GOLD Randgold Ads

    Gold Fields Limited

Registration number: 1968/004880/06

ISIN: ZAE000018123

JSE Code: GFI

("Gold Fields" or the "Company")

REJECT HARMONY - PROTECT VALUE

Do not tender your shares to Harmony

Vote against the Resolutions Proposed by the Harmony Board

Stop Harmony"s offer for Gold Fields

November 8, 2004

Dear Gold Fields Shareholder, On October 18, 2004 Harmony Gold Mining Company
Limited ("Harmony") made an unsolicited and hostile approach to merge with Gold
Fields. By now, you should have received our Offer Response document, which
examines the merits of Harmony"s offer. The analysis and conclusions therein
support the Directors" conviction that Harmony"s offer, as proposed, is
categorically not in the interests of Gold Fields shareholders and
substantially undervalues your Company. The purpose of this letter is to
reiterate a number of the key arguments and outline the pro-active action you
can take to preserve shareholder value.

The Harmony proposal consists of two parts: An `early settlement" offer to
acquire up to 34.9% of Gold Fields shares on the basis of 1.275 Harmony shares
(or ADSs) for each Gold Fields share (or ADS); and a "subsequent offer" for the
remaining Gold Fields shares and ADSs not tendered in the early settlement
offer, including the Gold Fields shares owned by Norilsk. The subsequent offer
is conditional upon, among other things, Gold Fields shareholders rejecting the
proposed transaction with IAMGold and Harmony successfully passing it"s special
resolution to increase its authorized share capital at its EGM on the 12th of
November.

Two-part transaction structure is highly coercive. It allows Harmony (with the
support of Norilsk) to be in a position to exercise control over Gold Fields
without successfully bidding for the whole Company, without normal regulatory
approvals and without paying a full control premium. The terms of the Norilsk
undertaking not to accept the early settlement offer confirm, we believe, that
they are acting together in this respect. Furthermore, because of the
relatively small number of acceptances that Harmony needs in order to exercise
its influence, the offer puts excessive power in the hands of a limited number
of Gold Fields shareholders with short-term interests to the detriment of the
wider Gold Fields shareholder community. This means that you, the loyal Gold
Fields shareholder, could be left invested in Gold Fields in circumstances
where the subsequent offer fails but Harmony, together with Norilsk, are free
to exercise significant influence.

The Harmony offer destroys shareholder value. It is dilutive to Gold Fields
shareholders based on metrics such as earnings per share, operating cash flow,
net present value per share and balance sheet strength. Harmony is visibly
financially stretched as evidenced by its five successive quarters of headline
losses and deteriorating balance sheet. In stark contrast to Harmony, Gold
Fields is well-capitalised, operating a sustainable business and generating
profits for its shareholders. Given today"s gold price environment, your Board
believes Harmony is overvalued compared to Gold Fields and that Harmony"s all-
share offer fails to reflect this.

Even if one accepts (and as emphasized above, your Board does not) that current
market prices accurately reflect the relative value of both companies, the
premium Harmony is offering Gold Fields shareholders is grossly inadequate. The
premium calculated using the closing prices of each company"s ADSs on the NYSE
one day prior to announcement was a mere 7%; this compares to an average of
over 40% in similar precedent situations since 1994.

In addition to significantly undervaluing Gold Fields shares, Harmony proposes
that Gold Fields shareholders accept its shares and not cash. Cash is the usual
form of consideration offered in unsolicited and hostile situations. For Gold
Fields shareholders this means that the value of what you are being offered is
dependent on Harmony"s share price performance during the course of the Offer,
the underlying value of the Harmony assets and the future performance of Gold
Fields assets under Harmony ownership.

This hostile offer, does not afford Gold Fields the opportunity to adequately
determine the true worth of the Harmony assets on your behalf. For example,
your Board is concerned by the unexplained differences between Harmony"s
claimed reserve position of 62 million ounces as reported in the 2004 Annual
Report and the 41 million ounces of reserves stated in the Competent Persons
Report included in Harmony"s South African offer document (Harmony did not make
the report available to our US shareholders).

The Board of Directors of Gold Fields urges you to reject the Harmony offer on
the basis that it employs an inappropriate offer structure and fails to fully
value your Company. If Harmony believes that the value proposition is fair to
Gold Fields then it should be presented in a form that allows all shareholders,
without coercion and with all the necessary information that a full prospectus
and/or friendly mutual due diligence would provide, to evaluate the merits of
the offer.

To this end, the Board of Directors, on behalf of its shareholders, are
pursuing a number of legal avenues to force Harmony to retreat or make a single
properly structured offer for 100% of Gold Fields share capital with a minimum
acceptance condition (>50%).

The Board have commenced an action in relation to the unlawful implementation
of the Offer under the Companies Act, on account of its failure to be
accompanied by a registered prospectus. In addition, we have also launched an
urgent application to the Competition Tribunal in terms of which a temporary
interdict is sought in relation to implementation of the early settlement
offer. Furthermore, Gold Fields has made a number of representations to the
SRP, which support our view that this proposal is not made in accordance with
the spirit of their rules.

Pro-active actions YOU, the Gold Fields shareholder, can take to preserve
value. To those Gold Fields shareholders who also own Harmony stock, the Board
recommends that you vote down Harmony"s special resolution to increase its
authorised share capital on November 12. Without this increase, Harmony will be
unable to effect any part of the transaction with Gold Fields. This will force
Harmony to take heed of our criticisms of the Offer, as currently proposed, and
retreat or return with revised terms, should it so desire, to the benefit of
all shareholders.

The Board also recommends that you should take no action in relation to either
the early settlement offer or the subsequent offer. Your Directors do not
intend to accept the early settlement offer or the subsequent offer in respect
of their own beneficial holdings of Gold Fields shares.

You should not sign any documents which Harmony or its advisers send you. If
you have given a mandate to a CSDP, broker, nominee, custodian, trustee or
other financial intermediary, you should instruct them to take no action. If
you have accepted either the early settlement offer or the subsequent offer you
should withdraw your acceptance by signing and completing the enclosed RED Form
of Withdrawal of Acceptance (if you hold Gold Fields shares) or the enclosed
GREEN Notice of Withdrawal (if you hold Gold Fields ADSs). Completed RED Forms
of Withdrawal of Acceptance (in respect of Gold Fields shares) should be
returned to Harmony"s transfer secretaries in accordance with the instructions
set out on the Form of Withdrawal of Acceptance. Completed GREEN Notices of
Withdrawal (in respect of Gold Fields ADSs) should be returned to the Bank of
New York, as tender agent, in accordance with the instructions set out on the
Notice of Withdrawal.

Yours Sincerely, Chris Thompson Chairman

The directors of Gold Fields accept responsibility for the information
contained in this document. To the best of their knowledge and belief (having
taken all reasonable care to ensure that such is the case) the information
contained in this document is in accordance with the facts and does not omit
anything likely to affect the import of such information. Copies of this
document are not being made available, and must not be mailed, forwarded,
transmitted or otherwise distributed or sent in or into Australia, Canada,
Japan, the Republic of Ireland or any other jurisdiction in which it is illegal
to make the offer and persons receiving this document (including custodians,
nominees and trustees) must not distribute, forward, mail, transmit or send it
in or into or from Australia, Canada, Japan, the Republic of Ireland or any
such other jurisdiction.



END

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