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1 Direct: Fax: Electronic Proof ********************** ATTENTION *********************** The format and/or verbiage of the SEC cover may have been modified to conform to SEC supplied templates and/or SEC rules and regulations. Furthermore, an exhibit index may have been added to the main document to comply with SEC Regulation S-T (d). ******************************************************** * * * CLIENT QUERY * * * PLEASE ADVISE This proof may not fit on letter-sized (8.5 x 11 inch) paper. If copy is cut off, please print to larger, e.g., legal-sized (8.5 x 14 inch) paper. Accuracy of proof is guaranteed ONLY if printed to a PostScript printer using the correct PostScript driver for that printer make and model.

2 Name: * Validation: N * Lines: * * CRC: * C77464.SUB BLA * SUBHDR *SUBHDR* <SUBMISSION> <TYPE> 6-K <DOCUMENT-COUNT> 94 <LIVE> <FILER-CIK> <FILER-CCC> ######## <CONTACT-NAME> Pure Compliance <CONTACT-PHONE-NUMBER> <SROS> NYSE <PERIOD> <NOTIFY-INTERNET> katiakirova@paulhastings.com <NOTIFY-INTERNET> tim.meade@bowne.com

3 Name: * Lines: * * CRC: * C77464.SUB, DocName: 6-K, Doc: 1 Validation: N * BLA * DOCHDR 1 *DOCHDR/1* <DOCUMENT> <TYPE> 6-K <FILENAME> c77464e6vk.htm <DESCRIPTION> Form 6-K <TEXT>

4 C77464.SUB, DocName: 6-K, Doc: 1, Page: 1 CRC: 8555 Description: Form 6-K BLA C *C77464/001/1* 0/1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C FORM 6-K REPORT OF FOREIGN PRIVATE ISSUER PURSUANT TO RULE 13a-16 OR 15d-16 UNDER THE SECURITIES EXCHANGE ACT OF 1934 For the month of: November /1 BLA C *C77464/001/1* CRC: (Commission File Number) Telkom SA Limited (Translation of registrant s name into English) Telkom Towers North 152 Proes Street Pretoria 0002 The Republic of South Africa (Address of principal executive offices) Indicate by check mark whether the registrant files or will file annual reports under cover Form 20-F or Form 40-F. C77464.SUB, DocName: 6-K, Doc: 1, Page: 1 Description: Form 6-K Form 20-F Form 40-F Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(1): Indicate by check mark if the registrant is submitting the Form 6-K in paper as permitted by Regulation S-T Rule 101(b)(7): Indicate by check mark whether by furnishing the information contained on this Form, the registrant is also thereby furnishing the information to the Commission pursuant to Rule 12g3-2(b) under the Securities Exchange Act of Yes No If Yes is marked, indicate below the file number assigned to the registrant in connection with Rule 12g3-2(b): 82-.

5 C77464.SUB, DocName: 6-K, Doc: 1, Page: 2 CRC: Description: Form 6-K BLA C *C77464/002/3* 0/3 On November 17, 2008, Telkom SA Limited ( Telkom ) announced its group interim results for the six months ended September 30, A copy of the announcement is attached hereto as Exhibit 99.1 and is incorporated herein by reference. The announcement contains forward-looking statements and includes cautionary statements identifying important factors that could cause actual results to differ materially from those anticipated. On November 17, 2008, Vodacom Group (Proprietary) Limited ( Vodacom ) (unlisted), in which Telkom has a 50% holding, announced its interim results for the six months ended September 30, A copy of the announcement is attached hereto as Exhibit 99.2 and is incorporated herein by reference. On November 17, 2008, Telkom presented its group interim results for the six months ended September 30, A copy of the presentation is attached hereto as Exhibit 99.3 and is incorporated herein by reference. The presentation contains forwardlooking statements and includes cautionary statements identifying important factors that could cause actual results to differ materially from those anticipated. On November 17, 2008, Vodacom presented its interim results for the six months ended September 30, A copy of the presentation is attached hereto as Exhibit 99.2 and is incorporated herein by reference. SPECIAL NOTE REGARDING FORWARD LOOKING STATEMENTS 0/3 C77464.SUB, DocName: 6-K, Doc: 1, Page: 2 Description: Form 6-K CRC: BLA C *C77464/002/3* All of the statements contained herein and the exhibits incorporated by reference herein, as well as oral statements that may be made by Telkom or Vodacom, or by officers, directors or employees acting on their behalf related to such subject matter, that are not statements of historical facts constitute or are based on forward-looking statements within the meaning of the US Private Securities Litigation Reform Act of 1995, specifically Section 27A of the US Securities Act of 1933, as amended, and Section 21E of the US Securities Exchange Act of 1934, as amended. These forward-looking statements involve a number of known and unknown risks, uncertainties and other factors that could cause Telkom s or Vodacom s actual results and outcomes to be materially different from historical results or from any future results expressed or implied by such forward-looking statements. Among the factors that could cause Telkom s or Vodacom s actual results or outcomes to differ materially from their expectations are those risks identified in Item 3. Key Information-Risk Factors contained in Telkom s most recent Annual Report on Form 20-F filed with the US Securities and Exchange Commission (SEC) and its other filings and submissions with the SEC which are available on Telkom s website at including, but not limited to, our ability to consummate the Vodacom spin-off; our ability to successfully implement our mobile strategy; increased competition in the South African fixed-line, mobile and data communications markets; our ability to implement our strategy of transforming from basic voice and data connectivity to fully converged solutions; developments in the regulatory environment; continued mobile growth and reductions in Vodacom s and Telkom s net interconnect margins; Telkom s and Vodacom s ability to expand their operations and make investments and acquisitions in other African countries and the general economic, political, social and legal conditions in South Africa and in other countries where Telkom and Vodacom invest; our ability to improve and maintain our management information and other systems; our ability to attract and retain key personnel and partners; our inability to appoint a majority of Vodacom s directors and the consensus approval rights at Vodacom that may limit our flexibility and ability to implement our preferred strategies; Vodacom s continued payment of dividends or distributions to us; our negative working capital; changes in technology and delays in the implementation of new technologies; our ability to reduce theft, vandalism, network and payphone fraud and lost revenue to non-licensed operators; the amount of damages Telkom is ultimately required -2-

6 C77464.SUB, DocName: 6-K, Doc: 1, Page: 3 CRC: Description: Form 6-K BLA C *C77464/003/3* 0/3 to pay to Telcordia Technologies Incorporated; the outcome of regulatory, legal and arbitration proceedings, including tariff approvals, and the outcome of Telkom s hearings before the Competition Commission and others; any requirements that we unbundle the local loop; our ability to negotiate favorable terms, rates and conditions for the provision of interconnection services and facilities leasing services or if ICASA finds that we or Vodacom have significant market power or otherwise imposes unfavorable terms and conditions on us; our ability to implement and recover the substantial capital and operational costs associated with carrier preselection, number portability and the monitoring, interception and customer registration requirements contained in the South African Regulation of Interception of Communications and Provisions of Communication- Related Information Act and the impact of these requirements on our business; Telkom s ability to comply with the South African Public Finance Management Act and South African Public Audit Act and the impact of the Municipal Property Rates Act and the impact of these requirements on our business; fluctuations in the value of the Rand and inflation rates; the impact of unemployment, poverty, crime, HIV infection, labor laws and labor relations, exchange control restrictions and power outages in South Africa; and other matters not yet known to us or not currently considered material by us. Furthermore, the targets, estimates, forecasts, projections and pro forma financial information included in the exhibits incorporated by reference herein have been prepared based upon a number of assumptions and estimates that, while presented with numerical specificity and considered reasonable by us, are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which are beyond our control, and upon assumptions with respect to future economic activity and business decisions which are subject to change. In addition, targets, estimates, forecasts, projections and pro forma financial information in a transforming industry such as Telkom s are inherently risky, particular in later years. As a result, we cannot provide any assurance that these results will be realized. The prospective and pro forma financial information presented herein may vary substantially from actual results. We make no representation that these results will be achieved. C77464.SUB, DocName: 6-K, Doc: 1, Page: 3 Description: Form 6-K 0/3 BLA C *C77464/003/3* CRC: We caution you not to place undue reliance on these forward-looking statements. All written and oral forward-looking statements attributable to Telkom or Vodacom, or persons acting on their behalf, are qualified in their entirety by these cautionary statements. Moreover, unless Telkom or Vodacom is required by law to update these statements, they will not necessarily update any of these statements after the date hereof, either to conform them to actual results or to changes in their expectation. THIS REPORT ON FORM 6-K, AND THE EXHIBITS INCORPORATED BY REFERENCE HEREIN, ARE NOT AN OFFER OF SECURITIES FOR SALE IN THE UNITED STATES AND SECURITIES MAY NOT BE OFFERED OR SOLD IN THE UNITED STATES ABSENT REGISTRATION OR AN EXEMPTION FROM REGISTRATION. ANY PUBLIC OFFERING OF SECURITIES TO BE MADE IN THE UNITED STATES IS REQUIRED TO BE MADE BY MEANS OF A PROSPECTUS THAT MAY BE OBTAINED FROM TELKOM AND/OR VODACOM AND THAT CONTAINS DETAILED INFORMATION ABOUT VODACOM AND ITS MANAGEMENT, AS WELL AS FINANCIAL STATEMENTS. TELKOM AND VODACOM HAVE NO CURRENT INTENTION OF MAKING ANY PUBLIC OFFERING OF VODACOM SECURITIES IN THE UNITED STATES THAT WOULD REQUIRE REGISTRATION. Shareholders in certain jurisdictions outside of South Africa may not be entitled to receive any Vodacom shares that Telkom unbundles if such receipt would require registration or approval under local securities laws. A mechanism is intended to be put in place so that shareholders in such jurisdictions outside of South Africa may receive cash instead of the Unbundling Shares if such receipt would require registration or approval under relevant local securities laws. -3-

7 C77464.SUB, DocName: 6-K, Doc: 1, Page: 4 CRC: Description: Form 6-K BLA C *C77464/005/3* 0/3 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized. TELKOM SA LIMITED By: /s/ Deon Fredericks Name: Deon Fredericks Title: Acting Chief of Finance Date: November 26, C77464.SUB, DocName: 6-K, Doc: 1, Page: 4 Description: Form 6-K CRC: BLA C *C77464/005/3* 0/3

8 C77464.SUB, DocName: 6-K, Doc: 1, Page: 5 CRC: Description: Form 6-K BLA C *C77464/006/4* 0/4 EXHIBIT INDEX Exhibit Description 99.1 Announcement, dated November 17, 2008, issued by Telkom SA Limited ( Telkom ), announcing its group interim results for the six months ended September 30, Announcement, dated November 17, 2008, issued by Vodacom Group (Proprietary) Limited ( Vodacom ) (unlisted), in which Telkom has a 50% holding, announcing its interim results for the six months ended September 30, Presentation, made by Telkom on November 17, 2008 of its group interim results for the six months ended September 30, Presentation, made by Vodacom on November 17, 2008 of its group interim results for the six months ended September 30, C77464.SUB, DocName: 6-K, Doc: 1, Page: 5 Description: Form 6-K CRC: BLA C *C77464/006/4* 0/4

9 Name: * Lines: * * CRC: * C77464.SUB, DocName: EX-99.1, Doc: 2 Validation: N * BLA * DOCHDR 2 *DOCHDR/2* <DOCUMENT> <TYPE> EX-99.1 <FILENAME> c77464exv99w1.htm <DESCRIPTION> Exhibit 99.1 <TEXT>

10 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 1 CRC: BLA C /1 *C77464/ /1* Exhibit 99.1 SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS Many of the statements included in this document, as well as oral statements that may be made by us or by officers, directors or employees acting on behalf of us, constitute or are based on forward looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995, specifically Section 27A of the U.S. Securities Act of 1933, as amended, and Section 21E of the U.S. Securities Exchange Act of 1934, as amended. BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 1 CRC: All statements, other than statements of historical facts, including, among others, statements regarding our mobile and other strategies, future financial position and plans, objectives, capital expenditures, projected costs and anticipated cost savings and financing plans, as well as projected levels of growth in the communications market, are forward looking statements. Forward looking statements can generally be identified by the use of terminology such as may, will, should, expect, envisage, intend, plan, project, estimate, anticipate, believe, hope, can, is designed to or similar phrases, although the absence of such words does not necessarily mean that a statement is not forward looking. These forward looking statements involve a number of known and unknown risks, uncertainties and other factors that could cause our actual results and outcomes to be materially different from historical results or from any future results expressed or implied by such forward looking statements. Among the factors that could cause our actual results or outcomes to differ materially from our expectations are those risks identified in Item 3. Key Information Risk Factors of Telkom s most recent annual report on Form 20F filed with the US Securities and Exchange Commission and its other filings and submissions with the SEC which are available on Telkom s website at including, but not limited to, any changes to our mobile strategy and Vodacom holdings and our ability to successfully implement such strategy and organisational changes thereto, increased competition in the South African fixed-line, mobile and data communications markets; our ability to implement our strategy of transforming from basic voice and data connectivity to fully converged solutions, developments in the regulatory environment; continued mobile growth and reductions in Vodacom s and Telkom s net interconnect margins; Telkom s and Vodacom s ability to expand their operations and make investments and acquisitions in other African countries and the general economic, political, social and legal conditions in South Africa and in other countries where Telkom and Vodacom invest; our ability to improve and maintain our management information and other systems; our ability to attract and retain key personnel and partners; our inability to appoint a majority of Vodacom s directors and the consensus approval rights at Vodacom may limit our flexibility and ability to implement our preferred strategies; Vodacom s continued payment of dividends or distributions to us; our negative working capital; changes in technology and delays in the implementation of new technologies; our ability to reduce theft, vandalism, network and payphone fraud and lost revenue to non-licensed operators; the amount of damages Telkom is ultimately required to pay to Telcordia Technologies Incorporated; the outcome of regulatory, legal and arbitration proceedings, including tariff approvals, and the outcome of Telkom s hearings before the Competition Commission and others; any requirements that we unbundle the local loop, our ability to negotiate favourable terms, rates and conditions for the provision of interconnection services and facilities leasing services or if ICASA finds that we or Vodacom have significant market power or otherwise imposes unfavourable terms and conditions on us; our ability to implement and recover the substantial capital and operational costs associated with carrier preselection, number portability and the monitoring, interception and customer registration requirements contained in the South African Regulation of Interception of Communications and Provisions of Communication-Related Information Act and the impact of these requirements on our business; Telkom s ability to comply with the South African Public Finance Management Act and South African Public Audit Act and the impact of the Municipal Property Rates Act; fluctuations in the value of the Rand and inflation rates; the impact of unemployment, poverty, crime, HIV infection, labour laws and labour relations, exchange control restrictions and power outages in South Africa; and other matters not yet known to us or not currently considered material by us. We caution you not to place undue reliance on these forward looking statements. All written and oral forward looking statements attributable to us, or persons acting on our behalf, are qualified in their entirety by these cautionary statements. Moreover, unless we are required by law to update these statements, we will not necessarily update any of these statements after the date of this annual report, either to conform them to actual results or to changes in our expectations. The information contained in this document is also available on Telkom s investor relations website Telkom SA Limited is listed on the JSE Limited and the New York Stock Exchange. Information may be accessed on Reuters under the symbols TKG.J and TKG.N and on Bloomberg under the symbol TKG.JH.

11 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 2 CRC: BLA C /3 *C77464/ /3* Index 1. Overview 2 2. Operational overview 7 3. Group performance Group balance sheet Group cash flow Group capital expenditure Segment performance Employees Condensed consolidated interim financial statements Supplementary information Definitions 78 BLA C /3 *C77464/ /3* CRC: Overview Johannesburg, South Africa November 17, 2008, Telkom SA Limited (JSE and NYSE: TKG) today announced reviewed Group results for the six months ended September 30, GROUP FINANCIAL KEY PERFORMANCE AREAS FOR THE SIX MONTHS ENDED SEPTEMBER 30, 2008 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 2 Operating revenue up 9.8% to R29.9 billion. Group EBITDA decreased by 2.8% to R10.0 billion. Group EBITDA margin decreased from 37.7% to 33.4%. Operating profit decreased by 9.3% to R6.7 billion. Net debt to EBITDA increased to 2.0 times from 1.7 times at September 30, Cash generated from operations increased by 0.5% to R8.3 billion. Headline earnings per share increased by 0.4% to cents per share. Statement by Reuben September, Chief Executive Officer: Despite the difficult market conditions the Telkom Group delivered a pleasing 9.8% growth in revenue to R29,884 million. Vodacom once again delivered a strong performance with revenue increasing 14.0% to R26 billion and customers increasing 13.1% to 35.7 million. We are proud of the fixed-line s revenue growth of 2.8% to R16,565 million. The fixed-line has become a preferred provider in the data market as a result of superior quality and speed is evident in the strong growth in data revenues. Data revenues increased 12.2% to R4,459 million. 2

12 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 3 CRC: BLA C /1 *C77464/ /1* The need for the repositioning of the fixed-line in today s extremely competitive environment is evident in the continuing decline in our traditional voice revenues. Traffic revenues decreased 3.0% to R7,833 million. The fixed-line s strength in the data market and need to combat fixed-mobile substitution led to the Board recommending to shareholders on November 6, 2008 the sale of 15% of Telkom s stake in Vodacom to the Vodafone Group and the further unbundling of the remaining 35% stake in Vodacom to Telkom shareholders. The consideration for the 15% stake in Vodacom is R22.5 billion less 15% of Vodacom s net debt at September 30, 2008 being R1.55 billion. Shareholders are required to approve the sale to Vodafone, the unbundling of the remaining 35% and Telkom s retention of 50% of the proceeds with the remainder being distributed to Telkom shareholders through a special dividend. I am excited about Telkom s repositioning within the market. Our strength is our network, our corporate customer relations and our data solutions and we intend to utilise the proceeds to leverage this strength for the benefit of all shareholders. Our key focus areas are fixed-mobile convergence, data and content services and geographic expansion. We intend to accelerate the expansion of our network including the Next Generation Network, selectively build a mobile network and explore acquisitive opportunities. The ability to pull traffic back on to the fixed-line s network through mobile service offerings and leverage the NGN for full convergence and high value add data services will enhance Telkom s core defend and grow strategy. The next couple of years will see exciting changes for Telkom and our ability to provide premium services to our customers. We remain committed to improving services to our customers and generating returns for our shareholders. This will require substantial investment in our network and dedication from Telkom s employees. We are firmly focused on becoming a leading Information, Communication and Technology service provider in Africa. Financial performance BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 3 CRC: Group operating revenue increased 9.8% to R29.9 billion, while operating profit decreased by 9.3% to R6.7 billion. The Group EBITDA margin decreased to 33.4% as at September 30, 2008, compared to 37.7% at September 30, 2007, mainly due to higher fixed-line operating expenditure which decreased the fixed-line EBITDA margin by 17.0% to 31.7% as at September 30, 2008 (September 30, 2007: 38.2%). The EBITDA margin for the mobile segment remained flat at 33.3%. 3

13 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 4 CRC: BLA C /3 *C77464/ /3* Headline earnings per share increased by 0.4% to cents per share and basic earnings per share remained flat at cents per share for the six months ended September 30, 2008, compared to cents per share at September 30, The reduced earnings can be attributed to a decrease in operating profit due to a 16.9% increase in operating expenses partially offset by a lower taxation expense. Cash flows from operating activities increased by 344.1% to R3,033 million, cash flow utilised in investing activities decreased by 25.1% to R5,262 million and cash flows from financing activities decreased from R4,520 million to R1,254 million during the six months ended September 30, SUMMARY GROUP FINANCIAL RESULTS BLA C /3 *C77464/ /3* C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 4 CRC: Year ended Six months ended March 31, September 30, In ZAR millions % Operating revenue 56,271 27,227 29, Operating profit 14,619 7,364 6,676 (9.3) EBITDA1 20,743 10,265 9,982 (2.8) Capital expenditure2 11,666 4,420 6, Operating free cash flow 2,229 (633) 1, Net debt 16,615 17,732 19, Basic EPS (ZAR cents) 1, (0.1) Headline EPS (ZAR cents)1 1, Operating profit margin(%) (17.4) EBITDA margin(%) (11.4) Net debt to EBITDA After tax operating return on assets(%) (11.8) Capex to revenue(%) The assets and liabilities of Telkom Media have been presented as held for sale following a decision made by the Telkom Board in March 2008 to substantially reduce its investment in Telkom Media. Prior year amounts have been adjusted to show the effect of the discontinued operation held for sale. 1. EBITDA and earnings have been reconciled to net profit Refer to section Including spend on intangible assets. 3. Not annualised. 4

14 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 5 CRC: BLA C /3 *C77464/ /3* OPERATIONAL DATA BLA C /3 *C77464/ /3* CRC: C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 5 As at March 31, As at September 30, % Fixed-line data ADSL subscribers3 412, , , Calling plan subscribers 451, , , Fixed access lines( 000)1 4,532 4,621 4,504 (2.5) Postpaid PSTN 2,893 2,950 2,839 (3.8) Postpaid ISDN channels Prepaid (3.6) Payphones (9.7) Fixed-line penetration rate(%) (5.1) Revenue per fixed access line(zar) 5,250 2,588 2, Total fixed-line traffic (millions of minutes) 26,926 13,959 12,709 (9.0) Local 11,317 6,198 4,688 (24.4) Long distance 3,870 2,016 1,870 (7.2) Fixed-to-mobile 4,169 2,093 2, International outgoing International VoIP (19.0) Interconnection 3,895 1,881 2, Domestic mobile interconnection 2,502 1,226 1, Domestic fixed interconnection International interconnection 1, (6.3) Subscription based calling plans 2,997 1,445 1, Managed data network sites 25,112 23,224 28, Internet all access subscribers2 358, , , Fixed-line employees (excluding subsidiaries) 24,879 25,570 24,075 (5.8) Fixed access lines per fixed-line employee Mobile data5 Total customers( 000) 33,994 31,564 35,

15 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 6 CRC: BLA C /2 *C77464/ /2* BLA C /2 *C77464/ /2* C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 6 CRC: As at March 31, As at September 30, % South Africa Mobile customers( 000) 24,821 23,297 25, Contract customers 3,541 3,409 3, Prepaid customers 21,177 19,790 21, Community services telephones Mobile churn(%) (7.8) Contract churn Prepaid churn (7.3) Estimated mobile market share(%) (5.4) Mobile penetration(%) Total mobile traffic (millions of minutes) 22,769 11,024 11, Mobile ARPU(ZAR) Contract ARPU (1.2) Prepaid ARPU Community services (17.9) Number of mobile employees8 4,849 4,716 4, Mobile customers per mobile employee 5,119 4,940 5, Other African countries Mobile customers( 000) 9,173 8,267 10, Number of mobile employees 1,992 1,524 1, Number of mobile customers per mobile employee 4,605 5,425 6, Other data Africa Online Number of subscribers9 17,252 14,411 17,773 n/a Number of employees Multi-Links Number of subscribers 813, ,431 1,780, Number of employees , Excludes Telkom internal lines of 110,733 (September 30, 2007:109,000). 2. Includes Telkom Internet ADSL, ISDN, WiMAX and dial-up subscribers. 3. Excludes Telkom internal lines of 880 (September 30, 2007:691). 4. Based on number of fixed-line employees, excluding subsidiaries % of Vodacom data. 6. Based on Vodacom estimates. 7. With effect from April 1, 2008, ARPU calculations include revenues from national roamers and international visitors roaming on Vodacom s network. Historical ARPU numbers have been restated in line with this new methodology. 8. Includes Holding company and Mauritius employees. 9. From April 1, 2008, Africa Online changed the method of counting subscribers to include all the individual corporate sites as individual customers. The comparative information for September 2007 has not been restated. 6

16 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 7 CRC: BLA C /1 *C77464/ /1* 2. Operational overview LEVERAGING OUR CORE NETWORK STRENGTH The competitive landscape has changed radically over the last few years with the mobile operators, Internet Service Providers and Value Added Networks increasingly entering what has traditionally been the fixed-line domain. Neotel is building its network and services capabilities and competing on price. The regulatory environment is also geared to generate competition in the fixed-line environment. As a result we are seeing the fixed-line revenue being eroded through both competition and price reductions which are necessary to maintain volume and to act for the benefit of the South African consumer through lowering the costs of telecommunication services. The fixed-line business intends to aggressively reposition itself within the African telecommunications environment. BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 7 CRC: Telkom s prime asset and core strength is its network. Telkom s Board and management have developed strategies to leverage this asset to drive revenue and profit growth into the future. No other telecommunications operator in South Africa has a network that can deliver the speed, quality and reliability of the fixed-line network. The continued growth in the Next Generation Network (NGN) is also providing the network intelligence to provide innovative, cost effective solutions which can be brought to the market rapidly. Telkom intends to exploit this opportunity for leveraging the network to provide for the increasing demand for capacity, new data and converged products. Global developments are initiating exciting opportunities to utilise the NGN for sourcing revenue from both vendors and customers through allowing access to the intelligence and strength of an open platform. Telkom s drive to capitalise on fixed-mobile convergence products through high value adding bundles will leverage the network further. In this respect, Telkom is uniquely positioned in that it has built and owns the backbone infrastructure for the mobile networks in South Africa. Telkom also has the opportunity to explore methods of exploiting the arbitrage between fixed and mobile pricing and benefitting from the saving on interconnection costs. Having mobile capabilities will also improve Telkom s ability to secure opportunities for growth on the African continent. Telkom s strength in the data market will be enhanced by the extension of data hosting capabilities in South Africa and Africa. There is significant opportunity to extract synergies through the bundling of network services with IT and hosting capabilities. In addition, corporates and multinationals in Africa require international connectivity and data solutions. 7

17 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 8 CRC: BLA C /1 *C77464/ /1* The conclusion of Telkom s mobile strategy review with the announcement on November 6, 2008 of the sale of 15% of Telkom s stake in Vodacom to the Vodafone Group and the unbundling of the remaining 35% stake to Telkom s shareholders will result in the termination of the shareholder agreement between Telkom and Vodafone. The ending of the restrictive conditions contained in that agreement will allow Telkom rapidly and aggressively to reposition itself to take advantage of the strength of the fixed-line network to move in to fixed-mobile convergence. DEFEND AND GROW STRATEGY SHOWING CONTINUED SUCCESS Telkom continues to drive revenue into annuity based streams through bundled products in order to defend and grow revenues. Annuity revenues increased 7.6% to R3,595 million at September 30, Annuity revenues exclude line installations, reconnection fees and CPE sales. Telkom Closer packages increased 28.1% to 507,985 calling plans with a notable 92.6% increase in the entry level Telkom Closer 1 plan to 9,906 bundles. Supreme Call packages targeted at the enterprise market grew 23.7% to 13,919 packages. Subscription based calling plans revenue increased 40.6% to R620 million. Telkom also continues to migrate corporate customers into long term contracts providing benefits in relation to term and volume discounts. Bundled products reduce churn and incentivise customers to remain loyal to Telkom. The cannibalisation effect, augmented by continuing fixed to mobile substitution, is evident in our traffic revenues. Revenue from local traffic decreased 11.5% to R1,881 million with local minutes decreasing 24.4% to 4,688 million minutes. Long distance revenues decreased 14.0% to R1,048 million with minutes decreasing 7.2% to 1,870 million minutes. Fixed to mobile traffic revenues remained flat at R3,803 million with minutes also remaining flat at 2,111 million minutes. International outgoing revenues decreased 3.4% to R481 million with minutes increasing 4.6% to 319 million minutes. Interconnection revenue increased 14.8% to R956 million. BLA C /1 *C77464/ /1* CRC: C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 8 8

18 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 9 CRC: BLA C /1 *C77464/ /1* It is evident that Telkom needs to offer fully converged services including mobility in order to pull traffic back onto the fixedline network. We look forward to offering our customers fully converged bundles offering significantly enhanced services and value. DATA CONTINUES TO GROW STRONGLY Data revenues grew 12.2% to R4,459 million. Internet access and related services revenue grew 30.2% to R700 million and managed data network services revenue increased by 42.1% to R444 million. Revenue from leased lines decreased by 4.2% to R862 million as a result of decreased pricing in order to combat self provisioning by other operators. Telkom is confident that its revised pricing combats continued moves from other operators to self provide. Telkom s scale makes it difficult for other operators to compete on the cost of leased line provisioning. ADSL subscribers grew by 46.7% to 491,774 subscribers over the comparative reporting period and Do Broadband subscribers increased to 154,095 from 78,780 at September 30, Continued growth has been stimulated by the commoditisation of ADSL, the Do Broadband offering, the Self Install Option, DSL port automation and wholesale services. Telkom continues to target ADSL penetration of 15% - 20% of fixed access lines by 2010/2011 with the introduction of new service offerings and aggressive price reductions. Telkom s continued focus on improving customer service has led to an improvement in the average time to install (ATTI) to 17 working days from the 20 working days achieved for the year ended March 31, The introduction of the Self Install Option is expected to continue to improve the ATTI. As at March 31, % of all ADSL installations were done through the Self Install Option. As at September 30, % of all ADSL installations were Self Installs. The Self Install Option has been very successful but does tie up the call centres as our agents guide customers through the installation process. BLA C /1 *C77464/ /1* CRC: C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 9 9

19 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 10 CRC: BLA C /1 *C77464/ /1* Further effort has gone into improving our customer satisfaction levels. DSL automation has automated the port allocation resulting in fewer errors and further reducing the lead time associated with the allocation of the DSL ports. A broadband demand register has been set up to hold orders that cannot be serviced due to infrastructure constraints. This intelligence is being used to align our DSL build programme with actual demand. In addition, the Broadband Service Assurance Solution being developed will provide users with self-help and self-diagnostic tools. This is particularly important to Internet Service Providers who will be able to provide first line maintenance and support capabilities, improving their customer service. The launch of the wholesale ADSL product offering has contributed to the growth of ADSL with 35,688 services being sold during the period ending September 30, 2008 up from 21,469 sold to March 31, ADSL DSLAMs have increased from 2,660 at March 31, 2008 to 3,036 at September 30, 2008 covering more than 92% of Telkom s existing customer footprint. In extending and complimenting our ADSL footprint, Telkom continues to roll out WiMAX base stations and is on track to reach the target of 76 base stations by March 31, Telkom has 50 WiMAX base stations currently installed. WiMAX has been deployed to provide broadband connectivity to customers that are not in the ADSL footprint and in areas that have been hard hit by copper theft and in high maintenance areas. VODACOM DELIVERS STRONG PERFORMANCE Vodacom again performed exceptionally well in the six months to September 30, 2008 delivering 14.0% growth in revenue to R26,016 million with a South African market share of approximately 53%. Vodacom increased its profit from operations by 12.5% to R6,430 million and increased net profit by 2.7% to R3,694 million (Telkom Group 50% share: R1,847 million) and delivered a constant EBITDA margin of 33.3%. BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 10 CRC: Vodacom s total customer base increased by a net of 4.1 million customers to 35.7 million customers as at September 30, South African mobile customers increased by 8.4% to 25.2 million (September 30, 2007: 23.3 million) for the six months ended September 30, 2008, reinforcing Vodacom s market leadership position in South Africa. Customers grew by 34.1% to 4.9 million (September 30, 2007: 3.7 million) customers in Tanzania, by 18.8% to 3.8 million (September 30, 2007: 3.2 million) customers in the Democratic Republic of Congo, by 35.5% to 450 thousand (September 30, 2007: 332 thousand) customers in Lesotho, and by 19.3% to 1.3 million (September 30, 2007: 1.1 million) customers in Mozambique. 10

