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Tue 15 Jun 2004, 17:06 CHANGE IN DIRECTORATE
PICK `N PAY HOLDINGS LTD - CHANGE IN DIRECTORATE                                
  Pick `n Pay Holdings Ltd                                                        
  (Incorporated in the Republic of South Africa)                                  
  (Registration number 1981/009610/06)                                            
  Share code:  PWK   ISIN: ZAE000005724                                           
  In compliance with Rule 3.59 b of the JSE Listing Requirements, the following   
  information is disclosed:                                                       
  After 9 years of service on the Board of Directors of Pick `n Pay Holdings      
  Limited (`Pikwik`) David Morris Nurek, who retired from the Board at the        
  Company`s annual general meeting on Friday, 11 June 2004, decided not to seek re
  election. The Board wishes to thank David for his valuable input and service to 
  the Pikwik Board.                                                               
  However, David remains as the lead non executive director on the Pick `n Pay    
  Stores Limited Board.                                                           
  Date: 15/06/2004 04:41:43 PM Produced by the JSE SENS Department                
                                                                                  
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