Directors:
A J Wright (Chairman), I D Cockerill
†
(Chief Executive Officer), K Ansah
#
, A Grigorian°, N J Holland
†
(Chief Financial Officer), J G
Hopwood,
G Marcus, J M McMahon
G Marcus, J M McMahon
†
, D M J Ncube, R L Pennant-Rea
†
, P J Ryan, T M G Sexwale, C I von Christierson
†
British,
#
Ghanaian,
°
Russian
Corporate Secretary:
C Farrel
Gold Fields Limited
Reg. 1968/004880/06
24 St Andrews Road
Parktown, 2193
Postnet Suite 252
Private Bag X30500
Houghton, 2041
South Africa
24 St Andrews Road
Parktown, 2193
Postnet Suite 252
Private Bag X30500
Houghton, 2041
South Africa
Tel +27 11 644-2400
Dir +27 11 644-2502
Fax +27 11 484-0590
Dir +27 11 644-2502
Fax +27 11 484-0590
www.goldfields.co.za
EXECUTIVE
Karl Hiller
Branch Chief
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549-7010
United States of America
12 June 2007
Branch Chief
United States Securities and Exchange Commission
Division of Corporation Finance
100 F Street, N.E.
Washington, D.C. 20549-7010
United States of America
12 June 2007
By EDGAR
Dear Mr. Hiller:
Dear Mr. Hiller:
Re: Gold Fields Limited
Form 20-F for the year ended June 30, 2006
Filed on November 24, 2006
File No. 001-31318
We refer to the comment letter (the “Comment Letter”) dated May 17, 2007 of the staff (“Staff”) of the
Division of Corporation Finance of the Securities and Exchange Commission (the “Commission”) on
the above referenced Form 20-F (the “2006 Form 20-F”) of Gold Fields Limited (“Gold Fields” or the
“Company”). We also refer to the response letter filed by the Company on June 8, 2007 in response
to comments 1, 3 and 4 of the Comment Letter. This letter is being filed to respond to comment 2 of
the Comment Letter. For your convenience, that comment is repeated below, prior to the response.
Management has discussed the content of this letter (the “Response Letter”) with its auditors.
Division of Corporation Finance of the Securities and Exchange Commission (the “Commission”) on
the above referenced Form 20-F (the “2006 Form 20-F”) of Gold Fields Limited (“Gold Fields” or the
“Company”). We also refer to the response letter filed by the Company on June 8, 2007 in response
to comments 1, 3 and 4 of the Comment Letter. This letter is being filed to respond to comment 2 of
the Comment Letter. For your convenience, that comment is repeated below, prior to the response.
Management has discussed the content of this letter (the “Response Letter”) with its auditors.
Results of Operations – Years Ended June 30, 2006 and 2005, page 145
Depreciation and Amortization, page 150
2.
We have read your response to prior comment 2, explaining that you changed your method of
calculating amortization to apply an amortization rate that will based on reserve estimates
prepared as of the end of the second quarter of the preceding fiscal year (December 31) to
production for the first nine months of the current fiscal year, and an amortization rate that will
be based on reserve estimates as of the end of the second quarter of the current fiscal year to
production for the last quarter of the current fiscal year. We understand that you previously
utilized a single amortization rate of the entire fiscal year, based on your reserve estimates as
of the end of the preceding fiscal year (June 30). You describe this change as having been
implemented in connection with your decision to no longer report mineral reserve information
that is current as of the end o f the fiscal year covered by your annual report on Form 20-F.
calculating amortization to apply an amortization rate that will based on reserve estimates
prepared as of the end of the second quarter of the preceding fiscal year (December 31) to
production for the first nine months of the current fiscal year, and an amortization rate that will
be based on reserve estimates as of the end of the second quarter of the current fiscal year to
production for the last quarter of the current fiscal year. We understand that you previously
utilized a single amortization rate of the entire fiscal year, based on your reserve estimates as
of the end of the preceding fiscal year (June 30). You describe this change as having been
implemented in connection with your decision to no longer report mineral reserve information
that is current as of the end o f the fiscal year covered by your annual report on Form 20-F.
