UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 WASHINGTON, D.C. 20549
 FORM 20-F
 o
    
    REGISTRATION STATEMENT PURSUANT TO SECTION 12(b) OR (g) OF THE SECURITIES EXCHANGE ACT OF 1934
 OR
 þ
    
    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 FOR THE FISCAL YEAR ENDED DECEMBER 31, 2009
 OR
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 OR
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    SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 Date of event requiring this shell company report
 For the transition period from  to
 Commission file number: 000-49888
 RANDGOLD RESOURCES LIMITED
   (Translation of Registrants name into English)
  (Jurisdiction of incorporation or organization)
 La Motte Chambers, La Motte Street, St. Helier, Jersey JE1 1BJ, Channel Islands
   Title of each class
    
    Name of each exchange on which registeredOrdinary Shares, par value US $0.05 per Share*
    
    Nasdaq Global Select MarketAmerican Depositary Shares each represented 
by one Ordinary Share
 
 *
    
    Not for trading, but only in connection with the listing of American Depositary Shares on the
Nasdaq Global Select Market pursuant to the requirements of the Securities and Exchange
Commission.   (Title of Class)
   (Title of Class)
  As of December 31, 2009, the Registrant had outstanding 90,100,795 ordinary shares, par
value $0.05 per share
  þ o
  o þ
  þ o
  o o
  Large accelerated filer þ
    
    Accelerated filer o
    
    Non-accelerated filer o
(Do not check if a smaller reporting company)
    
    Smaller reporting company o
  U.S. GAAP o
    
    International Financial Reporting Standards as issued by the International Accounting Standards Board þ
    
    Other o
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TABLE OF CONTENTS
 Index
    
    Page No.Item 1. Identity of Directors, Senior Management and Advisers
    
    
    5Item 2. Offer Statistics and Expected Timetable
    
    
    5Item 3. Key Information
    
    
    5Item 4. Information on the Company
    
    
    17Item 4A. Unresolved Staff Comments
    
    
    52Item 5. Operating and Financial Review and Prospects
    
    
    52Item 6. Directors, Senior Management and Employees
    
    
    68Item 7. Major Shareholders and Related Party Transactions
    
    
    76Item 8. Financial Information
    
    
    78Item 9. The Offer and Listing
    
    
    78Item 10. Additional Information
    
    
    79Item 11. Quantitative and Qualitative Disclosures About Market Risk
    
    
    92Item 12. Description of Securities Other Than Equity Securities
    
    
    96Item 13. Defaults, Dividend Arrearages and Delinquencies
    
    
    97Item 14. Material Modification to the Rights of Security Holders and Use of Proceeds
    
    
    97Item 15. Controls and Procedures
    
    
    97Item 16. Reserved
    
    
    98Item 16A. Audit Committee Financial Expert
    
    
    98Item 16B. Code of Ethics
    
    
    98Item 16C. Principal Accountants Fees and Services
    
    
    98Item 16D. Exemptions from the Listing Standards for Audit Committees
    
    
    99Item 16E. Purchases of Equity Securities by the Issuer and Affiliated Purchasers
    
    
    99Item 16F. Change in Registrants Certifying Accountant
    
    
    99Item 16G. Corporate Governance
    
    
    99Item 17. Financial Statements
    
    
    99Item 18. Financial Statements
    
    
    99Item 19. Exhibits
    
    
    100
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GLOSSARY OF MINING TECHNICAL TERMS
 The following explanations are not intended as technical definitions, but rather are intended to
assist the reader in understanding some of the terms as used in this annual report (Annual
Report).
 Alteration:
    
    The chemical change in a rock due to hydrothermal and other fluids.Archaean:
    
    A geological eon before 2.5 Ga.Arsenopyrite:
    
    An iron arsenic sulfide mineral.bcm:
    
    Bank cubic meter, a volumetric mining measure, equivalent to a cubic meter.Birimian:
    
    Geological time era, about 2.1 billion years ago.Carbonate:
    
    A mineral salt typically found in quartz veins and as a product of hydrothermal alteration of
sedimentary rock.Chalcopyrite:
    
    A copper iron sulfide mineral.Clastic:
    
    Rocks built up of fragments of pre-existing rocks which have been produced by the processes of
weathering and erosion.Cut-off grade:
    
