GOLD FIELDS LIMITED - Dealings in securities by di29 Aug 2016
GFI 201608290033A
Dealings in securities by directors

Gold Fields Limited
Reg. No. 1968/004880/06)
Incorporated in the Republic of South Africa)
Share Code: GFI
ISIN Code: ZAE000018123

DEALING IN SECURITIES BY DIRECTORS OF GOLD FIELDS AND MAJOR
SUBSIDIARIES

In compliance with paragraphs 3.63 - 3.74 of the Listings
Requirements of JSE Limited, shareholders are advised that Gold
Fields Limited has Awarded on 25 August 2016 (“the Award Date”),
Award effective 1 March 2016, Conditional Performance Shares to
directors of Gold Fields and major subsidiaries of Gold Fields in
terms of the Gold Fields Limited 2012 Share Plan as set out
below.

Performance Shares (PS) are conditionally awarded, based on a share
price of R62.958 being the 3 day VWAP of 18, 19, 20 May 2016. The
number of PS which may settle to a participant on vesting date i.e.
three years from effective date of the award, will be determined by
the company achieving pre-determined performance conditions as
follows:

Relative TSR - measured against the performance of ten other major
gold mining companies based on the Gold Fields share price compared
to the basket of respective US dollar share prices of the peer
group,
Absolute TSR - Gold Fields share price measured at the start and the
end of the performance period.
Free Cash Flow Margin – achievement of pre-determined FCFM target.
The number of shares to be settled will range from 0% to 200% of the
initial conditional award.

Name                               Naseem Ahmed Chohan
Position                           Director of Major Subsidiaries
                                   Gold Fields Operations (GFO)
                                   and GFI Joint Venture Ltd
No of PS awarded and accepted      66,035
Class of underlying security to    Ordinary shares
which rights attach
Nature of transaction              Off market acceptance of
                                   Performance Shares awarded
Vesting Period                     Performance Shares vest on
                                   third anniversary of effective
                                   Award date
Nature of interest                 Direct and Beneficial

Name                              Johannes Pauley
Position                          Director of a Major Subsidiary
                                  Gold Fields Orogen (BVI
                                  Holdings)
No of PS awarded and accepted     55,095
Class of underlying security to   Ordinary shares
which rights attach
Nature of transaction             Off market acceptance of
                                  Performance Shares awarded
Vesting Period                    Performance Shares vest on
                                  third anniversary of effective
                                  Award date
Nature of interest                Direct and Beneficial

Name                              Paul Schmidt
Position                          Director of Gold Fields Ltd
No of PS awarded and accepted     171,619
Class of underlying security to   Ordinary shares
which rights attach
Nature of transaction             Off market acceptance of
                                  Performance Shares awarded
Vesting Period                    Performance Shares vest on
                                  third anniversary of effective
                                  Award date
Nature of interest                Direct and Beneficial

Name                              Lee-Ann Samuel
Position                          Director of Major Subsidiaries
                                  Gold Fields Operations (GFO)
                                  and GFI Joint Venture Ltd
No of PS awarded and accepted     66,092
Class of underlying security to   Ordinary shares
which rights attach
Nature of transaction             Off market acceptance of
                                  Performance Shares awarded
Vesting Period                    Performance Shares vest on
                                  third anniversary of effective
                                  Award date
Nature of interest                Direct and Beneficial

Name                              Lucy Mokoka
Position                          Company Secretary
No of PS awarded and accepted     21,572
Class of underlying security to   Ordinary shares
which rights attach
Nature of transaction             Off market acceptance of
                                  Performance Shares awarded
Vesting Period                    Performance Shares vest on
                                  third anniversary of effective
                                  Award date
Nature of interest                Direct and Beneficial
In accordance with section 3.66 of the Listings Requirements, the
necessary clearance was obtained to Award the abovementioned
Performance Shares.


29 August 2016
Sponsor:
JP Morgan Equities Limited

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