20 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 11 CRC: BLA C /1 *C77464/ /1* Vodacom s data revenue increased by 43.3% to R3,004 million (50% share: R1,502 million) for the six months ended September 30, 2008 contributing 11.5% (September 30, 2007: 9.2%) to mobile operating revenue. Vodacom s other African operations contributed 12.7% (September 30, 2007: 11.0%) to revenue with 10.4 million (September 30, 2007: 8.3 million) customers. These operations constitute 29.3% of the total customer base. All of Vodacom s other African operations, with the exception of Vodacom Mozambique, are profitable. Mozambique remains a tough market but the outlook, and particularly the competitive landscape, has improved and we remain confident that in the medium to long-term it will contribute to the overall growth of Vodacom. On the conclusion of the transaction with Vodafone, Vodacom will be listed on the JSE with Telkom shareholders owning a direct equity stake of 35% in Vodacom. Vodacom will be used as Vodafone s vehicle for expansion in sub-saharan Africa excluding, North Africa, Ghana and Kenya. Vodacom will seek to comply with best corporate governance practices and have an independent, non-executive chairman and a majority of non executive directors. Vodacom will be free from having often missaligned shareholder strategies and is expected to benefit from simpler decision making processes as a result of Vodafone s majority control. Vodacom will be able to capitalise on Vodafone s product range and enormous research and development expertise. FIXED-MOBILE CONVERGENCE BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 11 CRC: Telkom announced at the Analyst day on March 31, 2008 that it intends to build a fixed-wireless network to provide mobile data services and fixed-wireless voice services. An initial footprint of 38 base stations has been established in Pretoria and Johannesburg. The target is to have in excess of 220 operational base stations by March 31, Telkom has completed trials on both our voice and data services during September The first paying external trial customers were connected on September 29, The trials have been very successful. Customer feedback has been very positive about the quality of the services and the overall value proposition on our fixed-wireless and nomadic data products. The nomadic voice product is still going through internal product development and we will add trial customers early in December The internal trials have been successful and we expect that the customer trials on this service will also be successful. 11

21 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 12 CRC: BLA C /1 *C77464/ /1* The first 38 base stations were dimensioned for 3,000 voice subscribers and 600 data subscribers at 24 Kbits (Committed Information Rate). All future stations will be dimensioned for 1,000 voice subscribers and 200 data subscribers at 24 Kbits. The base stations can be enabled (software upgradable) anytime for higher subscriber numbers. On conclusion of the Vodacom transaction, expected in the first half of 2009, Telkom will be able to provide its customers with mobile voice services. We are looking forward to execute on the selective build out of the mobile network. We intend to target our corporate customers and high income residential areas by adding mobility into the bundled service they already utilise from Telkom. We will also use mobility to reduce the cost of servicing areas affected by copper theft and high maintenance costs. Telkom s ability to service rural areas will be greatly enhanced by the use of more economical mobile technology. The products and services to be launched on this technology will certainly give our customers a lasting positive experience. This innovative 3G network supports services such as high-speed internet access, video and high-quality voice transmission. We are initially focusing on providing fixed-voice and fixed-wireless data services and within weeks, we also plan to roll-out nomadic voice services. The network footprint will be expanded rapidly during the next 6 months. AFRICAN INVESTMENTS Telkom continues to pursue growth by diversifying our revenue streams into African markets that offer high growth potential. We are still in the early phases of our move into Africa and are continuing to build out both Multi-Links and Africa Online. We are pleased to announce the acquisition of M-Web Africa Limited and 75% of M-Web Namibia (Pty) Limited for USD63 million. The Telkom Management Services Company is assessing various options particularly with regard to the privatisation and potential management contract opportunities in relation to a number of African incumbent operators. BLA C /1 *C77464/ /1* CRC: C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 12 12

22 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 13 CRC: BLA C /1 *C77464/ /1* MULTI-LINKS Telkom owns 75% of Multi-Links, a private telecommunications operator with a Universal Access License in Nigeria allowing fixed, mobile, fixed-wireless, international and data services. Multi-Links performed well in growing its subscriber base to 1,780,984 subscribers at September 30, For the twelve month period, Multi-Links added 1,518,553 subscribers of which 967,592 subscribers were connected since March 31, As at October 31, 2008 Multi-Links subscriber base had grown to 2,108,649 subscribers. October also saw the launch of broadband EVDO (3G equivalent) data services in Lagos and Abuja which are expected to significantly enhance Multi-Links revenue streams and service offerings, especially once these services are extended to other regions in the near future. Multi-Links service offerings currently include voice services on fixed and mobile handsets, closed user group and business centre services. Mobile internet access is provided to approximately 70,000 narrowband subscribers and 240 broadband EVDO subscribers at present. Local and international leased lines are also being provided to corporate customers. Multi-Links reported revenue of R813 million (2007: R310 million), a loss before tax of R289 million (2007: profit before tax R4.6 million) and a net loss for the period of R254 million. The deferred tax credit is largely due to assessed losses. Voice and data revenue contributed 72% of total revenue for the six month period, handset sales 20% and interconnect revenues 8%. Operating expenses of R1,081 million mainly consist of selling general and administrative expenses contributing 55% (2007: 41%), which are largely attributable to handset subsidies. Payments to other operators is the next largest contributor to operating expenses at 29% of the total operating expenses. Multi-Links EBITDA percentage for the six month period was negative at 19.8%, largely due to the handset subsidies incurred. A positive EBITDA is however forecast for the full year under review. BLA C /1 *C77464/ /1* CRC: C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 13 13

23 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 14 CRC: BLA C /1 *C77464/ /1* The Average Revenue per User (ARPU) achieved for the six month period ended September, was USD14. ARPU has fallen significantly during this period as a result of the rapidly expanding subscriber base whilst the revenues attributable to these new subscribers were not earned for the full six month period. In addition the launch of our mobile data package, EVDO, was delayed and only launched in October ARPUs are expected to increase slightly by the end of the current financial year as the subscribers added during the first six months of the financial year start generating revenues over a longer period of use. Multi-Links reported total minutes of use of 737,483,022 representing 133,919,542 incoming minutes of use and 603,563,480 outgoing minutes of use. In order to improve financial performance Multi-Links is capitalising on fibre swapping, improving point of sales, customer distribution channels, operating and business support systems and driving wholesale leasing. Net debt has increased to approximately R2.9 billion (2007: R302 million) as a result of the capital infrastructure roll out. The capital expenditures are being funded with a US dollar denominated shareholder s loan from Telkom SA Ltd and vendor financing arrangements from key suppliers. Interest charges due to Telkom for the six month period amounted to R47.1 million out of the total interest charge of R48.2 million. Multi-Links invested approximately R1,730 million (2007: R128 million) in capital expenditure during the period under review and grew its access network to 589 transmission stations and its fibre deployment to 3,800 kms by September 30, The total capital expenditure for the full year is expected to be in the region of R4 billion. BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 14 CRC: In addition, Multi-Links has commissioned a Huawei packet exchange in Abuja with a capacity of 300,000 subscribers, extended the Lagos switch capacity by 250,000 subscribers and established a new main network site in Gbagada, Lagos. The Lagos Metro Ethernet ring has now been completed and Abuja is nearing completion. Plans are underway for the deployment of Metro Ethernet rings in Kanu, Kaduna and the Delta region. Six NGN nodes are planned to be built in the 2009 financial year greatly extending Multi-Links ability to provide data products to corporate customers. 14

24 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 15 CRC: BLA C /1 *C77464/ /1* Multi-Links has 11 Customer Services Branches across Nigeria, with 20 more being planned to open before March, It is represented by Customer Services Branches or contact points in all 29 states that it operates in. The call centre receives an average of 27,000 calls a day. Larger premises to accommodate additional call centre staff are being sourced. The prospects for Multi-Links are strong and the company intends to capitalise on Telkom s brand and access to international data connectivity. The resilience and quality of international connectivity via the SAT3 submarine cable provides great opportunities to Multi- Links in servicing the corporate, wholesale and retail markets in Nigeria. AFRICA ONLINE Africa Online increased its revenues to R63 million in the six months ended September 30, The major contributors to revenue were consumer wireless and broadband VSAT services. Consumer wireless revenue growth was predominantly in Kenya and Uganda and the introduction of wireless in Tanzania, whilst growth in Pan African business revenues accounted for the increase in Broadband VSAT. Africa Online assumed responsibility for Telkom s African VSATs in January 2008, with the responsibility to perform service activation and assurance of various VSAT and point to point satellite links in neighbouring countries and on the rest of the African continent. Growing this business is expected to have future revenue generating capabilities for Africa Online. The company reported a positive EBITDA margin of 1.6% and an operating loss of R8 million largely as a result of the interest paid on Telkom s shareholder funding. BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 15 CRC: Africa Online s infrastructure roll out has not progressed as rapidly as expected due to longer than anticipated equipment lead times experienced in several countries of operation. M-WEB AFRICA Telkom announced the acquisition of M-Web Africa Limited and 75% of M-Web Namibia (Pty) Limited for USD63 million (approximately R610 million). 15

25 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 16 CRC: 8070 BLA C /1 *C77464/ /1* M-Web Africa is an internet services provider in Sub-Saharan Africa (excluding South Africa) and also provides network access services in some countries. Although its operations are largely focused on corporate customers, M-Web Africa s predominantly satellite-based internet access offerings allows the company to reach a wide range of customers, many of whom are not reached by traditional fixed-line infrastructures. The M-Web Africa group is headquartered in Mauritius with operations in Namibia, Nigeria, Kenya, Tanzania, Uganda and Zimbabwe, an agency arrangement in Botswana and distributors in 26 sub-saharan African countries. The successful conclusion of the agreements being entered into is subject to conditions precedent, including regulatory approvals being obtained in certain African jurisdictions. Telkom anticipates that it will extract significant synergies from the combination of M-Web Africa and Africa Online. These two companies can leverage the strength of Telkom s ISP services into Africa. The Africa Online business, coupled with M-Web Africa, will strengthen Telkom s position as a pan-african information and communication technology service provider with the depth to provide retail and wholesale customers with the services they require. TELKOM MEDIA Telkom announced on March 31, 2008 that it will substantially reduce its shareholding in Telkom Media. Negotiations with a potential investor have progressed and an announcement of the details of this transaction can be expected shortly. The Telkom SA Ltd shareholder loan of R430 million to Telkom Media has been fully impaired as at September 30, R217 million was impaired up to March 31, 2008 and an additional R213 million in the six months ended September 30, IMPROVING CUSTOMER SERVICE BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 16 CRC: 8070 Improved customer service is vital to defending and growing revenue. Sustainable and profitable growth in the customer base requires creating and strengthening capabilities focused on managing customer relationships and learning from acquired customer information. This will allow Telkom to manage the customer experience and anticipate customer needs. 16

26 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 17 CRC: BLA C /1 *C77464/ /1* The following key activities are taking place during the 2009 financial year: The establishment of a robust customer data and customer analytics (CA) project is underway. A refined customer segmentation programme based on value and needs is underway. Residential macro and micro segmentation results were finalised during October It is expected that the Enterprise market programme will be completed by mid December This provides Telkom with a new segmentation framework that will provide increased and renewed focus on our different customer segments. Improved churn management Churn modelling will be completed during the first quarter of We have introduced Customer Portfolio Management (CPM) for all segments to move away from being predominantly product centric. Segment managers for segments have been appointed. The transition period commenced in October 2008 and will be completed by March The full roll-out of CPM will commence in the 2009 financial year. Contact centre network has been streamlined to make it easier for customers to access and interact with Telkom. We managed to improve the percentage of calls answered within 20 seconds (SVL) across our contact centres. The mass and enterprise markets SVL improved by 7% and we managed to handle 1,128,036 more calls compared to the same period last year. Overall we answered 9,985,106 calls. Within operator services we improved the average Speed of Answer by 184%. As a result of the demand for our broadband products, the key focus for the next six months will be to enhance our service delivery within the ADSL contact centres. Customer communication has been improved. The escalation process has been redesigned and was implemented on September 1, A new Telkom persona/voice was introduced into Call Centres with simplified call flows and options available to customers. CRC: C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 17 BLA C /1 *C77464/ /1* The above initiative demonstrates Telkom s commitment to improving customer service levels. 17

27 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 18 CRC: 3704 BLA C /1 *C77464/ /1* KEY NEXT GENERATION NETWORK, CAPACITY AND PRODUCT DEVELOPMENTS Telkom is in the 3rd year of its NGN build out programme. Customer demands and global standards necessitate the provision of services and particularly bandwidth that is only possible utilising the intelligence of an NGN system. Telkom intends to maintain the strength and capacity of its network as a differentiator over our competitors. The following key achievements are worth mentioning: An increase of the ADSL footprint to 3,036 DSLAMs, covering more than 92% of Telkom s existing customer footprint. An increase of the Metro Ethernet footprint to 103 nodes deployed in major cities, using 10Gbit/s and 1Gbit/s line systems. i.e. at Cape Town (18), Johannesburg (48), Pretoria (8) Durban (18) and Port Elizabeth (11). Dense Wave Division Multiplexing (DWDM) systems capable of forty 10Gbit/s signals over a single pair of fibre. The first system was deployed between Gauteng and Durban. The full deployment of this technology will provide the potential to increase the transport bandwidth capability. A significant rollout of these systems between all major cities in SA is currently underway and expected to be completed during the 2009 financial year. The rollout of switches to provide automatic self-healing re-routing of bandwidth on the national layer is underway and expected to be completed during the 2009 financial year. Total International IP bandwidth has increased by 0.67 Gbits/s to a total of Gbits/s. ATM network available bandwidth on the core and metro layers has increased by 23 Gbits/s to a combined 170 Gbits. Network Interactive Voice Response System deployed which offers advanced speech services such as automated speech recognition and a text-to-speech application enabling Corporate customers and Telkom to enhance their voice systems. BLA C /1 *C77464/ /1* CRC: 3704 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: Wi-Fi hotspots have been deployed at strategic partner locations. Fibre deployment has increased from 117,000 cable.kms to 128,000 cable.kms, which is a growth of 9.5%. Cable.kms refers to the pure length of fibre irrespective of the number of fibre strains. IMAX has been introduced into the system and is ready to carry traffic. IMAX has the ability to carry narrowband and broadband services for wire line legacy and converged services. 18

28 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 19 CRC: BLA C /1 *C77464/ /1* THE REGULATORY ENVIRONMENT Telkom faces continuous regulatory challenges covering inter alia competition issues and changes in policies. Through constructive dialogue, the Company endeavours to achieve a regulatory framework that is realistic, equitable and beneficial to the industry. The following details the main changes to the regulatory environment affecting the industry and Telkom during the year. Electronic Communications Act (ECA) ICASA had to address the task of developing the market regulation framework. ICASA has issued since December 2007 some 10 draft regulations, dealing with the identification and definition of the various relevant markets, the methodologies for analysing these markets to determine the level of competition, or lack thereof, proposed rules on the leasing of communication facilities, on interconnection, on the special treatment of facilities that are deemed to be essential and on the owners thereof. Telkom will, of course, be affected for the most part by all these developments. Regarding the pro competition regulations, in March 2008 ICASA published draft regulations on the processes and methodologies that ICASA will use for the definition of the relevant markets, for determining the effectiveness of competition in markets, for the identification of licensees having significant market power, and for ensuring that pro-competitive remedies imposed are reasonable and proportionate in addressing market failure. Licence conversion BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 19 CRC: ICASA has started a process of converting our licenses to the new licensing framework. Regulations providing the framework to convert our PSTS and VANS licenses have been published by ICASA, including the standard terms and conditions that will apply to all electronic communications services and all electronic communications network services licenses, including ours. ICASA has proposed draft additional conditions applicable to the electronic communications service and electronic communications network service licences that will be issued to existing licensees, including Telkom. ICASA, after taking into account the comments received, is expected to publish final proposed terms and conditions for public comment. It is, however not likely that ICASA will complete the licence conversion process before the end of December We presume that the technology neutrality of the Electronic Communications Act will result in us being able to explore new horizons; how far we will be allowed to go, however, and at what cost, is not yet clear. 19

29 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 20 CRC: BLA C /1 *C77464/ /1* Telkom continuously engages in negotiations for interconnection, shared access and facilities leasing agreements. Interconnectivity agreements with Neotel and the majority of VANS have been concluded. Number portability (NP) Mobile number portability has been in operation since Anecdotal evidence is that mobile porting in South Africa was slower than it was expected to be, although the high cost of implementation has duly materialised. Fixed-line porting, essentially between Telkom and Neotel, has not yet happened. Testing of inter-operator systems is in progress and some form of portability is expected to soon be in place. The existence of very active VoIP service providers has led to further competition for our fixedline network. Carrier pre-selection between Telkom and Neotel has also not yet been established, as Neotel has not yet been allocated the necessary selection codes by ICASA. Local loop unbundling (LLU) Telkom is required, in terms of existing legislation, to provide Neotel with shared access to its local loop. Although the Telecommunications Act, 103 of 1996, provided that no general local loop unbundling would be required after the first two years of operation of Neotel, the EC Act, which repeals the Telecommunications Act, makes provision for unbundling of the local loop, subject to ICASA making the necessary regulations. The Minister of Communications published policy decisions that the process of unbundling the local loop in South Africa should be urgently implemented and completed by On May 23, 2007, the Local Loop Unbundling Committee set up by the Minister of Communications to develop appropriate policies for the unbundling of the local loop in South Africa recommended, amongst other things: three forms of local loop unbundling to be considered, full unbundling of the metallic loop, line sharing and wholesale bit stream access; and BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 20 CRC: the regulatory process, with full industry participation has commenced and implementation must be completed in

30 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 21 CRC: BLA C /1 *C77464/ /1* Defining end-to-end leased lines and other wholesale markets The market review process undertaken by ICASA is aimed at determining the scope and boundaries of various fixed-line wholesale and retail markets (e.g. local access, national long distance, international, etc.). In terms of the process, ICASA is expected to: define the relevant markets: assess Telkom s market power and dominance in each market: and propose pro-competition regulations on Telkom. 3. Group performance GROUP OPERATING REVENUE Group operating revenue increased by 9.8% to R29,884 million (September 30, 2007: R27,227 million) in the six months ended September 30, Fixed-line operating revenue, before inter-segmental eliminations, increased by 2.8% to R16.6 billion primarily due to growth in data revenues, higher revenue from interconnection and subscriptions and connections, partially offset by lower traffic revenue. Mobile operating revenue, before inter-segmental eliminations, increased by 14.0% to R13,008 million primarily due to customer growth in all countries of operation. GROUP OPERATING EXPENSES BLA C /1 *C77464/ /1* CRC: C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 21 Group operating expenses increased by 16.9% to R23,454 million (September 30, 2007: R20,067 million) in the six months ended September 30, 2008, primarily due to a 12.5% increase in operating expenses in the fixed-line segment to R13,515 million (before inter-segmental eliminations) and a 14.5% increase in operating expenses in the mobile segment to R9,820 million (before inter-segmental eliminations). Fixed-line operating expenses increased primarily due to increased employee expenses, payments to other operators, selling, general and administrative expenses, depreciation, amortisation, impairment and write-offs and services rendered, partially offset by a decrease in operating leases. The increase in mobile operating expenses was primarily due to increased gross connections resulting in increased costs to connect customers onto the network as well as increased payments to other operators, depreciation and amortisation and increased staff expenses. 21

31 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 22 CRC: 9640 BLA C /1 *C77464/ /1* INVESTMENT INCOME Investment income consists of interest received on short-term investments and bank accounts. Investment income increased by 4.6% to R136 million (September 30, 2007: R130 million), largely as a result of increased interest rates. FINANCE CHARGES Finance charges include interest paid on local and foreign borrowings, amortised discounts on bonds and commercial paper bills, fair value gains and losses on financial instruments and foreign exchange gains and losses on foreign currency denominated transactions and balances. Finance charges increased by 6.6% to R1,036 million (September 30, 2007: R972 million) in the six months ended September 30, 2008, primarily due to a 45.1% increase in interest expense to R1,258 million (September 30, 2007: R867 million) as a result of the 10.7% increase in net debt to R19,622 million (September 30, 2007: R17,732 million). In addition to the increase in the interest expense, net fair value and exchange movements on financial instruments resulted in a gain of R222 million for the six months ended September 30, 2008 (September 30, 2007: Loss of R105 million). The gain was mainly attributable to the revaluation of the Multi-Links put option. TAXATION Consolidated tax expense decreased by 25.0% to R2,009 million (September 30, 2007: R2,678 million) in the six months ended September 30, The consolidated effective tax rate for the six months ended September 30, 2008 was 34.8% (September 30, 2007: 41.1%). Telkom Company s effective tax rate was 23.2% (September 30, 2007: 42.7%). The lower effective tax rate for Telkom Company in the six months ended September 30, 2008 was due to the Vodacom dividend received in the current period, but not in the six months ended September 30, BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 22 CRC: 9640 Vodacom s effective tax rate increased to 34.6% (September 30, 2007: 30.6%). The increase is mainly due to the STC charge on the dividend declared in the six months ended September 30,

32 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 23 CRC: BLA C /1 *C77464/ /1* PROFIT FOR THE YEAR AND EARNINGS PER SHARE Profit attributable to the equity holders of Telkom, decreased by 2.1% to R3,622 million (September 30, 2007: R3,700 million) in the six months ended September 30, Group basic earnings per share remained flat at cents per share (September 30, 2007: cents) and Group headline earnings per share increased by 0.4% to cents per share (September 30, 2007: cents). 4. Group balance sheet The Group s balance sheet retained its strength and moved towards a more efficient capital structure. Net debt, after financial assets and liabilities, increased by 10.7% to R19,622 million (September 30, 2007: R17,732 million) resulting in a net debt to EBITDA ratio of 2.0 times from 1.7 times at September 30, On September 30, 2008, the Group had cash balances of R705 million (September 30, 2007: R778 million). Interest-bearing debt, including credit facilities utilised, increased by 8.9% to R19,341 million (September 30, 2007: R17,766 million) in the six months ended September 30, Telkom Company issued new local bonds, the TL12 and TL15 with a nominal value of R1,060 million and R1,160 million respectively as well as money market term borrowings of R3,000 million during the six months ended September 30, The Group issued commercial paper bills with a nominal value of R6,316 million for the six months ended September 30, 2008 of which commercial paper bills with a nominal value of R6,684 million were repaid by September 30, Group cash flow BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 23 CRC: Cash flows from operating activities increased by 344.1% to R3,033 million (September 30, 2007: R683 million), primarily due to lower dividend and tax payments partially offset by higher cash paid to suppliers and employees as a result of increased expenditure. Cash flows utilised in investing activities decreased by 25.1% to R5,262 million (September 30, 2007: R7,028 million), primarily due to acquisitions in the six months ended September 30, 2007, partially offset by higher capital expenditure in both the fixed-line and other segments. Cash flows from financing activities includes loans raised of R10,105 million, partially offset by loans repaid of R9,127 million. Commercial paper debt with a nominal value of R6,684 million was repaid during the six months ended September 30,

33 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 24 CRC: BLA C /1 *C77464/ /1* SUMMARY Year ended Six months ended March 31, September 30, In ZAR millions % Cash generated from operations 21,256 8,313 8, Cash from operating activities (after tax, interest and dividends) 10, , Investing activities (14,106) (7,028) (5,262) (25.1) Financing activities 2,943 4,520 1,254 (72.3) Net decrease in cash (560) (1,825) (975) (46.6) The decrease in cash is as a result of the decision to continue to repay outstanding debt with minimal additional debt in order to avoid the current high interest rates and in the view of the expected cash inflow from the sale of 15% of our stake in Vodacom. 6. Group capital expenditure Group capital expenditure which includes spend on intangible assets, increased by 38.9% to R6,140 million (September 30, 2007: R4,420 million) and represents 20.5% of Group revenue (September 30, 2007: 16.2%). GROUP CAPITAL EXPENDITURE BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 24 CRC: Year ended Six months ended March 31, September 30, In ZAR millions % Fixed-line 6,793 2,647 2, Mobile 3,460 1,648 1,578 (4.2) Other 1, ,818 1, ,666 4,420 6,

34 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 25 CRC: BLA C /1 *C77464/ /1* FIXED-LINE CAPITAL EXPENDITURE Year ended Six months ended March 31, September 30, In ZAR millions % Baseline 4,039 1,854 1,512 (18.4) Portfolio 2, , Revenue generating Network evolution 1, Sustainment (65.8) Effectiveness and efficiency Support Regulatory and other ,793 2,647 2, Fixed-line capital expenditure which includes spending on intangible assets, increased by 3.7% to R2,744 million (September 30, 2007: R2,647 million) and represents 16.6% of fixed-line revenue (September 30, 2007: 16.4%). Baseline capital expenditure of R1,512 million (September 30, 2007: R1,854 million) was largely for the deployment of technologies to support the growing data services business (including ADSL footprint), links to the mobile cellular operators and expenditure for access line deployment in selected high growth commercial and residential areas. The continued focus on rehabilitating the access network and increasing the efficiencies and redundancies in the transport network contributed to the network evolution and sustainment capital expenditure of R646 million (September 30, 2007: R318 million). BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 25 CRC: Telkom continues to focus on its operations support system investment with current emphasis on workforce management, provisioning and fulfilment, assurance and customer care, hardware technology upgrades on the billing platform and performance and service management. During the six months ended September 30, 2008, R401 million (September 30, 2007: R352 million) was spent on the implementation of several systems. 25

35 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 26 CRC: BLA C /1 *C77464/ /1* MOBILE CAPITAL EXPENDITURE Year ended Six months ended March 31, September 30, In ZAR millions % Property, plant and equipment 2, , Intangible assets (51.6) 3,460 1,648 1,578 (4.2) Mobile capital expenditure, which includes spending on intangible assets, decreased by 4.2% to R1,578 million (September 30, 2007: R1,648 million) and represents 12.1% of mobile revenue (September 30, %) and was mainly spent on the cellular network infrastructure consisting of radio, switching and transmission network infrastructure and computer software. OTHER CAPITAL EXPENDITURE Year ended Six months ended March 31, September 30, In ZAR millions % Other 1, ,818 1,354.4 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 26 CRC: Other capital expenditure consists of additions to property, plant and equipment for our subsidiaries TDS Directory Operations (Proprietary) Limited, Swiftnet (Proprietary) Limited, Africa Online Limited and Multi-Links Telecommunications Limited. Other capital expenditure, which includes spending on intangible assets, increased significantly to R1,818 million (September 30, 2007: R125 million) and represents 120.7% of other revenue (September 30, 2007: 13.9%). The significant increase in capital expenditure in the other segment is primarily due to the expansion of Multi-Links to build capacity for mobile voice and data products within the Nigerian market. 7. Segment performance Telkom s operating structure comprises three segments, fixed-line, mobile and other. The fixed-line segment provides fixed-line voice and data communications services through Telkom. The mobile segment provides mobile services through our 50% joint venture interest in Vodacom. The other segment provides fixed, mobile, data, long distance and international telecommunications services throughout Nigeria, through our 75% owned subsidiary, Multi-Links, directory services through our 64.9% owned subsidiary, TDS Directory Operations, internet services in Cote d Ivoire, Ghana, Kenya, Namibia, Swaziland, Tanzania, Uganda, Zambia and Zimbabwe, through our wholly owned subsidiary, Africa Online Limited and wireless data services through our wholly owned subsidiary, Swiftnet. 26

36 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 27 CRC: BLA C /2 *C77464/ /2* Vodacom s results are proportionately consolidated into the Telkom Group s consolidated financial statements. This means that we include 50% of Vodacom s results in each of the line items in the Telkom Group s consolidated financial statements. The financial information provided below is before any inter-segmental eliminations. SUMMARY BLA C /2 *C77464/ /2* C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 27 CRC: Year ended Six months ended March 31, September 30, In ZAR millions % Operating revenue 56,271 27,227 29, Fixed-line 32,572 16,108 16, Mobile 24,089 11,407 13, Other 1, , Inter-segmental eliminations (2,369) (1,190) (1,195) 0.4 Operating profit 14,619 7,364 6,676 (9.3) Fixed-line 8,107 4,286 3,257 (24.0) Mobile 6,247 2,856 3, Other (91.4) Inter-segmental eliminations (102) (10) 179 Operating profit margin(%) (17.4) Fixed-line (25.9) Mobile (0.8) Other (94.9) EBITDA 20,743 10,265 9,982 (2.8) Fixed-line 11,839 6,154 5,252 (14.7) Mobile 8,217 3,799 4, Other (41.6) Inter-segmental eliminations 183 (10) 213 EBITDA margin(%) (11.4) Fixed-line (17.0) Mobile Other (65.0) 27

37 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 28 CRC: BLA C /2 *C77464/ /2* FIXED-LINE SEGMENT The fixed-line segment accounted for 55.5% (September 30, 2007: 59.2%) of Group operating revenues (before inter-segmental eliminations) and 48.8% (September 30, 2007: 58.2%) of Group operating profit for the six months ended September 30, The financial information presented below for the fixed-line segment is before inter-segmental eliminations. SUMMARY Year ended Six months ended March 31, September 30, In ZAR millions % Revenue 32,572 16,108 16, Operating profit 8,107 4,286 3,257 (24.0) EBITDA 11,839 6,154 5,252 (14.7) Capital expenditure1 6,793 2,647 2, Operating profit margin(%) (25.9) EBITDA margin(%) (17.0) Capex to revenue(%) Including spend on intangible assets BLA C /2 *C77464/ /2* CRC: C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 28 28

38 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 29 CRC: BLA C /2 *C77464/ /2* FIXED-LINE OPERATING REVENUE Year ended Six months ended March 31, September 30, In ZAR millions % Subscriptions and connections 6,330 3,118 3, Traffic 15,950 8,077 7,833 (3.0) Local 4,076 2,125 1,881 (11.5) Long distance 2,252 1,219 1,048 (14.0) Fixed-to-mobile 7,557 3,794 3, International outgoing (3.4) Subscription based calling plans 1, Interconnection 1, Mobile operators Fixed operators International operators Data 8,308 3,975 4, Leased lines and other data 6,460 3,076 3, Mobile leased facilities 1, (4.1) Other (20.0) 32,572 16,108 16, C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 29 BLA C /2 *C77464/ /2* CRC: Operating revenue from the fixed-line segment, before inter-segmental eliminations, increased by 2.8% to R16,565 million (September 30, 2007: R16,108 million) primarily due to increased data, interconnection and subscription and connection revenues, partially offset by a decline in traffic revenue. 29

39 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 30 CRC: BLA C /2 *C77464/ /2* Subscription and connections revenue grew by 3.7% to R3,233 million (September 30, 2007: R3,118 million) largely as a result of increased rental tariffs and the increase in the number of ISDN channels. Traffic revenue decreased by 3.0% as a result of the acceleration of broadband adoption and the resultant loss of internet dial-up minutes as well as the increasing substitution of calls placed using mobile services rather than fixed-line services. Revenue from subscription based calling plans increased 40.6% to R620 million primarily due to increased volumes as a result of a 28.1% increase in the number of subscribers to 507,985 (September 30, 2007: 396,589) in the six months ended September 30, Interconnection revenue increased by 14.8% to R956 million (September 30, 2007: R833 million) largely as a result of an increase of 12.8% in international interconnection revenue and a 9.3% increase in domestic mobile interconnection revenue. The increased interconnection revenue from international operators is mainly a result of higher exchange rates partially offset by a 6.3% decrease in international interconnection traffic minutes to 599 million minutes (September 30, 2007: 639 million minutes). Mobile interconnection revenue increased by 9.3% to R445 million (September 30, 2007: R407 million) primarily due to increased interconnection traffic from mobile operators. Mobile interconnection traffic minutes increased by 1.2% to 1,241 million minutes (September 30, 2007: 1,226 million minutes) in the six months ended September 30, Data revenue increased by 12.2% to R4,459 million (September 30, 2007: R3,975 million) mainly due to higher demand for data services, including ADSL, an increase in internet access and related services and managed data network services. 30 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 30 CRC: BLA C /2 *C77464/ /2*