    The lowest grade of material that can be mined and processed considering all applicable costs,
without incurring a loss or gaining a profit.Development:
    
    Activities required to prepare for mining activities and maintain a planned production level.Diamond Drilling (DDH):
    
    A drilling method.Dilution:
    
    Mixing of ore grade material with non-ore grade/waste material in the mining process.Discordant:
    
    Structurally unconformable.Disseminated:
    
    A term used to describe fine particles of ore or other minerals dispersed through the enclosing rock.Dyke:
    
    A sheet-like body of igneous rock which is discordant to bedding or foliation.EEP:
    
    Exclusive exploration permit.Electromagnetic:
    
    A geophysical tool used to test the electrical properties of rock to aid exploration.EP:
    
    Exploration permit.Exploration:
    
    Activities associated with ascertaining the existence, location, extent or quality of mineralized
material, including economic and technical evaluations of mineralized material.Fault:
    
    A fracture or a zone of fractures within a body of rock.Feasibility Study:
    
    A comprehensive study of a mineral deposit in which all geological, engineering, legal, operating, economic, social, environmental and other relevant factors are considered in sufficient detail that it could reasonably serve as
the basis for a final decision by a financial institution to finance the development of the deposit for mineral production.Feldspar:
    
    An alumino-silicate mineral.Felsic:
    
    A light colored igneous rock composed of quartz, feldspar and muscovite.Fold:
    
    A flexure of planar structures within the rocks.Foliation:
    
    A term used to describe planar arrangements of minerals or mineral bands within rocks.Footwall:
    
    The underlying side of a fault, orebody or stope.g/t:
    
    Gram of gold per metric tonne.Gabbro:
    
    A dark granular igneous rock composed essentially of labradorite and augite.Gneiss:
    
    A coarse-grained, foliated rock produced by metamorphism.Gold reserves:
    
    The gold contained within proven and probable reserves on the basis of recoverable material (reported as mill delivered tonnes and head grade).Gold sales:
    
    Represents the sales of gold at spot and the gains/losses on hedge contracts which have been delivered into at the designated maturity date. It excludes
gains/losses which have been rolled forward to match
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future sales. This adjustment is considered appropriate because no cash is received/paid in respect
of such contracts.Grade:
    
    The quantity of metal per unit mass of ore expressed as a percentage or, for gold, as grams of gold per tonne of ore.Granite:
    
    A light colored granular igneous rock composed of quartz and feldspar.Greenstone:
    
    A field term used to describe any weakly metamorphosed rock.Greywacke:
    
    A dark gray, coarse grained, indurated sedimentary rock consisting essentially of quartz, feldspar, and fragments of other rock types.Head grade:
    
    The grade of the ore as delivered to the metallurgical plant.Hydrothermal:
    
    Pertaining to the action of hot aqueous solutions on rocks.Igneous:
    
    A rock or mineral that solidified from molten or partially molten material.In situ:
    
    In place or within unbroken rock or still in the ground.Ironstone chert:
    
    A rock type with alternating bands of iron oxides and chert.Kibalian:
    
    A geological time era.Landsat:
    
    Spectral images of the Earths surface.Leaching:
    
    Dissolution of gold from the crushed and milled material, including reclaimed slime, for absorption and concentration on to the activated carbon.Lower proterozoic:
    
    Era of geological time between 2.5 billion and 1.8 billion years before the present.Mafic:
    
    A term used to describe an igneous rock that has a large percentage of iron magnesium minerals.Measures:
    
    Conversion factors from metric units to US units are provided below:
 Metric Unit
    
    
    
    
    
    US Equivalent1 tonne
    
    
    
    = 1 t
    
    1.10231 tons1 gram
    
    
    
    = 1 g
    
    0.03215 ounces1 gram per tonne
    
    
    
    = 1 g/t
    
    0.02917 ounces per ton1 kilogram per tonne
    
    
    
    = 1 kg/t
    
    29.16642 ounces per ton1 kilometer
    
    
    
    = 1 km
    
    0.621371 miles1 meter
    
    
    
    = 1 m
    
    3.28084 feet1 centimeter
    
    
    
    = 1 cm
    
    0.3937 inches1 millimeter
    
    
    
    = 1 mm
    
    0.03937 inches1 square kilometer
    
    
    