Amortization Policy
While we understand that you may have established conventions which facilitate the process of
calculating periodic units-of-production amortization, under U.S. GAAP you need to update the
calculating periodic units-of-production amortization, under U.S. GAAP you need to update the
2
reserve estimates utilized in your formulas to reflect material information arising during the
period, of which you become aware, including significant changes in your reserves, such as
those resulting from acquisitions, dispositions or discoveries; and material changes in the
assumptions underlying your reserve estimates, such as changes in your mine plan, actual
yields that are inconsistent with prior assumptions, or changes in commodity prices or
production costs, as indicated in the guidance on estimates in APB 20 and SFAS 154. You
would also need to update your reserve information as of your current fiscal year-end to
appropriately conduct impairment testing, following the guidance in paragraphs 16 through 21
of SFAS 144.
period, of which you become aware, including significant changes in your reserves, such as
those resulting from acquisitions, dispositions or discoveries; and material changes in the
assumptions underlying your reserve estimates, such as changes in your mine plan, actual
yields that are inconsistent with prior assumptions, or changes in commodity prices or
production costs, as indicated in the guidance on estimates in APB 20 and SFAS 154. You
would also need to update your reserve information as of your current fiscal year-end to
appropriately conduct impairment testing, following the guidance in paragraphs 16 through 21
of SFAS 144.
Please implement procedures for monitoring changes in these and other factors underlying
your reserve estimates; assessing the implications of such changes on your reserve estimates,
amortization computations and views on recoverability; and adjusting your amortization
formulas and property account balances as necessary to take into account all changes having
material effects in the period that such changes occur and in which you become aware of the
information. Please submit an analysis showing haw the amortization expense you recorded
each period would need to change to properly reflect material revisions in reserves and the
related assumptions based on new information arising during the period, in advance of your
scheduled reserve updates. Similarly, advise us of your views on asset recoverability, after
taking into consideration all information that was known about your reserves on the bal ance
sheet dates. Additionally, expand your accounting policy disclosure to discuss the procedures
you implement.
your reserve estimates; assessing the implications of such changes on your reserve estimates,
amortization computations and views on recoverability; and adjusting your amortization
formulas and property account balances as necessary to take into account all changes having
material effects in the period that such changes occur and in which you become aware of the
information. Please submit an analysis showing haw the amortization expense you recorded
each period would need to change to properly reflect material revisions in reserves and the
related assumptions based on new information arising during the period, in advance of your
scheduled reserve updates. Similarly, advise us of your views on asset recoverability, after
taking into consideration all information that was known about your reserves on the bal ance
sheet dates. Additionally, expand your accounting policy disclosure to discuss the procedures
you implement.
Mineral Reserves
With regard to your preference for reporting non-current information about reserves in the Form
20-F, we ask that you read the guidance in General Instruction C(b), stating that “Unless an
item directs you to provide information as of a specific date or for a specific period, …give the
information in an annual report as of the latest practicable date.” In addition, you may find the
following guidance within Industry Guide 7, applicable by way of the Instruction to Item 4 of
Form 20-F, helpful in understanding the reporting requirement for reserve information:
20-F, we ask that you read the guidance in General Instruction C(b), stating that “Unless an
item directs you to provide information as of a specific date or for a specific period, …give the
information in an annual report as of the latest practicable date.” In addition, you may find the
following guidance within Industry Guide 7, applicable by way of the Instruction to Item 4 of
Form 20-F, helpful in understanding the reporting requirement for reserve information:
Paragraph (b)(4)(i) of Industry Guide 7 requires a “…description of the present condition
of the property, the work completed by the registrant on the property, the registrant’s
proposed program of exploration and development, and the current state of exploration
and/or development of the property.”
of the property, the work completed by the registrant on the property, the registrant’s
proposed program of exploration and development, and the current state of exploration
and/or development of the property.”
Paragraph (b)(5) of Industry Guide 7 requires a description of the “…existing or
potential economic significance on the property, including the identity of the principal
metallic or other constituents insofar as known,” also stating that if reserves have been
established, disclose “…the estimated tonnages and grades (or quality, where
appropriate) of such classes of reserves....”
potential economic significance on the property, including the identity of the principal
metallic or other constituents insofar as known,” also stating that if reserves have been
established, disclose “…the estimated tonnages and grades (or quality, where
appropriate) of such classes of reserves....”
Please also read Instruction 1(a) to Item 4.D of Form 20-F, requiring disclosure of “…material
information about production, reserves, locations, developments and the nature of interest. If
individual properties are of major significance to you, provide more detailed information about
those properties....”
information about production, reserves, locations, developments and the nature of interest. If
individual properties are of major significance to you, provide more detailed information about
those properties....”
