SC 14D9/A

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 14D-9

(Rule 14d-101)

SOLICITATION/RECOMMENDATION STATEMENT UNDER SECTION 14(d)(4)

OF THE SECURITIES EXCHANGE ACT OF 1934

(Amendment No. 27)

GOLD FIELDS LIMITED

(Name of Subject Company)

GOLD FIELDS LIMITED

(Name of Person(s) Filing Statement)

Ordinary Shares of nominal value Rand 0.50 each

American Depositary Shares, each representing one Ordinary Share

(Title of Class of Securities)

ZAE000018123 (Ordinary Shares)

38059T106 (American Depositary Shares)

(CUSIP Number of Class of Securities)

Cain Farell

24 St. Andrews Road

Parktown, 2193

South Africa

011-27-11-644-2400

(Name, Address, and Telephone Number of Person

Authorized to Receive Notices and Communications

On Behalf of the Person(s) Filing Statement)

Copy to:

Jennifer M. Schneck
Linklaters
One Silk Street
London EC2Y 8HQ
England
011-44-20-7456-2000 Scott V. Simpson
Ann Beth Bejgrowicz
Skadden, Arps, State, Meagher & Flom (UK) LLP
40 Bank Street, Canary Wharf
London E14 5DS
England
011-44-20-7519-7000

o  Check the box if the filing relates solely to preliminary communications made before the commencement of a tender offer.

This Amendment No. 27 (“Amendment No. 27”) amends and supplements the Schedule 14D-9 (the “Schedule 14D-9”), as amended, initially filed by Gold Fields with the Securities and Exchange Commission (the “SEC”) on December 7, 2004 relating to the Subsequent Offer. Except as otherwise defined herein, capitalized terms shall have the meaning given to them in the Schedule 14D-9.

     This Amendment No. 27 amends and supplements Item 8 as follows:

ITEM 8.     ADDITIONAL INFORMATION TO BE FURNISHED

Shareholder Communications

On May 20, 2005, Gold Fields issued a press release announcing the decision by the High Court of South Africa that, inter alia: (i) Harmony’s South African Offer lapsed on December 18, 2004; (ii) Harmony’s South African Offer was not capable of being revised or reinstated after lapsing and may not currently be revised or reinstated; and (iii) Harmony may not make any further offer for Gold Fields’ Shares for a period of 12 months after December 18, 2004. the High Court also ordered that the South African Securities Regulation Panel and Harmony pay the costs of the application. A copy of this press release has been filed herewith as Exhibit 99.(a)(51) and is hereby incorporated herein by this reference.

On May 20, 2005, Gold Fields issued a press release announcing that Harmony's Subsequent Offer has ended. A copy of the press release has been filed herewith as Exhibit 99.(a)(52) and is hereby incorporated herein by this reference.

      This Amendment No. 27 amends and restates Item 9 as follows:

