DISCOVERY OFFERS OVER-SUBSCRIBED LISTING COMMENCES ON 21 OCTOBER 1999

DISCOVERY HOLDINGS LIMITED
(INCORPORATED IN THE REPUBLIC OF SOUTH AFRICA)
(REGISTRATION NUMBER 99/07789/06)

SHARE OUR DISCOVERY         DISCOVERY HEALTH LEADERS IN HEALTH CARE FINANCING
OFFERS OVER-SUBSCRIBED
LISTING COMMENCES ON 21 OCTOBER 1999
INTRODUCTION

RAND MERCHANT BANK IS AUTHORISED TO ANNOUNCE THE RESULTS OF THE PREFERENTIAL
AND PUBLIC OFFERS FOR SALE OF 11 365 526 SHARES IN DISCOVERY HOLDINGS LIMITED
("DISCOVERY") AT R6,90 PER SHARE WHICH CLOSED ON FRIDAY 15 OCTOBER 1999.
RESULTS OF THE PREFERENTIAL OFFERS
1. OFFER TO EMPLOYEES FULLY SUBSCRIBED

THE PREFERENTIAL OFFER TO EMPLOYEES WAS FULLY SUBSCRIBED. ALL EMPLOYEES WERE
THEREFORE ALLOCATED ALL THE SHARES FOR WHICH THEY APPLIED AT THE OFFER PRICE OF
R6,90 PER SHARE.
2. OFFER TO MEDICAL PRACTITIONERS OVER-SUBSCRIBED

THE PREFERENTIAL OFFER TO MEDICAL PRACTITIONERS WAS OVER-SUBSCRIBED. SHARES
HAVE BEEN ALLOCATED ACCORDING TO THE FOLLOWING FORMULA:

NUMBER OF SHARES APPLIED FOR    NUMBER OF SHARES ALLOCATED (WILL BE ROUNDED TO
THE NEAREST 100)
0 - 499            NIL

500 - 4 999        200 SHARES + 66% OF TOTAL NUMBER OF SHARES APPLIED FOR
5 000 - 49 999     1 000 SHARES + 50% OF TOTAL NUMBER OF SHARES APPLIED FOR
50 000 OR MORE     10 000 SHARES + 32% OF TOTAL NUMBER OF SHARES APPLIED FOR
EXAMPLE: IF YOU APPLIED FOR 2 500 SHARES, YOU WILL RECIEVE 200 + 66% OF 2 500
SHARES = 1 850 SHARES, ROUNDED TO THE NEAREST 100 = 1 900 SHARES. IF YOU
APPLIED FOR 60 000 SHARES, YOU WILL RECEIVE 10 000 + 32% OF 60 000 SHARES = 29
200 SHARES.

3. OFFERS TO BROKERS AND BUSINESS ASSOCIATES OVER-SUBSCRIBED

THE PREFERENTIAL OFFERS TO BROKERS AND BUSINESS ASSOCIATES WERE

OVER-SUBSCRIBED. SHARES HAVE BEEN ALLOCATED ACCORDING TO THE FOLLOWING FORMULA:
NUMBER OF SHARES   NUMBER OF SHARES ALLOCATED
APPLIED FOR
0 - 9 999          100% OF SHARES APPLIED FOR

10 000 OR MORE     5 500 SHARES + 45% OF TOTAL NUMBER OF SHARES APPLIED FOR
EXAMPLE: IF YOU APPLIED FOR 25 000 SHARES, YOU WILL RECEIVE 5 500 + 45% OF 25
000 SHARES = 16 750 SHARES.
RESULTS OF THE PUBLIC OFFER

NUMBER OF SHARES APPLIED FOR NUMBER OF SHARES ALLOCATED (WILL BE ROUNDED TO THE
NEAREST 100)
                   MEMBERS OF DISCOVERY HEALTH
0 - 499 NIL        NIL

500 - 4 999        200 SHARES + 12% OF TOTAL NUMBER OF SHARES APPLIED FOR
5 000 - 49 999     300 SHARES + 10% OF TOTAL NUMBER OF SHARES APPLIED FOR
NUMBER OF SHARES APPLIED FOR

50 000 - 499 999   2 300 SHARES + 6% OF TOTAL NUMBER OF SHARES APPLIED FOR
NUMBER OF SHARES APPLIED FOR

500 000 OR MORE    12 300 SHARES + 4% OF TOTAL NUMBER OF SHARES APPLIED FOR
                   OTHER APPLICANTS
0 - 499 NIL        NIL
500 - 4 999        100 SHARES + 10% OF TOTAL
NUMBER OF SHARES APPLIED FOR
5 000 - 49 999     200 SHARES + 8% OF TOTAL
NUMBER OF SHARES APPLIED FOR

50 000 - 499 999   1 700 + 5% OF TOTAL NUMBER OF SHARES APPLIED FOR

500 000 OR MORE    11 700 + 3% OF TOTAL NUMBER OF SHARES APPLIED FOR

EXAMPLE: IF YOU APPLIED FOR 2 500 SHARES, YOU WILL RECEIVE 200 + 12% OF 2 500
SHARES = 500 SHARES IF YOU ARE A MEMBER OF DISCOVERY HEALTH, AND 100 + 10% OF 2
500 SHARES = 350 SHARES (ROUND TO THE NEAREST 100 = 400 SHARES) IF YOU ARE NOT
A MEMBER OF DISCOVERY HEALTH.

IF YOU NEED ANY FURTHER INFORMATION ABOUT THE ALLOCATIONS, PLEASE PHONE THE
DISCOVERY CALL CENTRE ON (011) 370-7777.

LISTING ON THE JOHANNESBURG STOCK EXCHANGE ("THE JSE")

A LISTING OF 380 000 000 DISCOVERY SHARES HAS BEEN GRANTED IN THE INSURANCE -
"SHORT-TERM INSURANCE" SECTOR OF THE JSE LISTS UNDER THE ABBREVIATED NAME
"DISCOVERY" WITH EFFECT FROM THE START OF TRADING ON THURSDAY 21 OCTOBER 1999.
SHARE CERTIFICATES, ADVICE NOTES AND REFUND CHEQUES

SHARE CERTIFICATES OR ADVICE NOTES FOR SHARES ALLOTTED IN TERMS OF THE OFFERS,
AND REFUND CHEQUES IN RESPECT OF UNSUCCESSFUL OR PARTIALLY SUCCESSFUL

APPLICATIONS, WILL BE POSTED, AT THE RISK OF THE RECIPIENTS, ON THURSDAY 21
OCTOBER 1999.
JOHANNESBURG
20 OCTOBER 1999
RAND MERCHANT BANK
CORPORATE FINANCE
A DIVISION OF FIRSTRAND BANK LIMITED
REGISTRATION NUMBER 05/01225/06
SPONSORING BROKER
DEUTCHE MORGAN GRENFELL (PROPRIETARY) LIMITED
(REGISTRATION NUMBER 73/06709/07)
MEMBER OF THE JOHANNESBURG STOCK EXCHANGE
CONSULTING ACTUARIES
HYMANS ROBERTSON & COMPANY (PTY) LIMITED
CONSULTANTS AND ACTUARIES
(REGISTRATION NUMBER 91/05277/07)
ATTORNEYS
EDWARD NATHAN & FRIEDLAND INC
(REGISTRATION NUMBER 77/00525/21)
REPORTING ACCOUNTANTS
ARTHUR ANDERSEN