We do not believe that General Instruction C(b), or the Industry Guide 7 references to “present”
condition and “existing” economic significance accommodate a practice of not disclosing
condition and “existing” economic significance accommodate a practice of not disclosing
3
information that is current as of the end of the period covered by your report; and we do not see
support for a view that reserves as of the end of the period, and changes in reserves during the
period, would not constitute material information requiring disclosure pursuant to Item 4.D.
Given the interrelatedness of accounting and mineral reserve measurements necessary to
comply with U.S. GAAP, coupled with the specific disclosure requirements cited above, we
again ask that you amend your filing to update your reserve information through June 30, 2006,
the end of your fiscal year.
support for a view that reserves as of the end of the period, and changes in reserves during the
period, would not constitute material information requiring disclosure pursuant to Item 4.D.
Given the interrelatedness of accounting and mineral reserve measurements necessary to
comply with U.S. GAAP, coupled with the specific disclosure requirements cited above, we
again ask that you amend your filing to update your reserve information through June 30, 2006,
the end of your fiscal year.
Response
Amortization Policy
The Company acknowledges the Staff’s guidance and wishes to confirm that, in calculating
depreciation, depletion and amortization for the periods presented, the Company already
followed the approach suggested by the SEC by monitoring and assessing the implications of
significant changes in the Company’s reserves that it became aware of during the relevant
period, such as those resulting from acquisitions, dispositions or discoveries; and material
changes in the assumptions underlying its reserve estimates, such as changes in mine plans,
actual yields that are inconsistent with prior assumptions, or changes in commodity prices or
production costs, as indicated in the guidance on estimates in APB 20 and SFAS 154. This is
particularly relevant at the Company’s shorter-lived mines, such as those in Australia, where the
Company’s depreciation, depletion and amortization calcu lations are adjusted half-yearly
particularly where there is a material change between the actual mine performance relative to
the latest reserve estimates or where a mine is approaching end of mine life. At the Company’s
longer-lived, South African operations, material changes have generally been limited, as
discussed further below in response to the Staff’s comments on “Mineral Reserves”. The
Company also confirms that whenever there is a material change in the reserve estimate as of
a fiscal year end, it updates its reserve information as of that fiscal year-end in order to
appropriately conduct impairment testing, following the guidance in paragraphs 16 to 21 of
SFAS 144.
depreciation, depletion and amortization for the periods presented, the Company already
followed the approach suggested by the SEC by monitoring and assessing the implications of
significant changes in the Company’s reserves that it became aware of during the relevant
period, such as those resulting from acquisitions, dispositions or discoveries; and material
changes in the assumptions underlying its reserve estimates, such as changes in mine plans,
actual yields that are inconsistent with prior assumptions, or changes in commodity prices or
production costs, as indicated in the guidance on estimates in APB 20 and SFAS 154. This is
particularly relevant at the Company’s shorter-lived mines, such as those in Australia, where the
Company’s depreciation, depletion and amortization calcu lations are adjusted half-yearly
particularly where there is a material change between the actual mine performance relative to
the latest reserve estimates or where a mine is approaching end of mine life. At the Company’s
longer-lived, South African operations, material changes have generally been limited, as
discussed further below in response to the Staff’s comments on “Mineral Reserves”. The
Company also confirms that whenever there is a material change in the reserve estimate as of
a fiscal year end, it updates its reserve information as of that fiscal year-end in order to
appropriately conduct impairment testing, following the guidance in paragraphs 16 to 21 of
SFAS 144.
The Company proposes to clarify its accounting policy for the calculation of depreciation and
amortization of mining assets by adding the following text:
amortization of mining assets by adding the following text:
“In calculating amortization and depreciation, account is taken of any major changes in the
proven and probable reserves between formal reserve estimations resulting from acquisitions,
dispositions or discoveries or changes in assumptions that have a material impact on the
reserves that the Company becomes aware of. Such changes are accounted for on a
prospective basis.
proven and probable reserves between formal reserve estimations resulting from acquisitions,
dispositions or discoveries or changes in assumptions that have a material impact on the
reserves that the Company becomes aware of. Such changes are accounted for on a
prospective basis.
Mineral Reserves
The Company’s financial year-end was and remains June 30. The process as outlined below
explains how the Company’s mineral reserves have been historically declared in its Annual
Reports on Form 20-F (“Forms 20-F”), and outlines the proposed declaration dates going
forward. The Company notes that the 2006 Form 20-F was the first one for which its mineral
reserve declaration was not made on the same date as its financial year-end. As part of what
the Company believes to be an overall high-quality corporate control process, the Company
regularly commissions independent mineral reserve audits of all of its producing and developing
operations.
explains how the Company’s mineral reserves have been historically declared in its Annual
Reports on Form 20-F (“Forms 20-F”), and outlines the proposed declaration dates going
forward. The Company notes that the 2006 Form 20-F was the first one for which its mineral
reserve declaration was not made on the same date as its financial year-end. As part of what
the Company believes to be an overall high-quality corporate control process, the Company
regularly commissions independent mineral reserve audits of all of its producing and developing
operations.