    = 1 sq km
    
    0.3861 square miles
 Metamorphism:
    
    A change in the structure or constitution of a rock due to natural agencies, such as pressure and heat.Mill delivered tonnes:
    
    A quantity, expressed in tonnes, of ore delivered to the metallurgical plant.Milling/mill:
    
    The comminution of the ore, although the term has come to cover the broad range of machinery inside the treatment plant where the gold is separated from
the ore.Mineable:
    
    That portion of a mineralized deposit for which extraction is technically and economically feasible.Mineralization:
    
    The presence of a target mineral in a mass of host rock.Mineralized material:
    
    A mineralized body which has been delineated by appropriately spaced drilling and/or underground sampling to support a sufficient tonnage and average
grade of metals to warrant further exploration.
A deposit of mineralized material does not qualify as a reserve until a comprehensive evaluation based upon unit cost, grade, recoveries, and other
material factors conclude legal and economic feasibility.Moz:
    
    Million troy ounces.Mt:
    
    Million metric tonnes.Open pit:
    
    Mining in which the ore is extracted from a pit. The geometry of the pit may vary with the characteristics of the orebody.Orebody:
    
    A continuous, well-defined mass of material containing sufficient minerals of economic value to make extraction economically feasible.
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Ounce:
    
    One troy ounce, which equals 31.1035 grams.Oxide Ore:
    
    Soft, weathered rock that is oxidized.Prefeasibility Study:
    
    A comprehensive study of the viability of a mineral project that has advanced to a stage where the mining method, in the case of underground mining, or the pit configuration, in the case of an open pit, has been established, and which, if an effective method of mineral processing has been determined and includes a financial analysis
based on reasonable assumptions of technical, engineering, operating, economic, social and environmental factors and the evaluation of other relevant factors which are sufficient for a qualified person, acting reasonably, to determine if all or part of the mineral resource may be classified as a mineral reserve.Probable reserves:
    
    Reserves for which quantity and grade and/or quality are computed from information similar to that used for proven reserves, but the sites for
inspection, sampling, and measurement are farther apart or are otherwise less adequately spaced. The degree of assurance, although lower than that for
proven reserves, is high enough to assume continuity between points of observation.Prospect:
    
    An area of land with insufficient data available on the mineralization to determine if it is economically recoverable, but warranting further
investigation.Proven reserves:
    
    Reserves for which quantity is computed from dimensions revealed in outcrops, trenches, workings or drill holes; grade and/or quality are computed from
the results of detailed sampling; and the sites for inspection, sampling and measurement are spaced so closely and the geologic character is so well
defined that size, shape, depth and mineral content of reserves are well-established.Pyrite:
    
    A brassy-colored mineral of iron sulfide (compound of iron and sulfur).Pyrrhotite:
    
    An iron sulfide mineral.Quartz:
    
    A mineral compound of silicon and oxygen.Quartzite:
    
    Metamorphic rock with interlocking quartz grains displaying a mosaic texture.Quartz-tourmaline:
    
    A rock unit created by alteration due to the addition of silica and boron.Rare Earth Elements (REE):
    
    A collection of 17 chemical elements in the periodic table namely scandium, yttrium and 15 lanthanides.Refining:
    
    The final stage of metal production in which final impurities are removed from the molten metal by introducing air and fluxes. The impurities are
removed as gases or slag.Regolith:
    
    Weathered products of fresh rock, such as soil, alluvium, colluvium, sands, and hardened oxidized materials.Rehabilitation:
    
    The process of restoring mined land to a condition approximating its original state.Reserve:
    
    That part of a mineral deposit which could be economically and legally extracted or produced at the time of the reserve determination.Reverse circulation
(RC) drilling:
    
    A drilling method.Rotary Air Blast
(RAB) drilling:
    
    A drilling method.RP:
    
    Reconnaissance Permit.Sampling:
    
    Taking small pieces of rock at intervals along exposed mineralization for assay (to determine the mineral content).Satellite deposit:
    
    A smaller subsidiary deposit proximal to a main deposit.Scoping study:
    
    A conceptual study and the preliminary evaluation of the mining project. The principal parameters for a scoping study are mostly assumed and/or factored. Accordingly, the level of accuracy is low.  A conceptual study is useful as a tool to determine if subsequent engineering studies
are warranted.  However, it is not valid for economic decision making nor is it sufficient for reserve reporting.Sedimentary:
    
