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Allocation of MTN Group shares in accordance with the Performance Share Plan 2010

MTN Group Limited
(Incorporated in the Republic of South Africa)
Registration number 1994/009584/06
Share code: MTN
ISIN code: ZAE000042164
("MTN" or "the MTN Group")


ALLOCATION OF MTN GROUP         SHARES   IN   ACCORDANCE   WITH   THE
PERFORMANCE SHARE PLAN 2010

In accordance with paragraph 3.63 of the JSE Limited Listings
Requirements ("Listings Requirements"), shareholders are advised
that the following executive directors and the company secretary
of MTN Group and directors and company secretaries of major
subsidiaries were awarded shares in terms of the MTN's
performance share plan, the salient details of which are set out
below:

1.   Name of director                :RS Dabengwa
     Name of the company             :MTN
     Date of transaction             :28 December 2012
     Number of shares awarded        :94 600 shares, subject to
                                      performance conditions
     Class of security               :MTN ordinary shares of 0.01
                                      cents each
     Market price at which shares    :R178.02
     were awarded
     Total value of shares           :R16,836,926.76
     Vesting period                  :Three years from award date
     Nature of transaction           :Award of shares to employee
                                      in accordance with the MTN
                                      Performance Share Plan
     Nature of interest              :Direct beneficial
     Clearance                       :Yes

2.   Name of director                :NI Patel
     Name of the company             :MTN
     Date of transaction             :28 December 2012
     Number of shares awarded        :48 500 shares, subject to
                                      performance conditions
     Class of security               :MTN ordinary shares of 0.01
                                      cents each
     Market price at which shares   :R178.02
     were awarded
     Total value of shares          :R8,638,009.50
     Vesting period                 :Three years from award date
     Nature of transaction          :Award of shares to employee
                                     in accordance with MTN
                                     Performance Share Plan
     Nature of interest             :Direct beneficial
Clearance                      :Yes

3.   Name of company secretary      :SB Mtshali
     Name of the company            :MTN
     Date of transaction            :28 December 2012
     Number of shares awarded       :6 400 shares, subject to
                                     performance conditions
     Class of security              :MTN ordinary shares of 0.01
    cents each
     Market price at which shares   :R178.02
     were awarded
     Total value of shares          :R1,142,638.87
     Vesting period                 :Three years from award date
     Nature of transaction          :Award of shares to employee
                                     in accordance with MTN
     Nature of interest             :Direct beneficial
           Performance Share Plan
     Clearance                      :Yes

4.   Name of director               :PD Norman
     Name of the subsidiary         :Mobile Telephones Networks
     company                        (Pty) Ltd
     Date of transaction:           :28 December 2012
     Number of shares awarded       :30 600 shares, subject to
                                     performance conditions
     Class of security              :MTN ordinary shares of 0.01
                                     cents each
     Market price at which shares   :R178.02
     were awarded
     Total value of shares          :R5,450,402.51
     Vesting period                 :Three years from award date
     Nature of transaction          :Award of shares to employee
    in accordance with MTN
                                     Performance Share Plan
     Nature of interest             :Direct beneficial
     Clearance                      :Yes

6.   Name of director               :KW Pienaar
     Name of the subsidiary         :Mobile Telephones Networks
     company                        (Pty) Ltd
     Date of transaction            :28 December 2012
 Number of shares awarded       : 33 000 shares, subject to
                                     performance conditions
     Class of security              :MTN ordinary shares of 0.01
                                     cents each
     Market price at which shares   :R178.02
     were awarded
     Total value of shares          :R5,873,180.01
     Vesting period                 :Three years from award date
     Nature of transaction          :Award of shares to employee
                                     in accordance with MTN
                                     Performance Share Plan
     Nature of interest             :Direct beneficial
     Clearance                      :Yes