4
Prior to the year ended June 30, 2005 (“FY2005”)
Prior to FY2005 Gold Fields followed a comparatively onerous reporting regimen that involved
three key phases:
three key phases:
First, a strategic plan (“SP1”) was prepared in October/November to model, test and rank a
number of potential production plan scenarios;
number of potential production plan scenarios;
Secondly, a detailed two-year operations plan (“OP”) was then prepared by the mining
operations’ management teams and the mineral resource management department during
February/March in the following year based on findings of the SP1; and
operations’ management teams and the mineral resource management department during
February/March in the following year based on findings of the SP1; and
Finally, a second strategic plan (“SP2”) was prepared during April/May, which provided the final
technical and economic basis for the annual mineral reserve estimate as at June 30.
technical and economic basis for the annual mineral reserve estimate as at June 30.
The SP2 comprised the life of mine production plan (“LoM”) and associated economic/financial
model per mining asset, and was underpinned by the generation of a comprehensive
Competent Person’s Report (“CPR”) detailing the techno-economic inputs and processes
inherent to the declaration. The estimated mineral reserve as at June 30 was audited by the
Company’s Corporate Mineral Resource Management team, and was consolidated and
presented to the Company’s Executive team, followed by the Board of Directors for final
approval during August. The timing of the approval process in accordance with the Company’s
decision framework policy resulted in the final mineral reserve numbers only being available to
the Gold Fields financial department at least two months after the closure of that year’s financial
year-end and thus into the n ew financial year. Consequently, the financial year-end amortization
and impairment calculations were conducted using the previous financial year’s mineral reserve
figures. However, these figures were adjusted during the year for any significant changes
noted, either through the process steps described in phases 1 to 3 above, or from operational
data received directly from the mine operations meetings held on a monthly basis throughout
the year. In this respect, the Company wishes to advise the Staff that its longer-life South
African operations (with a typical life of mine of between 13 and 35 years) are less sensitive to
short-term changes than its shorter-life operations, such as those in Australia (with a typical life
of mine of between 2 and 5 years). At these shorter life operations the Company updates its
reserve estimations and depreciation, depletion and amortization calculations more frequently.
model per mining asset, and was underpinned by the generation of a comprehensive
Competent Person’s Report (“CPR”) detailing the techno-economic inputs and processes
inherent to the declaration. The estimated mineral reserve as at June 30 was audited by the
Company’s Corporate Mineral Resource Management team, and was consolidated and
presented to the Company’s Executive team, followed by the Board of Directors for final
approval during August. The timing of the approval process in accordance with the Company’s
decision framework policy resulted in the final mineral reserve numbers only being available to
the Gold Fields financial department at least two months after the closure of that year’s financial
year-end and thus into the n ew financial year. Consequently, the financial year-end amortization
and impairment calculations were conducted using the previous financial year’s mineral reserve
figures. However, these figures were adjusted during the year for any significant changes
noted, either through the process steps described in phases 1 to 3 above, or from operational
data received directly from the mine operations meetings held on a monthly basis throughout
the year. In this respect, the Company wishes to advise the Staff that its longer-life South
African operations (with a typical life of mine of between 13 and 35 years) are less sensitive to
short-term changes than its shorter-life operations, such as those in Australia (with a typical life
of mine of between 2 and 5 years). At these shorter life operations the Company updates its
reserve estimations and depreciation, depletion and amortization calculations more frequently.
Process from FY2005 onward
Operationally, the Company undertook a review of the pre-FY2005 strategic and business
planning process in calendar 2005, and the conclusion was that operationally, a revision was
clearly warranted to reduce what was effectively a duplication of the Strategic/LoM planning
process either side of the operations plan, as well as to rectify the delayed availability of the
mineral reserves post the financial year-end date.
planning process in calendar 2005, and the conclusion was that operationally, a revision was
clearly warranted to reduce what was effectively a duplication of the Strategic/LoM planning
process either side of the operations plan, as well as to rectify the delayed availability of the
mineral reserves post the financial year-end date.
