Director/PDMR Shareholding

Pan African Resources PLC (Incorporated and registered in England and Wales under Companies Act 1985 with registered number 3937466 on 25 February 2000) AIM Code: PAF JSE Code: PAN ISIN: GB0004300496 ISIN for Nil Paid Rights: GB00B85FJG40 (JSE Code: PANN) ISIN for Fully Paid Rights: GB00B8RCBP62 ("Pan African" or "Company")

DEALINGS IN SECURITIES BY DIRECTORS OF PAN AFRICAN ("DIRECTORS")AND THEIR ASSOCIATES

In compliance with the JSE Limited ("JSE") Listings Requirements,the following dealings by Directors and associates of Directors with respectto new ordinary shares ("New Shares") to be issued by the Company pursuant toa rights offer ("Rights Offer"). Details of the Rights Offer were provided inthe announcements dated 7 November, 23 November and 3 December and theprospectus (as required by the U.K. Prospectus Rules) and pre-listingstatement (as envisaged in the JSE Listings Requirements) of the Companyprepared in respect of the Rights Offer, which was published on 3 December2012 ("Document"). In terms of the salient dates and times set out in theDocument, Pan African shareholders' accounts have been updated with rightspursuant to the Rights Offer. Accordingly, Directors which hold shares in PanAfrican received rights and have resolved what action they shall take withrespect to such rights, details of which are provided below:

Name of director: J A J LootsDesignation: Non-executive DirectorDate of transaction: Election to be executed on the closing date of the Rights Offer being 11 January 2013Nature of transaction: Subscription for New SharesClass of security: Ordinary sharesNumber of securities: 16 575Subscription price per security: R1.90Total value of transaction: R31 492.50

Confirmation of on market or off market: On marketNature of director`s interest:

Direct beneficial Name of director: J P NelsonDesignation: Chief Executive OfficerDate of transaction: Election to be executed on the closing date of the Rights Offer being 11 January 2013Nature of transaction: Subscription for New SharesClass of security: Ordinary SharesNumber of securities subscribed for: 13 157Subscription price per security: R1.90Total value of transaction: R24 998.30

Confirmation of on market or off market: On marketNature of director`s interest:

Direct beneficial

Mr R G Still has extended an offer to the Company in terms of whichhe may be required to subscribe for New Shares in the amount of R29 717 500(equivalent to 15 640 789 New Shares). Fulfilment of this commitment may beimplemented through the application for excess New Shares which may result inhim acquiring further New Shares than disclosed below; however, such amountmay only be determined subsequent to the closing date of the Rights Offer. Inthe event that Mr R G Still, or his associates, acquire New Shares in additionto those disclosed below, a further announcement will be published.

Name of director: R G StillDesignation: Non-executive DirectorDate of transaction: Election to be executed on the closing date of the Rights Offer being 11 January 2013Nature of transaction: Subscription for New SharesClass of security: Ordinary sharesNumber of securities: 510 000Subscription price per security: R1.90Total value of transaction: R969 000.00

Confirmation of on market or off market: On marketNature of director`s interest:

Direct beneficial Name of director: R G StillDesignation: Non-executive DirectorName of Associate: The Alexandra Family TrustRelationship with director: Trust in which R Still holds a beneficial interestDate of transaction: Election to be executed on the closing date of the Rights Offer being 11 January 2013Nature of transaction: Subscription for New SharesClass of security: Ordinary sharesNumber of securities: 3 169 880Subscription price per security: R1.90Total value of transaction: R6 022 772.00

Confirmation of on market or off market: On marketNature of director`s interest:

Indirect beneficial Name of director: R G StillDesignation: Non-executive DirectorName of Associate: The Alexandra Family TrustRelationship with director: Trust in which R Still holds a beneficial interestDate of transaction: Election to be executed on the closing date of the Rights Offer being 11 January 2013Nature of transaction: Application for excess New SharesClass of security: Ordinary sharesNumber of securities: 1 125 859Subscription price per security: R1.90Total value of transaction: R2 139 132.10

Confirmation of on market or off market: On marketNature of director`s interest:

Indirect beneficial Name of director: R G StillDesignation: Non-executive DirectorName of Associate: Pangea Exploration (Pty) LtdRelationship with director: Company in which R Still holds a beneficial interestDate of transaction: Election to be executed on the closing date of the Rights Offer being 11 January 2013Nature of transaction: Subscription for New SharesClass of security: Ordinary sharesNumber of securities: 457 418Subscription price per security: R1.90Total value of transaction: R869 094.20

Confirmation of on market or off market: On marketNature of director`s interest:

Indirect beneficial

In compliance with paragraph 3.66 of the JSE Listings Requirements,prior clearance to deal in the above securities was obtained in accordancewith the Company's trading policy.

28 December 2012SponsorOne Capital