Director/PDMR Shareholding/Issue of Equity

PAN AFRICAN RESOURCES PLC - Director/PDMR Shareholding/Issue of Equity

PR Newswire

London, May 24

Pan African Resources PLC

(Incorporated and registered in England and Wales under Companies Act 1985 withregistered number 3937466 on 25 February 2000)

("Pan African" or "the Company")

DEALING IN SECURITIES

The Company was notified on 24 May 2013 of the following dealing in respect ofthe Company's ordinary shares of 1 pence each ("Shares"):

Name of individual: KC Spencer

Company of which he is a director: Pan African Resources PLC

Nature of transaction: Exercise of options granted in 2008 in terms of theCompany's share option plan

Date of transaction: 24 May 2013

Number of shares: 1,500,000

Price per ordinary share: ZAR0.83 ("Strike Price")

Value of transaction: ZAR1,245,000

Class of shares: Shares

Interest of director: Indirect beneficial

Clearance obtained: Yes

On-market or off-market: Off-market

Further to this exercise of options by Mr Spencer, the Company has issued1,500,000 Shares at the Strike Price for a total consideration of ZAR1,245,000to Mr Spencer's family trust - Strode Trust. Following this issue of Shares,the total issued share capital of the Company comprises 1,822,834,263 Shares.

Mr Spencer's total indirect beneficial interest in Pan African after theexercise of options is 1,500,000 Shares, representing 0.08% of the issued sharecapital of the Company.

Application will be made to the AIM market of the London Stock Exchange ("AIM")and to the exchange operated by JSE Limited ("JSE") for 1,500,000 Shares to beadmitted to trading on AIM and for listing on the JSE, with admission totrading and listing on both markets expected to occur on 31 May 2013.

For further information on Pan African, please visit the website atwww.panafricanresources.com