7.   Name of company secretary      :MML Mokoka
     Name of the subsidiary         :Mobile Telephones Networks
     company                        (Pty) Ltd
     Date of transaction            :28 December 2012
     Number of shares awarded       :5 800 shares, subject to
                                     performance conditions
     Class of security              :MTN ordinary shares of 0.01
                                     cents each
     Market price at which shares   :R178.02
     were awarded
     Total value of shares          :R1,037,520.00
     Vesting period                 :Three years from award date
     Nature of transaction          :Award of shares to employee
                                     in accordance with MTN
                                     Performance Share Plan
     Nature of interest             :Direct beneficial
     Clearance                      :Yes

9.   Name of director               :Z Bulbulia
     Name of the subsidiary         :Mobile Telephones Networks
     company                        (Pty) Ltd
     Date of transaction            :28 December 2012
     Number of shares awarded       :15 500 shares, subject to
                                     performance conditions
     Class of security              :MTN ordinary shares of 0.01
                                     cents each
     Market price at which shares   :R178.02
     were awarded
    Total value of shares          :R2,762,282.00
    Vesting period                 :Three years from award date
    Nature of transaction          :Award of shares to employee
                                    in accordance with MTN
                                    Performance Share Plan
    Nature of interest             :Direct beneficial
    Clearance                      :Yes

10. Name of director               :A Bing
    Name of the subsidiary         :MTN Nigeria Communications
    company                         Limited
    Date of transaction            :28 December 2012
    Number of shares awarded       :14 900 shares, subject to
     performance conditions
    Class of security              :MTN ordinary shares of 0.01
                                    cents each
    Market price at which shares   :R178.02
    were awarded
    Total value of shares          :R2,646,749.04
    Vesting period                 :Three years from award date
    Nature of transaction          :Award of shares to employee
              in accordance with MTN
                                    Performance Share Plan
    Nature of interest             :Direct beneficial
    Clearance                      :Yes

11. Name of director               :JA Desai
    Name of the subsidiary         :MTN Nigeria Communications
    company                         Limited
    Date of transaction            :28 December 2012
Number of shares awarded       :41 400 shares, subject to
                                    performance conditions
    Class of security              :MTN ordinary shares of 0.01
                                    cents each
    Market price at which shares   :R178.02
    were awarded
    Total value of shares          :R7,366,106.17
    Vesting period                 :Three years from award date
    Nature of transaction          :Award of shares to employee
                                    in accordance with MTN
                                    Performance Share Plan
    Nature of interest             :Direct beneficial
    Clearance                      :Yes

13. Name of director               :B Goschen
    Name of the subsidiary         :MTN Nigeria Communications
    company                         Limited
    Date of transaction            :28 December 2012
    Number of shares awarded       :26 500 shares, subject to
                                    performance conditions
    Class of security              :MTN ordinary shares of 0.01
                                    cents each
    Market price at which shares   :R178.02
    were awarded
    Total value of shares          :R4,711,794.99
    Vesting period                 :Three years from award date
    Nature of transaction          :Award of shares to employee
                                    in accordance with MTN
                                    Performance Share Plan
    Nature of interest             :Direct beneficial
    Clearance                      :Yes

In terms of the PSP Rules participants are not required to take
any action in order to accept this Award and will be deemed to
have accepted the PSP Award unless they advise MTN Group
Compensation and Benefits in writing, by completing and
delivering the Form of Non-Acceptance attached to the Award
Certificate by close of business on Monday, 31 December 2012.

MTN confirms that the shares to be used for allocation will be
purchased on the market in due course.


Fairland

31 December 2012

Sponsor

Deutsche Securities (SA) (Pty) Limited

Date: 31/12/2012 12:40:00 Produced by the JSE SENS Department. The SENS service is an information dissemination service administered by the JSE Limited ('JSE'). 
The JSE does not, whether expressly, tacitly or implicitly, represent, warrant or in any way guarantee the truth, accuracy or completeness of
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indirect, incidental or consequential loss or damage of any kind or nature, howsoever arising, from the use of SENS or the use of, or reliance on,
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