40 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 31 CRC: 3064 BLA C /1 *C77464/ /1* FIXED-LINE OPERATING EXPENSES BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 31 CRC: 3064 Year ended Six months ended March 31, September 30, In ZAR millions % Employee expenses 7,397 3,414 4, Salaries and wages 5,509 2,770 2, Benefits 2,671 1,022 1, Other Employee related expenses capitalised (786) (381) (348) (8.7) Payments to other network operators 6,902 3,362 3, Payment to mobile operators 5,460 2,811 2, Payment to international operators 1, Payment to fixed-line operators SG&A 3,899 1,844 2, Materials and maintenance 1,996 1,044 1, Marketing (4.1) Bad debts Other 1, Services rendered 2,413 1,186 1, Property management 1, Consultants and security 1, Operating leases (2.7) Depreciation, amortisation, impairment and write-offs 3,732 1,868 1, ,962 12,011 13, Fixed-line operating expenses, before inter-segmental eliminations, increased by 12.5% in the six months ended September 30, 2008, to R13,515 million (September 30, 2007: R12,011 million), primarily due to increased employee expenses, payments to other network operators, selling, general and administrative expenses, depreciation, amortisation, impairment and write-offs and services rendered partially offset by a decrease in operating leases. Employee expenses increased by 19.5%, largely due to increased share option grant expenses as a result of the higher number of shares awarded, increase in medical aid provision for pensioners and increased salaries and wages as a result of salary increases. Included in salaries and wages is an 11% general increase for the bargaining unit employees (September 2007: 6.85%) based on a new agreement concluded with labour unions. 31

41 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 32 CRC: BLA C /1 *C77464/ /1* Payments to other network operators increased by 9.0% as a result of increased payments to mobile and international operators. Payments to mobile operators increased by 5.5%, largely due to increased mobile outgoing traffic during peak hours as a result of discount structures offered in the corporate segment. Payments to international operators increased by 28.6% primarily due to the increase of volumes in switched hubbing and the higher exchange rates. Selling, general and administrative expenses increased by 21.3% primarily as a result of the R213 million impairment of the Telkom Media loan and the R34 million impairment of the Africa Online investment. Services rendered increased by 2.3% mainly as a result of increased security costs to secure the copper network and increased transport cost due to higher fuel prices. Operating leases decreased by 2.7% primarily due to a 10.9% reduction in the vehicle fleet from 9,327 vehicles at September 30, 2007 to 8,313 vehicles at September 30, The 6.8% increase in the depreciation, amortisation, impairment and write-offs to R1,995 million (September 30, 2007: R1,868 million) was mainly as a result of higher capital expenditure and less significant extension of useful lives of assets in the current period. Fixed-line operating profit decreased by 24.0% to R3,257 million (September 30, 2007: R4,286 million) with an operating profit margin of 19.7% (September 30, 2007: 26.6%). EBITDA decreased by 14.7% to R5,252 million (September 30, 2007: R6,154 million), with the EBITDA margin decreasing to 31.7%. (September 30, 2007: 38.2%). BLA C /1 *C77464/ /1* CRC: C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 32 32

42 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 33 CRC: BLA C /2 *C77464/ /2* MOBILE SEGMENT The mobile segment accounted for 43.5% of Group operating revenue (September 30, 2007: 41.9%) (before inter-segmental eliminations) and 48.2% of Group operating profits (September 30, 2007: 38.8%). Vodacom s operational statistics are presented below at 100%, but all financial figures represent the 50% that is proportionately consolidated in the Group and presented before inter-segmental eliminations. SUMMARY Year ended Six months ended March 31, September 30, In ZAR millions % Operating revenue 24,089 11,407 13, Operating profit 6,247 2,856 3, EBITDA 8,217 3,799 4, Capital expenditure1 3,460 1,648 1,578 (4.2) Operating profit margin(%) (0.8) EBITDA margin(%) Capex to revenue(%) (16.0) 1. Including spend on intangible assets MOBILE OPERATING REVENUE BLA C /2 *C77464/ /2* CRC: C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 33 Year ended Six months ended March 31, September 30, In ZAR millions % Airtime and access 13,548 6,474 7, Data 2,501 1,048 1, Interconnect 4,443 2,152 2, Equipment sales 2,526 1,196 1, International airtime Other ,089 11,407 13, Operating revenue from the mobile segment increased by 14.0%, before inter-segmental eliminations, to R13,008 million (September 30, 2007: R11,407 million), primarily driven by customer growth in all operations and higher data penetration levels. Revenue from Vodacom s operations outside of South Africa increased by 31.2% to R1,650 million (September 30, 2007: R1,258 million) for the six months ended September 30,

43 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 34 CRC: BLA C /1 *C77464/ /1* The growth in revenue can largely be attributed to a 13.1% increase in Vodacom s total customers to 35.7 million as of September 30, 2008, (September 30, 2007: 31.6 million), resulting from strong growth in prepaid and contract customers in South Africa and 26.3% growth in customers outside of South Africa. In South Africa, total ARPUs increased by 8.2% to R132 (September 30, 2007: R122) for the six months ended September 30, Contract ARPUs decreased 1.2% to R481 (September 30, 2007: R487) and prepaid ARPUs increased by 11.9% to R66 (September 30, 2007: R59) for the six months ended September 30, Data revenue increased by 43.3% and represents 11.5% of mobile revenue during the six months ended September 30, 2008 (September 30, 2007: 9.2%). The growth was largely due to higher penetration levels and more affordable product offerings. Vodacom South Africa transmitted 2.4 billion SMS messages (September 30, 2007: 2.2 billion), over its network during the six months ended September 30, Mobile interconnect revenue increased by 10.2% to R2,372 million for the six months ended September 30, 2008 (September 30, 2007: R2,152 million), primarily as a result of the increased number of Vodacom customers and the related increase in incoming traffic. Equipment sales increased by 4.1% to R1,245 million for the six months ended September 30, 2008 (September 30, 2007: R1,196 million) primarily due to the growth of the customer base. South African handset sales volumes increased by 2.0% to 2.4 million units (September 30, 2007: 2.3 million units) during the six months ended September 30, Vodacom s international airtime revenue consists largely of international calls by Vodacom s customers, roaming revenue from Vodacom customers making and receiving calls while abroad and revenue from international customers roaming on Vodacom s network. International airtime revenue increased 2.3% to R487 million for the six months ended September 30, 2008 (September 30, 2007: R476 million). BLA C /1 *C77464/ /1* CRC: C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 34 34

44 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 35 CRC: BLA C /1 *C77464/ /1* MOBILE OPERATING EXPENSES Year ended Six months ended March 31, September 30, In ZAR millions % Employee expenses 1, Payments to other operators 3,279 1,577 1, SG&A 10,271 4,972 5, Services rendered Operating leases Depreciation, amortisation, impairment and write-offs 1, , ,898 8,573 9, Mobile operating expenses, before inter-segmental eliminations, increased by 14.5% to R9,820 million for the six months ended September 30, 2008 (September 30, 2007: R8,573 million), primarily due to increased selling and distribution costs, payments to other operators, depreciation, amortisation, impairment and write-offs, employee expenses, operating leases and services rendered. Mobile employee expenses increased by 16.5% to R853 million for the six months ended September 30, 2008 (September 30, 2007: R732 million), primarily due to a 5.6% increase in the total number of employees to 6,588 mainly as a result of the strengthening of management structures to support the growth in ongoing operations. Annual salary increases and increased provisions for long-term incentive schemes also contributed to the increased employee expenses. Employee productivity has improved in all of Vodacom s operations, as measured by customers per employee, increased by 7.1% to 5,417 customers per employee. BLA C /1 *C77464/ /1* CRC: C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 35 Mobile payments to other operators increased by 16.6% to R1,839 million (September 30, 2007: R1,577 million) in the six months ended September 30, 2008, primarily as a result of increased outgoing traffic terminating on the other mobile networks relative to traffic terminating on the fixed-line network. Mobile selling, general and administrative expenses increased by 11.8% to R5,559 million for the six months ended September 30, 2008 (September 30, 2007: R4,972 million), primarily due to an increase in selling, distribution and marketing expenses mainly driven by new technologies and enhancing brand presence in all operations to support the growth in South African and other African operations. 35

45 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 36 CRC: BLA C /3 *C77464/ /3* Mobile depreciation, amortisation, impairment and write-offs increased by 17.6% to R1,109 million for the six months ended September 30, 2008 (September 30, 2007: R943 million), primarily as a result of increased capital expenditure upgrading and expanding Vodacom s networks. Telkom s 50% share of Vodacom s profit from operations increased by 12.7% to R3,220 million for the six months ended September 30, 2008 (September 30, 2007: R2,856 million) and the mobile operating profit margin decreased to 24.8% (September 30, 2007: 25.0%). Mobile EBITDA increased by 14.0% to R4,329 million for the six months ended September 30, 2008 (September 30, 2007: R3,799 million) with the EBITDA margin remaining at 33.3%. OTHER SEGMENT The other segment accounted for 5.0% of Group operating revenue (September 30, 2007: 3.3%) (before inter-segmental eliminations) and 0.3% of Group operating profits (September 30, 2007: 3.1%). SUMMARY BLA C /3 *C77464/ /3* CRC: C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 36 Year ended Six months ended March 31, September 30, In ZAR millions % Operating revenue 1, , Operating profit (91.4) EBITDA (41.6) Capital expenditure1 1, ,818 1,354.4 Operating profit margin(%) (94.9) EBITDA margin(%) (65.0) Capex to revenue(%) Including spend on intangible assets 36

46 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 37 CRC: BLA C /2 *C77464/ /2* The following table shows the contributions to other operating expenses by each of the four subsidiaries contained in our other segment and the percentage change for the period indicated. OTHER OPERATING REVENUE Year ended Six months ended March 31, September 30, In ZAR millions % Multi-Links TDS Directory Operations Africa Online Swiftnet , , Other operating revenue before inter segmental eliminations increased by 67.0% in the six months ended September 30, 2008 to R1,506 million (September 30, 2007: R902 million) primarily driven by the increase in revenue generated by Multi-Links as a result of the increase in number of subscribers. OTHER OPERATING EXPENSES BLA C /2 *C77464/ /2* CRC: C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 37 Year ended Six months ended March 31, September 30, In ZAR millions % Employee expenses Payments to other operators SG&A Services rendered Operating leases Depreciation, amortisation, impairment and write-offs , , Other operating expenses, before inter-segmental eliminations, increased by 118.5% to R1,521 million (September 30, 2007: R696 million) in the six months ended September 20, 2008 primarily due to the increase in operating expenses of Multi-Links. 37

47 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 38 CRC: BLA C /2 *C77464/ /2* The following table shows the contributions to other operating expenses by each of the four subsidiaries contained in our other segment and the percentage change for the period indicated. Year ended Six months ended March 31, September 30, In ZAR millions % Multi-Links , TDS Directory Operations Africa Online Swiftnet , , Employees FIXED-LINE Year ended Six months ended March 31, September 30, % Telkom Company 24,879 25,570 24,075 (5.9) Lines per employee MOBILE EMPLOYEES BLA C /2 *C77464/ /2* C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 38 CRC: Year ended Six months ended March 31, September 30, % South Africa1,2 4,849 4,716 4, Customers per employee1,2 5,119 4,940 5, Other African countries2 1,992 1,524 1, Customers per employee2 4,605 5,425 6, Vodacom Group1,2 6,841 6,240 6, Customers per employee1,2 4,969 5,058 5, Includes Holding Company and Mauritius employees. 2. Includes Agency temporary employees. 38

48 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 39 CRC: BLA C /1 *C77464/ /1* OTHER Year ended Six months ended March 31, September 30, % Swiftnet TDS Directory Operations (15.8) Africa Online Multi-Links , Condensed consolidated interim statements REPORT ON REVIEW OF INTERIM CONDENSED CONSOLIDATED FINANCIAL STATEMENTS TO THE SHAREHOLDERS OF TELKOM SA LIMITED Introduction We have reviewed the accompanying interim condensed consolidated balance sheet of Telkom SA Limited as at September 30, 2008 and the related interim condensed consolidated statements of income, changes in equity and cash flows for the six-month period then ended, and a summary of significant accounting policies and other explanatory notes. Management is responsible for the preparation and fair presentation of these interim condensed consolidated financial statements in accordance with International Financial Reporting Standard IAS 34 Interim Financial Reporting ( IAS 34 ). Our responsibility is to express a conclusion on these interim condensed consolidated financial statements based on our review. BLA C /1 *C77464/ /1* CRC: C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 39 Scope of Review We conducted our review in accordance with International Standard on Review Engagements 2410, Review of Interim Financial Information Performed by the Independent Auditor of the Entity. A review of interim financial information consists of making inquiries, primarily of persons responsible for financial and accounting matters, and applying analytical and other review procedures. A review is substantially less in scope than an audit conducted in accordance with International Standards on Auditing and consequently does not enable us to obtain assurance that we would become aware of all significant matters that might be identified in an audit. Accordingly, we do not express an audit opinion. 39

49 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 40 CRC: BLA C /1 *C77464/ /1* Conclusion Based on our review, nothing has come to our attention that causes us to believe that the accompanying interim condensed consolidated financial statements do not present fairly, in all material respects, the financial position of the entity as at September 30, 2008, and of its financial performance and its cash flows for the six- month period then ended in accordance with IAS 34. Ernst & Young Inc. Registered Auditor November 14, 2008 Pretoria 40 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 40 CRC: BLA C /1 *C77464/ /1*

50 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 41 CRC: BLA C /2 *C77464/ /2* Condensed consolidated interim income statement for the six months ended September 30, 2008 BLA C /2 *C77464/ /2* CRC: C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 41 Audited* Reviewed* Reviewed March 31, September 30, September 30, Notes Rm Rm Rm Total revenue ,851 27,538 30,261 Operating revenue ,271 27,227 29,884 Other income Operating expenses 42,186 20,067 23,454 Employee expenses 4.1 9,131 4,295 5,087 Payments to other operators 4.2 9,169 4,220 4,972 Selling, general and administrative expenses ,382 6,908 8,302 Service fees 4.4 2,552 1,252 1,310 Operating leases Depreciation, amortisation, impairment and write-offs 4.6 6,124 2,901 3,306 Operating profit 14,619 7,364 6,676 Investment income Finance charges and fair value movement 1, ,036 Interest 1, ,258 Foreign exchange and fair value movement (82) 105 (222) Profit before taxation 13,019 6,522 5,776 Taxation 5 4,705 2,678 2,009 Loss for the period from disposal group held for sale Profit for the year/period 8,172 3,793 3,685 Attributable to: Equity holders of Telkom 7,975 3,700 3,622 Minority interest ,172 3,793 3,685 Basic earnings per share (cents) 7 1, Diluted earnings per share (cents) 7 1, Dividend per share (cents) 7 1, , * The amounts have been adjusted to disclose the effect of Disposal group held for sale as disclosed in note

51 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 42 CRC: BLA C /2 *C77464/ /2* Condensed consolidated interim balance sheet at September 30, 2008 BLA C /2 *C77464/ /2* CRC: C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 42 Audited* Reviewed* Reviewed March 31, September 30, September 30, Notes Rm Rm Rm ASSETS Non-current assets 57,744 52,231 60,225 Property, plant and equipment 9 46,815 42,743 49,024 Intangible assets 10 8,451 7,391 8,456 Investments 1,448 1,425 1,590 Deferred expenses Finance lease receivables Deferred taxation Current assets 12,586 11,310 12,449 Short-term investments Inventories 12 1,287 1,541 1,755 Income tax receivable Current portion of deferred expenses Current portion of finance lease receivables Trade and other receivables 8,969 8,235 9,164 Other financial assets Cash and cash equivalents 13 1, Disposal group held for sale assets Total assets 70,372 63,595 72,727 EQUITY AND LIABILITIES Equity attributable to equity holders of Telkom 32,815 29,106 33,635 Share capital and premium 15 5,208 5,329 5,208 Treasury shares 16 (1,638) (1,638) (1,522) Share-based compensation reserve Non-distributable reserves 1, ,341 Retained earnings 27,310 24,556 27,670 Minority interest Total equity 33,337 29,575 34,213 Non-current liabilities 15,081 9,838 15,739 Interest-bearing debt 18 9,395 4,501 10,692 Other financial liabilities Provisions 1,660 1,551 1,846 Deferred revenue 1,128 1,053 1,141 Deferred taxation 11 1,979 2,026 2,060 Current liabilities 21,873 24,167 22,715 Trade and other payables 8,740 6,720 8,117 Shareholders for dividend Current portion of interest-bearing debt 18 6,330 10,962 6,767 Current portion of provisions 2,154 1,586 1,762 Current portion of deferred revenue 2,593 2,202 2,580 Income tax payable Other financial liabilities ,108 Credit facilities utilised 13 1,342 2,303 1,882 Disposal group held for sale liabilities Total liabilities 37,035 34,020 38,514 Total equity and liabilities 70,372 63,595 72,727 * The amounts have been adjusted to disclose the effect of Disposal group held for sale as disclosed in note

52 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 43 CRC: BLA C /2 *C77464/ /2* Condensed consolidated interim statement of changes in equity for the six months ended September 30, 2008 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 43 BLA C /2 *C77464/ /2* CRC: Attributable to equity holders of Telkom Share Treasury capital shares Rm Rm Balance at April 1, ,329 (1,774) Total recognised income and expense Profit for the period Foreign currency translation reserve (net of tax of R2 million) Dividend declared (refer to note 6) Transfer to non-distributable reserves Increase in Share-based compensation reserve (refer to note 17) Shares vested and re-issued (refer to notes 16 and 17) 136 Acquisition of subsidiaries and minorities Minority put option (refer to note 19) Balance at September 30, ,329 (1,638) Balance at April 1, ,329 (1,774) Total recognised income and expense Profit for the year Revaluation of available-for-sale (net of tax of R1 million) Foreign currency translation reserve (net of tax of R6 million) Dividend declared (refer to note 6) Transfer to non-distributable reserves Increase in Share-based compensation reserve (refer to note 17) Shares vested and re-issued (refer to notes 16 and 17) 136 Acquisition of subsidiaries and minorities Shares bought back and cancelled (121) Minority put option (refer to note 19) Balance at March 31, ,208 (1,638) Total recognised income and expense Profit for the period Foreign currency translation reserve (net of tax of R2 million) Dividend declared (refer to note 6) Transfer from non-distributable reserves Reversal of at acquisition contingent liability Increase in Share-based compensation reserve (refer to note 17) Shares vested and re-issued (refer to notes 16 and 17) 116 Balance at September 30, ,208 (1,522) 43

53 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 44 CRC: 494 BLA C /2 *C77464/ /2* BLA C /2 *C77464/ /2* CRC: 494 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 44 Attributable to equity holders of Telkom Share-based Noncompensation distributable Retained reserve reserves earnings Total Rm Rm Rm Rm Balance at April 1, ,413 26,499 31,724 Total recognised income and expense (56) 3,700 3,644 Profit for the period 3,700 3,700 Foreign currency translation reserve (net of tax of R2 million) (56) (56) Dividend declared (refer to note 6) (5,627) (5,627) Transfer to non-distributable reserves 16 (16) Increase in Share-based compensation reserve (refer to note 17) Shares vested and re-issued (refer to notes 16 and 17) (136) Acquisition of subsidiaries and minorities Minority put option (refer to note 19) (661) (661) Balance at September 30, ,556 29,106 Balance at April 1, ,413 26,499 31,724 Total recognised income and expense 529 7,975 8,504 Profit for the year 7,975 7,975 Revaluation of available-for-sale (net of tax of R1 million) 8 8 Foreign currency translation reserve (net of tax of R6 million) Dividend declared (refer to note 6) (5,627) (5,627) Transfer to non-distributable reserves 11 (11) Increase in Share-based compensation reserve (refer to note 17) Shares vested and re-issued (refer to notes 16 and 17) (136) Acquisition of subsidiaries and minorities Shares bought back and cancelled (1,526) (1,647) Minority put option (refer to note 19) (661) (661) Balance at March 31, ,292 27,310 32,815 Total recognised income and expense 63 3,622 3,685 Profit for the period 3,622 3,622 Foreign currency translation reserve (net of tax of R2 million) Dividend declared (refer to note 6) (3,306) (3,306) Transfer from non-distributable reserves (14) 14 Reversal of at acquisition contingent liability Increase in Share-based compensation reserve (refer to note 17) Shares vested and re-issued (refer to notes 16 and 17) (116) Balance at September 30, ,341 27,670 33,635 44

54 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 45 CRC: BLA C /1 *C77464/ /1* BLA C /1 *C77464/ /1* CRC: C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 45 Minority Total interest equity Rm Rm Balance at April 1, ,008 Total recognised income and expense 87 3,731 Profit for the period 93 3,793 Foreign currency translation reserve (net of tax of R2 million) (6) (62) Dividend declared (refer to note 6) (5,627) Transfer to non-distributable reserves Increase in Share-based compensation reserve (refer to note 17) 26 Shares vested and re-issued (refer to notes 16 and 17) Acquisition of subsidiaries and minorities Minority put option (refer to note 19) (661) Balance at September 30, ,575 Balance at April 1, ,008 Total recognised income and expense 226 8,730 Profit for the year 197 8,172 Revaluation of available-for-sale (net of tax of R1 million) 8 Foreign currency translation reserve (net of tax of R6 million) Dividend declared (refer to note 6) (65) (5,692) Transfer to non-distributable reserves Increase in Share-based compensation reserve (refer to note 17) 522 Shares vested and re-issued (refer to notes 16 and 17) Acquisition of subsidiaries and minorities Shares bought back and cancelled (1,647) Minority put option (refer to note 19) (661) Balance at March 31, ,337 Total recognised income and expense 82 3,767 Profit for the period 63 3,685 Foreign currency translation reserve (net of tax of R2 million) Dividend declared (refer to note 6) (26) (3,332) Transfer from non-distributable reserves Reversal of at acquisition contingent liability 30 Increase in Share-based compensation reserve (refer to note 17) 411 Shares vested and re-issued (refer to notes 16 and 17) Balance at September 30, ,213 45

55 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 46 CRC: 8631 BLA C /2 *C77464/ /2* Condensed consolidated interim cash flow statement for the six months ended September 30, 2008 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 46 BLA C /2 *C77464/ /2* CRC: 8631 Audited Reviewed Reviewed March 31, September 30, September 30, Notes Rm Rm Rm Cash flows from operating activities 10, ,033 Cash receipts from customers 55,627 27,048 29,710 Cash paid to suppliers and employees (34,371) (18,735) (21,360) Cash generated from operations 21,256 8,313 8,350 Interest received Finance charges paid (1,077) (128) (337) Taxation paid (4,277) (2,041) (1,951) Cash generated from operations before dividend paid 16,335 6,395 6,361 Dividend paid 6 (5,732) (5,712) (3,328) Cash flows from investing activities (14,106) (7,028) (5,262) Proceeds on disposal of property, plant and equipment and intangible assets Proceeds on disposal of investment 8 8 Additions to property, plant and equipment and intangible assets (11,657) (4,533) (5,131) Acquisition of subsidiaries and minorities (2,462) (2,480) Additions to other investments (164) (56) (154) Cash flows from financing activities 2,943 4,520 1,254 Loans raised 23,877 13,194 10,105 Loans repaid (19,315) (8,694) (9,127) Shares bought back and cancelled (1,647) Finance lease capital repaid (61) (26) (14) Decrease in net financial assets Net decrease in cash and cash equivalents (560) (1,825) (975) Net cash and cash equivalents at beginning of year (208) Effect of foreign exchange rate differences 44 (8) 6 Net cash and cash equivalents at end of year/period 13 (208) (1,525) (1,177) 46

56 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 47 CRC: BLA C /2 *C77464/ /2* Notes to the condensed consolidated interim financial statements for the six months ended September 30, CORPORATE INFORMATION Telkom SA Limited ( Telkom ) is a company incorporated and domiciled in the Republic of South Africa ( South Africa ) whose shares are publicly traded. The main objective of Telkom, its subsidiaries and joint ventures ( the Group ) is to supply telecommunication, broadcasting, multimedia, technology, information and other related information technology services to the general public, as well as mobile communication services through the Vodacom Group (Proprietary) Limited ( Vodacom ) in South Africa and certain other African countries. The Group s services and products include: fixed-line subscription and connection services to postpaid, prepaid and private payphone customers using PSTN lines, including ISDN lines, and the sale of subscription based value-added voice services and customer premises equipment rental and sales; fixed-line traffic services to postpaid, prepaid and payphone customers, including local, long distance, fixed-to-mobile, international outgoing and international voice-over-internet protocol traffic services; interconnection services, including terminating and transiting traffic from South African mobile operators, as well as from international operators and transiting traffic from mobile to international destinations; fixed-line data services, including domestic and international data transmission services, such as point-to-point leased lines, ADSL services, packet-based services, managed data networking services and internet access and related information technology services; BLA C /2 *C77464/ /2* CRC: C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 47 e-commerce, including internet access service provider, application service provider, hosting, data storage, and security services; directory services, through our TDS Directory Operations Group, wireless data services, through our Swiftnet (Proprietary) Limited subsidiary, internet services outside South Africa, through our Africa Online Limited subsidiary and information, communication and telecommunication operating services in Nigeria, through Multi-Links Telecommunications Limited subsidiary; and mobile communications services, including voice services, data services, value-added services and handset sales through Vodacom. 47

57 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 48 CRC: BLA C /1 *C77464/ /1* The condensed consolidated interim financial statements of the Group for the six months ended September 30, 2008 were authorised for issue in accordance with a resolution of the directors on November 14, BASIS OF PREPARATION AND ACCOUNTING POLICIES Basis of preparation The condensed consolidated interim financial statements have been prepared in accordance with IAS34 Interim Financial Reporting and in compliance with the South African Companies Act,1973. The condensed consolidated interim financial statements are prepared on the historical cost basis, with the exception of certain financial instruments and share-based payments which are measured at grant date fair value. The results of the interim period are not necessarily indicative of the results for the entire year, and these reviewed financial statements should be read in conjunction with the audited financial statements for the year ended March 31, The preparation of condensed consolidated interim financial statements requires the use of estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenue and expenses during the reporting periods. Although these estimates are based on management s best knowledge of current events and actions that the Group may undertake in the future, actual results may differ from those estimates. 48 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 48 CRC: BLA C /1 *C77464/ /1*

58 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 49 CRC: BLA C /1 *C77464/ /1* Significant accounting policies The Group s significant accounting policies and methods of computation are consistent with those applied in the previous financial year except for the following: the Group has adopted IFRIC12 service concession arrangements the Group has adopted IFRIC14 the limit on a defined benefit asset, minimum funding requirements and their interaction. IFRIC12 Service Concession Arrangements The interpretation is effective for annual periods beginning on or after January 1, The interpretation defines service concession arrangements as arrangements whereby a government or other body grants contracts for the supply of public services such as roads, energy distributions, prisons or hospitals to private operators. The interpretation draws a distinction between two types of service concession arrangements (1) where the operator receives a financial asset, specifically an unconditional right to receive cash or another financial asset from the government in return for constructing or upgrading the public sector asset, and (2) where the operator receives an intangible asset; a right to charge for the use of the public sector asset that it constructs or upgrades. The operator measures both the financial asset and the intangible asset at fair value. The operator of a service concession arrangement measures revenue in accordance with IAS11 and IAS18 for the service it performs. The adoption of the interpretation does not have an impact on the Group s financial statements. IFRIC14 The Limit on a Defined Benefit Asset, Minimum Funding Requirements and their Interaction BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 49 CRC: The interpretation is effective for annual periods beginning on or after January 1, 2008 and addresses the interaction between a minimum funding requirement and the limit placed by paragraph 58 of IAS19 on the measurement of the defined benefit asset. When determining the limit on a defined benefit asset in accordance with IAS19.58, the interpretation requires an entity to measure any economic benefits available to them in the form of refunds or reductions in future contributions at the maximum amount that is consistent with the terms and conditions of the plan and any statutory requirements in the jurisdiction of the plan. The interpretation states that the employer only needs to have an unconditional right to use the surplus at some point during the life of the plan or on its wind up in order for a surplus to be recognised. The Telkom Pension fund meets the interpretation criteria for recognition of the asset, since it has an unconditional right to use the surplus. 49

59 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 50 CRC: BLA C /1 *C77464/ /1* The adoption of the interpretation does not have an impact on the Group s financial statements since the Group has always recognised an asset. BLA C /1 *C77464/ /1* CRC: C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 50 March 31, September 30, September 30, Rm Rm Rm 3. REVENUE** 3.1 Total revenue 56,851 27,538 30,261 Operating revenue 56,271 27,227 29,884 Other income (excluding profit on disposal of property, plant and equipment and investments) Investment income Operating revenue 56,271 27,227 29,884 Fixed-line 32,572 16,108 16,565 Mobile 24,089 11,407 13,008 Other 1, ,517 Disposal group held for sale (14) (11) Eliminations (2,369) (1,190) (1,195) Fixed-line 32,572 16,108 16,565 Subscriptions, connections and other usage 6,330 3,118 3,233 Traffic 15,950 8,077 7,833 Domestic (local and long distance) 6,328 3,344 2,929 Fixed-to-mobile 7,557 3,794 3,803 International (outgoing) Subscription based calling plans* 1, Interconnection 1, Data 8,308 3,975 4,459 Sundry revenue * At March 31, 2008 the Group reclassified calling plans from domestic traffic into a separate revenue line item, to disclose revenue earned from subscription based calling plans. The September 30, 2007 amounts for fixed-line have been reclassified accordingly. ** Refer to note 14 for Disposal group held for sale.

