MINERAL RESOURCES AND RESERVES

* West Wits Operations include Driefontein, Kloof and South Deep Gold Mines

CORPORATE GOVERNANCE

The company has a robust production capability founded on its portfolio of high-quality, longlife assets and its ‘gold only’ Mineral Reserve managed profile currently ranks third in the industry.

The F2010 Statement outlines the Gold Fields Mineral Resource (Resources) and Mineral Reserve (Reserves) at each of its operating mines and at Arctic Platinum, as at 30 June 2009. The Resource and Reserve information reported is considered important for disclosure and it reflects a level of detail required for completeness, transparency and materiality. The Group’s Resource and Reserve figures are estimates and will be affected by fluctuations in the US dollar currency exchange rates, costs and operating factors. Resources are reported inclusive of Reserves and stability pillars.

Guided by a commitment to corporate governance, this Statement has been audited by recognised, leading global mining consultancies, and found to be compliant with the South African Code for the Reporting of Resources and Reserves (2007 SAMREC Code), which is aligned to the updated Section 12 (October 2008) of the Johannesburg Stock Exchange (JSE Limited) listing requirements and Industry Guide 7 for reporting on the United States Securities and Exchange Commission (SEC). Cognisance is taken of other relevant international codes, where geographically applicable, such as the Australian JORC Code and Canadian NI 43-101. The process followed in producing the declaration is aligned to the guiding principles of the Sarbanes-Oxley (SOX) Act of 2002.

Covering the entire Group’s Mineral Resource Management (MRM) function, the SOX audit runs in parallel with the external Resource and Reserve audits and underpins the internal control process, leading to world class corporate governance practices.

All comparisons and reconciliations reported are standardised on a 12 month window defined by the period between the last published Resource and Reserve statement as at 30 June 2008 and the current 30 June 2009 declaration.

GROUP REPORT

The June 2008 Statement’s numbers are shown in brackets for ease of comparison:

• As at the end of June 2009, Gold Fields has total attributable precious metal Resources, including: (i) platinum and copper as gold equivalents, (ii) Uncle Harry’s Prospecting Area contiguous to the South Deep Mine and (iii) West Wits TSF’s gold (excluding uranium), of 271.2 (250.6) million ounces and total attributable gold and copper-gold equivalent Reserves of 81.1 (82.8) million ounces;
• Total attributable gold Resources (excluding platinum and copper equivalents) are 255.4 (234.5) million ounces and Reserves are 78.9 (80.5) million ounces, net of 4.1 and 3.8 million ounces depletion from the Resource and Reserve respectively. Total attributable TSF and underground uranium Resources amount to 77.1 million pounds (excludes Beatrix);
• The South Africa Region has a declared attributable Resource of 228.3 (209.6) million ounces, up nine per cent primarily due to the increase in the metal price and the inclusion of additional TSF gold ounces. The South African Region has a Reserve of 64.7 (66.6) million ounces, down three per cent, net of 2.4 and 2.1 million ounces depletion from the Resource and Reserve respectively. Aside from the restated Upper Elsburg reef numbers above infrastructure (87-110 level), South Deep figures remain as per the acquisition model;
• Following a pre-feasibility study, the TSF Project has a declared attributable surface uranium Resource of 51.4 (11.4) million pounds and a gold Resource of 4.3 (1.2) million ounces (included in the South Africa Region Resources above). The underground attributable uranium Resource for the West Wits Operations has been estimated this year at 25.7 million pounds (excluding Beatrix);
• The West Africa Region has a declared attributable gold Resource of 14.6 (13.5) million ounces and a gold Reserve of 8.9 (9.0) million ounces, depleted by 0.6 and 0.7 million ounces respectively;
• The Australasia Region has a declared attributable gold Resource of 9.1 (7.7) million ounces and a gold Reserve of 3.0 (2.5) million ounces, depleted by 0.7 and 0.7 million ounces respectively;
• The South America Region has a declared attributable gold Resource of 3.4 (3.8) million ounces and a gold Reserve of 2.3 (2.4) million ounces. Attributable copper Resources and Reserves are 1,154 (1,321) million pounds and 797 (856) million pounds respectively. The total attributable gold and copper-gold equivalent Resource and Reserve ounces are 6.6 (7.2) million ounces and 4.5 (4.7) million ounces, depleted by 0.3 and 0.3 million ounces respectively;
• North American Palladium Limited (NAP) did not take up their option to acquire 60 per cent of the Arctic Platinum Growth Project (APP) and consequently the Resource Statement remains the same as historically reported (12.6 million ounces 2PGE+Au);
• The commodity prices used for the Reserve declaration are in accordance with the SEC guidelines and approximate the historical two-to three-year average commodity prices.

