WOOLWORTHS - RESULTS OF THE CAPITALISATION SHARE AWARD

WOOLWORTHS HOLDINGS LIMITED
(INCORPORATED IN THE REPUBLIC OF SOUTH AFRICA)
(REGISTRATION NUMBER 1929/001986/06)
("WOOLWORTHS")

RESULTS OF CAPITALISATION SHARE AWARD AND RIGHT OF ELECTION TO RECEIVE AN
INTERIM CASH DIVIDEND OF 6,5 CENTS PER SHARE IN LIEU THEREOF

THE RIGHT OF ORDINARY SHAREHOLDERS REGISTERED AT THE CLOSE OF BUSINESS ON
FRIDAY, 3 MARCH 2000 TO ELECT TO RECEIVE AN INTERIM CASH DIVIDEND OF 6,5 CENTS
PER ORDINARY SHARE INSTEAD OF THE AWARD OF CAPITALISATION SHARES ("THE NEW
ORDINARY SHARES"), CLOSED AT 12:00 ON FRIDAY, 31 MARCH 2000.

ELECTIONS TO RECEIVE AN INTERIM CASH DIVIDEND OF 6,5 CENTS PER ORDINARY SHARE
WERE MADE IN RESPECT OF 463 137 950 ORDINARY SHARES RESULTING IN THE PAYMENT OF
A TOTAL CASH DIVIDEND OF R30 103 966,75.  ACCORDINGLY, 7 834 263 NEW ORDINARY
SHARES OUT OF A POSSIBLE 16 506 743 NEW ORDINARY SHARES ARE TO BE ISSUED
PURSUANT TO THE CAPITALISATION SHARE AWARD, BEING A 47,5% ACCEPTANCE OF SUCH
AWARD.

THE NEW ORDINARY SHARES ARE TO BE ISSUED IN THE RATIO OF 1,872548 FOR EVERY 100
SHARES HELD. THE PRICE OF THE ORDINARY SHARES OF R3,644767 USED TO DETERMINE
THIS RATIO WAS THE WEIGHTED AVERAGE TRADED PRICE OF ORDINARY SHARES ON THE
JOHANNESBURG STOCK EXCHANGE ("THE JSE") FOR THE FOUR BUSINESS DAYS ENDING ON
THURSDAY, 30 MARCH 2000. THE EFFECTIVE ISSUE PRICE OF THE NEW ORDINARY SHARES
IS R3,471206 AND IS CALCULATED AS FOLLOWS:
DIVIDEND PER 100 SHARES    =   R6,50
CAPITALISATION ISSUE RATIO   1,872548

FOLLOWING THE ISSUE OF THE NEW ORDINARY SHARES THE ISSUED ORDINARY SHARE
CAPITAL OF WOOLWORTHS WILL CONSIST OF 889 646 695 ORDINARY SHARES OF 0,15 CENTS
EACH.
LISTING OF NEW ORDINARY SHARES

THE LISTING OF 7 834 263 NEW ORDINARY SHARES IN WOOLWORTHS WILL COMMENCE ON THE
JSE FROM THE COMMENCEMENT OF BUSINESS ON WEDNESDAY, 12 APRIL 2000.
POSTING OF SHARE CERTIFICATES AND CHEQUES

SHARE CERTIFICATES IN RESPECT OF NEW ORDINARY SHARES AND CHEQUES IN RESPECT OF
DIVIDENDS AND/OR PAYMENTS IN LIEU OF FRACTIONAL ENTITLEMENTS TO NEW ORDINARY
SHARES WILL BE POSTED TO THE RELEVANT SHAREHOLDERS ON WEDNESDAY, 12 APRIL 2000.
FRACTIONAL ENTITLEMENTS

IN TERMS OF THE SPECIAL RESOLUTION PASSED AT THE 1998 ANNUAL GENERAL MEETING OF
WOOLWORTHS SHAREHOLDERS, ENTITLEMENTS TO FRACTIONS OF SHARES AND DIVIDENDS WITH
A VALUE OF LESS THAN R5,00 PER SHAREHOLDER WERE AGGREGATED AND THE TOTAL
PROCEEDS WILL BE DONATED TO A REGISTERED CHARITY APPROVED BY THE DIRECTORS OF
WOOLWORTHS.
CAPE TOWN
MONDAY, 10 APRIL 2000
SPONSORING BROKER
HSBC SECURITIES (SOUTH AFRICA) (PTY) LIMITED
REG. NO. 1999/010899/07
MEMBER OF THE JOHANNESBURG STOCK EXCHANGE