60 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 51 CRC: BLA C /3 *C77464/ /3* BLA C /3 *C77464/ /3* CRC: OPERATING EXPENSES** Operating expenses comprise: 4.1 Employee expenses 9,131 4,295 5,087 Salaries and wages 7,115 3,577 3,752 Medical aid contributions Retirement contributions Post-retirement benefits Share-based compensation expense (refer to note 17) Other benefits Employee expenses capitalised (801) (382) (349) Other benefits Other benefits include skills development, annual leave, performance incentive and service bonuses. 4.2 Payments to other operators 9,169 4,220 4,972 Payments to other network operators consist of expenses in respect of interconnection with other network operators. 4.3 Selling, general and administrative expenses 14,382 6,908 8,302 Selling and administrative expenses 10,327 4,862 6,069 Maintenance 2,508 1,300 1,349 Marketing 1, Bad debts Service fees 2,552 1,252 1,310 Facilities and property management 1, Consultancy services Security and other Auditors remuneration Operating leases Land and buildings Transmission and data lines Equipment Vehicles Depreciation, amortisation, impairment and write-offs 6,124 2,901 3,306 Depreciation of property, plant and equipment 4,853 2,377 2,747 Amortisation of intangible assets Impairment of property, plant and equipment and intangible assets Reversal of impairment of property, plant and equipment (9) Write-offs of property, plant and equipment and intangible assets Due to the competitive and economic environment in which VM, S.A.R.L operates in Mozambique and the delays in fully implementing the expansion strategy in Africa Online Limited, the Group assessed the assets for impairment in accordance with the requirements of IAS 36: Impairment of Assets. The recoverable amount of VM was based on the fair value less cost of disposal and the recoverable amount of Africa Online was based on value in use. The amount with which the carrying amount exceeded the recoverable amount is recognised as an impairment loss. The prior year reversal of the impairment loss related to an increase in the fair value of infrastructure assets due to exchange rate fluctuations. C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 51 ** Refer to note 14 for Disposal group held for sale. 5. TAXATION** 4,705 2,678 2,009 South African normal company taxation 3,757 1,681 1,577 Deferred taxation (13) Secondary Taxation on Companies ( STC ) Foreign taxation The decrease in deferred taxation and STC was mainly due to the lower dividend declared which resulted in a lower STC charge. ** Refer to note 14 for Disposal group held for sale. 51

61 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 52 CRC: BLA C /3 *C77464/ /3* BLA C /3 *C77464/ /3* CRC: DIVIDEND PAID (5,732) (5,712) (3,328) Dividends payable at beginning of year (15) (15) (20) Declared during the year/period: Dividends on ordinary shares (5,627) (5,627) (3,306) Final dividend for 2007: 600 cents (3,069) (3,069) Special dividend for 2007: 500 cents (2,558) (2,558) Final dividend for 2008: 660 cents (3,306) Dividends paid to minority shareholders (110) (91) (26) Dividends payable at end of year/period EARNINGS AND DIVIDEND PER SHARE Basic earnings per share (cents) 1, The calculation of earnings per share is based on profit attributable to equity holders of Telkom for the period of R3,622 million (September 30, 2007: R3,700 million; March 31, 2008: R7,975 million) and 500,375,818 (September 30, 2007: 510,865,276; March 31, 2008: 509,595,092) weighted average number of ordinary shares in issue. Diluted earnings per share (cents) 1, The calculation of diluted earnings per share is based on earnings for the year of R3,622 million (September 30, 2007: R3,700 million; March 31, 2008: R7,975 million) and 505,773,827 diluted weighted average number of ordinary shares (September 30, 2007: 514,222,319; March 31, 2008: 515,541,966). The adjustment in the weighted average number of shares is as a result of the expected future vesting of shares already allocated to employees under the Telkom Conditional Share Plan. Headline earnings per share (cents)* 1, The calculation of headline earnings per share is based on headline earnings of R3,729 million (September 30, 2007: R3,792 million; March 31, 2008: R8,331 million) and 500,375,818 (September 30, 2007: 510,865,276; March 31, 2008: 509,595,092) weighted average number of ordinary shares in issue. Diluted headline earnings per share (cents)* 1, The calculation of diluted headline earnings per share is based on headline earnings of R3,729 million (September 30, 2007: R3,792 million; March 31, 2008: R8,331 million) and 505,773,827 (September 30, 2007: 514,222,319; March 31, 2008: 515,541,966) diluted weighted average number of ordinary shares in issue. The adjustment in the weighted average number of shares is as a result of the expected future vesting of shares already allocated to employees under the Telkom Conditional Share Plan. Reconciliation of weighted average number of ordinary shares: Ordinary shares in issue (refer to note 15) 532,855, ,855, ,784,186 Weighted average number of shares bought back (1,594,241) Weighted average number of treasury shares (21,666,197) (21,990,254) (20,408,368) Weighted average number of shares outstanding 509,595, ,865, ,375,818 Reconciliation between earnings and headline earnings: Earnings as reported 7,975 3,700 3,622 Adjustments: Profit on disposal of investment (4) (4) Profit on disposal of property, plant and equipment and intangible assets (147) (19) (7) Impairment of property, plant and equipment and intangible assets Reversal of impairment of property, plant and equipment (9) Write-offs of property, plant and equipment Tax effects (26) (41) (18) Minority interest 4 Headline earnings 8,331 3,792 3,729 Reconciliation of diluted weighted average number of ordinary shares: Weighted average number of shares outstanding 509,595, ,865, ,375,818 Expected future vesting of shares 5,946,876 3,357,043 5,398,009 Diluted weighted average number of shares outstanding 515,541, ,222, ,773,827 Dividend per share (cents) 1, , The calculation of dividend per share is based on dividends of R3,306 million (September 30, 2007: R5,627 million; March 31, 2008: R5,627 million) and 500,941,029 (September 30, 2007: 511,513,237; March 31, 2008: 511,513,237) number of ordinary shares outstanding on the date of dividend declaration. The reduction in the number of shares represents the number of treasury shares held on date of payment. C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 52 * The disclosure of headline earnings is a requirement of the JSE Limited and is not a recognised measure under IFRS. It has been calculated in accordance with the South African Institute of Chartered Accountants circular issued in this regard.

62 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 52 CRC: BLA C /3 *C77464/ /3* 52 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 52 CRC: BLA C /3 *C77464/ /3*

63 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 53 CRC: BLA C /3 *C77464/ /3* BLA C /3 *C77464/ /3* CRC: NET ASSET VALUE PER SHARE (CENTS) 6, , ,721.9 The calculation of net asset value per share is based on net assets of R33,635 million (September 30, 2007: R29,106 million; March 31, 2008: R32,815 million) and 500,375,818 (September 30, 2007: 511,513,237; March 31, 2008: 499,441,985) number of ordinary shares outstanding. 9. PROPERTY, PLANT AND EQUIPMENT Additions 10,108 3,580 5,585 Disposals (122) (19) (57) A major portion of this capital expenditure relates to the expansion of existing networks and services across the Telkom Group. An extensive build program with focus on Next Generation Network technologies at Telkom has resulted in an increase in property, plant and equipment additions which is expected to continue over the next few years. Included in additions for Telkom is an amount of R178 million (September 30, 2007: R26 million; March 31, 2008: R31 million) that refers to finance leases and site restoration costs. 10. INTANGIBLE ASSETS Additions 3,720 2, Included in additions for September 30, 2007 and March 31, 2008 are intangibles relating to business combinations. There were no disposals of intangible assets during the six months ended September 30, 2008 and 2007 and the year ended March 31, DEFERRED TAXATION (1,376) (1,774) (1,372) Deferred tax assets Deferred tax liabilities (1,979) (2,026) (2,060) Unutilised Secondary Taxation on Companies ( STC ) credits 1, ,603 The deferred tax asset represents STC credits on past dividends received that are available to be utilised against dividends declared. The tax asset will be utilised when dividends are declared. 12. INVENTORIES 1,287 1,541 1,755 Gross inventories 1,535 1,732 2,007 Write-down of inventories to net realisable value (248) (191) (252) C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 53 The increase of inventory levels since March 2008 was mainly due to the roll-out of the Next Generation Network, a higher demand on Telkom internet products and an increase in cable stock. The increase in merchandise in the current period is due to the accelerated acquisition of merchandise to limit the Group s exposure to foreign currency fluctuations. 53

64 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 54 CRC: BLA C /2 *C77464/ /2* 13. NET CASH AND CASH EQUIVALENTS (208) (1,525) (1,177) Cash shown as current assets 1, Cash and bank balances Short-term deposits Credit facilities utilised (1,342) (2,303) (1,882) Disposal group held for sale Telkom Media included above 6 1 Undrawn borrowing facilities 7,565 7,864 6,819 The undrawn borrowing facilities are unsecured, when drawn bear interest at a rate linked to the prime interest rate, have no specific maturity date and are subject to annual review. The facilities are in place to ensure liquidity. At September 30, 2008 R3,000 million of these undrawn facilities were committed by Telkom. Borrowing powers To borrow money, the directors may mortgage or encumber Telkom s property or any part thereof and issue debentures, whether secured or unsecured, whether outright as a security or debt, liability or obligation of Telkom or any third party. For this purpose the borrowing powers of Telkom are unlimited, but are subject to the restrictive financial covenants of the TL20 loan as well as the conditions and covenants of the Bridge Loan facility. 54 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 54 CRC: BLA C /2 *C77464/ /2*

65 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 55 CRC: BLA C /1 *C77464/ /1* 14. DISPOSAL GROUP HELD FOR SALE The assets and liabilities for Telkom Media have been presented as held for sale following a decision made by the Telkom SA board in March 2008 to substantially reduce its investment in Telkom Media. Subsequent to period end, interest was expressed in the discontinued operation from a third party. Terms are currently being negotiated. The results of discontinued operations, and the result recognised on the remeasurement of assets or disposal group is as follows: Revenue Expenses (157) (51) (93) Loss before taxation of disposal group held for sale (143) (51) (82) Taxation 1 Loss after taxation of disposal group held for sale (142) (51) (82) The net cash flows attributable to the operating, investing and financing activities of disposal group Operating cash flows (95) (34) (89) Investing cash flows (218) (41) (31) Financing cash flows Total cash flows 6 (4) Assets Liabilities BLA C /1 *C77464/ /1* CRC: C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 55 55

66 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 56 CRC: BLA C /1 *C77464/ /1* 15. SHARE CAPITAL AND PREMIUM Issued and fully paid 5,208 5,329 5, ,784,184 (September 30, 2007: 532,855,528; March 31, 2008: 520,784,184) ordinary shares of R10 each 5,208 5,329 5,208 1 (September 30, 2007: 1; March 31, 2008: 1) Class A ordinary share of R10 1 (September 30, 2007: 1; March 31, 2008: 1) Class B ordinary share of R10 The following table illustrates the movement within the number of shares issued: Number of Number of Number of shares shares shares Shares in issue at beginning of year/period 532,855, ,855, ,784,186 Shares bought back and cancelled (12,071,344) Shares in issue at end of year/period 520,784, ,855, ,784,186 The rights of class A and class B ordinary shares rank equally with the ordinary shares in respect of rights to dividends but differ in respect of the right to appoint directors. Full details of the voting rights of ordinary class A and class B shares are documented in the Articles of Association of Telkom. The directors have been given authority to buy back Telkom s own shares up to a limit of 20% of the issued share capital as at September 22, This authority expires at the next Annual General Meeting. BLA C /1 *C77464/ /1* CRC: C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 56 56

67 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 57 CRC: BLA C /1 *C77464/ /1* 16. TREASURY SHARES (1,638) (1,638) (1,522) At September 30, ,994,097 (September 30, 2007: 10,493,233; March 31, 2008: 10,493,141) and 10,849,058 (September 30, 2007: 10,849,058; March 31, 2008: 10,849,058) ordinary shares in Telkom, with a fair value of R945 million (September 30, 2007: R1,821 million; March 31, 2008: R1,377 million) and R1,140 million (September 30, 2007: R1,882 million; March 31, 2008: R1,423 million) are held as treasury shares by its subsidiaries Rossal No 65 (Proprietary) Limited and Acajou Investments (Proprietary) Limited, respectively. The shares held by Rossal No 65 (Proprietary) Limited and Acajou Investments (Proprietary) Limited are reserved for issue in terms of the Telkom Conditional Share Plan ( TCSP ). The reduction in the number of treasury shares is due to 1,499,044 (September 30, 2007: 1,743,783; March 31, 2008: 1,743,875) shares that vested in terms of the TCSP during the six months ended September 30, SHARE-BASED COMPENSATION RESERVE This reserve represents the cumulative fair value of the equity-settled share-based payment transactions recognised in employee expenses during the vesting period of the equity instruments granted to employees in terms of the Telkom Conditional Share Plan. No consideration is payable on the shares issued to employees, but performance criteria will have to be met in order for the granted shares to vest. The ultimate number of shares that will vest may differ based on certain individual and Telkom performance conditions being met. The related compensation expense is recognised over the vesting period of the shares granted, commencing on the grant date. BLA C /1 *C77464/ /1* CRC: C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 57 57

68 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 58 CRC: BLA C /3 *C77464/ /3* The following table illustrates the movement within the Share-based compensation reserve: Balance at beginning of year/period Net increase/(decrease) in equity 386 (110) 295 Employee cost* Vesting and transfer of shares (136) (136) (116) Balance at end of year/period * The increase in the employee cost for the current period is mainly due to the additional shares allocated in September 2007 and the change in assumptions as revised below. The principal assumptions used in calculating the expected number of shares that will vest are as follows: Employee turnover(%) Meeting specified performance criteria 2009 vesting(%) Meeting specified performance criteria all remaining vesting(%) At September 30, 2008 the estimated total compensation expense to be recognised over the vesting period was R2,151 million (September 30, 2007: R2,095 million; March 31, 2008: R2,151 million), of which R411 million (September 30, 2007: R26 million; March 31, 2008: R522 million) was recognised in employee expenses for the six months ended September 30, C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 58 CRC: BLA C /3 *C77464/ /3*

69 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 59 CRC: BLA C /2 *C77464/ /2* 18. INTEREST-BEARING DEBT** Non-current portion of interest-bearing debt 9,395 4,501 10,692 Local debt 6,875 2,457 8,419 Foreign debt 1, Finance leases 1,087 1,121 1,527 Current portion of interest-bearing debt 6,330 10,962 6,767 Local debt 6,001 10,718 5,684 Foreign debt Finance leases Movements in borrowings for the period are as follows: Repayments/refinancing The Company issued new local bonds, the TL12 and TL15 with a nominal value of R1,060 million and R1,160 million respectively as well as Money Market Term Borrowings of R3,000 million during the period under review. Commercial Paper Bills with a nominal value of R6,316 million were issued and Commercial Paper debt with a nominal value of R6,684 million were repaid during the period under review. Included in the current portion at September 30, 2007 was a amount of R4,500 million relating to the TK01 which was repaid on March 31, The R6,767 million current portion of debt as at September 30, 2008 is expected to be repaid/refinanced from cash flow from operations and the issue of new debt instruments upon maturity. Management believes that sufficient funding facilities will be available at the date of repayment/refinancing. ** Amounts net of Disposal group held for sale. BLA C /2 *C77464/ /2* CRC: C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 59 59

70 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 60 CRC: BLA C /2 *C77464/ /2* 19. FINANCIAL LIABILITIES 19.1 Congolese Wireless Network s.p.r.l. put option In terms of a shareholder agreement, the minority shareholder in Vodacom Congo (RDC) s.p.r.l., Congolese Wireless Network s.p.r.l., has a put option which came into effect three years after the commencement date, December 1, 2001, and for a maximum of five years thereafter. The option price will be the fair market value of the related shares at the date the put option is exercised. The option liability s value is R328 million (Group share: R164 million) (September 30, 2007: R337 million; March 31, 2008: R396 million (Group share: September 30, 2007: R169 million; March 31, 2008: R198 million)). The financial liability has been classified as current Multi-Links put option In terms of the sale agreement signed on May 1, 2007 between Telkom and the previous shareholders of Multi-Links, the minorities have been granted a put option that requires Telkom to purchase all of the minorities shares in Multi-Links, if the minorities put their shares to Telkom. The put option is exercisable within 90 days of the second anniversary of signing the sales agreement. A liability of R773 million (March 31, 2008; R919 million) has been recognised in this regard. R661 million was initially recognised directly in equity. The financial liability has been classified as current. 60 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 60 CRC: BLA C /2 *C77464/ /2*

71 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 61 CRC: 252 BLA C /1 *C77464/ /1* 20. COMMITMENTS Capital commitments Capital commitments authorised 15,198 9,440 14,600 Fixed-line 7,000 4,480 5,162 Mobile 5,211 3,516 3,987 Other 2,987 1,444 5,451 Commitments against authorised capital expenditure 3,504 2,875 7,015 Fixed-line 652 1,482 1,127 Mobile ,328 Other 2, ,560 Authorised capital expenditure not yet contracted 11,694 6,565 7,585 Fixed-line 6,348 2,998 4,035 Mobile 4,411 2,598 2,660 Other Capital commitments comprise of commitments for property, plant and equipment and intangible assets. Management expects these commitments to be financed from internally generated cash and other borrowings. 61 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 61 CRC: 252 BLA C /1 *C77464/ /1*

72 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 62 CRC: BLA C /1 *C77464/ /1* 2010 FIFA World Cup Commitments The FIFA World Cup commitment is an executory contract which requires the Group to develop the fixed-line components of the necessary telecommunications infrastructure needed to broadcast this event to the world. This encompasses the provisioning of the fixed-line telecommunications related products and services and, where applicable, the services of qualified personnel necessary for the planning, management, delivery, installation and de-installation, operation, maintenance and satisfactory functioning of these products and services. Furthermore as a National Supporter, Telkom owns a tier 3 sponsorship that grants Telkom a package of advertising, promotional and marketing rights that are exercisable within the borders of South Africa. The total value of the commitment for the period ended September 30, 2008 amounted to USD35 million. 21. CONTINGENCIES Third parties Fixed-line Mobile Other Third parties These amounts represent sundry disputes with suppliers that are not individually significant and that the Group does not intend to settle. Supplier dispute BLA C /1 *C77464/ /1* CRC: Expenditure of R594 million was incurred up to March 31, 2002 for the development and installation of an integrated end-to-end customer assurance and activation system to be supplied by Telcordia. In the 2001 financial year, the agreement with Telcordia was terminated and in that year, Telkom wrote off R119 million of this investment. Following an assessment of the viability of the project, the balance of the Telcordia investment was written off in the 2002 financial year. During March 2001, the dispute was taken to arbitration where Telcordia was seeking approximately USD130 million plus interest at a rate of 15.5% per year which was subsequently increased to USD172 million plus interest at a rate of 15.5% per year for money outstanding and damages. The parties have since reached an advanced stage in their preparation to determine the quantum payable by Telkom to Telcordia. Following the ruling by the Constitutional Court, two hearings were held at the International Dispute Resolutions Centre (IDRC). The first hearing was held in London on May 21, 2007 and was a directions hearing in terms of which the parties consented to a ruling by the arbitrator setting out a consolidated list of proposals and issues to form part of the quantum hearing. In the second hearing in London at the IDRC on June 25 and 26, 2007 the arbitrator set out a list of issues for determination at the quantum hearing. At a subsequent hearing during July 2007 in London the arbitrator ruled that the rate in terms of the Prescribed Rate of Interest will apply on both damages and debt claims, permitted Telcordia to a further amount to Telcordia s existing claims, permitted VAT to be claimed on Telcordia s claim, where applicable, and set out an agreed timetable for the future conduct of proceedings. C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 62 A mediation took place, without success, during February and April In the interim the parties have agreed to the appointment by the arbitrator of a third party expert to deal with the technical issues in relation to the software that was required to be provided by Telcordia, who will make a recommendation to the arbitrator in dealing with the amount of the claims. The arbitrator confirmed certain dates for the compliance of procedural steps to be taken by all the parties before final dates could be agreed upon for the hearing of the evidence on the quantum. A hearing took place before the arbitrator in Johannesburg on October 23 and 24, 2008 in respect of the pending interlocutory applications. 62

73 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 63 CRC: BLA C /1 *C77464/ /1* Telkom has in the interim also requested a referral to the independent third expert of the technical issues arising from the systems integration amendment. A hearing has been scheduled to be heard before the third party expert and will take place in Johannesburg from November 3 to 21, After the third party expert s hearing he will be required to file a report and may be called to give evidence and undergo cross-examination on his report before the arbitrator. A provision has been recognised based on management s best estimate of the probable payments in this regard. 21. CONTINGENCIES (continued) Supplier dispute liability included in current portion of provisions * * USD72 million Competition Commission If found guilty, Telkom could be required to cease these practices, divest these businesses and a maximum administrative penalty of up to 10%, calculated with reference to Telkom s annual turnover, excluding the turnover of subsidiaries and joint ventures, for the financial year prior to the complaint date, may be imposed if it is found that Telkom has committed a prohibited practice as set out in the Competition Act, 1998 (as amended). The Competition Commission has to date not imposed the maximum penalty on any offender. The South African Value Added Network Services ( SAVA ) On July 3, 2008 the Competition Commission filed an application for leave to appeal the decision of the High Court on the basis that the judge erred on the issue of bias as well as his finding that issues surrounding the extension of time to investigate the issues constitutes a ground for review. BLA C /1 *C77464/ /1* CRC: C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 63 63

74 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 64 CRC: 7412 BLA C /1 *C77464/ /1* Telkom then filed an application for leave to cross-appeal on July 11, The main basis of Telkom s cross-appeal is that Telkom believes that the judge erred in failing to make a decision as to whether ICASA or the Competition Commission and Competition Tribunal should deal with this type of complaint. The application for leave to appeal as well as the application for leave to cross-appeal were granted by the Pretoria High Court on October 9, The appeal and cross-appeal will be argued before the Supreme Court of Appeal, and the Main Complaint before the Competition Tribunal will continue to be held over pending the outcome of the appeal and cross-appeal. Omnilink Omnilink alleged that Telkom was abusing its dominance by discriminating in its price for Diginet services as against those charged to VANS and the price charged to customers who apply for a Telkom IVPN solution. The Competition Commission conducted an enquiry and subsequently referred the complaint, together with the SAVA complaint, to the Competition Tribunal for adjudication. The matter is currently being dealt with together with the SAVA matter as discussed above. Orion/Telkom (Standard Bank and Edcon): Competition Tribunal Telkom has not yet filed its answering affidavit in the main complaint before the Tribunal and it appears as if Orion is not actively pursuing this matter any further. The Internet Service Providers Association ( ISPA ) The Competition Commission has formally requested Telkom to provide it with certain records of orders placed for certain services, in an attempt to first investigate the aspects of the complaint. Telkom has provided the records requested. BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 64 CRC: 7412 The complaints by ISPA at the Competition Commission were also mentioned as being the subject of an investigation by the Competition Commission, in a summons issued by the Competition Commission and forwarded to Telkom on July 31, The summons has subsequently been withdrawn by agreement with the Competition Commission, but Telkom is still engaged in a co-operative process with the Competition Commission as part of the Competition Commission s ongoing investigations into this complaint. 64

75 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 65 CRC: BLA C /1 *C77464/ /1* 21. CONTINGENCIES (continued) Competition Commission (continued) M-Web and Internet Solutions ( IS ) To date there has been no further movement on this matter, either in the filing of a replying affidavit by IS/M-Web in the interim relief application or in the investigation of the matter by the Competition Commission. The complaint by M-Web and IS at the Competition Commission was also one of the complaints mentioned as being the subject of investigation as discussed above. M-Web This application was set down for hearing during the first quarter of the 2009 financial year. The parties have entered into settlement negotiations, which resulted in the withdrawal of the interim relief application by M-Web as well as withdrawal of the jurisdictional challenge by Telkom. The parties are in further negotiations. The complaint by M-Web at the Competition Commission was also one of the complaints mentioned as being the subject of investigation as discussed above. The Group s exposure is 50% of the following items in the Vodacom Group: Retention Incentives BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 65 CRC: The Group has committed a maximum R1,317 million (2007: R652 million; 2006: R456 million) in respect of customers already beyond their normal 24 month contract period, but who have not yet upgraded into new contracts, and therefore have not utilised the incentive available for such upgrades. The Group has not provided for this liability, as no legal obligation exists, since the customers have not yet entered into new contracts. Universal Service Obligation The Group has a potential liability of R147.5 million in respect of the 1800 MHz Universal Service Obligation in terms of the distribution costs relating to the 2.5 million SIM cards. 65

76 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 66 CRC: BLA C /1 *C77464/ /1* Various legal contingencies The Group is currently involved in various legal proceedings against it. The Group in consultation with its legal counsel has assessed the outcome of these proceedings and the likelihood that certain of these cases are not likely to be in the Group s favour. Following this assessment, the Group s management has determined that no provision is required in respect of these legal proceedings as at September 30, Unresolved taxation matters The Group is regularly subject to an evaluation by the taxation authorities of its direct and indirect taxation filings. The consequence of such reviews is that disputes can arise with the taxation authorities over the interpretation or application of certain taxation rules applicable to the Group s business. These disputes may not necessarily be resolved in a manner that is favourable for the Group. Additionally the resolution of the disputes could result in an obligation for the Group. The Group has discussions with relevant taxation authorities on specific matters regarding the application and interpretation of taxation legislation affecting the Group and the industry in which it operates. No reliable assessment can be made at this time of any exposure, if any, that the Group may incur. The Group has considered all matters in dispute with the taxation authorities and has assessed the deductibility of expenses initially disallowed for taxation purposes. Deferred taxation assets have only been recognised in this regard if it is probable that the Group will succeed in its disagreements with the taxation authorities. Put and call options BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 66 CRC: In terms of various shareholders agreements, put and call options exist for the acquisition of shares in various companies. Except as disclosed in note 19, none of the put and call options have any value at any of the periods presented as the conditions set out in the agreements have not been met. 66

77 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 67 CRC: BLA C /1 *C77464/ /1* Customer registration The telecommunications industry in the Democratic Republic of the Congo is subject to a recently promulgated ministerial decree requiring the registration of the entire customer base of all network operators. This decree requires prescribed particulars of all customers to be obtained and maintained by June 30, Verbal extension up to December 31, 2008 has been obtained and the Group is making every effort to obtain the required information within the allowed timeframe. Contingent asset Litigation is being instituted for the recovery of certain fees paid by the Vodacom Group. The information usually required by IAS 37: Provisions, Contingent Liabilities and Contingent Assets, is not disclosed on the grounds that it can be expected to prejudice seriously the outcome of the litigation. The directors are of the opinion that a claim may be successful and that the amount recovered could be significant. Negative working capital ratio At each of the financial periods ended September 30, 2008 and 2007 and the year ended March 31, 2008 Telkom had a negative working capital ratio. A negative working capital ratio arises when current liabilities are greater than current assets. Current liabilities are intended to be financed from operating cash flows, new borrowings and borrowings available under existing credit facilities. 67 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 67 CRC: BLA C /1 *C77464/ /1*

78 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 68 CRC: BLA C /2 *C77464/ /2* BLA C /2 *C77464/ /2* CRC: SEGMENT INFORMATION Eliminations represent the inter-segmental transactions that have been eliminated against segment results. Business Segment Consolidated operating revenue 56,271 27,227 29,884 Fixed-line 32,572 16,108 16,565 Elimination (830) (420) (414) Mobile 24,089 11,407 13,008 Elimination (1,519) (754) (771) Other 1, ,517 Elimination (20) (16) (10) Disposal group held for sale Telkom Media included in Other (14) (11) Consolidated other income Fixed-line Elimination (86) (33) (28) Mobile Other Consolidated operating expenses 42,186 20,067 23,454 Fixed-line 24,962 12,011 13,515 Elimination (1,709) (784) (1,031) Mobile 17,898 8,573 9,820 Elimination (805) (395) (393) Other 2, ,648 Elimination (124) (34) (12) Disposal group held for sale Telkom Media included in Other (151) (51) (93) Consolidated operating profit 14,619 7,364 6,676 Fixed-line 8,107 4,286 3,257 Elimination Mobile 6,247 2,856 3,220 Elimination (714) (359) (378) Other (55) 181 (96) Elimination Disposal group held for sale Telkom Media included in Other Consolidated investment income Fixed-line 3, ,661 Elimination (3,832) (1,547) Mobile Other Consolidated finance charges 1, ,036 Fixed-line 1, Mobile Other (151) Elimination (34) Disposal group held for sale Telkom Media included in Other (6) Consolidated taxation 4,705 2,678 2,009 Fixed-line 2,630 1, Mobile 2, Other Disposal group held for sale Telkom Media included in Other 1 Minority interests Mobile Other Profit attributable to equity holders of Telkom 7,975 3,700 3,622 Fixed-line 8,175 1,882 3,099 Elimination (3,039) 331 (958) Mobile 3,906 1,796 1,850 Elimination (714) (359) (378) Other (491) 32 7 Elimination *Operating expenses Other 1, ,521 Prior to consolidation adjustments 2, ,648 Consolidation adjustments (285) (34) Disposal group held for sale Telkom Media included in Other (151) (51) (93) Consolidated assets 68,259 61,859 70,959 Fixed-line 47,829 43,295 48,171 Elimination (1,604) (93) (1,475) Mobile 16,743 15,296 17,892 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 68

79 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 68 CRC: BLA C /2 *C77464/ /2* Elimination (278) (280) (358) Other* 5,734 3,670 6,850 Elimination* (165) (29) (121) *Included in Other is Disposal group held for sale Telkom Media C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 68 CRC: BLA C /2 *C77464/ /2*

80 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 69 CRC: BLA C /2 *C77464/ /2* C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 69 BLA C /2 *C77464/ /2* CRC: Investments 1,499 1,522 1,646 Fixed-line 4,917 3,988 6,672 Elimination (3,607) (2,666) (5,226) Mobile Other* *Included in Other is Disposal group held for sale Telkom Media 18 Other financial assets Fixed-line Mobile Total assets 70,372 63,595 72,727 Consolidated liabilities 19,689 17,477 19,463 Fixed-line 11,892 10,218 11,156 Elimination (495) (548) (496) Mobile 8,871 7,364 9,502 Elimination (1,542) (38) (1,493) Other* Elimination* (8) (4) 43 *Included in Other is Disposal group held for sale Telkom Media Interest-bearing debt 15,733 15,463 17,468 Fixed-line 13,362 14,185 14,668 Mobile 1,815 1,181 1,810 Other* Elimination* (391) *Included in Other is Disposal group held for sale Telkom Media 8 9 Other financial liabilities 1, ,108 Fixed-line Mobile Other Tax liabilities Fixed-line Mobile Other Total liabilities 37,035 34,020 38,514 Other segment information Capital expenditure for property, plant and equipment 10,108 3,580 5,585 Fixed-line 6,044 2,464 2,550 Mobile 2, ,253 Other* 1, ,782 *Included in Other is Disposal group held for sale Telkom Media Capital expenditure for intangible assets 1, Fixed-line Mobile Other* *Included in Other is Disposal group held for sale Telkom Media Depreciation and amortisation 5,595 2,745 3,174 Fixed-line 3,470 1,704 1,908 Mobile 1, ,098 Other Disposal group Telkom Media included in Other (6) (8) Impairment and asset write-offs Fixed-line Mobile 15 (9) 11 Other

81 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 70 CRC: BLA C /2 *C77464/ /2* BLA C /2 *C77464/ /2* CRC: C77464.SUB, DocName: EX-99.1, Doc: 2, Page: RELATED PARTIES Details of material transactions and balances with related parties not disclosed separately in the condensed consolidated interim financial statements were as follows: With joint venture: Vodacom Group (Proprietary) Limited Related party balances Trade receivables 51 (44) 58 Trade payables (346) (388) (377) Related party transactions Revenue (816) (385) (404) Expenses 1, Audit fees Revenue includes interconnect fees and lease and installation of transmission lines Expenses mostly represent interconnect expenses With shareholders: Government Related party balances Trade receivables Related party transactions Revenue (2,623) (1,277) (1,385) With entities under common control: Major public entities Related party balances Trade receivables Trade payables (25) (16) (26) 70

82 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 71 CRC: BLA C /2 *C77464/ /2* The outstanding balances are unsecured and will be settled in cash in the ordinary course of business Related party transactions Revenue (486) (185) (214) Expenses Rent received (21) (10) (10) Rent paid Key management personnel compensation: Including directors emoluments Related party transactions Short-term employee benefits Post employment benefits Termination benefits Equity compensation benefits Other long term benefits Terms and conditions of transactions with related parties The sales to and purchases from related parties of telecommunication services are made at arms length prices. Except as indicated above, outstanding balances at the end of the period are unsecured, interest free (except for interest charged on overdue telephone accounts) and settlement occurs in cash. There have been no guarantees provided or received for related party receivables or payables. Except as indicated above for the period ended September 30, 2008, Telkom has impairment a loan of R430 million (September 30, 2007: Nil; March 31, 2008: R217 million). This assessment is undertaken each financial year through examining the financial position of the related party and the market in which the related party operates. BLA C /2 *C77464/ /2* CRC: C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 71 71