In order to remedy this duplication, for the first time, Gold Fields reported its Mineral Reserves
as at 31 December 2005, only six months after the prior declaration, to provide for only one
strategic LoM plan that logically leads into the operations plan; the first two years of the
strategic LoM plan are typically closely aligned to the two-year operations plan. The financial
year-end amortization and impairment calculations for the year ended June 30, 2006
(“FY2006”) were conducted using the approved mineral reserves from June 30, 2005 for the
first nine months of the financial year (i.e., through March 31, 2006) and the approved mineral
reserves from December 31, 2005 adjusted for three months depletion to April 1, 2006 for the
as at 31 December 2005, only six months after the prior declaration, to provide for only one
strategic LoM plan that logically leads into the operations plan; the first two years of the
strategic LoM plan are typically closely aligned to the two-year operations plan. The financial
year-end amortization and impairment calculations for the year ended June 30, 2006
(“FY2006”) were conducted using the approved mineral reserves from June 30, 2005 for the
first nine months of the financial year (i.e., through March 31, 2006) and the approved mineral
reserves from December 31, 2005 adjusted for three months depletion to April 1, 2006 for the
5
last three months of the financial year. Consistent with prior years, any material issues arising
during the final 3-month period or during the previous 9-month period were taken cognizance of
in calculating depreciation, depletion and amortisation. This same process is currently being
followed for the financial year-end amortization calculations to be made for the year ending
June 30, 2007 (“FY2007”).
during the final 3-month period or during the previous 9-month period were taken cognizance of
in calculating depreciation, depletion and amortisation. This same process is currently being
followed for the financial year-end amortization calculations to be made for the year ending
June 30, 2007 (“FY2007”).
As outlined during the conference call with the Staff on the May 29, 2007, the Company views
this operational reporting process as representing a significant improvement to the relevance,
transparency and materiality of its reporting of its mineral reserve figures as well as aligning
financial reporting at fiscal year-end to the most recent mineral reserve statement.
this operational reporting process as representing a significant improvement to the relevance,
transparency and materiality of its reporting of its mineral reserve figures as well as aligning
financial reporting at fiscal year-end to the most recent mineral reserve statement.
Recognition of the Staff’s requirements and the way forward from the financial year ending June
30, 2008 (“FY2008”)
30, 2008 (“FY2008”)
The Company, however, fully recognizes the Staff’s point of view and fully appreciates the
preference for maintaining industry standard procedures. The Company is therefore proposing
to revert back to financial year-end aligned reserve declarations for FY2008 onwards. In
addition to this proposed change, the Company proposes the following to address the non-
alignment of the mineral reserve declaration and the financial year-end for FY2006 and
FY2007:
preference for maintaining industry standard procedures. The Company is therefore proposing
to revert back to financial year-end aligned reserve declarations for FY2008 onwards. In
addition to this proposed change, the Company proposes the following to address the non-
alignment of the mineral reserve declaration and the financial year-end for FY2006 and
FY2007:
The Company will amend its FY2006 Form 20-F to provide a relevant mineral reserve
statement as at June 30, 2006, which will be in alignment with the FY2006 year-end. This
statement will be sourced from the CPR generated by Snowden Mining Industry Consultants in
connection with Gold Fields’ recent acquisition of Western Areas Limited. This comprehensive
techno-economic review of the Company and statement of its compliant mineral reserves as at
June 30, 2006 was derived by applying mined depletion to the December 31, 2005 figures and
taking cognizance of any material changes to technical and financial input parameters. The
Company will also revise its description of the methodology applied for calculating its mineral
reserves to explain the foregoing approach.
statement as at June 30, 2006, which will be in alignment with the FY2006 year-end. This
statement will be sourced from the CPR generated by Snowden Mining Industry Consultants in
connection with Gold Fields’ recent acquisition of Western Areas Limited. This comprehensive
techno-economic review of the Company and statement of its compliant mineral reserves as at
June 30, 2006 was derived by applying mined depletion to the December 31, 2005 figures and
taking cognizance of any material changes to technical and financial input parameters. The
Company will also revise its description of the methodology applied for calculating its mineral
reserves to explain the foregoing approach.
For the FY2007 Form 20-F, the Company will provide for a relevant mineral reserve statement
as at June 30, 2007. The December 31, 2006 statement will be referenced and, where
warranted, account will be taken of all material changes to technical and economic factors,
including mined depletion to June 2007. Again, the description of the methodology applied for
calculating mineral reserves will explain the approach used.
as at June 30, 2007. The December 31, 2006 statement will be referenced and, where
warranted, account will be taken of all material changes to technical and economic factors,
including mined depletion to June 2007. Again, the description of the methodology applied for
calculating mineral reserves will explain the approach used.
