2
	Financial year to date			72.4				50.6			16.8				4.9					6.6

Net profit excluding gains and losses on	March 2005			32.3				28.2			3.3				0.7					0.8
financial instruments and foreign debt, and	December 2004			21.2				15.1			7.2				(1.1	)				(1.4			)
exceptional items	Financial year to date			67.9				50.6			16.8				0.5					0.6

Capital expenditure ($ million)	March 2005			39.5				10.1			3.3				12.9			13.2		14.9			17.3
	December 2004			55.6				19.6			3.1				24.7			8.2		31.7			10.9
	Financial year to date			185.4				60.1			8.0				89.6			27.7		120.1			37.1

	Planned for next
	six months to
	September 2005			72.8				29.3			7.6				23.1			12.8		29.8			16.6

Average exchange rates are US$1 = R5.95 and US$1 = R6.12 for the March 2005 and December 2004 quarters respectively. The Australian exchange rates were A$1 = R4.62 and A$1 = R4.60 for the March 2005 and December 2004 quarters respectively.

# As a significant portion of the acquisition price was allocated to tenements of St Ives and Agnew on endowment ounces and also as these two Australian operations are entitled to transfer and then off-set tax losses from one company to another, it is not meaningful to split the income statement below operating profit.

Figures may not add as they are rounded independently.


Page 20		Q3F2005

Underground and Surface
SA Rand and Metric Units


				SA Operations											International
		Total Mine													Ghana				Australia
Operating Results		Operations			Total		Driefontein		Kloof		Beatrix		Total		Tarkwa		Damang		St Ives		Agnew

Ore milled / treated (000 ton)

- underground	March 2005		3,376			2,637		914		826		897		739		—		—		620		119
	December 2004		3,569			2,891		952		923		1,016		678		—		—		538		140
	Financial year to date		10,431			8,397		2,816		2,639		2,942		2,034		—		—		1,642		392

- surface	March 2005		9,413			1,346		846		393		107		8,067		5,228		1,257		1,406		176
	December 2004		8,254			1,122		695		352		75		7,132		4,919		1,354		717		142
	Financial year to date		25,224			3,578		2,135		1,114		329		21,646		14,238		3,953		2,993		462

- total	March 2005		12,789			3,983		1,760		1,219		1,004		8,806		5,228		1,257		2,026		295
	December 2004		11,823			4,013		1,647		1,275		1,091		7,810		4,919		1,354		1,255		282
	Financial year to date		35,655			11,975		4,951		3,753		3,271		23,680		14,238		3,953		4,635		854


Yield (grams per ton)

- underground	March 2005		7.4			7.9		8.9		9.7		5.2		5.6		—		—		4.6		10.7
	December 2004		7.0			7.2		8.1		9.2		4.7		5.8		—		—		4.9		9.6
	Financial year to date		7.1			7.4		8.4		9.3		4.8		5.9		—		—		4.9		9.9

- surface	March 2005		1.2			0.9		1.2		0.6		0.7		1.2		1.1		1.3		1.4		2.1
	December 2004		1.2			1.5		1.8		0.7		1.3		1.1		1.1		1.5		1.0		1.2
	Financial year to date		1.2			1.2		1.6		0.6		0.8		1.2		1.0		1.5		1.3		1.6

- combined	March 2005		2.8			5.6		5.2		6.7		4.8		1.6		1.1		1.3		2.4		5.6
	December 2004		2.9			5.6		5.4		6.8		4.5		1.6		1.1		1.5		2.6		5.4

	Financial year to date		2.9			5.6		5.4		6.7		4.4		1.6		1.0		1.5		2.6		5.4

Gold produced (kilograms)

- underground	March 2005		24,968			20,856		8,149		8,003		4,704		4,112		—		—		2,842		1,270
	December 2004		24,910			20,946		7,665		8,475		4,806		3,964		—		—		2,617		1,347
	Financial year to date		74,090			62,173		23,555		24,554		14,064		11,917		—		—		8,054		3,863

- surface	March 2005		11,025			1,270		980		220		70		9,755		5,755		1,677		1,952		371
	December 2004		9,795			1,631		1,284		252		95		8,164		5,221		2,067		699		177
	Financial year to date		29,668			4,309		3,341		689		279		25,359		14,858		5,892		3,887		722

