Murray & Roberts Holdings/ Cementation - Revised Offer

Murray & Roberts Holdings/ Cementation - Revised Offer                          
Murray & Roberts Holdings Limited                                               
   (Incorporated in the Republic of South Africa)                               
(Registration number 1948/029826/06)                                         
   Share code: MUR   ISIN: ZAE000008983                                         
   ("Murray & Roberts Holdings")                                                
The Cementation Company (Africa) Limited                                        
(Incorporated in the Republic of South Africa)                               
   (Registration number 1926/008840/06)                                         
   Share code: CMT   ISIN: ZAE000001582                                         
   Share code: CMTP  ISIN: ZAE000001590                                         
("Cementation")                                                              
REVISED OFFER                                                                   
1.   Introduction                                                               
     In an announcement published in the press on 22 July 2004, Cementation     
shareholders were advised that an agreement had been concluded between     
     Murray & Roberts Limited ("Murray & Roberts"), a wholly-owned subsidiary of
     Murray & Roberts Holdings, and Skanska Cementation International Holdings  
     Limited ("Skanska") (incorporated in the United Kingdom) for the           
acquisition by Murray & Roberts of Skanska"s:                              
     *    14 995 936 Cementation ordinary shares of 50 cents each (representing 
          79,13% of Cementation"s issued ordinary share capital) at a price of  
          759,63 cents per ordinary share; and                                  
*    86 159 Cementation 6% cumulative preference shares of R2 each         
          (representing 57,44% of Cementation"s issued preference share capital)
          at a price of 100 cents per preference share, collectively, ("the     
          transaction").                                                        
As a result of the transaction, Murray & Roberts is required, in terms of  
     the Securities Regulation Code on Take-overs and Mergers, to extend an     
     offer to all Cementation shareholders, other than itself, to acquire all of
     their ordinary and preference shares on the same terms and conditions as   
that offered to Skanska ("the offer").                                     
2.   Revised offer                                                              
     Cementation shareholders are advised that Murray & Roberts has revised the 
     terms of the offer in that it now offers to acquire:                       
*    all or any of the Cementation ordinary shares that it has not already 
          acquired, for a cash consideration of 865 cents per Cementation       
          ordinary share, being 13,9% higher than the price per Cementation     
          ordinary share paid to Skanska; and                                   
*    all or any of the Cementation preference shares that it has not       
          already acquired, for a cash consideration of 150 cents per           
          Cementation preference share, being 50,0% higher than the price per   
          Cementation preference share paid to Skanska.                         
3.   Documentation                                                              
     A circular containing details of the revised offer will be posted to       
     Cementation shareholders on or about Monday, 13 September 2004.            
   Johannesburg                                                                 
8 September 2004                                                             
Corporate advisor and transaction sponsor to Murray & Roberts Holdings          
  Bridge Capital                                                                
Sponsor to Murray & Roberts Holdings                                            
Merrill Lynch                                                                 
  Global Markets & Investment Banking Group                                     
  Merrill Lynch South Africa (Pty) Ltd                                          
  Registration number 1995/001805/07                                            
Registered Sponsor and  Member of the                                         
  JSE Securities Exchange South Africa                                          
Sponsor to Cementation                                                          
  Standard Bank                                                                 
Legal advisor to Murray & Roberts Holdings                                      
  Bowman Gilfillan Attorneys                                                    
Date: 08/09/2004 08:00:03 AM Supplied by www.sharenet.co.za                     
Produced by the JSE SENS Department