Attributable Mineral Resources and Mineral Reserves per operation:

Attributable Resources*

*Excluding TSF uranium Resources as well as the underground Uranium Resources.

Attributable Reserves

The following currency rates were used as the basis for estimation in this declaration:

Notes:

The investment in mine based exploration has remained at high levels, with expenditure for the 12 month period July 2008 to June 2009 totalling US$48.47 million. The on-mine exploration spend centred heavily on Australia (69 per cent) with South Africa (21 per cent) and Ghana (10 per cent) accounting for the remainder.

Exploration expenditure for 12 month period ending 30 June 2009

Notes: Exchange rate as at 30 June 2009 US$ 0.7791: A$1.00 and US$1.00: R8.95.
* Tailings Storage Facility
** Grade control drilling only.
All mines exclusive of grade control and cover drilling except where it is included in the Capex budget.

SOUTH AFRICA REGION

The South Africa Region’s Resource base has increased by nine per cent net of depletion primarily because of the increase in the gold price and the additional TSF gold ounces. The total Reserve has decreased by three per cent, net of mined depletion. The South Africa Region currently accounts for 84 per cent and 80 per cent of the Group’s attributable precious metal and gold equivalent Resource and Reserve base respectively.

The application to convert South Deep’s old order mining rights, and to include Uncle Harry’s Prospecting Right into a new order mining right, was submitted in Q2 F2009 to the Department of Mineral Resources (DMR) for approval.

The tempo of exploration has significantly increased year on year, with drilling expenditure for the 12 months ending 30 June 2009 amounting to R89 million (R53 million for F2008). South Deep accounted for R52.91 million and was the main contributor following the initiation of an extensive surface and underground exploration programme in F2009, aligned to facilitate geology models with improved resolution that will underpin resource definition.

The following points are noteworthy:

• The uranium and gold Resource models for the West Wits TSF have been generated and incorporated in the pre-feasibility study. A feasibility study has commenced and should be completed within the F2010 financial year;
• Underground uranium Resource models have been generated for Driefontein, Kloof and South Deep (Upper Elsburg reefs 87 – 110 level);
• All primary off-reef development at the long life shafts should be fully mechanised by the end of Q4 F2010. This should have a positive impact on the safety performance and is expected to increase productivity, which in turn should increase available Reserves;
• During F2010 a mine design, planning and financial comparison will be undertaken between deepening 9 sub-vertical shaft and developing declines below 5 Shaft at Driefontein;
• South Deep continued developing and enhancing the Resource models and as a consequence has now designed and scheduled just under 50 per cent of the declared Reserve.

Driefontein

Enhanced geological modelling and re-zoning of the Multi Band Carbon Leader Reef facies at Driefontein is providing better resolution of the geological domains. A selective mining cut methodology is being applied to the Multi Band Carbon Leader, which reduces dilution and significantly improves the stope grades (g/t Au). It also mitigates the geotechnical risk associated with exposing the less competent hangingwall quartzites. The geological model of the Middelvlei Reef was reviewed and upgraded during the past year and as a consequence the development strategies at the 6 and 8 Shaft complexes have been altered accordingly.