- total	March 2005		35,993			22,126		9,129		8,223		4,774		13,867		5,755		1,677		4,794		1,641
	December 2004		34,705			22,577		8,949		8,727		4,901		12,128		5,221		2,067		3,316		1,524
	Financial year to date		103,758			66,482		26,896		25,243		14,343		37,276		14,858		5,892		11,941		4,585


Operating costs (Rand per ton)

- underground	March 2005		528			599		623		737		445		277		—		—		267		333
	December 2004		517			557		602		678		404		349		—		—		339		386
	Financial year to date		523			570		614		700		411		329		—		—		318		373

- surface	March 2005		60			53		52		63		20		62		47		79		85		174
	December 2004		60			69		75		66		36		59		46		67		110		151
	Financial year to date		62			60		61		65		32		63		48		73		105		145

- total	March 2005		184			414		349		520		400		80		47		79		141		238
	December 2004		198			420		380		509		378		84		46		67		208		267
	Financial year to date		197			418		376		511		373		86		48		73		181		250


Q3F2005		Page 21

Development results

Development values represent the actual results of sampling and no allowance has been made for any adjustments which may be necessary when estimating ore reserves. All figures below exclude shaft sinking metres



				March 2005						December 2004						Year to date
Driefontein				quarter						quarter						F2005

				Carbon						Carbon						Carbon
	*Reef*			Leader		Main		VCR		Leader		Main		VCR		Leader		Main		VCR

Advanced		(m	)		4,674		532		1,536		4,938		413		1,357		14,922		1,499		4,540
Advanced on reef		(m	)		886		65		120		576		59		93		2,052		278		383
Sampled		(m	)		897		81		84		519		108		150		1,965		288		366
Channel width	(cm		)		114		48		118		108		42		31		105		41		59
Average value		–(g/t	)		19.2		9.0		32.7		15.2		13.8		37.0		18.7		12.3		36.5
	–(cm.g/t		)		2,179		434		3,851		*1,645		580		**1,152		1,970		506		2,135



				March 2005						December 2004						Year to date
Kloof				quarter						quarter						F2005

	Reef			Kloof		Main		VCR		Kloof		Main		VCR		Kloof		Main		VCR

Advanced		(m	)		427		792		6,646		25		1,628		7,468		508		4,722		21,083
Advanced on		(m	)		171		113		1,331		5		190		1,344		222		668		3,931
Sampled		(m	)		171		106		1,159		5		194		1,191		220		663		3,475
Channel width	(cm		)		128		82		91		14		71		91		125		88		91
Average value		– (g/t	)		7.7		10.6		35.7		30.2		10.3		21.2		7.5		9.0		25.4
	–(cm.g/t		)		985		864		3,259		423		730		1,921		933		790		2,321



				March 2005				December 2004				Year to date
Beatrix				quarter				quarter				F2005

	Reef			Beatrix		Kalkoenkrans		Beatrix		Kalkoenkrans		Beatrix		Kalkoenkrans

Advanced		(m	)		7,706		1,849		7,703		1,747		23,695		5,274
Advanced on reef		(m	)		1,802		171		1,542		417		5,372		1,014
Sampled		(m	)		1,644		153		1,332		432		4,734		1,014
Channel width	(cm		)		70		124		87		118		78		115
Average value		–(g/t	)		15.5		10.7		13.7		9.3		13.3		11.2
	–(cm.g/t		)		1,084		1,325		1,200		1,103		1,047		1,293

*Carbon Leader: The lower value experienced is due to the development of lower grade carbon leader reef at 5 shaft on the 48-19 raise and on the east side of the ‘O’ line, and at 1 shaft with lower values on the 40-19 line and in 36-24 line where the reef is not fully exposed because of the width of reef band.

**VCR: The lower value experienced is the combined effect of anticipated lower grade VCR exposed and sampled in the synclinal axis area of 5 shaft, and minimal high grade development in the 4 shaft pillar where focus switched to waste cutting to overcome geological disturbances.