ITEM 9.     EXHIBITS

Exhibit			Description
	99	.(a)(1)*	Covenants Agreement between Gold Fields Limited, Mvelaphanda Resources Limited, Lexshell 579 Investments (Proprietary) Limited and Newshelf 706 Limited, dated November 26, 2003
	99	.(a)(2)*	Subscription and Share Exchange Agreement amongst Lexshell 579 Investments (Proprietary) Limited, GFL Mining South Africa Limited and Gold Fields Limited, dated December 11, 2003
	99	.(a)(3)*	GFI-SA Loan Agreement amongst Lexshell 579 Investments (Proprietary) Limited, First Rand Bank Limited, GFI Mining South Africa Limited, Gold Fields Limited, Gold Fields Australia Pty Limited and Gold Fields Guernsey Limited, dated December 11, 2003
	99	.(a)(4)+	Application to the Competition Tribunal of South Africa, including a Notice of Motion and Founding Affidavit, dated October 26, 2004
	99	.(a)(5)+	Application to the High Court of South Africa, dated October 28, 2004
	99	.(a)(6)+	Letter from the South African Securities Regulation Panel, dated November 3, 2004
	99	.(a)(7)++	Complaint filed in the United States District Court for the Southern District of New York against Harmony in connection with Harmony’s two-step offer for Gold Fields Shares, dated November 5, 2004
	99	.(a)(8)++	Press release announcing the commencement of litigation against Harmony in the United States District Court for the Southern District of New York, dated November 5, 2004
	99	.(a)(9)+++	Gold Fields press release announcing a ruling by the South African Securities Regulation Panel, dated November 8, 2004
	99	.(a)(10)**	Announcement issued by the South African Securities Regulation Panel, dated November 9, 2004
	99	.(a)(11)***	Judgment by the High Court of South Africa, dated November 11, 2004
	99	.(a)(12)***	Amended Complaint filed in the United States District Court for the Southern District of New York, dated November 12, 2004
	99	.(a)(13)+	Findings by the Competition Tribunal of South Africa, dated November 18, 2004
	99	.(a)(14)††	Gold Fields’ Notice of Appeal filed in the Competition Appeal Court of South Africa, dated November 19, 2004
	99	.(a)(15)±	Decision and Order of United States District Court for the Southern District of New York, dated November 23, 2004
	99	.(a)(16)§	Order by the Competition Appeal Court of South Africa, dated November 26, 2004
	99	.(a)(17)§	Rulings of the Appeal Tribunal of the South African Securities Regulation Panel, dated November 29, 2004
	99	.(a)(18)§	Order of the Constitutional Court of South Africa, dated December 1, 2004
	99	.(a)(19)#	Press release announcing that the proposed reverse takeover of IAMGold Corporation will not be completed, dated December 7, 2004
	99	.(a)(20)#	Press release rejecting suggestions made in the media by Harmony, dated December 9, 2004
	99	.(a)(21)#	Press release expressing concern over Harmony’s delay in producing its Reserves Statement, dated December 10, 2004
	99	.(a)(22)#	Advertisement regarding Harmony’s delay in delivering its Reserves Statement, dated December 10, 2004
	99	.(a)(23)#	Market and share performance data available on Gold Fields’ website
	99	.(a)(24)#	Advertisement regarding Harmony’s delay in delivering its Reserves Statement, dated December 12, 2004
	99	.(a)(25)#	Gold Fields’ announcement regarding preliminary discussions relating to the Offer, dated December 20, 2004
	99	.(a)(26)#	Letter from Ian Cockerill to Gold Fields employees, dated December 21, 2004
	99	.(a)(27)#	Press release reiterating the Gold Fields Board’s position that Harmony’s offer should be abandoned, dated January 11, 2005
	99	.(a)(28)#	Gold Fields’ advertisement relating to the Harmony offer and the prospective competent persons report on Harmony’s gold reserves, dated January 24, 2005
	99	.(a)(29)#	Press release regarding Harmony’s extension of the Offer and waiver of its 50% minimum acceptance condition, dated January 28, 2005
	99	.(a)(30)#	Announcement of its second quarter 2005 financial results, dated January 31, 2005
	99	.(a)(31)#	Presentation regarding its second quarter 2005 financial results, dated January 31, 2005
	99	.(a)(32)#	Transcript of presentation given by Gold Fields regarding its second quarter 2005 financial results, dated January 31, 2005
	99	.(a)(33)#	Transcript of conference call held by Gold Fields regarding its second quarter 2005 financial results, dated January 31, 2005
	99	.(a)(34)#	Press release regarding the recommendation of the Competition Commission of South Africa, dated February 11, 2005
	99	.(a)(35)#	Advertisement relating to Harmony’s offer and the prospective competent persons report on Harmony’s gold reserves, dated February 14, 2005
	99	.(a)(36)#	Letter from Gold Fields to the holders of its Shares, dated February 18, 2005
	99	.(a)(37)#	Document from Gold Fields comparing the performance of Harmony and Gold Fields, dated February 18, 2005
	99	.(a)(38)#	Advertisement relating to Harmony’s offer and the prospective competent persons report on Harmony’s gold reserves, dated February 28, 2005
	99	.(a)(39)#	Advertisement relating to Harmony’s offer and the prospective competent persons report on Harmony’s gold reserves, dated March 7, 2005
	99	.(a)(40)#	Press release announcing that Gold Fields has withdrawn from the proceedings before the South African Securities Regulation Panel, dated March 16, 2005
	99	.(a)(41)#	Advertisement relating to Harmony’s offer and the prospective competent persons report on Harmony’s gold reserves, dated March 22, 2005
	99	.(a)(42)#	Advertisement relating to Harmony’s offer and the prospective competent persons report on Harmony’s gold reserves, dated March 28, 2005
	99.(a)(43)#		Advertisement relating to Harmony’s offer and the prospective competent persons report on Harmony’s gold reserves, dated March 29, 2005
	99.(a)(44)#		Advertisement relating to Harmony’s offer and the prospective competent persons report on Harmony’s gold reserves, dated April 15, 2005
	99.(a)(45)#		Presentation regarding its third quarter 2005 financial results, dated April 28, 2005
	99.(a)(46)#		Press release relating to the ruling by the South African Competition Tribunal, dated May 10, 2005
	99.(a)(47)#		Press release regarding Harmony’s competent persons report in respect of Harmony’s gold reserves, dated May 11, 2005
	99.(a)(48)#		Advertisement relating to Harmony’s offer and the competent persons report in respect of Harmony’s gold reserves, dated May 11, 2005
	99.(a)(49)#		Press release urging holders of Gold Fields Shares to refrain from tendering into the offer by Harmony, dated May 16, 2005
	99.(a)(50)#		Press release regarding the offer by Harmony, dated May 18, 2005
	99.(a)(51)°		Press release regarding the decision of the South African High Court, dated May 20, 2005
	99.(a)(52)°		Press release announcing that Harmony’s Subsequent Offer has ended, dated May 20, 2005
	99	.(e)(1)+	Agreement between Ian D. Cockerill and Gold Fields Guernsey Limited, effective March 1, 2004
	99	.(e)(2)+	Service Agreement between Ian D. Cockerill and GFL Mining Services Limited, effective March 1, 2004
	99	.(e)(3)+	Agreement between Nicholas J. Holland and Gold Fields Guernsey Limited, effective March 1, 2004
	99	.(e)(4)+	Service Agreement between Nicholas J. Holland and GFL Mining Services Limited, effective March 1, 2004
	99	.(e)(5)+	Agreement between John A. Munro and Gold Fields Guernsey Limited, effective March 1, 2004
	99	.(e)(6)+	Service Agreement between John A. Munro and GFL Mining Services Limited, effective March 1, 2004
	99	.(e)(7)+	Employment Agreement between Craig J. Nelsen and Gold Fields Exploration, Inc., as amended, effective May 1, 2003
	99	.(e)(8)+	Service Agreement between Michael J. Prinsloo and GFI Mining South Africa (Pty) Limited, effective March 1, 2004
	99	.(e)(9)†	The GF Management Incentive Scheme, adopted November 10, 1999
	99	.(e)(10)+	Deed of Amendment to the GF Management Incentive Scheme between Gold Fields Limited and Tokyo Mosima Gabriel Sexwale and Gordon Rae Parker, adopted May 4, 2001
	99	.(e)(11)+	Second Deed of Amendment to the GF Management Incentive Scheme between Gold Fields Limited and Tokyo Mosima Gabriel Sexwale and Gordon Rae Parker, adopted October 31, 2001
	99	.(e)(12)†	The GF Non-Executive Director Share Plan, adopted October 31, 2000
	99	.(e)(13)+	Deed of Amendment to the GF Non-Executive Share Plan, adopted December 6, 2002