    Pertaining to or containing sediment. Used in reference to rocks which are derived from weathering and are deposited by natural agents, such as air,
water and ice.Shear zone:
    
    An elongated area of structural deformation.Silica:
    
    A naturally occurring dioxide of silicon.Stockpile:
    
    A store of unprocessed ore.Strike length:
    
    The direction and length of a geological plane.Stripping:
    
    The process of removing overburden to expose ore.Strip ratio:
    
    Ratio of waste material to ore material in an open pit mine.
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Sulfide:
    
    A mineral characterized by the linkages of sulfur with a metal or semi-metal, such as pyrite or iron sulfide. Also a zone in which sulfide minerals
occur.Tailings:
    
    Finely ground rock from which valuable minerals have been extracted by milling.Tonalite:
    
    A type of igneous rock.Tonnage:
    
    Quantities where the ton or tonne is an appropriate unit of measure. Typically used to
measure reserves of gold-bearing material in situ or quantities of ore and waste material
mined, transported or milled.Tonne:
    
    One tonne is equal to 1,000 kilograms (also known as a metric ton).Total cash costs:
    
    Total cash costs, as defined in the Gold Institute standard, include mine production,
transport and refinery costs, general and administrative costs, movement in production
inventories and ore stockpiles, transfers to and from deferred stripping where relevant and
royalties.Trend:
    
    The arrangement of a group of ore deposits or a geological feature or zone of similar grade
occurring in a linear pattern.Ultramafica:
    
    An igneous rock with a very low silica content and rich in iron magnesium minerals.Volcaniclastic:
    
    Where volcanic derived material has been transported and reworked through mechanical processes.Volcanisedimentary:
    
    Where volcanic and sedimentary material have been transported and reworked through mechanical
processes.Waste:
    
    Rock mined with an insufficient gold content to justify processing.Weathered:
    
    Rock broken down by erosion.
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Statements in this Annual Report concerning our business outlook or future economic performance;
anticipated revenues, expenses or other financial items; and statements concerning assumptions made
or expectations as to any future events, conditions, performance or other matters, are
forward-looking statements as that term is defined under the United States federal securities
laws. Forward-looking statements are subject to risks, uncertainties and other factors which could
cause actual results to differ materially from those stated in such statements. Factors that could
cause or contribute to such differences include, but are not limited to, those set forth under
Item 3. Key Information  D. Risk Factors in this Annual Report as well as those discussed
elsewhere in this Annual Report and in our other filings with the Securities and Exchange
Commission.
   PART I
 
 Item 1. Identity of Directors, Senior Management and Advisers
  
 Item 2. Offer Statistics and Expected Timetable
  
 Item 3. Key Information
 A. SELECTED FINANCIAL DATA
  5




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Year Ended
    
    
    Year Ended
    
    
    Year Ended
    
    
    Year Ended
    
    
    Year EndedDecember 31,
    
    
    December 31,
    
    
    December 31,
    
    
    December 31,
    
    
    December 31,$000:
    
    2009
    
    
    2008
    
    
    2007
    
    
    2006
    
    
    2005STATEMENT OF COMPREHENSIVE INCOME DATA:Amounts in accordance with IFRSRevenues
    
    
    432,780
    
    
    
    338,572
    
    
    
    282,805
    
    
    
    258,304
    
    
    
    151,502Profit from operations#
    
    
    113,764
    
    
    
    75,937
    
    
    
    63,539
    
    
    
    71,616
    
    
    
    49,437Net profit attributable to owners of the parent
    
    
    69,400
    
    
    
    41,569
    
    
    
    42,041
    
    
    
    47,564
    
    
    
    45,507Basic earnings per share ($)
    
    
    0.86
    
    
    
    0.54
    
    
    
    0.60
    
    
    
    0.70
    
    
    
    0.74Fully diluted earnings per share ($)
    
    
    0.84
    
    
    
    0.54
    
    
    
    0.60
    
    
    
    0.69
    
    
    
    0.71Weighted average number of shares used in
computation of basic earnings per share (2)
    
    
    81,022,790
    
    
    
    76,300,116
    
    
    
    69,588,983
    
    
    
    68,391,792
    
    
    
