Massmart - Update On Black Economic Empowerment Scheme

Massmart - Update On Black Economic Empowerment Scheme                          
Massmart Holdings Limited                                                       
(Incorporated in the Republic of South Africa)                                  
(Registration number 1940/014066/06)                                            
(Share code: MSM)                                                               
(ISIN: ZAE000029534)                                                            
("Massmart" or "the Company")                                                   
UPDATE ON BLACK ECONOMIC EMPOWERMENT SCHEME                                     
The proposed Massmart Black Economic Empowerment Scheme ("the BEE Scheme")      
announced on 16 May 2006 made provision for the participation in the BEE Scheme 
by current and future previously disadvantaged non-executive directors amounting
to 0.5% (pre-dilution) of the issued shares of the Company.                     
In response to shareholder concerns, expressed subsequently, that issuing       
options, or equity instruments similar to options, to non-executive directors   
renders them no longer independent as defined by good corporate governance      
practice, Massmart"s previously disadvantaged non-executive directors have      
elected to forego their participation in the BEE Scheme in favour of Massmart"s 
general staff. The Massmart general staff participation will therefore increase 
from 8.5% to 9.0% (pre-dilution) of the Company"s issued shares.  This change   
will have a negligible effect on the economic cost of the BEE Scheme, as        
calculated in terms of IFRS 2 - Share-based Payments.                           
The Massmart Board will continue to investigate alternative means of            
facilitating share-based ownership for current and future previously            
disadvantaged non-executive directors, and will seek the requisite shareholder  
approval for any such proposal in due course.                                   
The circular providing full details on the BEE Scheme, including a notice of    
general meeting, will be posted to Massmart shareholders on or about 14 June    
2006.  Other than this and the change in the date of posting, there is no change
in the salient terms, dates or times as detailed in the announcement of 16 May  
2006.                                                                           
Johannesburg                                                                    
1 June 2006                                                                     
Sponsor                                                                         
Deutsche Securities (SA) (Pty) Ltd                                              
Merchant bank                                                                   
Rand Merchant Bank (A division of FirstRand Bank Limited)                       
Date: 01/06/2006 04:43:35 PM Supplied by www.sharenet.co.za                     
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