Kloof

At Kloof 7 shaft, positive drilling results in the 69 line decline area below 39 level have resulted in the original geometry of the high grade Ventersdorp Contact Reef (VCR) Sandy 1 facies being increased. The Sandy 1 facies around the 45 level area to the west of 4 shaft, was also increased following new borehole intersections.

Beatrix

At Beatrix, maintenance of main and secondary development volumes, particularly at South Section, has provided for continued ore body definition and selective mining of relevant areas. At North Section, ongoing resolution of geological facies and value trends are being driven by underground exploration drilling and detailed geological mapping, which defines areas of potential that will contribute to the future sustainability and volume build-up in the Section. Key areas targeted for underground and surface exploration drilling at Beatrix in F2010 include the Western Decline area at North Section, the G Block extension and Vlakpan areas at South Section and the North Block at West Section (4 shaft).

South Deep

The remodelled and restated South Deep figures reported for the Upper Elsburg reefs are from the ground between 87 and 110 levels. The new commodity price and updated technical and economic parameters have been used in the estimation process. The figures for South shaft (Old Mine) and the ground below infrastructure, together with the majority of the VCR, continued to be stated as reviewed and approved by an Independent Review Panel of consultants as at December 2005. The underground and surface exploration drilling programme in the mine lease area and in Uncle Harry’s to enhance the confidence in the estimate, continued during the year.

The key milestones for South Deep in the next three years include:

• The commissioning of the new tailings facility towards the end of 2011;
• The equipping of the Ventilation shaft in the next 12 months;
• The concurrent starting of the 240 metre deepening of the shaft to a final depth of 2,995 metres by mining contractor Murray & Roberts Cementation;
• The commissioning of the Ventilation shaft rock winder by June 2012.

These milestones are necessary to facilitate the build-up to full production by December 2014.

WEST AFRICA REGION

The West Africa Region’s Resource base has increased by eight per cent net of depletion primarily because of the increase in gold price. The total Reserve has decreased slightly by one per cent, net of mined depletion. The West Africa Region currently accounts for five per cent and 11 per cent of the Group’s attributable precious metal and gold equivalent Resource and Reserve base respectively

Tarkwa

The Tarkwa Carbon In Leach (CIL) plant expansion project was completed in Q2 F2009. The expanded CIL plant is on track to reach full planned production in Q1 F2010. This expansion increases the mill capacity to 12.3 Mtpa and maintains planned production at between 650 koz to 750 koz per annum. In addition, the Heap Leach (HL) treatment route has a capacity of 9.85 Mtpa translating to a combined CIL and HL planned production of between 700 koz to 800 koz per annum

Processing at the South Heap Leach was phased out in December 2009 and the current focus is on constructing a High Pressure Grind Roll (HPGR) pilot plant to conduct a 1.0 Mt plant scale test of the technology in Q2 F2010. The tests will determine the viability and increased recoveries that potentially could be achieved through this process.

Damang

The Damang Pit Cutback (DPCB) complex continues to provide a window of opportunity to explore attractive targets and increase the mine’s operational footprint. A significant increase in Reserve at Huni (within the DPCB complex), following Resource model updates and optimisation at US$800/oz, adds to this flexibility. The strategy to investigate potential underground mining from the DPCB open pit is planned to be evaluated during F2010.

Damang plans to accelerate its recent rate of discovery to maintain a pipeline of quality projects and to provide additional mineable reserves to drive an extension to the LoM. On-mine lease exploration activities in F2010 will be assisted by the Near Mine Exploration initiative to ensure that the highest potential targets are tested as a priority. Prime targets include Amoanda North, Damang North and Nohokoa.

The current focus on commissioning a secondary crusher at the Damang Processing Plant by the fourth quarter of F2010 is aimed at increasing the treatment of high grade fresh ore to ensure flexibility and to mitigate the current dependency on lower grade oxide ore. This facility will allow for better blending ratios of up to 90 per cent high grade fresh ore and 10 per cent oxide ore.

