Publication of Prospectus

NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, DIRECTLY OR INDIRECTLY, IN OR
INTO THE UNITED STATES, AUSTRALIA, CANADA OR JAPAN OR ANY OTHER JURISDICTION
WHERE THE RELEASE, PUBLICATION OR DISTRIBUTION OF THIS ANNOUNCEMENT IS NOT
PERMITTED BY APPLICABLE LAW OR REGULATION

                           Pan African Resources PLC                           

  (Incorporated and registered in England and Wales under Companies Act 1985   

              with registered number 3937466 on 25 February 2000)              

                                 AIM Code: PAF                                 

                                 JSE Code: PAN                                 

                              ISIN: GB0004300496                               

            ISIN for Nil Paid Rights: GB00B85FJG40 (JSE Code: PANN)            

                   ISIN for Fully Paid Rights: GB00B8RCBP62                    

                          ("Pan African" or "Company")                         

                           Publication of Prospectus                           

The Board of Pan African Resources plc announces the publication of its
prospectus (the "Prospectus") in connection with its proposed Rights Offer,
details of which were announced 23 November 2012.

The Prospectus has been approved by the UK Listing Authority. A copy of the
Prospectus will be available shortly, subject to regulatory restrictions, from
www.panafricanresources.com and a copy has been submitted to the National
Storage Mechanism and will shortly be available for inspection at:
www.hemscott.com/nsm.do

3 December 2012

Sponsor

One Capital

Independent Sponsor

Nedbank Capital

Enquiries                      UK                                                 
                                                                                  
South Africa                                                                      
                                                                                  
Pan African Resources          Canaccord Genuity Limited - Nomad and Joint Broker 
                                                                                  
Jan Nelson, Chief Executive    Rob Collins / Peter Stewart / Sebastian Jones / Joe
Officer                        Weaving                                            
                                                                                  
[phone]            [phone]                               
                                                                                  
One Capital                    finnCap Limited - Joint Broker                     
                                                                                  
Sholto Simpson / Megan Young   Elizabeth Johnson / Joanna Weaving                 
                                                                                  
[phone]            [phone]                               
                                                                                  
Vestor Investor Relations      St James's Corporate Services Limited              
                                                                                  
Louise Brugman                 Phil Dexter                                        
                                                                                  
[phone]            [phone]                               
                                                                                  
                               Gable Communications                               
                                                                                  
                               Justine James                                      
                                                                                  
                               [phone] / [phone]         
                                                                                  

SHAREHOLDER ENQUIRIES

UK Shareholders: contact the UK Shareholder Helpline on 0871 664 0321 (from
inside the United Kingdom) or [phone] (from outside the United
Kingdom). This Shareholder Helpline is available from 9.00 am to 5.30 pm
(London time) Monday to Friday. Calls to the 0871 664 0321 number cost 10 pence
per minute (including VAT) plus your service provider's network extras. Calls
to the helpline from outside the UK will be charged at applicable international
rates. Different charges may apply to calls from mobile telephones and calls
may be recorded and randomly monitored for security and training purposes.  

South African Shareholders: contact the South African Shareholder Helpline on
[phone] (from inside South Africa) or [phone] (from outside
South Africa). This SA Shareholder Helpline is available from 7.30 am to 5.30
pm (Johannesburg time) Monday to Friday (except public holidays).

Please note that for legal reasons, the South African and UK Shareholder
helplines are only able to provide information contained in the Prospectus and
information relating to Pan African's register of members and are unable to
give advice on the merits of the Rights Offer, or provide legal, financial, tax
or investment advice.

This announcement is not an advertisement nor a prospectus and investors should
not subscribe for or purchase any Nil Paid Rights, Fully Paid Rights, Letters
of Allocation or New Shares referred to in this announcement except on the
basis of information in the Prospectus which, , is expected to be published by
the Company today in connection with the Rights Offer. Copies of the Prospectus
will, following publication, be available from the Company's registered office.
This announcement does not constitute, or form part of any offer or invitation
to purchase, otherwise acquire, subscribe for, sell, otherwise dispose of or
issue, or any solicitation or any offer to sell, otherwise dispose of, issue,
purchase, otherwise acquire or subscribe for, any security in the capital of
the Company in any jurisdiction. Any decision to purchase, otherwise acquire,
subscribe for, sell or otherwise dispose of any Provisional Allotment Letter,
Nil Paid Rights, Fully Paid Rights, Letters of Allocation and/or New Shares
should only be made on the basis of information contained in and incorporated
by reference into the Prospectus which contains further details relating to the
Company in general as well as a summary of the risk factors to which an
investment in the New Shares is subject. Nothing in this announcement should be
interpreted as a term or condition of the Rights Offer. Subject to certain
exceptions, the Prospectus will not be available to Shareholders located in
Excluded Territories (as defined in the Prospectus). This announcement is not
directed to, or intended for distribution or use by, any person or entity that
is a citizen or resident or located in any locality, state, country or other
jurisdiction where such distribution, publication, availability, or use would
be contrary to law or regulation which would require any registration or
licensing within such jurisdiction.

This announcement and the information contained herein is not an offer of
securities for sale in the United States. The Nil Paid Rights, the Fully Paid
Rights, the Letters of Allocation, the New Shares and the Provisional Allotment
Letters have not been and will not be registered under the US Securities Act of
1933 (the "Securities Act"), or with any securities regulatory authority of any
State or jurisdiction of the United States and may not be offered, sold,
resold, pledged, taken up, exercised, renounced or otherwise delivered,
distributed or transferred, directly or indirectly, into or within the United
States except pursuant to an exemption from, or in a transaction not subject
to, the registration requirements of the Securities Act and in compliance with
any applicable securities laws of any State or other jurisdiction of the United
States. No public offering of the Nil Paid Rights, the Fully Paid Rights, the
Letters of Allocation, the New Shares or the Provisional Allotment Letters will
be made in the United States. No money, securities or other consideration from
any person inside the United States is being solicited and, if sent in response
to the information contained in this announcement, will not be accepted.

This announcement does not constitute an offer of Nil Paid Rights, Fully Paid
Rights, Letters of Allocation, New Shares or Provisional Allotment Letters to
any person with a registered address in, or who is resident in, Australia,
Canada or Japan. None of the Nil Paid Rights, the Fully Paid Rights, the
Letters of Allocation, the New Shares, the Provisional Allotment Letters or the
Forms of Instruction has been or will be registered under the relevant laws of
any state, province or territory of Australia, Canada or Japan. Subject to
certain limited exceptions, neither the Prospectus, the Provisional Allotment
Letter, the Forms of Instruction nor this announcement will be distributed in
or into Australia, Canada or Japan. The release, publication or distribution of
this announcement in certain jurisdictions may be restricted by law and
therefore persons in such jurisdictions into which this announcement is
released, published or distributed should inform themselves about and observe
such restrictions.

Neither the content of the Company's website (or any other website) nor the
content of any website accessible from hyperlinks on the Company's website (or
any other website) is incorporated into, or forms part of, this announcement.

Unless stated otherwise all definitions in this announcement have the same
meaning as those set out in the Prospectus.