    61,701,782Weighted average number of shares used in
computation of fully diluted earnings per
share (2)
    
    
    82,161,851
    
    
    
    77,540,198
    
    
    
    70,271,915
    
    
    
    69,331,035
    
    
    
    63,828,996Other dataTotal cash costs ($  per ounce) (1)
    
    
    510
    
    
    
    467
    
    
    
    356
    
    
    
    296
    
    
    
    201
 
 #
    
    Profit from operations is calculated as profit before income tax under IFRS, excluding net
finance income/(loss) and profit on sale of Syama. At
    
    
    At
    
    
    At
    
    
    At
    
    
    AtDecember 31,
    
    
    December 31,
    
    
    December 31,
    
    
    December 31,
    
    
    December 31,$000:
    
    2009
    
    
    2008
    
    
    2007
    
    
    2006
    
    
    2005STATEMENT OF FINANCIAL POSITION AMOUNTS:AMOUNTS IN ACCORDANCE WITH IFRSTotal assets
    
    
    1,820,168
    
    
    
    821,442
    
    
    
    780,719
    
    
    
    512,164
    
    
    
    462,349Long-term loans
    
    
    234
    
    
    
    1,284
    
    
    
    2,773
    
    
    
    25,666
    
    
    
    49,538Share capital
    
    
    4,506
    
    
    
    3,827
    
    
    
    3,809
    
    
    
    3,440
    
    
    
    3,404Share premium
    
    
    1,317,771
    
    
    
    455,974
    
    
    
    450,814
    
    
    
    213,653
    
    
    
    208,582Retained earnings
    
    
    305,415
    
    
    
    245,982
    
    
    
    213,567
    
    
    
    178,400
    
    
    
    130,836Other reserves
    
    
    18,793
    
    
    
    (31,387
    )
    
    
    (69,391
    )
    
    
    (59,430
    )
    
    
    (41,000
    )Equity attributable to the owners of the parent
    
    
    1,646,485
    
    
    
    674,396
    
    
    
    598,799
    
    
    
    336,063
    
    
    
    301,822
 1.
    
    Randgold Resources has identified certain measures that it believes will assist understanding
of the performance of the business. As the measures are not defined under IFRS, they may not
be directly comparable with other companies adjusted measures. The non-GAAP measures are not
intended to be a substitute for, or superior to, any IFRS measures or performance, but
management has included them as these are considered to be important comparables and key
measures used within the business for assessing performance. These measures are further
explained below. Total cash cost and total cash cost per ounce are non-GAAP measures. We
have calculated total cash costs and total cash costs per ounce using guidance issued by the
Gold Institute. The Gold Institute was a non-profit industry association comprised of leading
gold producers, refiners, bullion suppliers and manufacturers. This institute has now been
incorporated into the National Mining Association. The guidance was first issued in 1996 and
revised in November 1999. Total cash costs, as defined in the Gold Institutes guidance,
include mine production, transport and refinery costs, general and administrative costs,
movement in production inventories and ore stockpiles, transfers to and from deferred
stripping where relevant, and royalties.Under our accounting policies, there are no transfers to and from deferred stripping. Total cash
costs per ounce are calculated by dividing total cash costs, as determined using the Gold
Institute guidance, by gold ounces produced for the periods presented. We have calculated total
cash costs and total cash costs per ounce on a consistent basis for all periods presented. Total
cash costs and total cash costs per ounce should not be considered by investors as an alternative
to net profit attributable to shareholders, as an alternative to other IFRS measures or an
indicator of our performance. The data does not have a meaning prescribed by IFRS and therefore
amounts presented may not be comparable to data presented by gold producers who do not follow the
guidance provided by the Gold Institute. In particular depreciation and amortization would be
included in a measure of total costs of producing gold under IFRS, but are not included in total
cash costs under the guidance provided by the Gold Institute. Furthermore, while the Gold
Institute has provided a definition for the calculation of total cash costs and total cash costs
per ounce, the calculation of these numbers may vary from company to company and may not be
comparable to other similarly titled measures of other companies. However, we believe that total
cash costs per ounce is a useful indicator to investors and management of a mining companys
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performance as it provides an indication of a companys profitability and efficiency, the trends
in cash costs as the companys operations mature, and a benchmark of performance to allow for
comparison against other companies. Within this Annual Report our discussion and analysis is
focused on the total cash cost measure as defined by the Gold Institute.The following table lists the costs of producing gold, determined in accordance with IFRS, and
reconciles this GAAP measure to total cash costs as defined by the Gold Institutes guidance, as
a non-GAAP measure, for each of the periods set forth below:
 Year Ended
    
