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BRAINWARE Limited
Registration number 1997/006894/06
Share code: BRW
ISIN code: ZAE000018289
("Brainware")
(LOGO)
CAUTIONARY ANNOUNCEMENT
Shareholders are advised that the board of directors is considering certain
proposals regarding a possible acquisition of assets which may, if concluded
and approved by, inter alia, Brainware's shareholders, have an effect on the
ruling price of Brainware's securities.  Shareholders are accordingly
advised to exercise caution when dealing in their Brainware securities until
a further announcement is made.
Pretoria
20 March 2002
Corporate Advisor and Sponsor
Quaestor Capital (Proprietary) Limited
Registration number 1991/007330/07

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