83 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 72 CRC: BLA C /1 *C77464/ /1* 24. SIGNIFICANT EVENTS Swiftnet (Proprietary) Limited Telkom is in the process of selling a 30% shareholding in its subsidiary Swiftnet (Proprietary) Limited ( Swiftnet ) in order to comply with existing licence requirements from the Independent Communications Authority of South Africa ( ICASA ). The proposed sale of the shares to the Radio Surveillance Consortium ( RSC ), has not been approved by ICASA and Telkom is assessing the way forward. Telkom Media (Proprietary) Limited On August 31, 2006 Telkom created a new subsidiary, Telkom Media with a Black Economic Empowerment ( BEE ) shareholding. ICASA awarded Telkom Media a commercial satellite and cable subscription broadcast licence on September 12, In March 31, 2008, the Board took the decision to substantially reduce its investment in Telkom Media and negotiations with a potential investor have progressed. An announcement of the details of this transaction can be expected shortly, hence the investment in Telkom Media meets all the conditions for classification as held for sale as top management is committed to a plan to sell, the asset is available for immediate sale and an active programme to locate a buyer has been initiated. The investment is therefore classified as held for sale in terms of IFRS5. Subsequent to period end, a third party expressed interest to acquire Telkom Media. Terms are currently being negotiated. Capability Management BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 72 CRC: Telkom seeks to manage costs by realigning its structure and resources to better match its transforming information, communications and technology business and to improve customer service. The transformation of the communications industry and increasing market and competitive pressure has put communication companies such as Telkom under increasing revenue and expense constraints while being required to improve customer service. As a result a capability management initiative has been launched which is designed to ensure that the capabilities needed to succeed in a converged communications market are established through the optimal utilisation of external as well as internal capabilities, extracting effiencencies, where possible, through scale of a rapidly maturing retail and wholesale market and better organised functional areas in a more deregulated and liberalised communications market. The capability management initiative includes the internal consolidation of certain functional areas and the selection of strategic long-term partners with proven performance for other functional areas. 72

84 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 73 CRC: BLA C /1 *C77464/ /1* The areas which are expected to be impacted are the call centres, operations, ancillary services, network service providers, network field operations, network core operations, information technology operations and retail outlets. Telkom is engaging with labour to map the way forward. A memorandum of understanding was entered into between Telkom and Organised Labour which included issues such as the establishment of a restructuring forum, deferment of implementation post April 2009, Organised Labour obtaining the services of an advisor and continuation of investigative work. Telkom Management Services (Proprietary) Limited ( TMS ) TMS was registered as a company during August Telkom s Board approved the establishment of TMS as a part of Telkom s strategic plan to grow revenue and expand geographic reach. 25. SUBSEQUENT EVENTS Vodacom sale transaction On May 30, 2008 Telkom received a non-binding proposal from a wholly-owned subsidiary of Vodafone Group Plc ( Vodafone ). In terms of this proposal, Vodafone is seeking a stake in Vodacom Group (Proprietary) Limited ( Vodacom ) from Telkom. The proposed consideration for this stake is R22,500 million less the attributable net debt of Vodacom at the time of signature and will be settled in cash. The proposed transaction is subject to, inter alia, Telkom unbundling its remaining stake in Vodacom to its shareholders pursuant to a listing of Vodacom on the main board of the JSE Limited. BLA C /1 *C77464/ /1* CRC: C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 73 73

85 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 74 CRC: BLA C /2 *C77464/ /2* In October 2008, Telkom Board obtained approval from the major shareholder (The Government of the South African Republic) to dispose of 15% of the shares at the consideration of R22,500 million net of debt. The transaction is still subject to the approval of 75% of the shareholders and other suspensive conditions before conclusion of the transaction. The following disclosure presents significant items of Vodacom financial results, position and cash flows which have been proportionately consolidated into the Group. BLA C /2 *C77464/ /2* CRC: Revenue 22,570 10,654 12,238 Expenses 17,093 8,178 9,427 Profit before taxation 5,319 2,274 2,511 Taxation 2, Profit after taxation 3,264 1,468 1,513 Assets and Liabilities: Property, plant and equipment 9,559 8,582 10,115 Intangible assets 2,112 1,877 2,163 Trade and other receivables 3,132 3,008 3,354 Interest-bearing debt 1,815 1,180 1,810 Trade and other payables 3,630 2,833 4,049 Deferred revenue 1,373 1,352 1,368 Credit facilities utilised 1,298 2,293 1,682 Net cash flows Operating cash flow 2, ,028 Investing cash flow (3,751) (2,321) (1,944) Financing cash flow 1,617 2, Total cash flow (118) C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 74 Appointment of director On November 10, 2008 Telkom announced the appointment of Mr Peter Nelson as Chief Financial Officer and director of the company with effect from December 8, Acquisition of M-Web Africa and majority equity stake in M-Web Namibia 74

86 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 75 CRC: BLA C /1 *C77464/ /1* On November 10, 2008, Telkom International (Proprietary) Limited, a wholly-owned subsidiary of Telkom, announced it has entered into agreements to acquire 100% of M-Web Africa Limited ( M-Web Africa ) and 75% of M-Web Namibia (Proprietary) Limited. The purchase price for the M-Web Africa group including AFSAT and M-Web Namibia is US$63 million (approximately R610 million). These shareholdings will be acquired from Multichoice Africa Limited and MIH Holdings Limited respectively, which are members of the Naspers Limited Group. M-Web Africa is an internet services provider in sub-saharan Africa (excluding South Africa) which also provides network access services in some countries and is headquartered in Mauritius with operations in Namibia, Nigeria, Kenya, Tanzania, Uganda and Zimbabwe, an agency arrangement in Botswana and distributors in 26 sub-saharan African countries. The successful conclusion of the agreements being entered into is subject to conditions precedent, including regulatory approvals being obtained in certain African jurisdictions. Foreign exchange gains/losses In response to global market conditions the South African Rand has lost considerable value against foreign currencies (USD, Euro, Sterling). This will create fluctuations with respect to foreign exchange gains/losses and fair value movements. The Group is exposed to 50% of the following items in the Vodacom Group: Broad Based Black Economic Empowerment ( BBBEE ) BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 75 CRC: Subsequent to the reporting date, the Group finalised a R7.5 billion BBBEE equity deal whereby strategic business partners, the black public, business partners and employees will have the opportunity to participate in the ownership of Vodacom (Proprietary) Limited ( Vodacom SA ) going forward. The black public and business partners obtained ownership in Vodacom SA via a public offer. The prospectus relating to the public offer was issued on July 30, 2008 and applications for shares closed on September 11, 2008 ( closing date ). The public offer was approximately three times oversubscribed and the share allotment was therefore pro-rated according to the rules stated in the prospectus. The final share issue took place on October 8,

87 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 76 CRC: BLA C /1 *C77464/ /1* Indebtedness incurred subsequent to period end Subsequent to September 30, 2008, the Group obtained funding from a consortium of lenders in the amount of R6.5 billion. The funding will be utilised to refinance existing short-term debt as well as for capital expenditure and working capital requirements. The facility is linked to JIBAR and is repayable between 3 and 7 years. VM, S.A.R.L. On May 12, 2008 the Group entered into an agreement to sell 5% of its 90% holding in VM, S.A.R.L, leaving the Group with an 85% equity investment in VM, S.A.R.L. The transaction was effective on October 2, 2008 since all suspensive conditions were met on this date. Gateway Telecommunications SA (Proprietary) Limited ( Gateway ) The Group has agreed to acquire the carrier services and business network solutions business of Gateway for an enterprise value of approximately US$675 million plus make a whole payment of approximately US$25 million in relation to Gateway s highyield bond. The purchase agreement is subject to certain conditions precedent including approval from the relevant competition authorities in South Africa. Once these conditions are met the transaction will be effective. Storage Technology Services (Proprietary) Limited ( StorTech ) The Group has agreed to acquire a controlling interest of 51% in StorTech, a managed services company, for R140 million. StorTech s portfolio complements the Group s enterprise solutions-focused division and expands upon the Group s data centre services capabilities. The transaction remains subject to certain conditions precedent, including approval from the relevant competition authorities in South Africa. Once these conditions are met the transaction will be effective. BLA C /1 *C77464/ /1* CRC: C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 76 WBS Holdings (Proprietary) Limited ( WBS ) On October 1, 2008 the Group exercised its option to acquire an additional 14.9% of WBS for R119.2 million. 76

88 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 77 CRC: BLA C /3 *C77464/ /3* Other matters The directors are not aware of any other matter or circumstance since the period ended September 30, 2008 and the date of this report, not otherwise dealt with in the financial statements, which significantly affects the financial position of the Group and the results of its operations. 10. Supplementary information EBITDA Earnings before interest, taxation, depreciation and amortisation (EBITDA) can be reconciled as follows: EBITDA 20,743 10,265 9,982 Depreciation, amortisation, impairment and write-offs (6,124) (2,901) (3,306) Investment income Finance charges (1,797) (972) (1,036) Taxation (4,705) (2,678) (2,009) Loss from discontinued operations held for sale (142) (51) (82) Minority interests (197) (93) (63) Net profit 7,975 3,700 3, C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 77 CRC: BLA C /3 *C77464/ /3*

89 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 78 CRC: BLA C /4 *C77464/ /4* US DOLLAR CONVENIENCE Revenue 6,913 3,592 Operating profits 1, Net profit EBITDA 2,548 1,200 EPS (cents) Net debt 2,041 2,358 Total assets 8,645 8,741 Cash flow from operating activities 1, Cash flow used in investing activities (1,733) (633) Cash flow used in financing activities Exchange rate Period end1 US$1 ZAR Noon buying rate 11. Definitions 3G BLA C /4 *C77464/ /4* CRC: The generic term, 3G, is used to denote the next generation of mobile systems designed to support high-speed data transmission (144 Kbps and higher) and Internet Protocol (IP)-based services in fixed, portable and mobile environments. As envisaged by the ITU, the 3G system will integrate different service coverage zones and be a global platform and the necessary infrastructure for the distribution of converged service, whether mobile or fixed, voice or data, telecommunications, content or computing. ADSL (Asymmetrical Digital Subscriber Line) ADSL is a broadband access standard which uses existing copper lines to offer high-speed digital connections over the local loop. ADSL transmits data asymmetrically, meaning that the bandwidth usage is much higher in one direction than the other. ADSL provides greater bandwidth from the exchange to the customer (ie. downloading) than from the customer to the exchange (ie. sending). ARPU C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 78 Vodacom s average monthly revenue per customer, or ARPU, is calculated by dividing the average monthly revenue during the period by the average monthly total reported customer base during the period. ARPU excludes revenue from equipment sales, other sales and services and revenue from national and international users roaming on Vodacom s networks. ATM (Asynchronous Transfer Mode) ATM is a high-speed Wide Area Network (WAN), connection-oriented, packet-switching data communications protocol that allows voice, data and video to be delivered across existing local and Wide Area Networks. 78

90 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 79 CRC: BLA C /1 *C77464/ /1* ATM divides data into cells and can handle data traffic in bursts. It is asynchronous, in that the stream of cells from one particular user is not necessarily continuous. Bandwidth Bandwidth is a measure of the quantity of signals that can travel over a transmission medium such as copper or a glass fibre strand. It is the available space available to carry a signal. The greater the bandwidth, the greater the information carrying capacity. Bandwidth is measured in bits per second. Broadband Broadband is a method of measuring the capacity of different types of transmission. Digital bandwidth is measured in the rate of bits transmitted per second (bps). For example, an individual ISDN channel has a bandwidth of 64 kilobits per second (Kbps), meaning that it transmits 64,000 bits (digital signals) every second. CAGR Compound Annual Growth Rate. Carrier pre-selection Carrier pre-selection is usually initiated by the telecoms Regulator. It enables individuals to choose which telecom will carry their traffic (mainly long distance) by a signalling contract rather than having to dial extra digits. CDMA (Code Division Multiple Access) BLA C /1 *C77464/ /1* CRC: CDMA is one of many technologies for digital transmission of radio signals between, for example, mobile telephones and radio base stations. In CDMA, which is a spread-spectrum modulation technology, each call is assigned a unique pseudorandom sequence of frequency shifts that serve as a code to distinguish it. The mobile phone is then instructed to decipher only a particular code to pluck, as it were, the right conversation off the air. CDMA is the technology of choice for 3G mobile systems. CDMA, however, also refers to a particular air-interface standard (a fact that is often a source of confusion). Circuit A circuit is a connection or line between two points. This connection can be made through various media, including copper, coaxial cable, fibre or microwave. A telephone exchange is a circuit switch. DECT (Digital Enhanced Cordless Telecommunications) DECT is the standard for cordless telephones. DECT phones communicate using the PSTN (public switched telephone network) through a small base station in the home or office and have a working radius of between 50 and 300 metres. EBITDA C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 79 EBITDA represents profit for the year before taxation, finance charges, investment income and depreciation, amortisation, impairment and write-offs. EDGE (Enhanced Data for GSM evolution) EDGE is a technology designed to enhance GSM and TDMA systems with respect to data rates and is widely considered to be the GSM evolution beyond GPRS. It enhances the data capabilities of GSM and TDMA systems by altering the RF modulation scheme to allow greater data rates per time slot. Because it uses a different modulation technique across the air-interface, EDGE requires different mobile terminals handsets than those designed for the GSM air-interface. 79

91 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 80 CRC: 1477 BLA C /1 *C77464/ /1* Effective tax rate The effective tax rate is the tax charge in the income statement divided by pre-tax profit. Ethernet Ethernet is a protocol that defines how data is transmitted to and received from LANs. It is the most prevalent LAN protocol, with speeds of up to 10 Mbps. Fibre optics Fibre optics is where messages or signals are sent via light rather than electrical signals down a very thin strand of glass. Light transmission enables much higher data rates than conventional wire, coaxial cable and many forms of radio. Signals travel at the speed of light and do not generate nor are subject to interference. Fibre rings Fibre rings have come to be used in many fibre networks as it provides more network resiliency: if there is a failure along a route and a ring is broken, the direction of the traffic can be reversed and the traffic will still reach its final destination. Fixed access lines Fixed access lines are comprised of public switched telecommunications network lines, or PSTN lines, including integrated services digital network channels, or ISDN channels, and public and private payphones, but excluding internal lines in service. Fixed access lines per employee BLA C /1 *C77464/ /1* CRC: 1477 To calculate the number of access lines per employee the total number of access lines is divided by the number of employees at the end of the period. Fixed-line penetration C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 80 Fixed-line penetration or teledensity is based on the total number of telephone lines in service at the end of the period per 100 persons in the population of South Africa. Population is the estimated South African population at the mid-year in the periods indicated as published by Statistics South Africa, a South African Government department. Fixed-line traffic Fixed-line traffic, other than international outgoing mobile traffic, international interconnection traffic and international Voice over Internet Protocol traffic, is calculated by dividing traffic operating revenue for the particular category by the weighted average tariff for such category during the relevant period. Fixed-line international outgoing mobile traffic and international interconnection traffic are based on the traffic registered through the respective exchanges and reflected in international interconnection invoices. International Voice over Internet Protocol traffic is based on the traffic reflected in invoices. 80

92 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 81 CRC: BLA C /1 *C77464/ /1* Frame relay Frame relay is a widely implemented telecommunications service designed for cost-efficient data transmission for data traffic between local area networks and between end-points in a wide area network. The network effectively provides a permanent circuit, which means that the customer sees a continuous, dedicated connection, but does not pay for a full-time leased line. GPRS (General Packet Radio Service) GPRS is a packet rather than a circuit-based technology. GPRS allows for faster data transmission speed to both GSM and TDMA (IS-136) networks. GPRS is a packet-switched technology that overlays the circuit-switched GSM network. The service can be introduced to cellular networks by infrastructure. GSM (Global System for Mobile) GSM is a second generation digital mobile cellular technology using a combination of frequency division multiple access (FDMA) and time division multiple access (TDMA). GSM operates in several frequency bands: 400 MHz, 900 MHz and 1800 MHz. On the TDMA side, there are eight timeslots or channels carrying calls, which operate on the same frequency. Unlike other cellular systems, GSM provides a high degree of security by using subscriber identity module (SIM) cards and GSM encryption. HSDPA High Speed Downlink Packet Access. IAS International Accounting Standards. BLA C /1 *C77464/ /1* CRC: IFRS International Financial Reporting Standards. Interconnection Interconnection refers to the joining of two or more networks. Networks need to interconnect to enable traffic to be transmitted to and from destinations. The amounts paid and received by the operators vary according to distance, time, the direction of traffic, and the type of networks involved. Interest cover C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 81 Interest cover is calculated by dividing EBIT by the net interest charge in the income statement. It is a measure of income gearing. ISDN (Integrated Services Digital Network) ISDN is a data communications standard used to transmit digital signals over ordinary copper telephone cables. This is one technology for overcoming the last mile of copper cables from the local exchange to the subscribers premises, which has proved a bottleneck for Internet access, for example. ISDN allows to carry voice and data simultaneously, in each of at least two channels capable of carrying 64 Kbps. It provides up to 128 Kbps and a total capacity of 144 Kbps exist. 81

93 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 82 CRC: 3262 BLA C /1 *C77464/ /1* ITU (International Telecommunications Union) ITU is the global technical standard-setting body for telecommunications services. LAN (Local Area Network) A LAN is a group of devices that communicate with each other within a limited geographic area, such as an office. Leased line A leased line is a telecommunications transmission circuit that is reserved by a communications provider for the private use of a customer. LIBOR London Interbank Offer Rate. Local loop The local loop is the final connection between the exchange and the home or office. It is also known as the last mile. Microwave Microwave is radio transmission using very short wavelengths. MMS (Multimedia Messaging Services) BLA C /1 *C77464/ /1* CRC: 3262 MMS is a service developed jointly together with 3GPP, allows users to combine sounds with images and text when sending messages, much like the text-only SMS. Mobile churn Vodacom s churn is calculated by dividing the average monthly number of disconnections during the period by the average monthly total reported customer base during the period. Mobile penetration Vodacom calculates penetration, or teledensity, based on the total number of customers at the end of the period per 100 persons in the population of South Africa. Population is the estimated South African population at the mid-year in the periods indicated as published by Statistics South Africa, a South African Governmental department. Mobile traffic Vodacom s traffic comprises total traffic registered on Vodacom s network, including bundled minutes, outgoing international roaming calls and calls to free services, but excluding national and incoming international roaming calls. MOU (Mobile Minutes of Use) C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 82 Vodacom s average monthly minutes of use per customer, or average MOU, is calculated by dividing the average monthly minutes during the period by the average monthly total reported customer base during the period. MOU excludes calls to free services, bundled minutes and data minutes. Net debt Net debt is all interest-bearing debt finance (long-term and short-term) less cash and marketable securities. 82

94 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 83 CRC: BLA C /1 *C77464/ /1* Net debt to total equity Net debt to total equity is a measure of book leverage (gearing): net debt in the balance sheet divided by total equity (the sum of shareholders funds plus minority interests). Operating free cash flow Operating free cash flow is defined as cash flow from operating activities, after interest and taxation, before dividends paid, less cash flow from investing activities. Packet switching Packet switching is designed specifically for data traffic, as it cuts the information up into small packets, which are each sent across the network separately and are then reassembled at the final destination. This allows more users to share a given amount of bandwidth. X.25, ATM and frame relay are all packet switching techniques. POP (Point of Presence) A POP is a service provider s location for connecting to users. Generally, POPs refer to the location where people can dial into the provider s computer. Most providers have several POPs to allow low-cost local access via telephone lines. PSTN (Public Switched Telephone Network) BLA C /1 *C77464/ /1* CRC: The PSTN is a collection of interconnected voice telephone networks, either for a given country or the whole world. It is the sum of the parts. It was originally entirely analog, but now increasingly digital (indeed in many developed countries digitisation has reached 100%), these networks can be either state-owned or commercially owned. PSTN is distinct from closed private networks (although these may interconnect to the PSTN) and from public data networks (PDN). Revenue per fixed access line Revenue per fixed access line is calculated by dividing total fixed-line revenue during the period, excluding data and directories and other revenue, by the average number of fixed access lines during the period. RICA Regulation of Interception of Communication and Provision of Communication-related Information Act. ROA (Return on Assets) Return on Assets is calculated by dividing net profit (annualised) by total assets. ROE (Return on Equity) C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 83 Return on Equity is calculated by dividing net income by the average of the shareholders funds. SDH (Synchronous Digital Hierarchy) SDH is used in most modern systems, where multimedia can be transmitted at high speeds. The networks are shaped in a ring, so that if there is a problem, the traffic can be redirected in the other direction and the caller will not detect the interruption. 83

95 C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 84 CRC: BLA C /1 *C77464/ /1* SMS (Short Message Service) SMS refers to short, usually text-based messages sent by or to a wireless subscriber. They are not delivered to the recipient instantly and have some degree of transmission time delay. SMS messages are usually limited to total character lengths of 140 to 160 characters. Switch A switch is a computer that acts as a conduit and director of traffic. It is a means of sharing resources as a network. Total interest-bearing debt Total interest-bearing debt is defined as short- and long-term interest bearing debt, including credit facilities, finance leases and other financial liabilities. UMTS (Universal Mobile Telecommunications System) UMTS is the Western European name for the 3G WCDMA standard adopted as an evolutionary path by the GSM world. However, it utilises the radio spectrum in a fundamentally different manner than GSM. UMTS is based on DCMA technology and the GSM standard is based on TDMA technology. VoIP (Voice over Internet Protocol) BLA C /1 *C77464/ /1* CRC: Voice over Internet Protocol is a protocol enabling voice calls to be made over the Internet. Rather than a dedicated circuit being set up between the caller and receiver, as with ordinary phone calls, the voice conversation is digitised and transmitted over Internet Protocol using packet-switched data networks. WAN (Wide Area Network) A WAN comprises LANs in different geographic locations that are connected, often over the public network. WAP (Wireless Application Protocol) WAP is an application environment designed to bridge the gap between the mobile and Internet worlds. It is a set of communication protocols for wireless devices designed to provide vendor-neutral and technologyneutral access to the Internet and advanced telecommunications services. C77464.SUB, DocName: EX-99.1, Doc: 2, Page: 84 WiMAX WiMAX is a standard for extending broadband wireless access to new locations and over longer distances. The technology is expected to enable multimedia applications with wireless connectivity and typically with a range of up to 30 km. It is a standard for fixed wireless access with substantially higher bandwidth capabilities than cellular networks. The emergence of further enhancements to the standard wil enable nomadic data communications accross an entire metropolitan area network linking homes and businesses to the core telecommunications network. WiMAX can be viewed as a technology complementing existing ADSL broadband offerings. 84

96 Name: * Lines: * * CRC: * C77464.SUB, DocName: EX-99.2, Doc: 3 Validation: N * BLA * DOCHDR 3 *DOCHDR/3* <DOCUMENT> <TYPE> EX-99.2 <FILENAME> c77464exv99w2.htm <DESCRIPTION> Exhibit 99.2 <TEXT>

97 C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 1 CRC: Description: Exhibit 99.2 BLA C /2 *C77464/ /2* Exhibit 99.2 HIGHLIGHTS Total customers increased by 13.1% to 35.7 million Customers increased by 8.4% to 25.2 million in South Africa Customers increased by 34.1% to 4.9 million in Tanzania Customers increased by 18.8% to 3.8 million in the Democratic Republic of Congo Customers increased by 35.5% to 450 thousand in Lesotho Customers increased by 19.3% to 1.3 million in Mozambique Revenue increased by 14.0% to R26.0 billion Profit from operations increased by 12.5% to R6.4 billion EBITDA increased by 13.9% to R8.7 billion Net profit after taxation increased by 3.2% to R3.8 billion Cash generated from operations increased by 15.6% to R8.0 billion Interim dividend declared to Group shareholders increased by 9.1% to R3.0 billion Vodacom Group (Proprietary) Limited announces its results for the six months ended September 30, South Africa Customers The total number of customers increased by 8.4% to 25.2 million (September 30, 2007: 23.3 million). The number of prepaid customers has increased by 8.1% to 21.4 million, while the number of contract customers has increased by 9.6% to 3.7 million. The growth in customers was a direct result of the increase in net connections, with continued levels of handset support to service providers in respect of the contract base. BLA C /2 *C77464/ /2* CRC: Loyalty and retention programmes continue to play an integral role in achieving the strategy of attracting new customers. C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 1 Description: Exhibit 99.2 ARPU During the period under review, total ARPU increased by 8.2% to R132 (September 30, 2007: R122) per month. This significant increase was mainly due to strong growth in data revenue as a result of higher penetration levels and the implementation of the supplementary disconnection rule during September Contract customer ARPU decreased by 1.2% to R481 (September 30, 2007: R487) per month. The main contributing factor to this decrease was the rapid growth in low end bundle data customers as well as a decrease in the incoming ARPU. The developing market through the prepaid service continued to drive market penetration and made up 93.6% (September 30, 2007: 92.7%) of all gross connections. The prepaid customer ARPU increased by 11.9% to R66 (September 30, 2007: R59) per month.

98 C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 2 CRC: Description: Exhibit 99.2 BLA C /1 *C77464/ /1* Community services ARPU decreased by 17.9% to R584 (September 30, 2007: R711) per month due to increased competition. Community services revenue however only decreased by 6.4%. Churn The cost of acquiring contract customers in a highly developed market is considerable. Vodacom implemented upgrade and retention policies over the last few years to retain its customers. Through the continued high level of handset support to service providers and an improvement in service to customers, Vodacom maintained a low contract churn rate of 9.7% (September 30, 2007: 8.3%). During the period under review, prepaid churn decreased to 48.1% (September 30, 2007: 51.9%). The prepaid market is characterised by low acquisition costs. Traffic and minutes of use Total traffic increased by 7.0% to 11.8 billion (September 30, 2007: 11.0 billion) minutes. This growth was mainly due to the 8.4% growth in the total customer base from 23.3 million to 25.2 million at the end of September 30, Customer calling patterns continued the trend of the last few years where total mobile-to-mobile traffic increased by 7.9% while total mobile-tofixed and fixed-to-mobile traffic only increased by 2.3%. Contract minutes showed an 8.0% decrease to 161 (September 30, 2007: 175) minutes per customer per month, as a result of high sales in hybrid products at the low end of the market; prepaid minutes showed a 9.3% increase to 47 (September 30, 2007: 43) minutes per customer per month. Estimated market share BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 2 Description: Exhibit 99.2 CRC: Vodacom remained the leader in the South African market with an estimated 53% (September 30, 2007: 56%) market share as at September 30, The decline in market share was a result of a more aggressive prepaid deletion rule implemented during the previous year. The cellular industry in South Africa, based on reported numbers, grew by an estimated 15.1% since September The SIM card market penetration of the cellular industry is now an estimated 100% (September 30, 2007: 87%) of the population with a total cellular market of approximately 48 million (September 30, 2007: 42 million) mobile SIM cards. Prepaid customers continue to dominate the market and comprise an estimated 85% of the customer base. Non-South African operations Vodacom s non-south African operations provide communication services to 10.4 million customers (September 30, 2007: 8.3 million). Profit from these operations increased by 6.5% to R375 million. 2

99 C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 3 CRC: Description: Exhibit 99.2 BLA C /2 *C77464/ /2* Vodacom Tanzania s customer base increased by 34.1% to 4.9 million (September 30, 2007: 3.7 million) at September 30, The Tanzanian market remains highly competitive, but low mobile SIM card penetration, estimated at 27% of the population combined with current economic growth signals further potential. Vodacom Tanzania s estimated market share decreased to 46% (September 30, 2007: 54%) at September 30, Vodacom Congo increased its customer base by 18.8% to 3.8 million (September 30, 2007: 3.2 million) at September 30, Vodacom Congo retained its market lead with an estimated market share of 39% (September 30, 2007: 44%) at September 30, The lower market share is the result of competitors cutting retail prices and offering various packages to attract new connections. The DRC had an estimated mobile SIM card penetration of 15% (September 30, 2007: 11%). Vodacom Lesotho is a small operation, but its estimated 80% market share at September 30, 2008 enables it to achieve high levels of profitability. Vodacom Lesotho increased its customer base by 35.5% to 450 thousand (September 30, 2007: 332 thousand). Mobile SIM card penetration in Lesotho is now estimated at 30% (September 30, 2007: 22%). Vodacom Mozambique increased its customer base by 19.3% to 1.3 million (September 30, 2007: 1.1 million) at September 30, Vodacom Mozambique increased its estimated market share to 42% (September 30, 2007: 38%) despite tough economic conditions, by being the value leader in the market. Mobile SIM card penetration is estimated at 15% (September 30, 2007: 14%). FINANCIAL REVIEW REVENUE Segmental split BLA C /2 *C77464/ /2* CRC: C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 3 Description: Exhibit 99.2 Rand millions % change Six months ended September 30, /07 07/08 South Africa, including holding companies 17,580 20,299 22, Tanzania 775 1,086 1, DRC 898 1,108 1, Lesotho Mozambique Revenue 19,466 22,815 26,

100 C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 4 CRC: Description: Exhibit 99.2 BLA C /2 *C77464/ /2* Revenue composition Rand millions Six months ended September 30, Airtime and access 11,313 12,947 14,608 Data revenue 1,443 2,096 3,004 Interconnect revenue 3,723 4,304 4,744 Equipment sales 2,312 2,393 2,490 International airtime Other Revenue 19,466 22,815 26,016 Revenue composition % of total % of change Six months ended September 30, /07 07/08 BLA C /2 *C77464/ /2* CRC: Airtime and access Data revenue Interconnect revenue Equipment sales International airtime Other Revenue Airtime and access Vodacom s airtime and access revenue increased primarily due to the number of customers increasing by 13.1% to 35.7 million. C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 4 Description: Exhibit 99.2 Data revenue Segmental split Rand millions Six months ended September 30, South Africa 1,347 1,947 2,790 Tanzania DRC Lesotho Mozambique Data revenue 1,443 2,096 3,004 Data revenue as a % of service revenue(%)

101 C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 5 CRC: Description: Exhibit 99.2 BLA C /3 *C77464/ /3* Data revenue Segmental split % of total % change Six months ended September 30, /07 07/08 South Africa Tanzania DRC Lesotho Mozambique Data revenue Data revenue as a % of service revenue(%) 1.9 pts 2.6 pts Data Vodacom s data revenue increased mainly due to higher penetration levels and more affordable product offerings. BLA C /3 *C77464/ /3* CRC: Vodacom South Africa transmitted 2.4 billion (September 30, 2007: 2.2 billion) SMSs over its network during the period ended September 30, As at September 30, 2008 the number of unique packet switched data users on Vodacom South Africa s network was 4.3 million (September 30, 2007: 3.5 million), whilst the number of unique SMS users was 9.6 million (September 30, 2007: 8.8 million) and the number of unique MMS users was 1.5 million (September 30, 2007: 1.3 million). The number of unique users accessing our Vodafone Live! portal during September 2008 was 1.9 million (September 30, 2007: 1.2 million). Data revenue now constitutes 13.1% (September 30, 2007: 10.5%) of service revenue (service revenue excludes equipment sales, starter pack sales and non-recurring revenue). Data revenue in all countries increased substantially, reaffirming consumer demand for connectivity. Interconnect revenue Vodacom s interconnect revenue increased by 10.2%, predominantly due to the growth in the customer base and the related increase in incoming traffic. C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 5 Description: Exhibit 99.2 Equipment sales In South Africa, handset sale volumes increased by 2.0% to 2.4 million (September 30, 2007: 2.3 million) units. The growth in equipment unit sales was mainly driven by growth in customer bases and phone upgrades by customers. The average price per handset sold was R1,099 compared to R1,114 in the previous period. International airtime International airtime revenue of R974 million, which increased by 2.3% year on year, comprised international calls by Vodacom customers, roaming revenue from Vodacom s customers making and receiving calls while abroad and revenue from international visitors roaming on Vodacom s networks. 5

