DISCOVERY AND VIRGIN: NOW PARTNERS IN DELIVERING HEALTH AND FITNESS

DISCOVERY HOLDINGS LIMITED
MEDIA RELEASE - DISCOVERY HEALTH - FINAL

DISCOVERY AND VIRGIN: NOW PARTNERS IN DELIVERING HEALTH AND FITNESS
February 16, 2001

Discovery and its Vitality wellness programme announced today (Thursday, 15
February) that they had signed South Africa's biggest ever 'gym contract' with
Virgin Active, the international leisure group that has taken over the assets
of the defunct Health & Racquet Club chain.

The deal creates access to Virgin Active on payment by Vitality members of a
once-off fee of R595, thereafter Vitality will pays the membership fees for the
Vitality member. Those who wish to secure national and international access to
Virgin Active clubs on top of these local arrangements can do so - on payment
of R45 per month.

Virgin Active's standard monthly rate for local access to its South

African'flagship gyms' is R179 paid by debit order, with no discounts. It
offers annual contracts, sweeping away the complex system of discounts for
long-term commitments that characterised Health & Racquet Club marketing - and
which appears unsustainable in view of the difficulties which drove club
owners, Leisure Net into liquidation.

Adrian Gore, Discovery CEO, notes: "Discovery's Vitality wellness programme is
a manifestation of our vision to make people healthier and enhance their
lifestyle.

Vitality provides immediate access to carefully selected health and lifestyle
facilities, and creates incentives for using them. Actuarial, scientific and
clinical expertise underpins the Vitality programme structure, and encompass a
balanced approach to health - including aspects such as preventive measures,
leisure and, of course, regular exercise."

Comments Discovery Marketing Director Neville Koopowitz: "After two months of
discussion we are bringing Vitality members some good news. The agreement with
Virgin Active endorses the basic principle of the Vitality programme that price
barriers should not stand in the way of good health.

"For us, a gym is a place to work out, not hang out This explains the sole
stipulation - that these advantages can only be accessed by those who make
regular use of the gym. Our members are looking to enhance their health, and
health improvements tend to follow regular exercise rather than frenetic,
infrequent bouts of activity."

This is confirmed by Discovery Health Professor, Tim- Noakes of the Sports
Science Institute of SA, who recommends weekly exercise. Even as little as half
an hour a week will help. Those exercising from half an hour to three hours a
week can look forward to better metabolic fitness and lower risk of death from
heart disease and conditions associated with hypertension.

Ian Burroughs of Virgin Active is delighted the negotiations have proved so
fruitful and assures Vitality members of a warm welcome at the new chain.
He points out: "Our business model is sustainable in the long-term and holds
out the promise of healthy exercise in congenial surroundings for years to
come. This gives us a close philosophical fit with Vitality as the wellness
programme puts the emphasis on healthy habits now and into later life with the
aim of staying healthy longer, thereby containing health care costs by reducing
the need for expensive medical intervention.

"We are happy to have Discovery on board and delighted to have such strong
links to hundreds of thousands of individuals who commit to a healthy

lifestyle. Furthermore, the deal makes commercial sense for both parties"
Koopowitz believes the structure of the deal will find favour with Vitality
members.

He notes: "The retail model at Virgin Active has the advantage that it is open,
understandable and sustainable into the future. Ease of use is also important
for our members. We therefore created an easy-to-grasp, once-off method of
payment that opens up unlimited access to the gym of their choice.

"Simplicity on a consumer level masks incredible actuarial complexity on the
inside as we have to integrate this element with rewards for numerous other
positive lifestyle choices while differentiating the level of privilege across
categories of Vitality membership."
Ends
Issued on behalf of :
Discovery Health
25 Fredman Drive
SANDTON
CONTACTS:
Adrian Gore, CEO:  011 881 2854

Neville Koopowitz, Marketing Director:       011 881 2172 , 083 601 2345
Alan Pollard, GM Research and Development    011 881 2908/ 082 606 2909
or
at FASEDEMI NEWMAN LEO BURNETT:
Jenni Newman  MD  tel 082 882 8888