AUSTRALASIA REGION

The Australasia Region’s Resource base has increased by 19 per cent net of depletion primarily because of the increase in gold price and discovery. The total Reserve has increased by 22 per cent, net of mined depletion due to the increase in discovery and gold price. The Australasia Region currently accounts for three per cent and four per cent of the Group’s attributable precious metal and gold equivalent Resource and Reserve base respectively.

St Ives

The Resource and Reserve at St Ives has been increased following a year of continued successful exploration. The overall exploration strategy and framework implemented over the past few years has consisted of systematic full field air core drill programmes, integrated with detailed geological mapping and modelling supported by the application of best practices such as regional geochemistry, multi element sampling, geophysics and visual 3D modelling.

In particular, exploration spend for F2009 at St Ives was dominated by the drill out of the Athena and surrounding environments within the prospective Condensor North mining area, which has culminated in the declaration of the initial Reserve (399 koz) from this project area. Significant volumes of drilling and structural/ geological understanding were completed at this site during the past year and the local knowledge base is well advanced. Further depth and extensional drilling will be completed in F2010 as options to bring this ore body into future production are evaluated.

Further contributions to the St Ives Reserve growth came from discoveries and extension at the Argo (+151 koz) and Belleisle (+46 koz) underground mines, where extension drilling and improved ore body modelling/structural control reviews were conducted and extensions drilled out. At the Cave Rocks underground mine, geological work focused on defining ore body geometry, continuity and spatial distribution during the past year, which will also provide the framework for future extensional drilling programmes.

Two continuous improvement programmes at St Ives, the Underground Department Improvement Programme (UDIP) and Open Pit Department Improvement Programme (ODIP) were initiated in F2009. These programmes will focus on, and contribute towards, improved mine design, sequencing and productivity through primary drilling and ore body definition. Reductions in key quality parameters such as dilution and inherent gold losses to improve the mine to mill recovery and subsequent revenue streams, will also be targeted.

Agnew

Ongoing exploration of the Waroonga complex which primarily concentrated on the Kim South and Main lodes has enabled Agnew to continue to add to the Resource and Reserve base year on year for the last three years. A geological study of the whole Waroonga complex is underway to provide better ore definition and optimise the exploration programme. Outside of Waroonga, exploration will be focused within the highly prospective Mine Central Corridor that hosts the vast majority of the larger major gold ore bodies discovered in the region (Songvang, Crusader complex and Redeemer complex).

SOUTH AMERICA REGION

The South America Region’s attributable gold and gold equivalent Resource base has decreased by nine per cent net of depletion primarily due to geotechnical changes (flattening of slope angles) and increases in operating costs. The total attributable gold equivalent Reserve has decreased by six per cent, net of mined depletion. The South America Region currently accounts for two per cent and six per cent of the Group’s attributable precious metal and gold equivalent Resource and Reserve base respectively.

Production at Cerro Corona started in August 2008 and reached steady state of approximately 500,000 tonnes per month, producing about 3,100 metric tons copper per month and 12,000 oz gold per month in February 2009. Construction of the Tailings Storage Facility is progressing according to schedule. Abutments clean-up, restricted placement areas and higher than expected precipitation are the main challenges to construction. Following the revision to the geotechnical model, the slope angles have been modified resulting in an increase in the waste stripping, which may exceed the current waste storage facility. The surplus tonnage will have to be accommodated at an alternative on-mine site. Investigations into a potential expanded or supplementary tailings facility are in progress and will be completed in F2010.

ARCTIC PLATINUM PROJECT

During F2009 North American Palladium Limited (NAP) informed Gold Fields Finland Oy that it will not follow its option to acquire up to 60 per cent of the Arctic Platinum Project (APP). During the past two years NAP completed two phases of infill drilling on the SK Reef (21,723m) and Suhanko Project plus extensions (16,844m). Unfortunately the Resource modelling and estimation had not been completed by NAP by 31 August 2008 when the agreement expired, but all drill cores and assay data have been delivered to Gold Fields. The new geological information is being reviewed for both project areas and revised resource models should be completed within F2010.