102 C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 6 CRC: Description: Exhibit 99.2 BLA C /4 *C77464/ /4* Other Other includes sales and services not part of Vodacom s core operations. PROFIT FROM OPERATIONS Segmental split Rand millions % change Six months ended September 30, /07 07/08 South Africa 4,745 5,389 6, Tanzania DRC (41.3) Lesotho Mozambique (138) (56) (99) 59.4 (76.8) Holding companies 57 (27) 7 (147.4) Profit from operations 4,965 5,714 6, Profit from operations margin(%) (0.5 pts) (0.3 pts) Profit from operations for the Group increased by 12.5% to R6.4 billion, based on revenue growth of 14.0% which was offset by cost increases in all operations in a rising inflationary environment and the start up costs of Vodacom Business. Operating expenses increased by 14.5% compared to revenue growth of 14.0%, resulting in Vodacom s profit from operations margin decreasing slightly to 24.7% (September 30, 2007: 25.0%). C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 6 Description: Exhibit 99.2 BLA C /4 *C77464/ /4* CRC: The decrease in the DRC profit from operations includes increases in various indirect taxes levied by government, changes in interconnect rates and traffic patterns, high fuel prices, high inflation rates and competition in the market. The Mozambique loss from operations includes an impairment of assets of R21.1 million (September 30, 2007: reversal of R18.4 million). EBITDA Segmental split Rand millions % change Six months ended September 30, /07 07/08 South Africa 6,009 6,904 7, Tanzania DRC (5.3) Lesotho Mozambique (56) (32) (22) Holding companies 58 (23) 15 (139.7) EBITDA 6,578 7,600 8, EBITDA margin(%) (0.5 pts) EBITDA margin excluding equipment sales(%) (0.9 pts) (0.2 pts) 6

103 C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 7 CRC: 623 Description: Exhibit 99.2 BLA C /3 *C77464/ /3* Operating expenses Rand millions % change Six months ended September 30, /07 07/08 Depreciation, amortisation and impairment 1,613 1,886 2, Payments to other network operators 2,675 3,154 3, Other direct network operating costs 8,051 9,327 10, Staff expenses 1,078 1,464 1, Marketing and advertising Other operating expenditure Other operating income (50) (76) (74) 52.0 (2.6) Operating expenses 14,500 17,101 19, Operating expenses as a % of revenue(%) pts 0.3 pts Depreciation, amortisation and impairment The depreciation expense was largely driven by capital expenditure on upgrading and expanding the Group s networks. Capital expenditure on network equipment has increased in recent years with the implementation and expansion of 3G/HSxPA networks, but also through coverage strategies followed in the international operations. Payments to other network operators BLA C /3 *C77464/ /3* CRC: 623 C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 7 Description: Exhibit 99.2 Payments to other network operators increased as a result of an increased amount of outgoing traffic terminating on other cellular networks, rather than on fixed-line networks. As the cost of terminating calls on cellular networks is materially higher than calls terminating on fixed-line networks and as mobile substitution increases with the growing number of total mobile users in South Africa, interconnection charges are likely to continue to increase. Other direct network operating costs Other direct network operating costs include the cost to connect customers onto the network as well as expenses such as cost of equipment and accessories sold, commissions paid to the distribution channels, customer retention expenses, regulatory and license fees, distribution expenses, transmission rental costs as well as site and maintenance costs. 7

104 C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 8 CRC: 9238 Description: Exhibit 99.2 BLA C /3 *C77464/ /3* Staff expenses Staff expenses increased primarily as a result of an increase in permanent headcount of 5.6% to 6,588 (September 30, 2007: 6,240) employees. The headcount increase was mainly the result of the expansion of customer care operations and the strengthening of management structures to support the growth in ongoing operations. Annual salary increases and increased provisions for long-term incentive schemes also contributed to the increase in staff expenses. Employee productivity has improved in all of Vodacom s operations, as measured by customers per employee, improving by 7.1% to 5,417 (September 30, 2007: 5,058) customers per employee. Marketing and advertising Marketing and advertising expenses were mainly driven by advertising related to new technology products and enhancing brand presence in all operations. Other operating expenditure The increase in other operating expenditure was primarily due to inflationary factors and the growth in the business. Other operating expenditure comprise of expenses such as accommodation, information technology costs, office administration, consultant expenses, social economic investment and insurance. Other operating income Other operating income comprises income that Vodacom does not consider as part of its core activities such as cost recoveries for risk management and consultancy services, franchise fees and rent received. BLA C /3 *C77464/ /3* C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 8 Description: Exhibit 99.2 CRC: 9238 FINANCIAL INCOME, COSTS AND RELATED GAINS AND LOSSES Rand millions % change Six months ended September 30, /07 07/08 Finance income (27.7) Finance expenses (153) (289) (734) (88.9) (154.0) (Loss)/gain on foreign exchange forward contract revaluation 446 (63) (182) (114.1) (188.9) Gain/(loss) on revaluation of foreign denominated liabilities (317) (133) >200.0 (Loss)/gain on revaluation of foreign denominated assets (12) (6) 50.0 Loss on interest rate swap revaluation (7) (5) (3) Gain on sale of investments 2 (100.0) Gain on revaluation of foreign denominated cash and cash equivalents 8 6 (25.0) Financial income, costs and related gains and losses 4 (445) (659) (>200.0) (48.1) 8

105 C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 9 CRC: Description: Exhibit 99.2 BLA C /1 *C77464/ /1* Remeasurement of foreign exchange contracts ( FECs ), asset and liability revaluations, interest rate swaps, cash and cash equivalents, and the gain on sale of investments resulted in a net loss of R41 million (September 30, 2007: loss of R203 million). In terms of the shareholders agreement, the minority shareholder in Vodacom Congo (RDC) s.p.r.l., Congolese Wireless Network s.p.r.l. ( CWN ) has a put option which comes into effect three years after the commencement date, December 1, 2001, and for a maximum of five years thereafter. In terms of the option, CWN shall be entitled to put to Vodacom International Limited such number of shares in and claims on loan account against Vodacom Congo (RDC) s.p.r.l. as constitute 19% of the entire issued share capital of that company. CWN can exercise this option in a maximum of three tranches and each tranche must consist of at least 5% of the entire issued share capital of Vodacom Congo (RDC) s.p.r.l.. The option price will be the fair market value of the related shares at the date the put option is exercised. The put option had a nil value as at September 30, 2008, 2007 and The obligation to settle the put option in cash gives rise to an obligation which represents a financial liability. The option liability had a value of R328 million (September 30, 2007: R337 million) as at September 30, Increased borrowings coupled with higher interest rates contributed to an increase in finance expenses of 154.0% to R734 million. Taxation The taxation expense increased by 23.8% to R1,995 million (September 30, 2007: R1,612 million) for the six months ended September 30, 2008, mainly due to STC charge of R300 million. For the six months ended September 30, 2007, no STC was recognised as the Group interim dividend was declared in October Vodacom s effective tax rate increased by 4.0 percentage points to 34.6% (September 30, 2007: 30.6%) primarily due to the STC charge as set out above. Group shareholder distributions BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 9 Description: Exhibit 99.2 CRC: Interim dividends declared amounted to R3.0 billion (October 1, 2007: R2.75 billion), an increase of 9.1%. 9

106 C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 10 CRC: Description: Exhibit 99.2 BLA C /3 *C77464/ /3* Capital expenditure Capital expenditure additions Segmental split Rand millions Six months ended September 30, South Africa 2,487 1,613 2,014 Tanzania DRC Lesotho Mozambique Holding companies Capital expenditure for the period 3,142 2,289 2,976 Capital expenditure additions (including software) as a % of revenue(%) Capital expenditure Capital expenditure additions Segmental split % of total % change Six months ended September 30, /07 07/08 BLA C /3 *C77464/ /3* CRC: South Africa (35.1) 24.9 Tanzania (12.2) DRC (3.7) (3.1) Lesotho Mozambique (59.2) Holding Companies >200.0 (98.4) Capital Expenditure for the period (27.1) 30.0 C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 10 Description: Exhibit 99.2 Capital expenditure additions (including software) as a % of revenue(%) (6.1 pts) 1.4 pts The Group s investment for the six months ended September 30, 2008 amounted to R2,976 million (September 30, 2007: R2,289 million) of which R2,506 million (September 30, 2007: R1,955 million) relates to property, plant and equipment and R470 million (September 30, 2007: R334 million) to computer software. Cumulative capital expenditure Segmental split At September 30, R billions Foreign R billions Foreign South Africa (R billions) Tanzania (TSH billions) DRC (US$ millions) Lesotho (Maloti millions) Mozambique (MT millions) Holding companies (R billions) Cumulative capital expenditure (R billions)

107 C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 11 CRC: Description: Exhibit 99.2 BLA C /1 *C77464/ /1* Property, plant and equipment (including software) sold and scrapped, amounted to R79 million (September 30, 2007: R535 million). Foreign currency translation differences increased cumulative capital expenditure by R531 million (September 30, 2007: decreased by R321 million). It is Vodacom s policy to hedge foreign denominated commitments of South African operations above a certain minimum level. However, Vodacom does not qualify for hedge accounting in terms of IAS 39 and therefore, all capital expenditure in South Africa is recorded at the exchange rate ruling at the date of acceptance of the equipment. Capital expenditure of Vodacom s non- South African operations is translated at the average exchange rate of the Rand against the operation s reporting currency for the period, while closing capital expenditure is translated at the closing exchange rate of the Rand against the reporting currency. For this reason, Vodacom s capital expenditure in any given year cannot be properly evaluated without taking the exchange rate movements against the Rand into account. Financial structure and funding Vodacom s net debt position decreased to R6.0 billion (September 30, 2007: R6.2 billion) as at September 30, The Group s net debt to EBITDA ratio was 54.1% (September 30, 2007: 40.5%) while Vodacom s net debt to equity ratio increased to 93.2% (September 30, 2007: 56.6%). Debt (when calculating net debt to EBITDA and net debt to equity) includes the current period interim dividend of R3.0 billion payable to the Group s shareholders as well as the STC thereon, due to the dividend being paid very soon after half-year-end and the materiality thereof. In addition, in terms of covenant calculations, certain intangible assets as well as minority interest are excluded from equity. Funding sources BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 11 Description: Exhibit 99.2 CRC: Vodacom s ongoing objective is to fund all its non-south African operations by means of project finance, structured such that there is no recourse to our South African operations. The Group utilises its own funds and supported funding structures, subject to South African Reserve Bank approval, to fund offshore investments in the initial stages of the investment, until the project is able to support project funding. Non-recourse funding for non-south African operations is not always suitable to a high customer growth environment due to the capital expenditure requirements thereof. 11

108 C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 12 CRC: 5467 Description: Exhibit 99.2 BLA C /2 *C77464/ /2* Vodacom Congo and Vodacom Mozambique are still substantially dependent on funding and guarantees from South Africa. These operations are funded by a mix of market priced direct loans as well as security to facilitate their own credit lines. In South Africa, debt consists primarily of finance lease liabilities, medium and long-term facilities and short-term money market borrowings at variable interest rates. Subsequent to September 30, 2008, the Group obtained funding from a consortium of lenders to the amount of R6.5 billion. The funding will be utilised to refinance existing short-term debt as well as for capital expenditure and working capital requirements. The facility is linked to JIBAR and is repayable between 3 and 7 years. Financial instruments and risk management Subject to central bank regulations in the various countries as well as local market condition restrictions, Vodacom manages foreign currency risk, interest rate risk, credit risk and liquidity risk on an ongoing basis. The Group s risk management procedures are described fully in the Group s Annual Financial Statements. Foreign exchange rates Rand exchange rate % change Six months ended September 30, /07 07/08 BLA C /2 *C77464/ /2* CRC: 5467 US Dollar Average Closing (10.4) 21.2 Tanzanian Shilling Average (4.3) (14.7) Closing (21.8) Mozambican Metical Average (5.4) (15.6) Closing (22.9) Cash flow C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 12 Description: Exhibit 99.2 Vodacom had a positive free cash flow before shareholder distributions and financing activities of R1.4 billion (September 30, 2007: negative R582 million). The prior year figure was impacted as a result of the investment in the Smart companies of R937.3 million. Cash generated from operations increased by 15.6% to R8.0 billion (September 30, 2007: R6.9 billion). Events subsequent to period end Vodafone is acquiring a larger stake in Vodacom by buying an additional 15% from Telkom and therefore will become Vodacom s major shareholder with a shareholding of 65%. Telkom will be unbundling their remaining 35% stake to its shareholders and Vodacom expects to list on the JSE in The transaction still requires the approval of Telkom s shareholders and is subject to the necessary regulatory approvals. 12

109 C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 13 CRC: Description: Exhibit 99.2 BLA C /1 *C77464/ /1* Business combinations initiated after the balance sheet date Gateway Telecommunications SA (Proprietary) Limited ( Gateway ) The Group has agreed to acquire the carrier services and business network solutions business of Gateway for approximately US$675 million, adjustable based on certain factors as stipulated in the share purchase agreement. The purchase agreement is subject to certain conditions precedent including approval from the relevant competition authorities. Once these conditions are met the transaction will be effective. Storage Technology Services (Proprietary) Limited ( StorTech ) The Group has agreed to acquire a controlling interest of 51% in StorTech, a managed services company for approximately R140.3 million, which could be reduced should certain targets not be met. StorTech s portfolio complements the Group s enterprise solutions-focused division and expands upon the Group s data centre services capabilities. The transaction remains subject to certain conditions precedent, including approval from the relevant competition authorities in South Africa. Once these conditions are met the transaction will be effective. Other transactions effected after the balance sheet date WBS Holdings (Proprietary) Limited ( WBS ) On October 1, 2008 the Group exercised its call option to acquire an additional 14.9% of WBS for R119.2 million. Broad Based Black Economic Empowerment ( BBBEE ) BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 13 Description: Exhibit 99.2 CRC: Subsequent to the reporting date, the Group finalised a R7.5 billion BBBEE equity deal whereby strategic business partners, the black public, business partners and employees will have the opportunity to participate in the ownership of Vodacom (Proprietary) Limited ( Vodacom SA ) going forward. The black public and business partners obtained ownership in Vodacom SA via a public offer. The prospectus relating to the public offer was issued on July 30, 2008 and applications for shares closed on September 11, The public offer was approximately three times oversubscribed and the share allotment was therefore pro-rated according to the rules stated in the prospectus. The final share issue took place on October 8, Proceeds from the public offer are included under financing activities in the cash flow statement. R607.0 million of this amount relates to the oversubscription and will be repaid to the subscribers with interest, calculated from the closing date until the date of the refund, in terms of the rules of the prospectus. 13

110 C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 14 CRC: Description: Exhibit 99.2 BLA C /3 *C77464/ /3* VM, S.A.R.L. On May 12, 2008 the Group entered into an agreement to sell 5% of its 90% holding in VM, S.A.R.L., leaving the Group with an 85% equity investment in VM, S.A.R.L.. The transaction was effective on October 2, 2008 since all suspensive conditions were met on this date. Indebtedness incurred subsequent to period end Subsequent to September 30, 2008, the Group obtained funding loans from a consortium of lenders in the amount of R6.5 billion. The funding will be utilised to refinance existing short-term debt as well as for capital expenditure and working capital requirements. The facility is linked to JIBAR and is repayable between 3 and 7 years. Conclusion The Vodacom Group has started the journey of true convergence of technology that will add more value to people s lives. This journey will take Vodacom far beyond being a mobile centric company and into the much bigger playing field of total communications. Despite current economic uncertainty, Vodacom will continue investing for the future and aim to maintain strong growth on the back of a healthy balance sheet. Oyama Mabandla Non-executive Pieter Uys Chairman Chief Executive Officer KEY OPERATIONAL INDICATORS VODACOM SOUTH AFRICA BLA C /3 *C77464/ /3* CRC: Six months ended September 30, % change KEY INDICATORS /07 07/08 Customers (thousands)1 20,201 23,297 25, Contract 2,675 3,409 3, Prepaid 17,440 19,790 21, Community services Gross connections (thousands) 5,308 5,845 5, (2.6) Contract (17.9) Prepaid 4,929 5,416 5, (1.6) Community services (93.2) > Inactives (3 months %) n/a n/a (1.6 pts) Contract n/a n/a (0.1 pts) Prepaid n/a n/a (1.9 pts) Churn (%) pts (3.6 pts) Contract (2.7 pts) 1.4 pts Prepaid pts (3.8 pts) Traffic (millions of minutes)3 9,669 11,024 11, Outgoing 6,485 7,407 7, Incoming 3,184 3,617 3, ARPU (Rand per month) (3.2) 8.2 Contract (7.8) (1.2) Prepaid (3.3) 11.9 Community services 1, (30.1) (17.9) Minutes of use per month (5.9) 3.1 Contract (8.9) (8.0) Prepaid (6.5) 9.3 Community services 1, (29.2) (18.4) Gross capex spend (Rand millions)6 2,487 1,613 2,014 (35.1) 24.9 Capex as a % of revenue(%) (6.2 pts) 0.9 pts Cumulative capex (Rand millions)6 25,835 28,260 32, Capex per customer (Rand) 1,279 1,213 1,299 (5.2) 7.1 Number of employees 4,137 4,509 4, Customers per employee 4,883 5,167 5, Estimated mobile SIM card penetration (%) pts 13 pts Estimated mobile market share (%) (3 pts) (3 pts) C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 14 Description: Exhibit

111 C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 15 CRC: Description: Exhibit 99.2 BLA C /1 *C77464/ /1* Notes 1. Customer totals are based on the total number of customers registered on Vodacom s network, which have not been disconnected, including inactive customers, as at the end of the period indicated. 2. Churn is calculated by dividing the average monthly number of disconnections during the period by the average monthly total reported customer base during the period. 3. Traffic comprises total traffic registered on Vodacom s network, including bundled minutes, outgoing international roaming calls and calls to free services, but excluding national roaming and incoming international roaming calls. 4. ARPU is calculated by dividing the average monthly revenue (recurring mobile) by the average monthly total reported customer base during the period. ARPU excludes revenues from equipment sales and other sales and services. With effect from April 1, 2008, ARPU calculations include revenues from national roamers and international visitors roaming on Vodacom s network. Historical ARPU numbers have been restated in line with this new methodology. 5. Minutes of use per month is calculated by dividing the average monthly minutes during the period by the average monthly total reported customer base during the period. Minutes of use exclude calls to free services, bundled minutes and data minutes. 6. Cumulative capital expenditure ( capex ) includes software. 7. Estimated mobile penetration and market share is calculated based on Vodacom s total reported customers and the estimated total reported customers of MTN and Cell C. 15 C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 15 Description: Exhibit 99.2 CRC: BLA C /1 *C77464/ /1*

112 C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 16 CRC: Description: Exhibit 99.2 BLA C /2 *C77464/ /2* KEY OPERATIONAL INDICATORS VODACOM TANZANIA Six months ended September 30, % change KEY INDICATORS /07 07/08 Customers (thousands)1 2,593 3,678 4, Contract Prepaid 2,573 3,654 4, Community services (27.3) Gross connections (thousands) 909 1,242 1, Churn (%) pts (2.6 pts) ARPU (Rand) (7.4) 6.0 Gross capex spend (Rand millions) (12.2) Capex as a % of revenue (%) (14.0 pts) 18.1 pts Cumulative capex (Rand millions) 2,044 2,797 4, Number of employees Customers per employee 5,379 6,465 7, Estimated mobile SIM card penetration (%) pts 10 pts Estimated mobile market share (%) (1 pts) (8 pts) VODACOM DRC BLA C /2 *C77464/ /2* CRC: C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 16 Description: Exhibit 99.2 Six months ended September 30, % change KEY INDICATORS /07 07/08 Customers (thousands)1 2,027 3,178 3, Contract Prepaid 1,988 3,102 3, Community services Gross connections (thousands) 724 1,182 1, Churn(%) pts 10.6 pts ARPU (Rand) (22.8) 6.6 Gross capex spend (Rand millions) (3.7) (3.1) Capex as a % of revenue(%) (6.5 pts) (5.5 pts) Cumulative capex (Rand millions) 2,780 2,945 4, Number of employees (8.1) Customers per employee 3,951 4,301 5, Estimated mobile SIM card penetration(%) pts 4 pts Estimated mobile market share(%) (5 pts) (5 pts) 16

113 C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 17 CRC: Description: Exhibit 99.2 BLA C /4 *C77464/ /4* Notes 1. Customer totals are based on the total number of customers registered on Vodacom s network which have not been disconnected, including inactive customers, as of end of the period indicated. 2. ARPU is calculated by dividing the average monthly revenue (recurring mobile) by the average monthly total reported customer base during the period. ARPU excludes revenues from equipment sales and other sales and services. With effect from April 1, 2008, ARPU calculations include revenues from national roamers and international visitors roaming on Vodacom s network. Historical ARPU numbers have been restated in line with this new methodology. 3. Headcount includes secondees. 4. Estimated mobile penetration and market share is calculated based on Vodacom estimates. VODACOM LESOTHO Six months ended September 30, % change KEY INDICATORS /07 07/08 BLA C /4 *C77464/ /4* CRC: C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 17 Description: Exhibit 99.2 Customers (thousands) Contract Prepaid Community services Gross connections (thousands) Churn (%) (2.6pts) 2.1pts ARPU (Rand) (3.9) (5.5) Gross capex spend (Rand millions) Capex as a % of revenue (%) pts 10.9pts Cumulative capex (Rand millions) (13.8) 30.0 Number of employees Customers per employee 3,771 5,267 5, Estimated mobile SIM card penetration (%) pts 8 pts Estimated mobile market share (%)

114 C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 18 CRC: Description: Exhibit 99.2 BLA C /2 *C77464/ /2* VODACOM MOZAMBIQUE Six months ended September 30, % change KEY INDICATORS /07 07/08 Customers (thousands) ,079 1, Contract Prepaid 682 1,060 1, Community services >200.0 Gross connections(thousands) Churn (%) pts 15.4pts ARPU (Rand) (6.7) 35.7 Gross capex spend (Rand millions) (59.2) Capex as a % of revenue (%) (34.8 pts) 7.0 pts Cumulative capex (Rand millions) ,222 (3.3) 51.1 Number of employees Customers per employee 5,507 7,054 6, (2.9) Estimated mobile SIM card penetration (%) pts 1pts Estimated mobile market share (%) pts 4 pts BLA C /2 *C77464/ /2* CRC: Notes 1. Customer totals are based on the total number of customers registered on Vodacom s network which have not been disconnected, including inactive customers, as of end of the period indicated. 2. ARPU is calculated by dividing the average monthly revenue (recurring mobile) by the average monthly total reported customer base during the period. ARPU excludes revenues from equipment sales and other sales and services. With effect from April 1, 2008, ARPU calculations include revenues from national roamers and international visitors roaming on Vodacom s network. Historical ARPU numbers have been restated in line with this new methodology. 3. Headcount includes secondees. 4. Estimated mobile penetration and market share is calculated based on Vodacom estimates. CONDENSED CONSOLIDATED INCOME STATEMENTS for the six months ended September 30, 2007 and 2008 C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 18 Description: Exhibit for the six months ended September 30, Rm Rm (reviewed) (reviewed) Revenue 22, ,016.2 Other operating income Direct network operating cost (12,481.3) (14,167.5) Depreciation (1,639.9) (1,879.4) Staff expenses (1,464.0) (1,706.5) Marketing and advertising expenses (666.9) (771.3) Other operating expenses (678.9) (798.2) Amortisation of intangible assets (264.4) (316.0) Impairment of assets 18.4 (21.1) Profit from operations 5, ,430.0 Finance income Finance costs (288.1) (733.6) Gains/(Losses) on remeasurement and disposal of financial instruments (203.7) 41.3 Profit before taxation 5, ,771.2 Taxation (1,611.6) (1,994.8) Net profit 3, ,776.4 Attributable to: Equity shareholders 3, ,693.6 Minority interests

115 C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 19 CRC: Description: Exhibit 99.2 BLA C /2 *C77464/ /2* CONDENSED CONSOLIDATED BALANCE SHEETS as at March 31, 2008 and September 30, 2008 for the six months ended September 30, R R (reviewed) (reviewed) Basic and diluted earnings per share 359, ,355 Dividend per share 300,000 as at March 31, as at September 30, Rm Rm (audited) (reviewed) ASSETS Non-current assets 24, ,859.3 BLA C /2 *C77464/ /2* CRC: Property, plant and equipment 19, ,228.9 Intangible assets 4, ,328.0 Financial assets Deferred taxation Deferred cost Lease assets Current assets 9, ,359.9 Deferred cost Short-term financial assets Inventory Trade and other receivables 6, ,423.8 Lease assets Taxation receivable Cash and cash equivalents Total assets 34, ,219.2 EQUITY AND LIABILITIES Ordinary share capital * * Retained earnings 11, ,086.3 Non-distributable reserves Equity attributable to equity holders of the parent 11, ,175.7 Minority interests Total equity 11, ,700.4 Non-current liabilities 4, ,265.5 Interest bearing debt 3, ,528.7 Non-interest bearing debt Deferred taxation Deferred revenue Provisions Other non-current liabilities Current liabilities 17, ,253.3 C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 19 Description: Exhibit 99.2 Trade and other payables 7, ,492.0 Deferred revenue 2, ,284.2 Taxation payable Short-term interest bearing debt ,984.8 Short-term provisions Dividends payable 3, ,000.0 Derivative financial liabilities Bank borrowings 2, ,364.0

116 C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 19 CRC: Description: Exhibit 99.2 BLA C /2 *C77464/ /2* Total equity and liabilities 34, ,219.2 * Share capital R C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 19 Description: Exhibit 99.2 CRC: BLA C /2 *C77464/ /2*

117 C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 20 CRC: Description: Exhibit 99.2 BLA C /2 *C77464/ /2* CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY for the six months ended September 30, 2007 and 2008 Attributable to equity shareholders Non- Share Retained distributable capital earnings reserves Total Rm Rm Rm Rm Balance at March 31, 2007 * 9,523.2 (97.4) 9,425.8 Net profit for the period 3, ,596.4 Contingency reserve (0.9) 0.9 Disposal of subsidiaries Other acquisitions Minority shares of VM, S.A.R.L. Net gains and losses not recognised in the income statement Foreign currency translation reserve (66.1) (66.1) Capital contribution on remeasurement of shareholder loan to fair value Balance at September 30, 2007 Reviewed * 13,118.7 (162.1) 12,956.6 BLA C /2 *C77464/ /2* CRC: C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 20 Description: Exhibit 99.2 Balance at March 31, 2008 * 11, ,401.7 Net profit for the period 3, ,693.6 Dividends declared (3,000.0) (3,000.0) Contingency reserve (0.2) 0.2 Net gains and losses not recognised in the income statement Foreign currency translation reserve Revaluation of available-for-sale investment (1.0) (1.0) Balance at September 30, 2008 Reviewed * 12, ,175.7 * Share capital R100 20

118 C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 21 CRC: Description: Exhibit 99.2 BLA C /3 *C77464/ /3* CONDENSED CONSOLIDATED BALANCE SHEETS as at March 31, 2008 and September 30, 2008 Minority Total interests equity Rm Rm Balance at March 31, ,647.0 Net profit for the period ,657.5 Contingency reserve Disposal of subsidiaries (0.3) (0.3) Other acquisitions (6.1) (6.1) Minority shares of VM, S.A.R.L Net gains and losses not recognised in the income statement Foreign currency translation reserve (11.1) (77.2) Capital contribution on remeasurement of shareholder loan to fair value (0.5) BLA C /3 *C77464/ /3* C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 21 Description: Exhibit 99.2 CRC: Balance at September 30, 2007 Reviewed ,221.7 Balance at March 31, ,805.3 Net profit for the period ,776.4 Dividends declared (3,000.0) Contingency reserve Net gains and losses not recognised in the income statement Foreign currency translation reserve Revaluation of available-for-sale investment (1.0) Balance at September 30, 2008 Reviewed ,700.4 * Share capital R100 21

119 C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 22 CRC: Description: Exhibit 99.2 BLA C /2 *C77464/ /2* CONDENSED CONSOLIDATED CASH FLOW STATEMENTS for the six months September 30, 2007 and 2008 for the six months ended September 30, Rm Rm (reviewed) (reviewed) CASH FLOW FROM OPERATING ACTIVITIES Cash receipts from customers 22, ,733.4 Cash paid to suppliers and employees (15,538.2) (17,781.5) Cash generated from operations 6, ,951.9 Finance costs paid (219.2) (463.1) Finance income received Realised net losses on remeasurement and disposal of financial instruments (95.2) (21.1) Taxation paid (2,506.1) (2,249.5) Dividends paid equity shareholders (2,900.0) (3,190.0) Dividends paid minority shareholders (90.0) Net cash flows from operating activities 1, ,055.6 BLA C /2 *C77464/ /2* C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 22 Description: Exhibit 99.2 CRC: CASH FLOW FROM INVESTING ACTIVITIES Additions to property, plant and equipment and intangible assets (3,678.1) (3,883.2) Proceeds on disposal of property, plant and equipment and intangible assets Disposal of subsidiaries 15.7 Business combinations and other acquisitions (953.0) Other investing activities (30.2) (38.8) Net cash flows utilised in investing activities (4,641.5) (3,887.2) CASH FLOW FROM FINANCING ACTIVITIES Interest bearing debt repaid (49.4) Finance lease capital repaid (50.7) (66.1) Bank borrowings 4,551, Broad Based Black Empowerment public offer Other financing activities 7.1 Net cash flows generated from financing activities 4, ,596.6 NET (DECREASE)/INCREASE IN CASH AND CASH EQUIVALENTS (235.0) Cash and cash equivalents/ (Bank borrowings) at the beginning of the period (107.9) Effect of foreign exchange rate changes (14.9) 11.2 CASH AND CASH EQUIVALENTS AT THE END OF THE PERIOD

120 C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 23 CRC: Description: Exhibit 99.2 BLA C /1 *C77464/ /1* DISCLAIMER This document has been prepared and published by Vodacom Group (Pty) Ltd. Many of the statements included in this document are forward-looking statements that involve risks and/or uncertainties and caution must be exercised in placing any reliance on these statements. The statements contain time sensitive information and the information contained herein is only accurate as of the date thereof. The information is subject to change and may be updated, amended, supplemented or otherwise altered by subsequent presentations, reports and/or filings by Vodacom Group (Pty) Ltd. The information contained in this document may be condensed. Insofar as the shareholders of Vodacom Group (Pty) Ltd are listed and offer their shares publicly for sale on recognised stock exchanges locally and/or internationally, potential investors in the shares of Vodacom Group (Pty) Ltd s shareholders are cautioned not to place undue reliance on this document. 23 C77464.SUB, DocName: EX-99.2, Doc: 3, Page: 23 Description: Exhibit 99.2 CRC: BLA C /1 *C77464/ /1*

