Lewis Group Limited - Directors" Dealing in Securities

Lewis Group Limited - Directors" Dealing in Securities                          
Lewis Group Ltd                                                                 
Reg. No. 2004/009817/06                                                         
JSE Share Code : LEW                                                            
ISIN : ZAE 000058236                                                            
Lewis or the "Company")                                                         
Directors Dealings in Securities                                                
In compliance with the requirements 3.63 to 3.74 of the JSE Listings            
Requirements, the following should be noted:                                    
As a consequence of the change in control resulting from GUS Holdings           
BV"s disposal of its 50 000 001 shares in Lewis on 26 May 2005,                 
shares and options awarded in terms of the company"s share schemes              
vested with the scheme participants in terms of the rules of the                
various schemes.  The shares to be used for this purpose were                   
acquired by the Lewis Employee Incentive Scheme Trust ("the Trust")             
for no consideration from GUS Holdings BV.  The Trust received these            
shares on 27 June 2005.                                                         
1. Shares for no consideration                                                  
The executives listed below are entitled to ordinary shares for no              
consideration in terms of the Lewis Executive IPO Restricted Share              
Scheme.  These executives have accepted a condition imposed by the              
company that they shall not dispose of any of the ordinary shares               
awarded under the scheme until 1 October 2007.                                  
Number of                                

Executive       Designation            Shares            Value                  
                                       (for no           Rand                   
                                       consideration)                           
A J Smart       Executive Director -   219 428           7 460 552              
                Lewis Group Ltd                                                 
K Van Aardt     Director - Lewis       56 400            1 917 600              
                Stores (Pty) Ltd                                                
C Heiberg       Director - Lewis       53 571            1 821 414              
                Stores (Pty) Ltd                                                
L A Davies      Director - Lewis       50 000            1 700 000              
                Stores (Pty) Ltd                                                
C Irwin         Director - Lewis       50 000            1 700 000              
                Stores (Pty) Ltd                                                
J Enslin        Director - Lewis       37 857            1 287 138              
                Stores (Pty) Ltd                                                
P B Croucher    Company Secretary -    16 071            546 414                
                Lewis Group Ltd and                                             
                Lewis Stores (Pty)                                              
                Ltd                                                             
2. Options Exercised                                                            
The executives listed below have exercised the options awarded to               
them in terms of the rules of the Executive Share Option Scheme.                
The directors have undertaken not to call for delivery of ordinary              
shares to which they are entitled to on exercising the option prior             
to the earlier of 1 October 2007 or the date on which they would have           
been entitled to do so in the absence of the change in control.  The            
payment of the consideration of R28 per ordinary share will only have           
to be made once delivery is made in terms of the undertaking and the            
rules of the scheme.                                                            
The company secretary has accepted the imposition of the condition              
that he shall not be entitled to dispose of any of the option shares            
acquired until 1 October 2007.  Payment of the consideration of R28             
per share must be made on the earlier of 1 October 2007 or the date             
on which he takes delivery of the option shares.                                
Executive          Designation         Number of      Net Value                 
option shares  (Value less               

                                                      consideration             
                                                      to be paid)               
                                                      Rand                      
A J Smart          Executive Director  219 428        1 316 568                 
                   - Lewis Group Ltd                                            
K Van Aardt        Director - Lewis    56 400         338 400                   
                   Stores (Pty) Ltd                                             
C Heiberg          Director - Lewis    53 571         321 426                   
                   Stores (Pty) Ltd                                             
L A Davies         Director - Lewis    50 000         300 000                   
                   Stores (Pty) Ltd                                             
C Irwin            Director - Lewis    50 000         300 000                   
                   Stores (Pty) Ltd                                             
J Enslin           Director - Lewis    37 857         227 142                   
                   Stores (Pty) Ltd                                             
P B Croucher       Company Secretary   10 714         64 281                    
                   - Lewis Group Ltd                                            
                   and Lewis Stores                                             
                   (Pty) Ltd                                                    
The requisite clearances have been obtained.                                    
Cape Town                                                                       
29 June 2005                                                                    
Sponsor                                                                         
UBS South Africa (Pty) Ltd                                                      
Date: 29/06/2005 03:34:08 PM Supplied by www.sharenet.co.za                     
Produced by the JSE SENS Department