GOLD FIELDS : Dealings in securities by directors

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