The following ratings have been placed on review for downgrade:

- Global scale issuer rating, placed on review for downgrade, currently Baa3

- Senior unsecured rating, placed on review for downgrade, currently Baa3

RATINGS RATIONALE

The review for downgrade reflects the potential negative impact of the proposed unbundling on GFI's business risk profile, cash flows and strategies, which could subsequently affect bondholders.

The review will consider the following: (1) GFI's reduced overall scale as a result of the unbundling; (2) its weaker geographic diversification; and (3) the expected near-term deterioration in its cash flow metrics, offset by the company's reduced exposure to South African mining risk factors such as (a) silicosis litigation; (b) productivity losses due to labour unrest; and (c) above-inflation wage and electricity price increases. Moody's assessment will also factor in changes to GFI's overall capital and guarantee structure as well as to its liquidity profile. The conclusion of the review will be completed shortly following receipt of further information.

PRINCIPAL METHODOLOGY

The principal methodology used in rating Gold Fields Limited and Gold Fields Orogen Holding (BVI) Limited was the Global Mining Industry Methodology published in May 2009. Please see the Credit Policy page on www.moodys.com for a copy of this methodology.

Headquartered in Johannesburg, South Africa, Gold Fields Limited ("Gold Fields") is a global gold mining company with sales of ZAR49.5 billion (approximately $5.9 billion) and annual attributable production of 3.47 million ounces (Moz) for the last 12 months ended in 30 June 2012, making it the fourth-largest producer in the world. The group is 100% publicly listed on the Johannesburg, New York, Dubai, Zurich and the Brussels stock exchanges. The group operates eight mines on three continents; three mines in South Africa, two in Ghana, two in Australia and a gold/copper mine in Peru.

The local Market analyst for Gold Fields Limited and Gold Fields Orogen Holding (BVI) Limited is Dion Bate, 27-11-217-5472.

REGULATORY DISCLOSURES

For ratings issued on a program, series or category/class of debt, this announcement provides relevant regulatory disclosures in relation to each rating of a subsequently issued bond or note of the same series or category/class of debt or pursuant to a program for which the ratings are derived exclusively from existing ratings in accordance with Moody's rating practices. For ratings issued on a support provider, this announcement provides relevant regulatory disclosures in relation to the rating action on the support provider and in relation to each particular rating action for securities that derive their credit ratings from the support provider's credit rating. For provisional ratings, this announcement provides relevant regulatory disclosures in relation to the provisional rating assigned, and in relation to a definitive rating that may be assigned subsequent to the final issuance of the debt, in each case where the transaction structure and terms have not changed prior to the assignment of the definitive rating in a manner that would have affected the rating. For further information please see the ratings tab on the issuer/entity page for the respective issuer on www.moodys.com.

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Gold Fields Limited has received a Rating Assessment Service within the last two years preceding the Credit Rating Action.

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