°	Filed herewith.
#	Previously filed.
+	Incorporated by reference to the Recommendation/Solicitation Statement on Schedule 14D-9 (File No. 005-78350) filed by Gold Fields with the Securities and Exchange Commission on November 3, 2004.
++	Incorporated by reference to Amendment No. 2 to the Recommendation/Solicitation Statement on Schedule 14D-9 (File No. 005-78350), filed by Gold Fields with the Securities and Exchange Commission on November 5, 2004.
+++	Incorporated by reference to Amendment No. 3 to the Recommendation/Solicitation Statement on Schedule 14D-9 (File No. 005-78350), filed by Gold Fields with the Securities and Exchange Commission on November 8, 2004.
**	Incorporated by reference to Amendment No. 4 to the Recommendation/Solicitation Statement on Schedule 14D-9 (File No. 005-78350), filed by Gold Fields with the Securities and Exchange Commission on November 9, 2004.
***	Incorporated by reference to Amendment No. 5 to the Recommendation/Solicitation Statement on Schedule 14D-9 (File No. 005-78350), filed by Gold Fields with the Securities and Exchange Commission on November 12, 2004.
††	Incorporated by reference to Amendment No. 9 to the Recommendation/Solicitation Statement on Schedule 14D-9 (File No. 005-78350), filed by Gold Fields with the Securities and Exchange Commission on November 19, 2004.
±	Incorporated by reference to Amendment No. 10 to the Recommendation/Solicitation Statement on Schedule 14D-9 (File No. 005-78350), filed by Gold Fields with the Securities and Exchange Commission on November 23, 2004.
§	Incorporated by reference to the Recommendation/Solicitation Statement on Schedule 14D-9/C (File No. 005-78350), filed by Gold Fields with the Securities and Exchange Commission on December 3, 2004.
*	Incorporated by reference to the Annual Report on Form 20-F (File No. 1-31318), filed by Gold Fields with the Securities and Exchange Commission on December 29, 2003.
†	Incorporated by reference to the Registration Statement on Form 20-F (File No. 1-31318), filed by Gold Fields with the Securities and Exchange Commission on May 6, 2002.

