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Thu 26 Aug 2010, 17:01 MTN - MTN Group Limited - Dealing in securities by a director
MTN
MTN                                                                             
MTN - MTN Group Limited - Dealing in securities by a director,                  
company secretary and director of a major subsidiary                            
MTN Group Limited                                                               
(Incorporated in the Republic of South Africa)                                  
Registration Number 1994/009584/06                                              
Share code: MTN                                                                 
ISIN: ZAE000042164                                                              
("MTN Group")                                                                   
DEALING IN SECURITIES BY A DIRECTOR, COMPANY SECRETARY AND DIRECTOR             
OF A MAJOR SUBSIDIARY                                                           
In compliance with paragraphs 3.63 - 3.74 of the Listings                       
Requirements of JSE Limited we hereby disclose the following share              
dealings in MTN Group securities by the under mentioned director,               
company secretary and director of a major subsidiary                            
Name of Director:            Mr PF Nhleko                                       
Date of transactions:        24 August 2010                                     
Number of share appreciation 413 120                                            
rights exercised:                                                               
Offer price (per share):     R71.00                                             
Number of shares received in 174 458                                            
respect of appreciation                                                         
rights exercised:                                                               
Total value of appreciation  R29 331 520.00                                     
rights exercised:                                                               
Offer date:                  21 November 2006                                   
Vesting periods:             20% of total allocation on 21                      
                            November 2008                                       
20% of total allocation on 21                       
                            November 2009                                       
                            60% of total allocation on 30 June                  
                            2010*                                               

Sale price (per share):      R122.00                                            
Number of shares sold:       174 458                                            
Total value of shares sold:  R21 283 876.00                                     
Class of security:           Ordinary shares of 0.01 cents each                 
Nature of transactions:      Exercise of share appreciation                     
                            rights, as well as the purchase of                  
                            shares on market following the                      
exercise of share appreciation rights               
                            and the subsequent sale of shares by                
                            a director                                          
Nature of interest:          Direct Beneficial                                  
* As approved at the annual general                 
                            meeting of MTN Group held on 13 June                
                            2007.                                               
                                                                                

Name of Company Secretary:   Ms SB Mtshali                                      
Date of transactions:        24 August 2010                                     
Number of share appreciation 15 900                                             
rights exercised:                                                               
Offer price (per share):     R56.83                                             
Number of shares received in 8 548                                              
respect of appreciation                                                         
rights exercised:                                                               
Total value of appreciation  R903 597.00                                        
rights exercised:                                                               
Offer date:                  31 May 2006                                        
Vesting periods:             20% of total allocation on 31 May                  
                            2008                                                
                            20% of total allocation on 31 May                   
                            2009                                                
30% of total allocation on 31 May                   
                            2010                                                
                            30% of total allocation on 31 May                   
                            2011                                                
Sale price (per share):      R122.30                                            
Number of shares sold:       8 548                                              
Total value of shares sold:  R1 045 420.40                                      
Class of security:           Ordinary shares of 0.01 cents each                 
Nature of transactions:      Exercise of share appreciation                     
                            rights, as well as the purchase of                  
                            shares on market following the                      
                            exercise of share appreciation rights               
and the subsequent sale of shares by                
                            a company secretary                                 
Nature of interest:          Direct Beneficial                                  
Name of Director of a major  Ms J Desai                                         
subsidiary:                                                                     
Date of transactions:        24 August 2010                                     
Number of share appreciation 41 000                                             
rights exercised:                                                               
Offer price (per share):     R71.00                                             
Number of shares received in 17 314                                             
respect of appreciation                                                         
rights exercised:                                                               
Total value of appreciation  R2 911 000.00                                      
rights exercised:                                                               
Offer date:                  21 November 2006                                   
Vesting periods:             20% of total allocation on 21                      
November 2008                                       
                            20% of total allocation on 21                       
                            November 2009                                       
                            30% of total allocation on 21                       
November 2010                                       
                            30% of total allocation on 21                       
                            November 2011                                       
Sale price (per share):      R122.30                                            
Number of shares sold:       17 314                                             
Total value of shares sold:  R2 117 502.20                                      
Class of security:           Ordinary shares of 0.01 cents each                 
Nature of transactions:      Exercise of share appreciation                     
rights, as well as the purchase of                  
                            shares on market following the                      
                            exercise of share appreciation rights               
                            and the subsequent sale of shares by                
a director of a major subsidiary                    
Nature of interest:          Direct Beneficial                                  
Prior clearance to deal in these shares was obtained in accordance              
with MTN`s policy with regard to director`s dealings as well as the             
Listing Requirements of JSE Limited.                                            
Fairland                                                                        
26 August 2010                                                                  
Sponsor                                                                         
Deutsche Securities (SA) (Pty) Limited                                          
Date: 26/08/2010 17:01:01 Produced by the JSE SENS Department.                  
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