121 Name: * Lines: * * CRC: * C77464.SUB, DocName: EX-99.3, Doc: 4 Validation: N * BLA * DOCHDR 4 *DOCHDR/4* <DOCUMENT> <TYPE> EX-99.3 <FILENAME> c77464exv99w3.htm <DESCRIPTION> Exhibit 99.3 <TEXT>

122 Telkom S A Li mited Gro up interi m results for the si x months ended Septemb er 30, November Freedom to Compete C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 1 CRC: Description: Exhibit 99.3 BLA C /1 *C77464/ /1* Exhibit 99.3 C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 1 Description: Exhibit 99.3 CRC: BLA C /1 *C77464/ /1*

123 2 Caut ionary statement on f orwar d looking statements All o f the statements contained herein, as well as oral statements that may be made by Telkom or Vodacom, or by of ficers, dir ector s or employ ees acting on th ei r behalf r elated to such su bject matter, t hat are not statements of hi stor ical facts const itute or ar e based on f orwar d - looking statements withi n the meaning of the US P rivate Secur ities Liti gat ion Reform Act of 19 95, specif ically Section 27A of th e US Securi ties Act of 1933, as amended, and Section 21E of the US S ecu rities Ex chang e Act o f 1934, as amended. T hese fo rward -looking statements involv e a nu mber of known and unkno wn risks, uncertainties and other factors that coul d cause T el kom's or Vodacom's actual r esul ts and o utcomes t o be materially diff er ent fr om histor ical results or fr om any f uture r esult s expr essed or im plied by such for ward -looking statements. Among t he factors that could cause Telk om's or Vodacom's actual result s or outcomes to differ m at erially from t hei r expectations are those risks identified in Item 3. "Key Information - Ris k F actor s" contained i n Telkom 's mos t r ecent An nual Repo rt on F orm 2 0-F fil ed with the US Securities and E xchange Com missio n (SE C) and its other fili ngs and subm issions with t he SEC whi ch ar e avail ab le on Telko m's website at r, includ ing, but not limit ed t o, our abi lity to cons umm at e t he Vodaco m trans action, our ability t o successfully im plement our mobile strategy, i ncreased competi tion in t he South African fixed -line, mobil e and d at a com munications mark et s; ou r abilit y to impl em en t our s tr at egy of tr an sf ormin g fro m basic vo ice and dat a con necti vity to f ully conver ged sol utions, developments in t he regulator y environm en t; continued m obile gro wth and reducti ons i n Vodacom's and T elkom's net interconn ect m ar gins ; T el kom's and Vo dacom 's abilit y to expand their operations and make in ves tment s and acquis ition s in other Af rican countr ies and th e g ener al eco nomic, poli tical, social and legal conditions in S outh Af rica and in ot her countr ies wher e T elkom and V odacom invest; our abi lity to i mprove and m ai ntain our management inf ormation an d other s ys tems; our abili ty to attr act and retain key per sonn el an d partners; our inabili ty to appoint a majorit y of Vodacom's director s and the co nsensus ap proval r ights at Vodacom may li mit our flexibi lity and abil ity to im plement our prefer red s trategies ; Vodacom's con tinued payment of dividends or dis tribut ions to us; our negati ve working capit al ; changes in techn ology and delays in the implementation of new technolog ies; o ur abilit y to reduce thef t, vandalis m, networ k and payphone f raud and lost revenue t o non -licensed oper at ors; the amount of damages Telkom is u ltimately r equired to pay to T el cor dia T echnol ogies I ncorpor ated; the outcom e o f regul at ory, legal and ar bitrati on proceedings, includ ing tariff approvals, an d the outcome of Telkom 's hearings before the Competiti on Commis s ion and other s; any r equirement s that we u nbundle the local lo op, our abil ity to negot iate favorabl e t er ms, rates and condition s f or the pr ovis ion of interconnection servi ces and facili ties l easing services or if ICASA f inds that we or Vodacom have si gnificant m ar ket power o r other wise im poses unf avo rable term s and condi tions on us; our abil ity to i mplement and r ecover the substant ial cap ital and operati onal cost s as sociated wi th carrier pre -selection, nu mber por tability and the monito ring, in terception and cus tomer regis tratio n requir em ents cont ai ned in the So uth Afr ican Regu lation of Intercepti on of Comm unications and Pr ovisi ons o f Communi cati on- Related I nfor mation Act and th e i mpact of th ese requi rements on our busi ness; Telk om's abili ty to compl y with the S outh Af rican Publ ic Finance Management Act and South African P ublic Audit Act an d the impact of t he Muni ci pal Prop er ty Rates Act and the impact of these r equ irements on our business; fl uctuations in the value of the Rand and infl at ion rates; the im pact of unempl oyment, pover ty, crim e, H IV inf ecti on, labor l aw s and labor relation s, exchange contr ol restri ct ions and power outages in So uth Afr ica; and other m atters not yet kno wn to us or not cu rrentl y consid er ed material b y us. We caution you not to place u ndue reliance on these for war d -looking statements. All wr itten and or al for war d -looking statements attri butable to T elkom or Vodacom, or p er so ns acting on their behalf, are qualif ied in their entir et y by these cauti onary statements. Mo reover, unl ess Telko m or Vodacom is r equired by l aw to update these statement s, th ey w ill not necessarily update any of these statements after the date hereof, eit her to conf orm t hem to actual results or t o changes in their expectation. C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 2 CRC: Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 2 Description: Exhibit 99.3 CRC: BLA C /1 *C77464/ /1*

124 3 Overview Reuben September CEO C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 3 CRC: Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 3 Description: Exhibit 99.3 CRC: BLA C /1 *C77464/ /1*

125 Presentation high lights Group revenue growt h of 9.8%, HE PS up by 0.4% On track to deli ver our def end and gro w str ategy - notable su ccesses in the last six mont hs I mpro vem ents i n key custo mer service metr ics I mport ant transact ions co mpleted Str ong gr owth in Multi -Links and key plans fo r performance improvements in place Cost management vital i n current market condit ions C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 4 CRC: Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 4 Description: Exhibit 99.3 CRC: BLA C /1 *C77464/ /1*

126 27,227 Sept '07 2 9,884 Sept '08 S ept '08 Sept '07 9,982 Sept '07 10,265 Sept '08 17,732 S ept '08 19,622 S ept ' Gr oup financial h ighlight s - soli d perfo rmance 9.8% - 2.8% 0.4 % % Operating r evenue EBIT DA Headline E PS Net d ebt C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 5 CRC: Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 5 Description: Exhibit 99.3 CRC: BLA C /1 *C77464/ /1*

127 Maintain market pos itio n build cus tomer retention and l oyalty mig rate to annuit y based r ev enu es Pr ovide f ull fix ed - mobile converg ence L everage exist ing competit ive str engths corpor ate cu stom er relatio nship s hig h-quality, s ophisticated, ubiqu itous network P ursue data oppor tunities in all m ar kets con sumer market - digital hom e ent er pris e mark et - dat a solut ions an d IT ser vices Become a Pan -African in tegrated ser vice prov ider by lever ag ing our f ixed- line and data st rength stro ng brand awareness in Afr ica Our strategy is to d ef end and grow our core bu sines s Grow Fi xed Mob ile Capabi lity Gr ow Broad- ban d and ICT Conv er ged Serv ices Become Pan- Afri can I CT Service Prov ider C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 6 CRC: Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 6 Description: Exhibit 99.3 CRC: BLA C /1 *C77464/ /1*

128 Annuity r ev enu e u p 7.6% t o R3.6 billio n Call ing Plan s ubs criber s up 2 8.1% to 507,985 I mprovem ent in customer service, e.g. f aster del ivery of ADSL Free to com pete - Vodaco m disposal S uccessfull y launched WCDMA data pr oducts Successful ly triali ng WCDMA vo ice m obile ADSL subscribers up 46.7% to 491,7 74 Inter net all access subscri bers up by 17.9% to 395,08 8 Data revenues u p 12.2%, managed network services revenues up 42% an d number o f sites up 20.8% t o 28,051 Key par tner in P an-african submar ine cabl e systems Str en gthened Pan -African I SP wi th M- Web Af rica Multi -Links subscr iber base up 578.6% to 1.78 m illion Plan in place to i mprove Multi -Links's financial performance On track to impl em en t strategy with n otable successes in the last six month s On t rack???? S trong dem an d for data an d bundled pr oducts Grow Fi xed Mob ile Cap abi lity Gr ow Broad - ban d and ICT Conv er ged Serv ices Become Pan - Afri can I CT Ser vice Prov ider C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 7 CRC: Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 7 Description: Exhibit 99.3 CRC: BLA C /1 *C77464/ /1*

129 8 Defending base via continued f ocus o n bundled of fers Im proving cu stom er retenti on and loyalty S trategy to co nvert tr affi c t o annuity r ev en ue t hrough bundles con tinues to be su ccessf ul Closer packages in cr eased 28.1%, Supr eme Cal l packages incr eased 23.7% Annuity r evenues in cr eased 7.6% to R3,595m, subscrip tion based call ing plan r ev enu e i ncreased 40.6 % to R620m Intend t o off er si gnificant v al ue to cust omers throu gh full y converged bundl es incor porating mobile voi ce, data and cont ent C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 8 CRC: Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 8 Description: Exhibit 99.3 CRC: BLA C /1 *C77464/ /1*

130 Bui ld st rong f oundation t o impr ove cu stom er centricit y Co mpetitive advantage T rans for mation enablers : P MO, change management (cultur al adap tation & i nternal/exter nal communication s) Tim e Ap r 09 - Mar 10 Enhance 1 - to-1 treatment capabili ties S ep 07 - Mar 08 Build fo undation Oct 06 -Aug 07 Build mo mentum Apr 08 - Mar 09 Build advanced foun dat ion Call centre qui ck w ins L oyalty p rogram me 1- to-1 marketing Call centr e mast er plan design Customer P rofi tability Cus tomer ins ight Cus tomer s egmentation val ue & needs b as ed Churn analys is Organi sation al chang e Data quali ty management Campaign m anagement Diff er entiated tr eatm en t plan for high valu e r esid ent ial cust omers Custo mer por tfoli o management for mass & ent er prise markets Customer pr omise management Customer str at egy Service deliver y Dashbo ar d design Pr oductivity improv em en t Custom er data management Call centr e m aster plan implement at ion Sept 08 Mar ch 08 Sept 07 C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 9 CRC: Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 9 Description: Exhibit 99.3 CRC: BLA C /1 *C77464/ /1*

131 10 Pro gress on customer cent ricity d rive E stabli shed r obust cust omer data and analytics envir onment Refined customer segmentati on prog ramme based on value and needs Chur n management mo del to be completed dur ing March 2009 Custom er Por tfoli o Management b ased on value and needs to be compl et ed by Mar ch 2009 Customer comm unication im proved by r edesign ing escalatio n process and in troducing "one nu mber access" P rovi ding high q ual ity service to the customer is k ey to Telko m's future C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 10 CRC: Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 10 Description: Exhibit 99.3 CRC: BLA C /1 *C77464/ /1*

132 11 Achieved si gnificant i mprovement in cust omer service Average ti me to install has impr oved to 17 days fr om 20 days achieved at Mar ch 31, 2008 Cont act centr e network str eaml ined to make T elkom mor e accessi ble for cu stom er s Telkom I nternet T echnical Supp ort achieved 8% impr ovement in customer satisfaction P ercentage of calls answer ed within 20 seconds impr oved by 7% in mass and ent er pri se mark et s Oper at or services impro ved Average Speed of Answer by 184% Key focus of the next six m onths - enh an ce service deliver y within ADSL cont act centr e Telkom 's eff orts are deliver ing r es ults C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 11 CRC: Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 11 Description: Exhibit 99.3 CRC: BLA C /1 *C77464/ /1*

133 Cont inued focus on cost management Cost management r em ains a key dr iver f or T elkom's perfor mance Pro grammes desi gned to deliver sus tainable r es ults Capability m anag em en t progr amme des igned accor ding to internatio nal best p ractice for impro ved prof itability and impro ved cu stom er s er vice Capabi lity management i mplementation def erred u ntil Apr il 2009 F urther investigation in to processes, relatio nshi ps and r esour ces Pr ovide oppo rtunit y for Organised Labour to f ully part icipate in plannin g process Rollou t of wir eless networ k more cost eff ect ive in rur al and high cable thef t areas Accelerat e NGN rollout to expedite ret irement of costl y legacy systems Telk om aligning to address cost pr essures C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 12 CRC: 8111 Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 12 Description: Exhibit 99.3 CRC: 8111 BLA C /1 *C77464/ /1*

134 Vodacom transaction T hree inter - con ditional comp onents: 15% stake to be sold to Vo dafone Remaining 35% to be li sted on the JS E and di str ibuted to T elkom sharehol der s in South Afri ca and ot her eligibl e jurisdiction s by way o f an unbundl ing 50% of post tax (CG T) p roceeds declared as speci al dividend (net of S TC) Considerat ion for the 15% Vodacom st ake i s ZAR22.5bn less V odacom 's attr ibutable net debt at S eptember 30, 2008 of ZAR1.55 bil lion paid i n cash subject to capital gain s tax ( "CGT") Shareh older approvals required for sale, proceeds distribut ion and unbund ling Regulator y approvals requi red fr om competit ion author ities, ICASA and the J SE Shar eh olders agreement to b e t er minated in its ent irety S tructur e Price Condit ions C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 13 CRC: Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 13 Description: Exhibit 99.3 CRC: BLA C /1 *C77464/ /1*

135 14 Expand infr as tr uct ure capabiliti es includi ng NGN and domestic data centre S el ecti vely build m obile networ k Pur sue gr owth thr ough acquisitions Vodacom transaction - 50% of proceeds retained Proceed s Aggressively reposit ioning Telkom to co mpete Intensive ongoi ng process evaluati ng retur n prof iles taking into account deb t levels, fluctuatin g market condi tions, currency m ovements and interest rates Ret urn cri teria must be met for each pro ject before rollout A ll excess funds will be retur ned to sh ar eholders C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 14 CRC: 6498 Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 14 Description: Exhibit 99.3 CRC: 6498 BLA C /1 *C77464/ /1*

136 Do 3G su ccessfully launched Telkom's Do 3G services p rovide hig h speed Internet access The l at est HS DPA and HSU PA wireless network suppor ts dev ices capable of 7. 2Mbp s hig h- speed downli nk packet access and 2.4Mb ps hi gh-speed upli nk packet access Comp et itively pr iced Wireless I nternet bun dles r anging f rom 500 MB to 10 GB. Ou t of bun dle rates ar e sig nificantly lower than comp et itors and pr ovide for a sin gle rate across all plans. C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 15 CRC: Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 15 Description: Exhibit 99.3 CRC: BLA C /1 *C77464/ /1*

137 Stron g growth in broadband A DSL subscriber s in cr eased by 46. 7% to 49 1,774 T ar geting 592,000 ADSL su bscr ibers for FY2009 Do Br oadband su bscri bers increased 9 6.0% to 154,095 Wholesale Inter net leased li nes incr eased 11.9% to 23,511 60% of all ADSL installation s done th rough self - inst al l option AT T I impr oved to 17 wo rking d ays f rom 20 at March 3 1, 2008 ADSL DSL AMs i ncr eased 14% to 3,036 Cov ering more than 92% of Telkom's custom er foot print Accelerated subscriber growth Lower cost to p rovide better service Net work expansion on t rack C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 16 CRC: 1396 Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 16 Description: Exhibit 99.3 CRC: 1396 BLA C /1 *C77464/ /1*

138 Dat a m oves to higher value services Data expect ed to continue to grow stron gly into t he futur e Dat a revenues i ncreased by 1 2.2% to R4,4 59 milli on Continuing focus on increas ing s peed an d reliabili ty of t he network Demand f or i nnovative data solutions dr iving the NGN expansion 63 % VPN servi ces 42% Managed networ k ser vices 3 0% I nternet access -4% Mobile leased lines 10% Data connectivi ty 2, % incr ease Size (Rm) Basic services High value ser vices C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 17 CRC: Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 17 Description: Exhibit 99.3 CRC: BLA C /1 *C77464/ /1*

139 18 Investments in submari ne cables creates sol id found at ion for ICT str ategy in Af rica Part icipation in n ew cable systems i n order to dri ve internation al co nnect ivity acros s Afr ica S ervicing t he demand of cor porates and multi nationals for internatio nal connectivity and d at a solut ions New Cable S ystems: E ast African S ubmarine S yst em (E ASSY) Eur opean India Gateway ( EI G) West Afri can F estoo n System (WAF S) West Afr ican Cab le System (WACS) Fundi ng approved, i n planning and design phase Lever agi ng investments in M ulti - Links, Af rica Online and M -Web Af rica C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 18 CRC: Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 18 Description: Exhibit 99.3 CRC: BLA C /1 *C77464/ /1*

140 Mult i -Links curr ent perf ormance Str ong subscr iber gr owth expected to i mprove f inancial perf ormance Str ong r evenu e gr owth Revenue increased 162% t o R813 mill ion Network Capex expansion Net lo ss for the period of R247 mi llion - def err ed t ax cr edit Capex increased to R1,730 mi llion f rom R128 m illion at S eptember 30, 2007 Opex hit f rom subsidies Operatin g expenses increased 239% t o R1,081 mill ion pri marily as a result of upfr ont handset su bsidi es L oss befo re tax of R289 million from prof it befor e tax of R4 mi llion at S eptember 30, EBI TDA on t ar get to im prove Negative E BIT DA of 19.8% - plans i n place for p osit ive EBIT DA C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 19 CRC: Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 19 Description: Exhibit 99.3 CRC: BLA C /1 *C77464/ /1*

141 Mult i -Links Mobile shows str ong gr owth Subscri ber growt h impr essive Str ong subscr iber gr owth Su bscri ber base i ncreased 579% to 1,7 80,984 to S eptember 30, At October 31, 2008 subscr ibers increased to 2,108, 649 Shor t- term ARPU hi t by strong g rowth ARPU decli nes f rom US $32 at March 31, to US$14 at September 3 0, 2008 due to: Major ity subscribers on netwo rk less t han 6 months Delayed launch of EVDO ARPU expected to impro ve by Mar ch 31, 2009 S trong traff ic act ivity T otal MoU 737,483,022 Incom ing MoU 133,919,54 2 Outgoing MoU 60 3,563,480 C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 20 CRC: Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 20 Description: Exhibit 99.3 CRC: BLA C /1 *C77464/ /1*

142 Signif icant oppor tunity f or Multi - Links data gr owth Multi- Links well pos iti oned for data growth Ni gerian In ternet penetr at ion of 5 % pr edi ct ed to grow s wif tly - initially through mobilit y Satellite capacity near full capacity - cr eat ing bottl en ecks fo r other operators M ulti -Links can leverage incr eas ing f ibre networ k acces s to SAT 3 and premi um quality as the key s elling p oints Huge potential f rom EVDO, 3G t echnol ogy - launched in October Ear ly market success in our data focus area: Wholesale data and corporate Current data soluti ons - local leased lin es, nation al leased lines and inter national I PLC cir cu its Local and int er national leas ed lines being prov ided to corpo rates M ult iple negotiatio ns wit h numerou s Nigerian corporates C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 21 CRC: Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 21 Description: Exhibit 99.3 CRC: BLA C /1 *C77464/ /1*

143 22 Mu lti -Links - Positioning for mobile and data gr owth Multi -Links - Positioning for mobile and data gr owth Capex progr amme continues: Base stations incr eased 119% to 589 f rom March 31, 2008 Fibr e deployment i ncreased 52% to 3,80 0 km fr om March 31, Capacity increased - Packet exch an ge i n Abuja Swi tch capacity in Lagos Main networ k sit e in Lagos Si x NGN nodes bei ng built during F Y2009 L agos m etro ether net ring com pleted, Abuja near comp letion Metro ether net rings planned i n Kanu, Kaduna and Delta regio n Exis ting Under cons tructi on Fibr e swappin g Planned Benin f ibre Coverage M ap Quality of ser vice remains the dif ferenti at or C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 22 CRC: Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 22 Description: Exhibit 99.3 CRC: BLA C /1 *C77464/ /1*

144 Mult i -Links' key plans for perfor mance impr ovements Capit al ise on f ibre swapping t o extend coverage Im prove poin ts of sale and customer contact centres Enhance distri bution channels Im prove oper at ing and business suppor t systems Aggr essively dr ive wholesale bu siness Impr oved channels t o market to better service subscr ibers C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 23 CRC: Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 23 Description: Exhibit 99.3 CRC: BLA C /1 *C77464/ /1*

145 M-Web Af rica next cor nerstone in our Pan -African I SP str at egy Mov ing decisi vely into t he A frican I CT mark et Tr ansaction detail M - Web Af rica and 75% of M - Web Nami bia acq uired f or US$ 63 milli on based on a b usines s plan EBI TDA mu ltiple of 7.0x at FY20 10 Tr ansaction exp ected to cl ose in first half of calendar y ear 2009 T echn ology - VSAT and WiMax P otential synergies/ benefi ts L everage strong b rands in IS P por tfoli o Signif icant synergies to be extr acted t hrough Af rica Onli ne and Mul ti-links St rong Af rican pres ence Larg es t s atellite bas ed ISP in s ub -Saharan Afr ica 23,650 subscr ibers 16,679 resi dential subscr ibers 6,971 cor porate subscr ibers Focused on servicing t he cor porate mar ket with str ong cust omer base in Eastern Af rica and Niger ia C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 24 CRC: Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 24 Description: Exhibit 99.3 CRC: BLA C /1 *C77464/ /1*

146 25 Telkom Media March 31, ann ounced commitm ent to reduce shareholdin g Negotiations with potential investor progr essing well Ann ouncement of detail s of transaction can be expected sh ortly T he T el kom shareholder l oan of R430 mi llion has been impair ed fully as at Sept em ber 30, R2 17 milli on impair ed - Mar ch 3 1, 2008 R213 mi llion im paired - September 30, 2008 Contr olling equit y st ake i s not a r equirement to access co ntent Focusing on cor e str engths C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 25 CRC: 3426 Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 25 Description: Exhibit 99.3 CRC: 3426 BLA C /1 *C77464/ /1*

147 Telkom well posi tioned to weather the financial stor m Relatively lim ited exposure to in ternational f inancial mark et However, some risks remain: P otential bad debt Approxi mately 40% capex is f oreign cur rency denominated Rand has depreciated mor e than 30% since Augu st Management pay ing close at tention to capex and f uture in vestment s C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 26 CRC: Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 26 Description: Exhibit 99.3 CRC: BLA C /1 *C77464/ /1*

148 27 Financial Over view Deon Fr ed er icks Act ing CFO C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 27 CRC: Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 27 Description: Exhibit 99.3 CRC: BLA C /1 *C77464/ /1*

149 Sep 07 Mar 08 S ep 08 East S ep 07 Mar 08 Sep 08 East Gr oup income statement Si x months ended Si x months ended Six months ended ZAR mi llion S ep 07 Sep 08 % Operating revenue 27,227 29, Other income Operating ex penses (20,06 7) (2 3,454) 16.9 Operating p rofi t 7,364 6,676 (9.3) Investment incom e E BIT DA 10,265 9,982 ( 2.8) Finance charges (972) (1,036) 6.6 T axat ion (2,6 78) ( 2,009) ( 25.0) Loss: discon tinued operati ons ( 51) ( 82) 60.8 Net prof it 3,793 3,685 (2. 8) Basic earn ings per shar e (cents) (0.1) Divi den d per share (cents) 1, ( 40.0) E BIT DA margin % HE PS Cents Busi ness environ ment changing - margin pr essure conti nues C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 28 CRC: Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 28 Description: Exhibit 99.3 CRC: BLA C /1 *C77464/ /1*

150 29 Group b al ance sheet Six m onths ended Six m onths en ded Six mo nths end ed ZAR mill ion Sep 07 S ep 08 % Non -cur rent assets 52, , Cur rent assets 11, , Disconti nued operation s (1.9) Total asset s 63, , Capi tal & reserves 29,575 34, Non -cur rent l iabilities 9,838 15, Curr ent liabil ities 24,167 22,715 (6.0) Discont inued operatio ns T otal equity & liabilit ies 63, , Net debt 17,732 19, S ep 07 Mar 08 Sep 0 8 East x net debt to EBIT DA Building the foundati on for the futu re Bal an ce sheet remains strong Sep 07 Mar 08 S ep 08 East % return on assets C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 29 CRC: 559 Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 29 Description: Exhibit 99.3 CRC: 559 BLA C /1 *C77464/ /1*

151 30 Group cash flo w Six mon ths end ed Six mont hs ended Z AR milli ons S ep 07 Sep 08 % Cash g ener ated fro m operation s 6,39 5 6,361 (0.5) Divi den d paid (5,7 12) ( 3,328) ( 41.7) Cash generated f rom oper ating activiti es 683 3, I nvest ing activities (7,0 28) ( 5,262) ( 25.1) Financing activi ties 4,5 20 1,254 ( 72.3) Net i ncrease/( decr ease) i n cash ( 1,825) ( 975) ( 46.6) Cash at the end of the year ( 1,525) ( 1,177) (22.8) Free cash flow ( 633) 1, I nvesti ng for futur e revenue gro wth C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 30 CRC: Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 30 Description: Exhibit 99.3 CRC: BLA C /1 *C77464/ /1*

152 31 Segmental contr ibuti on after i nter -segmental eli minations Operati ng revenue Operatin g prof it E BI TDA F ixed -line Mobile Other F ixed- line Mobile Fixed -line Mobile Other F ixed -line remains the major contri butor Mobil e Other Fi xed -Line C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 31 CRC: 1563 Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 31 Description: Exhibit 99.3 CRC: 1563 BLA C /1 *C77464/ /1*

153 32 Fixed -line income statement Si x months ended Six months ended Six m onths ended ZAR mi llion S ep 0 7 Sep 08 % Operating r evenue 16,108 16, Other income Operating expenses (12,011) (13,5 15) 12.5) Operatin g prof it 4,286 3, 257 (24.0 ) Inv estment income 98 1,661 1,594.9 E BI TDA 6,1 54 5,252 ( 14.7) F inance ch ar ges ( 704) ( 845) 20.0 Taxati on (1,798 ) (97 4) (4 5.8) Net pr ofit 1,882 3, Sep 07 Mar 08 Sep 08 E ast E BIT DA margin % E BI T m ar gin % Bu ilding t he f oundation for the futur e Excludi ng Telko m Medi a and Afri ca Onl ine impair ment EBI TDA mar gin is 33.2% Sep 07 Mar 08 S ep 08 East C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 32 CRC: Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 32 Description: Exhibit 99.3 CRC: BLA C /1 *C77464/ /1*

154 33 Fixed -line revenue Z AR m illion T otal S ubscr iption & connection T raff ic Inter con nect Dat a % (3. 0)% 3.7% 2.8 % 12.2% Double dig it data revenue gr owth Sep 07 S ep 08 C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 33 CRC: Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 33 Description: Exhibit 99.3 CRC: BLA C /1 *C77464/ /1*

155 34 Fixed -line traf fic L ocal Long di stance Fi xed -to- mobile In ternational o utgoing Calling plans Local L ong distance Fixed -to- mobile In ternational o utgoing Calling Plans Z AR millio ns M illi ons o f minu tes 0.2% (11.5%) (14.0% ) ( 3.4%) (24.4% ) 3.1 % (7.2%) Tr adi tional tr affic declin es, calling p lans s how s tron g growth Traf fic Volu mes T raff ic Rev en ue Sep 07 Sep % 0. 9% 17.9% C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 34 CRC: 7943 Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 34 Description: Exhibit 99.3 CRC: 7943 BLA C /1 *C77464/ /1*

156 35 Fixed -line annuity r evenue Six mon ths end ed S ix mont hs ended Z AR milli ons S ep 07 Sep 08 % L ine rental 2,34 9 2, Callin g plans/ pack ages CPE rental Value added services I nternati onal other T otal 3,340 3, Note: Ann uity revenue in cl udes all s ubs cript ion revenue. I t does n ot include us age or tr affi c r elated revenue fr om calling plans/ bundles, line installations, r econnectio n fees and CP E sales C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 35 CRC: Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 35 Description: Exhibit 99.3 CRC: BLA C /1 *C77464/ /1*

157 36 Fixed -line revenue (cont inued) S ix month s ended S ix months ended Z AR million s S ep 0 7 Sep 08 % Mo bile Fixed dom estic I nternational I nterconnection revenue Six m onths ended Six m onths en ded ZAR mil lions Sep 07 S ep 08 % L eased lin es 3,076 3, Mobile l eased facilit ies (4.1) Data revenue 3,975 4, I nterconnection Data S ep 07 Sep 08 E ast I nterconnectio n 6.3% S ep 07 Sep 08 E ast ADSL 46.7% Mil lions of mi nutes S ubscr ibers C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 36 CRC: 1384 Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 36 Description: Exhibit 99.3 CRC: 1384 BLA C /1 *C77464/ /1*

158 37 Fixed -line operating ex pen ses Sep 07 S ep 08 East % Six m onths ended Six mo nths en ded ZAR mill ions Sep 07 Sep 0 8 % E mployee expenses 3,41 4 4, P ayments to other operators 3,362 3, S G&A 1,844 2, Ser vices r endered 1,186 1, Operati ng leases ( 2.7) D epr eciation, amor tisat ion, impair ment and wr ite -offs 1,868 1, T otal (Rm) Operating exp en ses managed in high i nflation ar y envir onment C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 37 CRC: Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 37 Description: Exhibit 99.3 CRC: BLA C /1 *C77464/ /1*

159 38 38 Fix ed - line employee expens es Si x months ended Si x months ended ZAR m illions Sep 07 Sep 08 % Salaries and Wages 2,77 0 2, Benefi ts 1,0 25 1, Labour capi talised (381) (348) (8.7) Sep 07 S ep 08 East Tot al (Rm) 1 9.5% C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 38 CRC: Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 38 Description: Exhibit 99.3 CRC: BLA C /1 *C77464/ /1*

160 39 39 Fix ed - line cap ex Six mon ths ended S ix mont hs ended Z AR milli ons S ep 07 Sep 08 % Baselin e expans ion 2,0 64 2, Sustainment (65.8) Ef ficiencies & impr ovements Suppor t Regulatory & other Total 2, 647 2, Telkom con tinues to build f or th e f utur e C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 39 CRC: Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 39 Description: Exhibit 99.3 CRC: BLA C /1 *C77464/ /1*

161 40 Fixed -line: impact of infl at ion Six months ended ZAR mi llions Sep 08 I ncreased r evenue (int er national out going - swit ched h ubbing) 64 Increased operating ex pen ses Emp loyee ex pen ses (174) Payments to ot her operator s ( 75) Materi al s and m ai ntenance ( 18) E ff ect on operatin g prof it (20 3) Note: Onl y the major impact readily av ai lable on the accounts. C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 40 CRC: 574 Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 40 Description: Exhibit 99.3 CRC: 574 BLA C /1 *C77464/ /1*

162 41 41 Company balance s heet Six mon ths ended S ix mont hs ended Z AR milli on Sep 07 S ep 08 % Non - cur rent as sets 40, , Cur rent assets 6,364 8, T otal assets 46, , Capital & reser ves 2 2,264 26, Non- cur rent l iabilities 7,108 13, Curr ent liabil ities 17,319 13,128 (24.2) Total equ ity & li ab ilities 46,691 53, Net debt 13,750 14, Sep 07 Mar 08 Sep 08 E ast Sep 07 Mar 08 Sep 08 E ast x net debt to E BIT DA 7% r eturn o n as s ets C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 41 CRC: Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 41 Description: Exhibit 99.3 CRC: BLA C /1 *C77464/ /1*