2

SIGNATURE

      After due inquiry and to the best of my knowledge and belief, I certify that the information set forth in this statement is true, complete and correct.

By:  /s/ NICHOLAS J. HOLLAND

Name:  Nicholas J. Holland

Title:   Executive Director and

            Chief Financial Officer

Date:   May 20, 2005

EXHIBIT INDEX

Exhibit			Description
	99	.(a)(1)*	Covenants Agreement between Gold Fields Limited, Mvelaphanda Resources Limited, Lexshell 579 Investments (Proprietary) Limited and Newshelf 706 Limited, dated November 26, 2003
	99	.(a)(2)*	Subscription and Share Exchange Agreement amongst Lexshell 579 Investments (Proprietary) Limited, GFL Mining South Africa Limited and Gold Fields Limited, dated December 11, 2003
	99	.(a)(3)*	GFI-SA Loan Agreement amongst Lexshell 579 Investments (Proprietary) Limited, First Rand Bank Limited, GFI Mining South Africa Limited, Gold Fields Limited, Gold Fields Australia Pty Limited and Gold Fields Guernsey Limited, dated December 11, 2003
	99	.(a)(4)+	Application to the Competition Tribunal of South Africa, including a Notice of Motion and Founding Affidavit, dated October 26, 2004
	99	.(a)(5)+	Application to the High Court of South Africa, dated October 28, 2004
	99	.(a)(6)+	Letter from the South African Securities Regulation Panel, dated November 3, 2004
	99	.(a)(7)++	Complaint filed in the United States District Court for the Southern District of New York against Harmony in connection with Harmony’s two-step offer for Gold Fields Shares, dated November 5, 2004
	99	.(a)(8)++	Press release announcing the commencement of litigation against Harmony in the United States District Court for the Southern District of New York, dated November 5, 2004
	99	.(a)(9)+++	Gold Fields press release announcing a ruling by the South African Securities Regulation Panel, dated November 8, 2004
	99	.(a)(10)**	Announcement issued by the South African Securities Regulation Panel, dated November 9, 2004
	99	.(a)(11)***	Judgment by the High Court of South Africa, dated November 11, 2004
	99	.(a)(12)***	Amended Complaint filed in the United States District Court for the Southern District of New York, dated November 12, 2004
	99	.(a)(13)+	Findings by the Competition Tribunal of South Africa, dated November 18, 2004
	99	.(a)(14)††	Gold Fields’ Notice of Appeal filed in the Competition Appeal Court of South Africa, dated November 19, 2004
	99	.(a)(15)±	Decision and Order of United States District Court for the Southern District of New York, dated November 23, 2004
	99	.(a)(16)§	Order by the Competition Appeal Court of South Africa, dated November 26, 2004
	99	.(a)(17)§	Rulings of the Appeal Tribunal of the South African Securities Regulation Panel, dated November 29, 2004
	99	.(a)(18)§	Order of the Constitutional Court of South Africa, dated December 1, 2004
	99	.(a)(19)#	Press release announcing that the proposed reverse takeover of IAMGold Corporation will not be completed, dated December 7, 2004
	99	.(a)(20)#	Press release rejecting suggestions made in the media by Harmony, dated December 9, 2004
	99	.(a)(21)#	Press release expressing concern over Harmony’s delay in producing its Reserves Statement, dated December 10, 2004
	99	.(a)(22)#	Advertisement regarding Harmony’s delay in delivering its Reserves Statement, dated December 10, 2004
	99	.(a)(23)#	Market and share performance data available on Gold Fields’ website
	99	.(a)(24)#	Advertisement regarding Harmony’s delay in delivering its Reserves Statement, dated December 12, 2004
	99	.(a)(25)#	Gold Fields’ announcement regarding preliminary discussions relating to the Offer, dated December 20, 2004
	99	.(a)(26)#	Letter from Ian Cockerill to Gold Fields employees, dated December 21, 2004
	99	.(a)(27)#	Press release reiterating the Gold Fields Board’s position that Harmony’s offer should be abandoned, dated January 11, 2005
	99	.(a)(28)#	Gold Fields’ advertisement relating to the Harmony offer and the prospective competent persons report on Harmony’s gold reserves, dated January 24, 2005
	99	.(a)(29)#	Press release regarding Harmony’s extension of the Offer and waiver of its 50% minimum acceptance condition, dated January 28, 2005
	99	.(a)(30)#	Announcement of its second quarter 2005 financial results, dated January 31, 2005