    
    Year Ended
    
    
    Year Ended
    
    
    Year Ended
    
    
    Year Ended$000:
    
    December 31,
    
    
    December 31,
    
    
    December 31,
    
    
    December 31,
    
    
    December 31,Costs
    
    2009
    
    
    2008
    
    
    2007
    
    
    2006
    
    
    2005Mine production costs
    
    $
    196,318
    
    
    $
    186,377
    
    
    $
    136,312
    
    
    $
    115,217
    
    
    $
    66,612Depreciation and amortization
    
    
    28,502
    
    
    
    21,333
    
    
    
    20,987
    
    
    
    22,844
    
    
    
    11,910Other mining and processing costs
    
    
    19,073
    
    
    
    13,675
    
    
    
    13,638
    
    
    
    13,006
    
    
    
    7,438Transport and refinery costs
    
    
    1,594
    
    
    
    2,053
    
    
    
    1,595
    
    
    
    711
    
    
    
    360Royalties
    
    
    25,410
    
    
    
    19,730
    
    
    
    18,307
    
    
    
    16,979
    
    
    
    10,273Elimination of inter-company sales
    
    
    1,047
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Movement in production inventory and ore stockpiles
    
    
    5,741
    
    
    
    (21,865
    )
    
    
    (11,534
    )
    
    
    (13,373
    )
    
    
    (18,744
    )Total cost of producing gold determined in
accordance with IFRS
    
    
    277,685
    
    
    
    221,303
    
    
    
    179,305
    
    
    
    155,384
    
    
    
    77,849Less: Non-cash costs included in total cost of
producing gold:Depreciation and amortization
    
    
    (28,502
    )
    
    
    (21,333
    )
    
    
    (20,987
    )
    
    
    (22,844
    )
    
    
    (11,910
    )Total cash costs using the Gold Institutes guidance
    
    
    249,183
    
    
    
    199,970
    
    
    
    158,318
    
    
    
    132,540
    
    
    
    65,939Ounces produced *
    
    
    488,255
    
    
    
    428,426
    
    
    
    444,573
    
    
    
    448,242
    
    
    
    328,428Total production costs per ounce under IFRS ($  per
ounce)
    
    
    569
    
    
    
    517
    
    
    
    403
    
    
    
    347
    
    
    
    237Total cash costs per ounce ($  per ounce)
    
    
    510
    
    
    
    467
    
    
    
    356
    
    
    
    296
    
    
    
    201
 
 *
    
    40% share of Morila and 100% share of Loulo. B. CAPITALIZATION AND INDEBTEDNESS
  C. REASONS FOR THE OFFER AND USE OF PROCEEDS
  D. RISK FACTORS
  Risks Relating to Our Operations
 The profitability of our operations, and the cash flows generated by our operations, are affected by changes in the market price for gold which in the past has fluctuated widely.
  
    
    the demand for gold for investment purposes, industrial uses and for use in jewelry;
    
    international or regional political and economic trends;
    
    the strength of the US dollar, the currency in which gold prices generally are quoted, and of
other currencies;
    
    market expectations regarding inflation rates;
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
    
    interest rates;
    
    speculative activities;
    
    actual or expected purchases and sales of gold bullion holdings by central banks, the
International Monetary Fund, or other large gold bullion holders or dealers;
    
    hedging activities by gold producers; and
    
    the production and cost levels for gold in major gold-producing nations.
  Price Per Ounce ($)Year
    
    High
    
    Low
    
    Average2000
    
    
    313
    
    
    
    264
    
    
    
    2792001
    
    
    293
    
    
    
    256
    
    
    
    2712002
    
    
    349
    
    
    
    278
    
    
    
    3102003
    
    
    416
    
    
    
    320
    
    
    
    3632004
    
    
    454
    
    
    
    375
    
    
    
    4092005
    
    
    537
    
    
    
    411
    
    
    
    4442006
    
    
    725
    
    
    
    525
    
    
    
    6042007
    
    
    841
    
    
    