Page 22

Q3F2005

Administration and corporate information

Corporate Secretary
Cain Farrel
Telephone: (+27)(11) 644 2525
Facsimile: (+27)(11) 484 0626
e-mail:cain.farrel@goldfields.co.za

Registered offices
Johannesburg
Gold Fields Limited
24 St Andrews Road
Parktown
Johannesburg
2193
Postnet Suite 252
Private Bag x 30500
Houghton 2041
Tel: (+27)(11) 644-2400
Fax: (+27)(11) 484-0626

London
St James’s Corporate Services Limited
6 St James’s Place
London SW1A 1NP
United Kingdom
Telephone:(+44)(20) 7499 3916
Facsimile:(+44)(20) 7491 1989

American Depository Receipts
Transfer Agent
Bank of New York
Shareholder Relations
P O Box 11258
New York, NY20286 –1258

US toll-free telephone: (1)(888) 269 2377
e-mail: shareowner-svcs@mail.bony.com

Gold Fields Limited
Incorporated in the Republic of South Africa
Registration number 1968/004880/06
Share code: GFI
Issuer code: GOGOF
ISIN – ZAE 000028123

Investor relations
South Africa

Willie Jacobsz
Telephone: (+27)(11)644 2460
Facsimile: (+27)(11)484 0639
e-mail: williej@goldfields.co.za

Nerina Bodasing
Telephone: (+27)(11) 644 2630
Facsimile: (+27)(11) 484 0639
e-mail: nerina.bodasing@goldfields.co.za

North America

Cheryl A Martin
Telephone: (+1)(303) 796 8683
Facsimile: (+1)(303) 796 8293
e-mail: camartin@gfexpl.com

Transfer Secretaries
South Africa
Computershare Investor Services 2004 (Proprietary)
Limited
Ground Floor
70 Marshall Street
Johannesburg, 2001
P O Box 61051
Marshalltown, 2107
Telephone: (+27)(11) 370 5000
Facsimile: (+27)(11) 370 5271

United Kingdom
Capital Registrars
Bourne House
34 Beckenham Road
Beckenham
Kent BR3 4TU
England
Telephone: (+44)(20)8639 2000
Facsimile: (+44)(20) 8658 3430

Website
http://www.goldfields.co.za
http://www.gold-fields.com

Disclaimer

In the United States, Gold Fields Limited (“Gold Fields”) has filed a Solicitation/Recommendation Statement with the Securities and Exchange Commission (the “SEC”) on Schedule 14D-9 and holders of the Gold Fields Ordinary Shares and American Depositary Shares are advised to read it as it contains important information. Copies of the Schedule 14D-9 and other related documents filed by Gold Fields are available free of charge on the SEC’s website at http://www.sec.gov. Any documents filed by Harmony Gold Mining Company Limited, including any registration statement on Form F-4 (including any prospectus contained therein) and related exchange offer materials as well as its Tender Offer Statement on Schedule TO, will also be available free of charge on the SEC’s website.

Forward Looking Statements

Certain statements in this document constitute “forward looking statements” within the meaning of Section 27A of the US Securities Act of 1933 and Section 21E of the US Securities Exchange Act of 1934.

Such forward looking statements involve known and unknown risks, uncertainties and other important factors that could cause the actual results, performance or achievements of the company to be materially different from the future results, performance or achievements expressed or implied by such forward looking statements. Such risks, uncertainties and other important factors include among others: economic, business and political conditions in South Africa; decreases in the market price of gold; hazards associated with underground and surface gold mining; labour disruptions; changes in government regulations, particularly environmental regulations; changes in exchange rates; currency devaluations; inflation and other macro-economic factors; and the impact of the AIDS crisis in South Africa. These forward looking statements speak only as of the date of this document.

The company undertakes no obligation to update publicly or release any revisions to these forward looking statements to reflect events or circumstances after the date of this document or to reflect the occurrence of unanticipated events.

Gold Fields Limited
Incorporated in the Republic of South Africa
Registration number 1968/004880/06
Share code: GFI
Issuer code: GOGOF
ISIN: ZAE 000018123

Directors
C M T Thompson ^†(Chairman)
A J Wright (Deputy Chairman)
I D Cockerill * (Chief Executive Officer)
N J Holland * (Chief Financial Officer)
K Ansah #
G J Gerwel
J M McMahon *
*
G R Parker #
R L Pennant-Rea
P J Ryan
T M G Sexwale
B R van Rooyen
C I von Christierson
* British
^†Canadian
# Ghanaian
^# USA

(GOLD FIELDS LOGO)

	•	A revision in the expected head grade to below 1.9 grams per ton 2PGE+Au against previous estimates in excess of 2 grams per ton. This revision follows extensive exploration and modelling over the last year.

