Notice of Meetings, etc.

Anglovaal Mining Ld
18 May 2000

Anglovaal Mining Limited
(Formerly Anglovaal Limited)
(Incorporated in the Republic of South Africa)
(Registration number 1933/004580/06)
('Avmin' or 'the company')

Notice of shareholder meetings and details of the proposed distribution and
amendments

INTRODUCTION
Further to the terms announcement by Avmin dated 4 February 2000, the Board of
Directors of Avmin ('the Board') announces that meetings of Avmin ordinary and
preference shareholders will be held from 10:00 on Monday, 12 June 2000, at
the registered office of the company, 56 Main Street, Johannesburg, to
consider and vote on:

- the disposal by Avmin of its 87,5% interest in the Saturn Partnership;
- the disposal by Avmin of its 20% interest in Finsch Diamonds (Proprietary)
  Limited (together 'the disposal');
- the cash distribution by Avmin to ordinary shareholders ('the
  distribution');
- amendments to Avmin's share incentive schemes; and
- the amendment to Avmin's articles of association (together 'the 
  amendments').

A circular which details the terms of the disposal, the distribution and the
amendments and which incorporates the notices of meetings will be posted to
Avmin shareholders on Friday, 19 May 2000.

THE DISPOSAL
Details of the disposal to De Beers Consolidated Mines Limited were published
in the terms announcement referred to above.

The only remaining condition precedent to the implementation of the disposal
is approval by Avmin shareholders.

The Board of Industrial & Commercial Holdings Group Limited has given its
written consent to Avmin to dispose of the company's interest in
the Saturn Partnership, such consent being required in terms of the Saturn
Partnership agreements.

The Competition Tribunal unconditionally approved the disposal by Avmin of its
87,5% interest in the Saturn Partnership on 20 April 2000.
Deutsche Bank Securities, the corporate adviser to Avmin, has provided advice
in an independent capacity to Avmin on the terms and conditions of the
disposal. In the opinion of Deutsche Bank Securities, the disposal is fair and
reasonable from a financial point of view to Avmin and its shareholders.

THE DISTRIBUTION
The Board of Directors of Avmin has evaluated the future cash requirements of
the group and has concluded that, following the disposal, it will hold cash
significantly in excess of its foreseeable short- and medium-term
requirements. Accordingly, the Board has resolved to make a distribution in
cash to its ordinary shareholders in the amount of R2,9 billion of which
approximately R1,7 billion will be paid from the company's share premium
account and the remainder from distributable reserves. This amounts to R27 per
ordinary share. The declaration and payment of the distribution will only be
of effect if and when the disposal becomes unconditional. Should the disposal
become unconditional, the last day to register for the distribution will be 30
June 2000.

Avmin shareholders are required to authorise the distribution by way of
ordinary resolution.

THE AMENDMENTS
The distribution, if effected, will materially reduce the value of the shares
of the company with the result that holders of options issued in terms
of Avmin's share incentive schemes will be materially prejudiced. It is
therefore proposed to amend Avmin's share incentive schemes to permit
the company's directors to adjust the price of the options and to issue
additional options in order to place participants under the schemes in
the same economic position in which they would have been had the distribution
not taken place.

Avmin shareholders are required to approve the amendments to the share
incentive schemes by way of ordinary resolution.
A special resolution will be proposed to Avmin shareholders to amend Avmin's
articles of association so as to change the conversion ratio for the company's
646 380 convertible preference shares in issue from one ordinary share for
every preference share to 2,3 ordinary shares for every preference share. The
reason for this amendment is to adjust for the reduction in the value of the
ordinary shares into which the preference shares will convert (on or before 30
June 2001) as a result of the distribution.

Deutsche Bank Securities has independently verified the rationale behind and
the calculation of the revised conversion ratio and is satisfied
as to the reasonableness and accuracy thereof.

A separate class meeting of preference shareholders is required to approve the
amendment to Avmin's articles of association as the rights of
preference shareholders are being varied.