Emphasis has shifted from geological development of the Suhanko Project to the examination and testing of Platsol processing technology. New metallurgical recovery and operating cost estimates are being developed and when this work is completed, an updated Resource will be estimated based on a revised set of precious and base metal price assumptions.

MINERAL RESERVE SENSITIVITY

The sensitivity of Reserve ounces at all the operations is shown in the accompanying charts, at -5 per cent, -10 per cent and +5 per cent, +10 per cent and +25 per cent, above and below the base gold price used in this declaration. Surface low grade stockpiles are specifically included. South Deep has been included across the range at its base declaration prices. The +25 per cent flex is included to help reflect the current commodity price trend.

The Reserve sensitivities are not based on detailed depletion schedules and should be considered on a relative and indicative basis only.

South Africa Region Managed Mineral Reserve Sensitivity

West Africa Region Managed Mineral Reserve Sensitivity

Australasia Region Managed Mineral Reserve Sensitivity

South America Region Managed Mineral Reserve Sensitivity

Note:
Cerro Corona Reserves are constrained by the Tailings Storage Facility (TSF). Supplementary facilities may allow for expansion of the Reserve base.

COMPETENT PERSONS

The competent persons designated in terms of the 2007 SAMREC Code taking responsibility for the reporting of Gold Fields’ Resources and Reserves are the respective mine based Mineral Resource Managers.

Corporate governance on the overall compliance of these figures has been overseen by Tim Rowland, Vice President Technical South African Operations [BSc (Hons) Geology, MSc Mineral Exploration, GDE Mining Engineering, Pr. Sci. Nat. (Registration number 400122/2000) FSAIMM, FGSSA, GASA, 23 years experience and Kevin Robertson, Senior Consultant Mineral Resources and Mine Planning [NHD (Economic Geology), Post Graduate Diploma in Business Engineering Management, GDE (Mining), MEng (Mining), Pri. Sci. Nat. (Registration number 400127/04)], 23 years experience.

The named persons are permanent employees of Gold Fields Limited. Additional information summarising the mine based competent person teams involved with the compilation of the Resource and Reserve declaration per Operation is included in the ‘Technical Short- Form Reports’.

Note:

A comprehensive review of the Group’s Resources and Reserves as at 30 June 2009, including locality and mine infrastructure plans of all the operations, is available in the ‘Mineral Resources and Mineral Reserves Overview 2009’ or may be downloaded from the Gold Fields website (www.goldfields.co.za) as a pdf file using Adobe Acrobat Reader. Rounding of figures in this report may result in computational discrepancies. Where this occurs it is deemed not to be significant.

GOLD FIELDS LIMITED CLASSIFIED MINERAL RESOURCE AND MINERAL RESERVE STATEMENT

as at 30 June 2009

HEADLINE NUMBERS

SUMMARY¹

Footnotes: See page 56

SOUTH AFRICA OPERATIONS¹

INTERNATIONAL OPERATIONS

Footnotes: See page 56

PROJECTS ¹

Mineral Resources were calculated using gold prices of R285,000/kg in South Africa; A$1,250/oz in Australia; and US$1,000/oz in Ghana and Peru. The copper price used was US$2.20lb for the Whittle Shell and US$2.75/lb for the gold equivalent computation.
Mineral Reserves were calculated using gold prices of R230,000/kg in South Africa; A$1,000/oz in Australia; and US$800/oz in Ghana and Peru. The copper price for Reserves was US$1.75/lb for the Whittle Shell and US$2.20/lb for the gold equivalent computation.
All equivalent gold ounces reported are based on either current F2010 or F2009 mineral prices as applicable.

AI = Above Infrastructure; BI = Below Infrastructure. All tons relate to metric units. Rounding-off of figures may result in minor computational discrepancies, where this happens it is not deemed significant. Resources are inclusive of Reserves.
For further details refer to the company’s website, www.goldfields.co.za.