163 42 42 Company cash flow S ix month s ended S ix months ended Z AR million s S ep 07 Sep 08 % Cas h generated f rom operations befor e dividend 6,5 30 5,919 ( 9.4) Divi dend paid (5, 856) ( 3,433) ( 41.4) Cash generated f rom op er ating activit ies 674 2, I nvest ing activiti es (5,229) ( 3,693) ( 29.4) Financing activi ties 4, ( 79.7) Net i ncr ease/( decr ease) in cash 81 ( 266) ( 428.4) Cash at the end of the six months (31.5) Fr ee cash flow 1,301 2, C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 42 CRC: Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 42 Description: Exhibit 99.3 CRC: BLA C /1 *C77464/ /1*

164 43 Sep 07 Mar 08 S ep 08 E ast F ixed -line and Other S egment income statement S ix months ended Si x months ended Z AR m illion S ep 07 Sep 08 % Operati ng revenue 17,010 18, Ot her income Operati ng expenses (12,707) ( 15,036) 18.3 Operatin g prof it 4,518 3, 277 (27.5 ) Inv estment income 106 1,672 1,477.4 E BI TDA 6,476 5,440 ( 16.0) F inance char ges ( 725) (694) (4.3) Taxation (1,872) (1,011 ) (46.0) L oss fr om discontinu ed operations (51 ) (82 ) 60.8 Net pr ofi t 1,976 3, Sep 07 Mar 0 8 Sep 08 E ast E BIT DA margi n % Net debt : EBIT DA E BI TDA m ar gin excludin g Telkom Media and AF OL i mpairment is 31.5% C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 43 CRC: Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 43 Description: Exhibit 99.3 CRC: BLA C /1 *C77464/ /1*

165 18 Mo bile financial h ighlights Sep 0 7 Sep 08 E ast Sep 07 Sep 0 8 East Sep 07 S ep 08 E ast Oper at ing revenue Operati ng prof it Capital expendit ure1 Cash g ener ated fro m operation s Z AR millio n ZAR mil lion Z AR m illion ZAR mill ion 14.0% 15.6% 12.5% 1 00% Vodacom ( 50% con soli dated) 1. I ncluding int an gible assets Mo bile segm en t delivers strong p er for mance Sep 07 Sep 08 East (4.2% ) C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 44 CRC: Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 44 Description: Exhibit 99.3 CRC: BLA C /1 *C77464/ /1*

166 19 Leading t he South Af rican mob ile market S ep 07 Sep 08 E ast Sep 07 Sep 08 East S ep 07 Sep 08 East Sep 07 Sep 08 East Customer s ARPU1 Chu rn Gro ss connections Tho usands Th ousands Z AR % 8.4% 1. Blended ARPU St rong mo bile cust omer gr owth (2. 6%) 8.2% ( 7.8%) C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 45 CRC: 4712 Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 45 Description: Exhibit 99.3 CRC: 4712 BLA C /1 *C77464/ /1*

167 46 46 Other segment T DS Multi - Links Afr ica Online Swi ftnet S ep Sep Op er ating r ev enu e Z AR in mil lions Operating Expendit ure ZAR in millio ns T DS M ulti -Links Afr ica Online Swi ftnet S ep Sep % 162 % 2% 37% S ep 07 Sep % 239% 34% 14% C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 46 CRC: Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 46 Description: Exhibit 99.3 CRC: BLA C /1 *C77464/ /1*

168 21 Other segment ( con tinued) S ep 07 Sep 07 E ast S ep 07 Sep 08 E ast Oper at ing prof it Capital expendi ture1 Z AR million ZAR mill ion 1,354% 1. In cl uding int ang ible assets Afri can op er ations brin g exci ting oppor tuniti es ( 91.4%) Custo mer number s Z AR in mil lions Sep 07 S ep 08 East Sep 07 S ep 08 E ast % Multi - Links Afr ica Online 23.4% C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 47 CRC: Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 47 Description: Exhibit 99.3 CRC: BLA C /1 *C77464/ /1*

169 48 Fundin g prof ile as at S eptember 30, 2008 (in cl uding matur ities ) M aturin g in 2009 calendar year CP Bills R4,015 mil lion Call Borr owings R1,820 mil lion Maturin g 2010 calendar year P P02 R430 m illion P P03 R1,350 million Term Loans R3,000 mil lion Maturin g after TL 12 (m aturing in 2012) R1,0 60 milli on TL 15 ( maturing in 2015) R1,160 mill ion TL 20 ( maturin g in 2020) R2,500 mill ion For eign L oans ( maturi ng between ) R129 m illion C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 48 CRC: Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 48 Description: Exhibit 99.3 CRC: BLA C /1 *C77464/ /1*

170 49 Effects of the Vodacom t ransacti on Proceeds invested and used to manage capital efficiently After Before Comm ents Revenues (Z ARb n) EBIT DA (Z ARbn) To tal gross debt (Z ARbn) To tal cash ( ZARbn) Net debt ( ZARbn) Removal o f 50% of Vodacom consolid at ed revenues E BIT DA fr om fix ed -line and other b usin esses aft er transaction Deconsolidation of 50% of Vodacom deb t Based on 50% of p roceeds retained and distribu tion of the remainder (net of STC) Cap ital structure flexibil ity Unaudited pr o for ma T el kom fin an ci al s - Mar ch 3 1, 2008 C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 49 CRC: Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 49 Description: Exhibit 99.3 CRC: BLA C /1 *C77464/ /1*

171 50 Ef fect of t he Vodaco m transaction ( con tinued) T otal net debt R16.6bn EBI TDA R20.6bn Net debt/e BI TDA 0.8 x Bef ore T otal net debt1 R4.4bn EBIT DA R12.4bn Net debt1 /EBIT DA 0.4x Af ter Capital str uct ure Pr o for ma, with 50% of proceeds, i mplies a ND/EBITDA of 0.4x Three year targ et ed N D/EBITDA of 1.3x to ret ai n flexibi lity Unaudit ed pro f orma capital s tr uct ure and us e of pr oceeds - Mar ch 3 1, Assuming 50% of Vo dacom sale pr oceeds are r et ai ned by Telk om C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 50 CRC: Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 50 Description: Exhibit 99.3 CRC: BLA C /1 *C77464/ /1*

172 51 Guidance for 2008/09 F ixed -line and other Constant r evenue growth: CAGR between 5% and 10% Capex to range between 23% and 27% of revenue over the next 2 years and between 18% and 22% of revenue in t he 2011 fin ancial year EBIT DA mar gin to r an ge bet ween 3 2% and 36% - exp ect t o see imp rovement wit hin the r ang e t owards the end of t he 2011 fi nan ci al year Tar geting net debt t o EBIT DA of 1.3x C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 51 CRC: Description: Exhibit 99.3 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.3, Doc: 4, Page: 51 Description: Exhibit 99.3 CRC: BLA C /1 *C77464/ /1*

173 Name: * Lines: * * CRC: * C77464.SUB, DocName: EX-99.4, Doc: 5 Validation: N * BLA * DOCHDR 5 *DOCHDR/5* <DOCUMENT> <TYPE> EX-99.4 <FILENAME> c77464exv99w4.htm <DESCRIPTION> Exhibit 99.4 <TEXT>

174 VODACOM GROUP ( PTY) LTD I NTERIM RESULTS FOR THE SI X MONTHS ENDED SEPTEMBER 30, C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 1 CRC: Description: Exhibit 99.4 BLA C /1 *C77464/ /1* Exhibit 99.4 C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 1 Description: Exhibit 99.4 CRC: BLA C /1 *C77464/ /1*

175 Operational hig hlights Pieter Uys Chi ef Executi ve Officer C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 2 CRC: Description: Exhibit 99.4 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 2 Description: Exhibit 99.4 CRC: BLA C /1 *C77464/ /1*

176 Group hig hlights For the six months ended Sept em ber 30, vs. p rior year Tot al cu stom ers 35.7 mill ion 13.1% Gross co nnect ions increased by 7.7% year on year to 9.4 million EBIT DA margi n: 33.3% (H : 33.3% ) Revenue R2 6.0 billio n 14.0% Prof it fr om oper at ions (Statu tory op er ating pr ofit) R6.4 billi on 12.5% EBIT DA R8.7 bill ion 13.9% Cas h generated f rom operations R8.0 bill ion 15.6% Inter im divi den d (declared S ept em ber 2008) R3.0 billi on 9.1% C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 3 CRC: Description: Exhibit 99.4 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 3 Description: Exhibit 99.4 CRC: BLA C /1 *C77464/ /1*

177 South Af rica For the six month s ended S ept em ber 30, vs. p rior year H T otal customers 25.2 million Gros s connectio ns 5.7 million Chu rn % 42.3% E s timated SI M car d penetration % 100% Reven ue R22.7 billion Prof it f rom oper ations R6.0 billio n 8.4% 13 pts 11.9% 2.6 % 3.6 pt s 12. 2% C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 4 CRC: Description: Exhibit 99.4 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 4 Description: Exhibit 99.4 CRC: BLA C /1 *C77464/ /1*

178 Improved BEE statu s BBBEE transact ion to th e v al ue of R7.5 bill ion, equating t o 6.25% of Vodacom South Africa's equity Strategi c p ar tners, Royal Bafokeng Hol dings ("RBH") and Thebe Inv estment Cor poratio n ("Thebe") own 1.97% and 0.84% of Vodacom Sou th Afr ica resp ecti vel y Vodacom employees own 1.55% of Vo dacom South Af rica thr ough the YeboYethu Empl oyee P articipati on Tr ust Bl ack p ublic and business part ners own 1.89% of Vodacom S outh Af rica via YeboYethu ( public of fer) Nearly 103 t housand shar eho lders in Vodacom S outh Afr ica Near ly 3 ti mes over sub scri bed 3 New director s on Vodaco m South Afri ca's board: RBH, T heb e, Y ebo Yet hu C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 5 CRC: Description: Exhibit 99.4 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 5 Description: Exhibit 99.4 CRC: BLA C /1 *C77464/ /1*

179 Tanzania For the si x months ended Septemb er 30, 2008 vs. pr ior y ear H T otal customers 4.9 mi llion Gr oss connections 1.7 m illion Chur n % 44.2% E st imated SI M card pen et ration % 27% Revenue R1.5 bil lion P rofi t fr om operatio ns R294 m illion 34.1% 38.7 % 10 pt s 34.8% 2.6 pt s 63.3% C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 6 CRC: Description: Exhibit 99.4 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 6 Description: Exhibit 99.4 CRC: BLA C /1 *C77464/ /1*

180 Dem ocratic Republic of Con go (DRC) Fo r the six mont hs ended S eptember 30, vs. prior year H Total customer s 3.8 millio n Gros s conn ecti ons 1. 4 millio n Ch urn % 53.9% Es timated S IM car d penetratio n % 15% Reven ue R1.4 billion Prof it fr om oper at ions R10 1 milli on 18.8% 20.6% 4 pts pts 41.3% 22.7% C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 7 CRC: Description: Exhibit 99.4 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 7 Description: Exhibit 99.4 CRC: BLA C /1 *C77464/ /1*

181 Lesotho For the six month s ended S ept em ber 30, vs. p rior year H T otal customers 450 t housand Gross connecti ons 97 thous an d Ch urn % 20.0% Es timated S IM car d penetratio n % 30% Reven ue R180 millio n Prof it f rom oper ations R79 milli on 35.5% 21.3% 2 9.5% 8 pt s 2.1 pts 4 1.1% C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 8 CRC: Description: Exhibit 99.4 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 8 Description: Exhibit 99.4 CRC: BLA C /1 *C77464/ /1*

182 Mozambiq ue For t he six m onths ended September 30, 2008 vs. pri or year H To tal custo mers 1.3 mill ion Gross connections 476 thousand Chur n % 72.7% E stim ated SIM card penetr ation % 15% Revenue R296 mil lion L oss fr om oper at ions R9 9 millio n Los s from operations excludin g impairm ent R78 milli on 19.3% 21.7% 1 pts 15.4 pts 76.8% 4.0% 61.7% C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 9 CRC: Description: Exhibit 99.4 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 9 Description: Exhibit 99.4 CRC: BLA C /1 *C77464/ /1*

183 Del ivery as a total commun icat ions provider 1. Mobile business 2. Br oad ban d data and connectivity servi ces Continued mar ket leadership thr ough innov at ion L ever age syner gies across the Grou p Econom ies of scale and cost containment str ategies Conti nue to dri ve broadband technolo gy leadership Fix ed mobile converg ence ( FMC) Inter national and whol esale connectivit y 3. Horizont al expansio n 4. Afr ica exp ansion Conv er ged ICT serv ices Carr ier ser vices I T servi ces (hosting, sto rage, secur ity and hosted application serv ices ) Ot her s ervices: media and entertainm ent, online s ervices, telemetry serv ices, f inancial and location - bas ed s ervices New m obile businesses on the continent Seek alternativ e entr y optio ns Vod acom Business expansion o utsi de of Sou th Afr ica C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 10 CRC: 4125 Description: Exhibit 99.4 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 10 Description: Exhibit 99.4 CRC: 4125 BLA C /1 *C77464/ /1*

184 1. Maintain ing market leader shi p in mobi le Maint ai n lead ing market share i n all countr ies, except Mozambique Upli fting ARP U throu gh new innovative pr oducts and ser vices l aun ched Yebo4 Less R5 voucher SVS ( sho rt voi ce service) Callb ack service Mobile adver tisi ng (H1 r evenue +-R40 million) Retention of custo mers New dist ributi on channels C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 11 CRC: Description: Exhibit 99.4 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 11 Description: Exhibit 99.4 CRC: BLA C /1 *C77464/ /1*

185 2. Br oadband data and connectivit y ser vices Range of cons umer broadband s ervices off ered: 3G/HS DPA, ibur st, WiF i Half a m illion wi reless br oadband cust omers Substantial lead in geo graphical coverage HS UPA launched Business -orientated connectivi ty so lutions launched WiMax launched in Augu st Mi cr owave, satell ite and fib re ser vices launched t o corpor at e customer s 11 Metr opolitan f ibre r ings in the 6 majo r regio ns bein g built, 4 r ings completed E xpand fi bre nationall y Tier 1 ISP su pports fu rther g rowth in both consumer and bu siness access services International POP s i n New York and London Acqui red an additio nal 14.9% o f WBS on Octob er 1, 2008; total 24.9% interest C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 12 CRC: Description: Exhibit 99.4 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 12 Description: Exhibit 99.4 CRC: BLA C /1 *C77464/ /1*

186 Dat a r evenue H H H T anzania Other Data revenue as a % of servi ce r even ue Group data r ev en ue H H H Data revenue Gr oup data revenue as a % of ser vice revenue 43.3% year on year S outh Afr ica: Nearly 1 m illion em ai l accoun ts 4.3 Mil lion uniq ue GPRS/data us ers (H : 3.5 mil lion) 1.5 M illion M M S us ers (H : 1.3 mi llion) 1.9 M illion Vo daf one Li ve! Us er s (H1 2008: 1.2 mill ion) C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 13 CRC: Description: Exhibit 99.4 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 13 Description: Exhibit 99.4 CRC: BLA C /1 *C77464/ /1*

187 3. Offer ing a ful l set o f converged servi ces Vodacom Business of fering: managed network servi ces, IT ser vices ( hosting, security, stor age an d applications) and voi ce services Inf rastructur e devel opment New 1,000m 2 Ti er 4 data centre launched in Johannesburg Cape T own data centre to b e l aun ch ed d uring Client services operations centre ( CS OC) Acquisition o f 51% of St ort ech, a m an ag ed d at a servi ces company ( subj ect to requir ed approvals) Acqui sit ion of 7 5% in I SGS - now Vodacom Gated Services C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 14 CRC: Description: Exhibit 99.4 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 14 Description: Exhibit 99.4 CRC: BLA C /1 *C77464/ /1*

188 4. Afri ca expansion Vod af one's vehicle f or expansion in sub - Saharan Afr ica Vodacom Busi ness Afr ica to lead IP servi ces in Af rica Acquisition of 100% of Gateway Carr ier service, access and business network sol utions business Approximately US $675 mill ion Sub ject to Competitio n Co mmis si on and SARB approval E xposure to total communi cati ons g rowth in Afri ca P hysi cal presence in 1 3 co untries, pr oviding services acr oss 40 Af rican count ries Pan-African data network Blue chip and mul ti -nat ional customer base Platform for future expansion Earnings accretive from year o ne Stro ng double -digit r ev enu e g rowth expected C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 15 CRC: Description: Exhibit 99.4 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 15 Description: Exhibit 99.4 CRC: BLA C /1 *C77464/ /1*

189 1. Mob ile business Revenue uplift throug h new products and tar geted cam pai gns I mpr ove operational p er for mance Impr ove syner gies acr oss Vodacom oper at ing companies (and Vodaf one) 3. Hor izontal expansion 4. Af rica expansion Continued i nvestm en t in key inf rastructur e assets Consider v al ue- add ing acquisitions in converg ed serv ices L au nch of mob ile commerce pr oducts Cautio usly seek out valu e-add ing oppor tunities on the conti nent Lever ag e t he Gat eway p latfor m acr os s Af rica Way for ward 2. Bro ad ban d data and fixed I ncrease br oadband data and access offer Imp rove mobi le broadband products Co ntinue with f ibre netwo rk buil d Vodacom Grou p listing scheduled mid C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 16 CRC: Description: Exhibit 99.4 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 16 Description: Exhibit 99.4 CRC: BLA C /1 *C77464/ /1*

190 Financial revi ew Johan van der Wat t Acting Chief Financial Off icer C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 17 CRC: Description: Exhibit 99.4 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 17 Description: Exhibit 99.4 CRC: BLA C /1 *C77464/ /1*

191 Group incom e statement F or th e six m onths ended September 30, R million H H H % change Revenue 19, ,815 26, % Operating expenses exclu ding depreciatio n, amorti sation, impairm en t and other ( 12,888) (15,21 5) (1 7,362) ( 14.1% ) E BI TDA 6,5 78 7,600 8, % Depr eciation, amor tisat ion, impair ment and oth er (1,61 3) (1,886) ( 2,224) ( 17.9% ) Pr ofit fro m operation s 4,965 5,714 6, % F inancial income, costs an d related gains and losses 4 ( 445) ( 659) ( 48.1%) Pr ofit b ef ore taxation 4,969 5,269 5, % Taxation (1,855) (1,611 ) (1,9 95) ( 23.8%) Net prof it 3,114 3,658 3, % E ff ecti ve tax rate 34.6% (H : 30.6% ) DRC option l iability R328 million (H1 2008: R3 37 milli on) C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 18 CRC: Description: Exhibit 99.4 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 18 Description: Exhibit 99.4 CRC: BLA C /1 *C77464/ /1*

192 Prof it fr om oper at ions an d net prof it after tax For the six months ended Sept em ber 30, 2008 vs. pr ior year Pro fit f rom o per ations increased by 12.5% Pro fit f rom op er ations margin decr eased by 0.3 % point s Net pr ofit increased b y 3.2% F inancial income, costs and related gains and losses incr eased by 48.1% Taxati on expense incr eased by 23.8 % H H H Pro fit f rom op er ations Net pr ofit Prof it fr om oper at ions an d net prof it Pr ofi t fro m operation s and net p rofi t margin H H H P rofi t fr om operatio ns mar gin Net pr ofit m ar gin Prepaid C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 19 CRC: Description: Exhibit 99.4 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 19 Description: Exhibit 99.4 CRC: BLA C /1 *C77464/ /1*

193 Group oper at ional indicator s G ross connectio ns up 7.7% year o n year to 9.4 m illion Cus tomer s up 13.1% year on year to 35.7 millio n Total traff ic in Sou th Afr ica increased by 7.0% year on year to 11.8 billion minutes H H H SA N on -South Af rican operati ons Gross con necti ons H H H SA N on- South Af rican operati ons Closi ng cust omers C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 20 CRC: Description: Exhibit 99.4 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 20 Description: Exhibit 99.4 CRC: BLA C /1 *C77464/ /1*

194 Group r ev enu e By count ry R mil lion H H H % change Sou th Afr ica, including ho lding companies 17,580 20,299 22, % T anzania 775 1,086 1, % DRC ,108 1, % L esot ho % Mozambi que % 19,466 22,815 26, % Non -South Af rican operati ons con tribut ing 12.7% (H : 11.0% ) Data revenue incr eased by 43.3 % or R90 8 millio n (H : R653 mill ion) C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 21 CRC: Description: Exhibit 99.4 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 21 Description: Exhibit 99.4 CRC: BLA C /1 *C77464/ /1*

195 Group r ev enu e Revenue compositi on R million H H H % change Airtim e, co nnect ion and access 11,313 12, , % Data 1,443 2,096 3, % I nterconnection 3, 723 4,304 4, % Equipm ent sales 2,312 2,393 2, % In ternational air time % Other sales and serv ices % 19,466 22,815 26, % Revenue growt h, excluding equip ment sal es at 15.2% (H : 19.1% ) Data r evenue as a % of ser vice revenue at 13.1% (H : 10.5% ) C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 22 CRC: Description: Exhibit 99.4 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 22 Description: Exhibit 99.4 CRC: BLA C /1 *C77464/ /1*

196 Group r ev enu e ( excluding equi pment sal es) By r evenue type Airt ime, connection and access Data Int erconnection I nternational air time Oth er sales and services East Revenue analysis - H R23,526 m illion ( excluding equip ment s al es ) Revenue analys is - H R20,422 m illion ( excluding equip ment s al es ) Ai rtim e Data r evenue Interconn ecti on Inter national air time Other s ales an d ser vices E ast Int er connection contr ibution down 0.9% points to 20.2 % Data revenue contr ibutio n up 2.5% points to 12.8% Air time Data Inter connection In ternational air time Other sales and ser vices C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 23 CRC: Description: Exhibit 99.4 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 23 Description: Exhibit 99.4 CRC: BLA C /1 *C77464/ /1*

197 ARP U by countr y SA incr eased 8.2% to R132 DRC increased 6.6% to R65 L eso tho decreased 5.5% to R69 T anzania increased 6.0% to R53 Mozambi que increased 35.7% to R38 Vodacom Group consolid at ed ARP U increased 5.7% year on year fr om R105 to R111 Wi th eff ect f rom April 1, 2008, ARPU calculations includ e r evenues f rom n at ional roamer s and i nternation al visi tors roami ng on Vodacom's network Histor ical ARPU number s have been r estated inl ine with thi s new meth odology H H H SA DRC Lesotho Tanzania Mozambi que ARPU per month Aver age rates H H H US Dollar T anzanian Shil ling Mozambi can Metical C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 24 CRC: Description: Exhibit 99.4 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 24 Description: Exhibit 99.4 CRC: BLA C /1 *C77464/ /1*

198 South Af rica ARPU Contr act ARP U decreased 1.2% year on y ear to R481 Pr epaid ARPU incr eased 11.9% year on year to R66 Total ARP U increased 8. 2% year on year to R132 S outh Afr ica ARP U per mo nth H H H Co ntract To tal Prepaid C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 25 CRC: Description: Exhibit 99.4 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 25 Description: Exhibit 99.4 CRC: BLA C /1 *C77464/ /1*

199 Factors affectin g trends and marg ins H H H H H H S outh Afr ica traf fic mix Ou tgoing tr affi c i ncreased by 7.7% year o n year to 8.0 b illion m inutes Incoming traff ic increas ed by 5.5% year on year to 3.8 billio n minutes To tal traff ic increas ed by 7.0% year on year t o 11.8 bill ion minut es Su bsti tution tr end continued: Mobi le- to- mobile incr eased by 7.9% to 9.9 bi llion m inutes Mobi le-to- fixed and f ixed-to- mobile incr eased by 3.4% and 1.7% respecti vely South Afri ca net i nterconnect T otal Sout h Afr ica t raff ic 7.0% year on year 3.0% year on year C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 26 CRC: Description: Exhibit 99.4 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 26 Description: Exhibit 99.4 CRC: BLA C /1 *C77464/ /1*

200 H H H EBI TDA and m ar gin analysis Group E BIT DA Increased 13.9% year on year to R8.7 billion E BIT DA margin stable at 3 3.3% E BIT DA margin 3 8.1%, when exclud ing cellular ph one and equipment s ales ( H1 2008: 38.3%) South Afri ca E BIT DA Increased 12.2% y ear on year to R7.7 b illion E BIT DA for non -South Af rican operati ons I ncreas ed 23.8% year on year to R890 m illion No n- South Af rican operati ons con tribut ed 10.3% of total ( H1 2008: 9. 5%) Mozambiq ue's negative E BI TDA decr eased fr om R32 mil lion to R22 m illion 1 3.9% year on year E BI TDA C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 27 CRC: 599 Description: Exhibit 99.4 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 27 Description: Exhibit 99.4 CRC: 599 BLA C /1 *C77464/ /1*

201 Group pr ofit from operations By countr y R millio n H H H % change South Af rica 4,745 5,389 6, % T anzan ia % DRC (41.3 %) L esotho % Mozambiqu e ( 138) (56) (99) (76.8% ) Hold ing companies 57 (27 ) % 4,965 5,714 6, % Pr ofi t fro m operation s mar gin (% ) 25.5% 25.0% 24.7% (0.3% pts ) Cus tomer growth of 13.1% to 35.7 m illion Revenue gr owth of 1 4.0% to R26.0 billion C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 28 CRC: Description: Exhibit 99.4 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 28 Description: Exhibit 99.4 CRC: BLA C /1 *C77464/ /1*

202 SA Tanz DRC Les Moz H H H H H E ast P roductivi ty measur es Consolidated customer s per employee increased 7.1% y ear on year to 5,417 based o n 6,588 employ ees Consolidated gro ss capex ad ditions as a % of r evenue increased t o 11.4% from 10.0% Gross capex additi ons amo unted to R3.0 bil lion vs. R2.3 bill ion for the previo us six mo nths Gross capex additi ons as a % of revenue Gr oss capex additions as a % of revenue C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 29 CRC: Description: Exhibit 99.4 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 29 Description: Exhibit 99.4 CRC: BLA C /1 *C77464/ /1*

203 Capex addit ions and co mposition I ncluding soft war e South Af rica T anzani a DRC Mozambique L esotho an d holding com panies L egend here Capex gr oss addit ions - H R2,976 m illion Capex gr oss addition s - H R2,289 m illion S outh Af rica Tanzania DRC Mo zamb ique Les otho and ho lding companies L egend her e Sout h Afr ica capex gr oss additi ons i ncr eased by 24.9% to R2.0 billion No n- South Af rican capex gros s additions incr eas ed by 74.2% to R960 mi llion S outh Afr ica Tanzania DRC Mo zamb ique Lesotho and hol ding companies C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 30 CRC: Description: Exhibit 99.4 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 30 Description: Exhibit 99.4 CRC: BLA C /1 *C77464/ /1*

204 Cas h generation EBIT DA increas ed by R1.1 billi on Cas h gener at ed from operations incr eas ed by 15.6% to R8.0 bil lion Fr ee cas h fl ow increas ed by R1.9 billi on to R1.4 bill ion T axati on paid decreas ed by 10.2% to R2.2 billi on Net capex additions increas ed by 4.7% to R3.8 bill ion Net fi nance costs increased by 45.4% to R456.8 mil lion Buy -out of all minor ity shareholders in t he Smartp hone group i n the previo us f inancial period of R937.3 m illion H H H Cash gener ated fr om operati ons H H H F ree cash f low C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 31 CRC: Description: Exhibit 99.4 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 31 Description: Exhibit 99.4 CRC: BLA C /1 *C77464/ /1*

205 ZAR denominated F oreign d eno minated Z AR deno minated Legend h er e Debt composition G ross debt com posi tion includ ing bank over drafts - H R6,884 m illion Net d ebt : R6,061 mil lion (H1 2008: R6,150 m illion) Net debt to equi ty ratio 93.2% ( H1 2008: 5 6.6%) Net debt to E BITD A ratio 54.1 % (H1 2008: 40.5% ) Z AR For ei gn Legend her e Z AR demoninated F oreign denom inated DRC Mozambiqu e L eso tho and holdi ng companies Gross debt co mposition inclu ding bank over drafts - H R6,949 m illion C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 32 CRC: Description: Exhibit 99.4 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 32 Description: Exhibit 99.4 CRC: BLA C /1 *C77464/ /1*

206 Group shareholder distribut ions Int er est I nterim d ividend Final div idend % year on year T o date R26.0 bill ion in divi dends h ave been di str ibuted to sharehol der s 20.0% year on year 32.4% year on year 9.1% year on year C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 33 CRC: Description: Exhibit 99.4 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 33 Description: Exhibit 99.4 CRC: BLA C /1 *C77464/ /1*

207 Ques tion s? C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 34 CRC: Description: Exhibit 99.4 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 34 Description: Exhibit 99.4 CRC: BLA C /1 *C77464/ /1*

208 Group balance sheet Extr act as at R mil lion H Mar ch 2008 H % change ASS ET S Non - cur rent assets 21, ,468 25, % Cur rent assets 9,125 9,707 10, % T otal assets 30,984 34, , % E QUIT Y AND LI ABILI TI ES Capi tal and reserves 13,222 11,805 12, % Non-cur rent l iabilities 3,607 4,7 88 3,266 ( 31.8%) Current liabiliti es 14, ,582 20, % Total equi ty and liabili ties 3 0,984 34, , % C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 35 CRC: Description: Exhibit 99.4 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 35 Description: Exhibit 99.4 CRC: BLA C /1 *C77464/ /1*

209 Group cash flow statement E xtr act f or th e six m onths ended September 30, R millio n H H H % change Cash generated f rom o per ations 5,454 6,8 79 7, % Net cash flows fr om operati ng act ivities 647 1,069 2, % Net cash f lows utilis ed in in ves ting acti vities (2,646) (4,6 41) ( 3,887) 16.2% Net cash flows generated/( utilis ed) i n financing acti vities (112) 4,458 1,597 (64.2% ) Net ( decr ease)/ increase in cash and cash equ ivalents (2,111) 886 ( 235) ( 126.5%) Cash and cash equivalents at the beginni ng of th e y ear 1,760 (1 08) 837 > 200.0% Ef fect of f oreign ex change r ate chan ges 90 ( 15) % Cash and cash equi valents at the en d of the year (261) ( 19.7%) C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 36 CRC: Description: Exhibit 99.4 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 36 Description: Exhibit 99.4 CRC: BLA C /1 *C77464/ /1*

210 Disclaim er Thi s pr esentatio n has been pr epar ed and published by Vo dacom Group ( Pty) Ltd. Many of the statements included in th is p resentati on are for ward -looking statements that inv olve risks and/or un cer tainties and cau tion must be exercised in placing an y reliance on these statem ent s. T he st atements cont ai n time sensi tive info rmation and the infor mation cont ai ned herein is only accurate as of t he dat e t hereof. The information is subject to ch ang e and m ay be updated, amended, supplemented or otherwise altered by subsequent pr esentation s, r eports and/or filin gs by Vodaco m Group ( Pty) Lt d. The in form at ion contained in this present at ion may be condensed. Insofar as th e sharehol der s of Vodacom Gr oup (P ty) L td are l isted and offer their shares publicly for sale on r ecogn ised stock exchanges locally and/or internati onally, potenti al invest ors in the shares of Vodacom Gr oup ( Pty) Ltd's shar eholders are cautioned not to place undue reli ance on t his p resent at ion. C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 37 CRC: Description: Exhibit 99.4 BLA C /1 *C77464/ /1* C77464.SUB, DocName: EX-99.4, Doc: 5, Page: 37 Description: Exhibit 99.4 CRC: BLA C /1 *C77464/ /1*