	99	.(a)(31)#	Presentation regarding its second quarter 2005 financial results, dated January 31, 2005
	99	.(a)(32)#	Transcript of presentation given by Gold Fields regarding its second quarter 2005 financial results, dated January 31, 2005
	99	.(a)(33)#	Transcript of conference call held by Gold Fields regarding its second quarter 2005 financial results, dated January 31, 2005
	99	.(a)(34)#	Press release regarding the recommendation of the Competition Commission of South Africa, dated February 11, 2005
	99	.(a)(35)#	Advertisement relating to Harmony’s offer and the prospective competent persons report on Harmony’s gold reserves, dated February 14, 2005
	99	.(a)(36)#	Letter from Gold Fields to the holders of its Shares, dated February 18, 2005
	99	.(a)(37)#	Document from Gold Fields comparing the performance of Harmony and Gold Fields, dated February 18, 2005
	99	.(a)(38)#	Advertisement relating to Harmony’s offer and the prospective competent persons report on Harmony’s gold reserves, dated February 28, 2005
	99	.(a)(39)#	Advertisement relating to Harmony’s offer and the prospective competent persons report on Harmony’s gold reserves, dated March 7, 2005
	99	.(a)(40)#	Press release announcing that Gold Fields has withdrawn from the proceedings before the South African Securities Regulation Panel, dated March 16, 2005
	99	.(a)(41)#	Advertisement relating to Harmony’s offer and the prospective competent persons report on Harmony’s gold reserves, dated March 22, 2005
	99	.(a)(42)#	Advertisement relating to Harmony’s offer and the prospective competent persons report on Harmony’s gold reserves, dated March 28, 2005
	99.(a)(43)#		Advertisement relating to Harmony’s offer and the prospective competent persons report on Harmony’s gold reserves, dated March 29, 2005
	99.(a)(44)#		Advertisement relating to Harmony’s offer and the prospective competent persons report on Harmony’s gold reserves, dated April 15, 2005
	99.(a)(45)#		Presentation regarding its third quarter 2005 financial results, dated April 28, 2005
	99.(a)(46)#		Press release relating to the ruling by the South African Competition Tribunal, dated May 10, 2005
	99.(a)(47)#		Press release regarding Harmony’s competent persons report in respect of Harmony’s gold reserves, dated May 11, 2005
	99.(a)(48)#		Advertisement relating to Harmony’s offer and the competent persons report in respect of Harmony’s gold reserves, dated May 11, 2005
	99.(a)(49)#		Press release urging holders of Gold Fields Shares to refrain from tendering into the offer by Harmony, dated May 16, 2005
	99.(a)(50)#		Press release regarding the offer by Harmony, dated May 18, 2005
	99.(a)(51)°		Press release regarding the decision of the South African High Court, dated May 20, 2005
	99.(a)(52)°		Press release announcing that Harmony’s Subsequent Offer has ended, dated May 20, 2005
	99	.(e)(1)+	Agreement between Ian D. Cockerill and Gold Fields Guernsey Limited, effective March 1, 2004
	99	.(e)(2)+	Service Agreement between Ian D. Cockerill and GFL Mining Services Limited, effective March 1, 2004
	99	.(e)(3)+	Agreement between Nicholas J. Holland and Gold Fields Guernsey Limited, effective March 1, 2004
	99	.(e)(4)+	Service Agreement between Nicholas J. Holland and GFL Mining Services Limited, effective March 1, 2004
	99	.(e)(5)+	Agreement between John A. Munro and Gold Fields Guernsey Limited, effective March 1, 2004
	99	.(e)(6)+	Service Agreement between John A. Munro and GFL Mining Services Limited, effective March 1, 2004
	99	.(e)(7)+	Employment Agreement between Craig J. Nelsen and Gold Fields Exploration, Inc., as amended, effective May 1, 2003
	99	.(e)(8)+	Service Agreement between Michael J. Prinsloo and GFI Mining South Africa (Pty) Limited, effective March 1, 2004
	99	.(e)(9)†	The GF Management Incentive Scheme, adopted November 10, 1999
	99	.(e)(10)+	Deed of Amendment to the GF Management Incentive Scheme between Gold Fields Limited and Tokyo Mosima Gabriel Sexwale and Gordon Rae Parker, adopted May 4, 2001
	99	.(e)(11)+	Second Deed of Amendment to the GF Management Incentive Scheme between Gold Fields Limited and Tokyo Mosima Gabriel Sexwale and Gordon Rae Parker, adopted October 31, 2001
	99	.(e)(12)†	The GF Non-Executive Director Share Plan, adopted October 31, 2000
	99	.(e)(13)+	Deed of Amendment to the GF Non-Executive Share Plan, adopted December 6, 2002