The financial effects of the amendments on Avmin's headline and fully diluted
earnings per share and net asset value per ordinary share are negligible.

FINANCIAL EFFECTS OF THE DISPOSAL AND THE DISTRIBUTION
                                    Before       After        After
                                    the disposal the disposal the distribution
                                    (cents)      (cents)      (cents)
Headline earnings per 
ordinary share(1)                    91          173(2)(+90%)  63(2)(-31%)
Net asset value per 
ordinary share(3)                    1 939       5 400 (+178%) 2 574 (+33%)

Notes:
The pro forma financial effects of the disposal and the distribution on the
headline earnings per ordinary share and the net asset value per ordinary
share are based on Avmin's published unaudited interim report for the six
months ended 31 December 1999.

The column marked 'After the disposal' illustrates the pro forma financial
effects per Avmin ordinary share had Avmin retained the entire disposal
proceeds of R3,72 billion and invested it at the prevailing deposit rate for
the six months ended 31 December 1999.

The column marked 'After the distribution' illustrates the pro forma financial
effects per Avmin ordinary share had Avmin immediately applied R2,9 billion of
the disposal proceeds towards making the distribution to ordinary shareholders
and invested the remainder (less STC on the distribution) at the prevailing
deposit rate for the six months ended 31 December 1999.

In order to fully appreciate the overall financial effects of the distribution
to Avmin ordinary shareholders, the value of the amount received by
shareholders in terms of the distribution (i.e. R27 per ordinary share) must
be added to the financial effects per share as illustrated above.

(1) Assuming the disposal had taken place on 1 July 1999, and based on the
then weighted average of 106 284 000 Avmin ordinary shares in issue during the
six months ended 31 December 1999.
(2) Assuming the proceeds of the disposal were invested or would have been
invested at an after tax interest rate of 7,7% for the six months ended 31
December 1999.
(3) Assuming the disposal and the distribution had taken place on 31 December
1999 and that STC of approximately R134 million was paid.

SALIENT DATES AND TIMES
The salient dates and times for the implementation of the disposal, the
distribution and the amendments are set out below:
                                                                          2000
Circular and notices of general and separate 
class meetings posted to Avmin shareholders on                  Friday, 19 May
Last day for lodging of forms of proxy for the general and
separate class meetings (by no later than 10:00) on           Thursday, 8 June
General meeting of shareholders held at 10:00 on               Monday, 12 June
Separate class meeting of preference shareholders 
held at 10:30 on                                               Monday, 12 June
Registration of special resolution by the 
Registrar of Companies                                        Tuesday, 13 June
Announcement of the results of the general and 
separate class meetings on                                    Tuesday, 13 June
Last day to register for the distribution                      Friday, 30 June
Ordinary shares to trade ex-distribution on the Johannesburg
Stock Exchange and London Stock Exchange from                   Monday, 3 July
Earliest date for currency conversion for payments made 
from the United Kingdom register and United States register  Wednesday, 5 July
Earliest payment date                                           Friday, 7 July

By order of the Board
Essop Sather
Company secretary
Johannesburg
19 May 2000
Corporate adviser to Avmin 
Deutsche Bank Securities (SA) (Pty) Ltd
(Registration number 1995/011798/07)
Merchant Bank
Investec Bank Limited
(Registration number 1969/004763/06)
Sponsoring broker Consultant to Avmin and De Beers on the Saturn Partnership
Goldman Sachs
(Regulated in the United Kingdom by the Securities and Futures Authority)
Legal Adviser
Jowell, Glyn & Marais Inc
(Registration number 1990/000819/21)
Sponsoring broker
Deutsche Bank Securities (Pty) Ltd
(Registration number 1973/006709/07)
Member of the Johannesburg Stock Exchange
Auditors and reporting accountants
Ernst & Young
Chartered Accountants (SA)
(Registered accountants and auditors)