	•	A significant increase in the capital expenditure required to bring this project to production. Previous estimates had placed the development capital slightly over €300 million (and US$300 million) at a 1:1 euro : US dollar exchange rate. The latest estimate has placed this figure at some €420 million but more importantly in excess of US$500 million. This reflects the appreciation of the euro, the currency in which the majority of the capital would be incurred, while the revenue stream would be driven in US dollars. Moreover the quantum of capital has been adversely affected by a dramatic increase in input costs, driven by higher commodity prices such as fuel, steel and copper, repricing of equipment and rapid escalation in the cost of services required to execute such projects. The advanced EIA process had also led to growth in costs associated with environmental protection.

	•	The global move in the base metal smelter markets further contributed to the poor near term outlook for this project. As previously reported this project was reliant on custom smelting. As the concentrate market has moved back in favour of smelters over the last year, we have seen a reduction in the level of commercial interest in the Arctic concentrates, reflected in poorer smelting terms being offered, than seen in the initial stages of the study and up until mid 2004.

	•	The short-term outlook for the palladium market, which metal would contribute some 35 to 40 per cent of this project’s revenue, remains poor. In particular the lack of significant substitution from platinum back to palladium in petrol autocatalysis despite the ongoing pressure on platinum supply is cause for concern. The metal’s inability to recover above US$200 per ounce reflects this weakness. This poor price performance is particularly concerning in the light of the persistent weakness of the US dollar not being reflected in the palladium price, suggesting that the medium term price outlook is not robust.

	•	The hostile offer grossly undervalues Gold Fields; consists solely of Harmony’s equity with no cash element; and offers no control premium to Gold Fields’ shareholders;

	•	Harmony appear to have had great difficulty in completing their competent persons report (CPR), which has still not been published. The publication of this report is needed to provide clarity on conflicting mineral reserves announcements made by Harmony since the commencement of its hostile offer on 18 October 2004. Delivery of this document was promised by December 2004 in Harmony’s offer document to the Gold Fields shareholders. On 23 March 2004, the Securities Regulation Panel urged Harmony to release the CPR as a matter of urgency.

	•	Harmony’s management model, the so-called “Harmony Way”, is flawed and unsuited for the challenges presented by Gold Fields’ complex, long-life and deep level South African mining operations;

	•	Harmony does not appear to have the vision, management depth, or skills and capabilities to manage a global mining company, as they have effectively demonstrated through their poor track record of international expansion over the past decade;

	•	Harmony’s financial position is increasingly troubled, as is evidenced by further ongoing significant consumption of cash by the Harmony operations. The Gold Fields Board believes that this is seriously impairing Harmony’s balance sheet and will threaten the viability of any combined entity. At the current rand gold price over half of Harmony’s production is making operating losses;

	•	Whilst a combination of the two companies would make the world’s largest gold mining group, the losses incurred by Harmony are of such a magnitude that the Gold Fields profits would be eaten up, thus creating the world’s largest loss making gold company; and

	•	An independent Gold Fields offers shareholders a solid and transparent investment vehicle with more exciting growth prospects than the combination proposed by Harmony.

•	to protect cash flows at times of significant expenditure,

•	for specific debt servicing requirements, and

•	to safeguard the viability of higher cost operations.

(1)	Operating costs – All gold mining related costs before amortisation/depreciation, changes in gold inventory, taxation and exceptional items.

(2)	Total cash costs – Operating costs less off-mine costs, including general and administration costs, as detailed in the table above.

(3)	Total production costs – Total cash costs plus amortisation/depreciation and rehabilitation provisions, as detailed in the table above.


*Carbon Leader:	The lower value experienced is due to the development of lower grade carbon leader reef at 5 shaft on the 48-19 raise and on the east side of the ‘O’ line, and at 1 shaft with lower values on the 40-19 line and in 36-24 line where the reef is not fully exposed because of the width of reef band.

**VCR:	The lower value experienced is the combined effect of anticipated lower grade VCR exposed and sampled in the synclinal axis area of 5 shaft, and minimal high grade development in the 4 shaft pillar where focus switched to waste cutting to overcome geological disturbances.