°	Filed herewith.
#	Previously filed.
+	Incorporated by reference to the Recommendation/Solicitation Statement on Schedule 14D-9 (File No. 005-78350) filed by Gold Fields with the Securities and Exchange Commission on November 3, 2004.
++	Incorporated by reference to Amendment No. 2 to the Recommendation/Solicitation Statement on Schedule 14D-9 (File No. 005-78350), filed by Gold Fields with the Securities and Exchange Commission on November 5, 2004.
+++	Incorporated by reference to Amendment No. 3 to the Recommendation/Solicitation Statement on Schedule 14D-9 (File No. 005-78350), filed by Gold Fields with the Securities and Exchange Commission on November 8, 2004.
**	Incorporated by reference to Amendment No. 4 to the Recommendation/Solicitation Statement on Schedule 14D-9 (File No. 005-78350), filed by Gold Fields with the Securities and Exchange Commission on November 9, 2004.
***	Incorporated by reference to Amendment No. 5 to the Recommendation/Solicitation Statement on Schedule 14D-9 (File No. 005-78350), filed by Gold Fields with the Securities and Exchange Commission on November 12, 2004.
††	Incorporated by reference to Amendment No. 9 to the Recommendation/Solicitation Statement on Schedule 14D-9 (File No. 005-78350), filed by Gold Fields with the Securities and Exchange Commission on November 19, 2004.
±	Incorporated by reference to Amendment No. 10 to the Recommendation/Solicitation Statement on Schedule 14D-9 (File No. 005-78350), filed by Gold Fields with the Securities and Exchange Commission on November 23, 2004.
§	Incorporated by reference to the Recommendation/Solicitation Statement on Schedule 14D-9/C (File No. 005-78350), filed by Gold Fields with the Securities and Exchange Commission on December 3, 2004.
*	Incorporated by reference to the Annual Report on Form 20-F (File No. 1-31318), filed by Gold Fields with the Securities and Exchange Commission on December 29, 2003.
†	Incorporated by reference to the Registration Statement on Form 20-F (File No. 1-31318), filed by Gold Fields with the Securities and Exchange Commission on May 6, 2002.

i EX-99.A.51 2 u4881827exv99waw51.htm EX-99.A.51

Exhibit 99.(a)(51)

M  E  D  I  A    R  E  L  E  A  S  E

South Africa’s High Court rules that Harmony’s
bid for Gold Fields ended December 2004

Johannesburg 20 May 2005. Gold Fields Limited (GFI: JSE and NYSE) (“Gold Fields”) is pleased to announce that the High Court of South Africa today ruled that:

• Harmony’s offer lapsed on 18 December 2004;

• Gold Fields has not, subsequent to 18 December 2004, been subject to the provisions of the Code or any Code Rules affecting a target or an offeree company;

• the Harmony offer was not capable in law of being revised or reinstated after it lapsed on 18 December 2004 and that the Harmony offer was not capable in law of being revised or reinstated at the current time; and

• Harmony is precluded from making any further offer for the shares of Gold Fields for a period of 12 months from 18 December 2004.

Gold Fields’ application in the High Court against the South African Securities Regulation Panel (SRP) and Harmony Gold Mining Company Limited (Harmony) arose after Gold Fields withdrew from an appeal hearing before the Executive Committee of the SRP on 16 March 2005. At the hearing it emerged that the Executive Director of the SRP may have given a secret, ex parte ruling to Harmony regarding the extension of Harmony’s hostile bid early in December 2004. This ruling in effect sought to extend the 60-day period in which an offer must be declared unconditional as to acceptances, from late December 2004 until 31 January 2005.