The Company, however, would like to advise the Staff of the status of the South Deep mining
operation in South Africa which was acquired by Gold Fields in January 2007.
operation in South Africa which was acquired by Gold Fields in January 2007.
South Deep is a very large, complex and long life operation that the Company must subject to a
comprehensive review using embedded Company processes and protocols before an updated
mineral reserve can be established. Until the review is complete, the Company notes that it is
reporting the acquisition mineral reserve figures as generated by the operation’s previous
owners. An independent review panel (“IRP”) provided advice and assistance to South Deep’s
prior owners during the preparation of the reserve statement for the 2005 calendar year-end
regulatory disclosure by South Deep’s prior owners. The IRP considered this 2005 statement
to be compliant with the SAMREC Code and the South Deep reserves, reported by the
Company as at 31 December 2006, reflect minor modifications to the IRP statement relating to
changes to the layout of the mine and min ed depletion.
comprehensive review using embedded Company processes and protocols before an updated
mineral reserve can be established. Until the review is complete, the Company notes that it is
reporting the acquisition mineral reserve figures as generated by the operation’s previous
owners. An independent review panel (“IRP”) provided advice and assistance to South Deep’s
prior owners during the preparation of the reserve statement for the 2005 calendar year-end
regulatory disclosure by South Deep’s prior owners. The IRP considered this 2005 statement
to be compliant with the SAMREC Code and the South Deep reserves, reported by the
Company as at 31 December 2006, reflect minor modifications to the IRP statement relating to
changes to the layout of the mine and min ed depletion.
6
The Company will endeavor to complete its own internal reserving process for South Deep as
soon as is practically possible. Once the process is completed, Gold Fields will include the
updated reserve statement for the South Deep operation under Gold Fields management. In
respect of South Deep, Gold Fields expects that its June 30, 2007 reserve statement will
therefore reflect only an adjustment for mined depletion for the six months from December 31,
2006 to June 30, 2007.
soon as is practically possible. Once the process is completed, Gold Fields will include the
updated reserve statement for the South Deep operation under Gold Fields management. In
respect of South Deep, Gold Fields expects that its June 30, 2007 reserve statement will
therefore reflect only an adjustment for mined depletion for the six months from December 31,
2006 to June 30, 2007.
Going forward, starting with the FY2008 financial year-end and the associated Form 20-F, the
Company will re-align its mineral reserve declaration date to that of the financial year-end
(presently June 30). Starting in FY2008, the strategic LoM will reflect the reserve position as
from the beginning of the new financial year.
Company will re-align its mineral reserve declaration date to that of the financial year-end
(presently June 30). Starting in FY2008, the strategic LoM will reflect the reserve position as
from the beginning of the new financial year.
Supplemental information
Pursuant to a request from the Staff, Gold Fields hereby acknowledges (i) it is responsible for the
adequacy and accuracy of the disclosures in the filing, (ii) Staff comments or changes to disclosure in
response to Staff comments do not foreclose the Commission from taking any action with respect to
the filing and (iii) it may not assert Staff comments as a defense in any proceeding initiated by the
Commission or any person under the federal securities laws of the United States.
adequacy and accuracy of the disclosures in the filing, (ii) Staff comments or changes to disclosure in
response to Staff comments do not foreclose the Commission from taking any action with respect to
the filing and (iii) it may not assert Staff comments as a defense in any proceeding initiated by the
Commission or any person under the federal securities laws of the United States.
* * * * *
Should you or the Staff have any questions or require any additional information, please contact the
undersigned at +27 11 644 2502 or via e-mail at nholland@goldfields.co.za.
undersigned at +27 11 644 2502 or via e-mail at nholland@goldfields.co.za.
Yours sincerely,
/s/ Nicholas Holland
Nicholas J. Holland
Chief Financial Officer
Nicholas J. Holland
Chief Financial Officer
Gold Fields Limited
cc:
Lily Dang, Securities and Exchange Commission
Jenifer Gallagher, Securities and Exchange Commission
Ken Schuler, Securities and Exchange Commission
Michael Fleischer, Gold Fields Limited
Paul Schmidt, Gold Fields Limited
Jennifer Schneck, Linklaters
Ken Schuler, Securities and Exchange Commission
Michael Fleischer, Gold Fields Limited
Paul Schmidt, Gold Fields Limited
Jennifer Schneck, Linklaters