Under South Africa’s Takeover Code, unless the SRP otherwise consents, an offer must become or be declared unconditional as to acceptances within 60 days of the initial posting of the offer document, failing which it will lapse.

Throughout the course of the hostile bid and in its submissions to the SRP, Gold Fields has maintained that Harmony’s bid had lapsed on 18 December 2004, on the basis that the offer had not been declared unconditional as to acceptances within 60 days of the initial posting of Harmony’s offer document which posting took place on approximately 20 October 2004.

In its High Court application, Gold Fields sought relief that included the setting aside of the secret ruling if the court found that a ruling had been given, which would have the effect that Harmony’s hostile bid had lapsed on the 18 December 2004 and is void and of no force.

The High Court also ordered that the SRP and Harmony pay the costs of the application.

-ends-

Gold Fields Limited
Reg. 1968/004880/06
24 St Andrews Road
Parktown, 2193

Postnet Suite 252
Private Bag X30500
Houghton, 2041
South Africa

Tel +27 11 644-2400
Dir +27 11 644-2460
Fax +27 11 484-0639
www.goldfields.co.za

Enquires

South Africa

Willie Jacobsz
Tel +27 11 644-2460
Fax +27 11 484-0639

North America

Cheryl A Martin
Tel +1 303 796-8683
Fax +1 303 796-8293

Directors: C M T Thompson* (Chairman), A J Wright (Deputy Chairman), I D Cockerill^† (Chief Executive Officer), K Ansah^#, G J Gerwel, N J Holland^† (Chief Financial Officer), J M McMahon^†, G R Parker^‡, R L Pennant-Rea^†, P J Ryan, T M G Sexwale, B R van Rooyen, C I von Christierson
*Canadian,   ^†British,   ^‡American,    ^#Ghanaian.
Corporate Secretary: C Farell

EX-99.A.51

EX-99.A.51

EX-99.A.52

Exhibit 99.(a)(52)

M  E  D  I  A    R  E  L  E  A  S  E

Harmony’s Hostile Bid for Gold Fields Has Ended

Johannesburg 20 May 2005. The Board Gold Fields Limited (GFI: JSE and NYSE) (“Gold Fields”) is pleased with today’s decision by the High Court of South Africa stating that the offer by Harmony Gold Mining Company Limited (“Harmony”) lapsed on 18 December 2004 and that the offer cannot be revised or reinstated

Reflecting on the seven-month hostile bid, Gold Fields Chief Executive Ian Cockerill said: “It has been a long, drawn-out process, but here at Gold Fields we have already put it firmly behind us. We are looking ahead and focusing entirely on our Company’s operations and our future. We did not want this hostile bid, but during the offer period I believe we proved beyond doubt that Gold Fields is a strong and competitive gold player, with the assets, the people, the strength and the strategy to deliver superior value for our shareholders. Now our sole aim is to concentrate on further improving our performance and on growth.”

Cockerill concluded: “On behalf of the Board and everyone in Gold Fields, I would like to thank our shareholders for their support for the Company throughout this bid. I would also like to thank Gold Fields’ loyal employees for their commitment and perseverance. Along with everyone at Gold Fields, I remain 100% committed to delivering value and rewarding shareholders’ trust in this Company.”

-ends-

Gold Fields Limited
Reg. 1968/004880/06
24 St Andrews Road
Parktown, 2193

Postnet Suite 252
Private Bag X30500
Houghton, 2041
South Africa

Tel +27 11 644-2400
Dir +27 11 644-2460
Fax +27 11 484-0639
www.goldfields.co.za

Enquires

South Africa

Willie Jacobsz
Tel +27 11 644-2460
Fax +27 11 484-0639

North America

Cheryl A Martin
Tel +1 303 796-8683
Fax +1 303 796-8293

Directors: C M T Thompson* (Chairman), A J Wright (Deputy Chairman), I D Cockerill^† (Chief Executive Officer), K Ansah^#, G J Gerwel, N J Holland^† (Chief Financial Officer), J M McMahon^†, G R Parker^‡, R L Pennant-Rea^†, P J Ryan, T M G Sexwale, B R van Rooyen, C I von Christierson
*Canadian,   ^†British,   ^‡American,    ^#Ghanaian.
Corporate Secretary: C Farell