    608
    
    
    
    6952008
    
    
    1,011
    
    
    
    712
    
    
    
    8712009
    
    
    1,213
    
    
    
    810
    
    
    
    9722010 (through February)
    
    
    1,153
    
    
    
    1,058
    
    
    
    1,107
  Our mining operations may yield less gold under actual production conditions than indicated by our
gold reserve figures, which are estimates based on a number of assumptions, including assumptions
as to mining and recovery factors, production costs and the price of gold.
  
    
    the results of exploratory drilling and an ongoing sampling of the orebodies;
    
    past experience with mining properties;
    
    gold price; and
    
    operating costs.
   8




---



##### 



The profitability of operations and the cash flows generated by these operations are significantly
affected by the fluctuations in the price, cost and supply of inputs.
   Any appreciation of the currencies in which we incur costs against the US dollar could adversely
affect our results of operations.
  Our results of operations have been adversely affected by increases in fuel prices, and we would be
adversely affected by future increases in fuel prices or disruptions in the supply of fuel.
    Our business may be adversely affected if the Government of Mali fails to repay Value Added Tax, or TVA, owing to Morila and Loulo.
     Our business may be adversely affected if the Government of Mali fails to repay fuel duties owing
to Morila and Loulo.
  9




---



##### 



Certain factors may affect our ability to support the carrying value of our property, plant and
equipment, and other assets on our consolidated statement of financial position.
   We have invested in debt instruments for which the market has become substantially illiquid.
   We may not be able to recover certain funds from MDM Ferroman (Pty) Limited.
    10




---



##### 



We may incur losses or lose opportunities for gains as a result of our use of derivative
instruments to protect us against low gold prices.
   Our underground project at Loulo, developing two mines at Yalea and Gara, is subject to all of the
risks associated with project development and underground mining.
     
    
    rockbursts;
    
    seismic events;
    
    underground fires;
    
    cave-ins or falls of ground;
    
    discharges of gases or toxic chemicals;
    
    flooding;
    
    accidents; and
    
    other conditions resulting from drilling, blasting and the removal of material from an
underground mine.
 11




---



##### 



Our success may depend on our social and environmental performance.
   Actual cash costs of production, production results and economic returns may differ significantly
from those anticipated by our feasibility studies and scoping studies for new development projects,
including Tongon.
   
    
    the availability and timing of necessary environmental and governmental permits;
    
    the timing and cost necessary to construct mining and processing facilities, which can be
considerable;
    
    the availability and cost of skilled labor, power, water and other materials;
    
    the accessibility of transportation and other infrastructure, particularly in remote
locations; and
    
    the availability of funds to finance construction and development activities.
  We conduct mining, development and exploration activities in countries with developing economies
and are subject to the risks of political and economic instability associated with these countries.
    12




---



##### 



We are subject to various political and economic uncertainties associated with operating in
the Democratic Republic of the Congo, and the success of the Kibali project will depend in large
part on our ability to overcome significant challenges.
       Under our joint venture agreement with AngloGold Ashanti Limited, or AngloGold Ashanti, we jointly
manage Morila and the Kibali project, and any disputes with AngloGold Ashanti over the management
of Morila or the Kibali project could adversely affect our business.
  13




---



##### 



The use of mining contractors at certain of our operations may expose it to delays or suspensions
in mining activities.
   We may be required to seek funding from the global credit and capital markets to develop our
properties, and the recent weaknesses in those markets could adversely affect our ability to obtain
financing and capital resources.
   Regulations and pending legislation governing issues involving climate change could result in
increased operating costs which could have a material adverse effect on our business.
  We may not pay dividends to shareholders in the near future.
  If we are unable to attract and retain key personnel our business may be harmed.
  Our insurance coverage may prove inadequate to satisfy future claims against us.
  14




---



##### 



It may be difficult for you to affect service of process and enforce legal judgments against us or
our affiliates.
   
    
    that the court which pronounced the judgment has jurisdiction to entertain the case according
to the principles recognized by Jersey law with reference to the jurisdiction of the foreign
courts;
    
    that the judgment is final and conclusive  it cannot be altered by the courts which
pronounced it;
    
    that there is payable pursuant to a judgment a sum of money, not being a sum payable in
respect of tax or other charges of a like nature or in respect of a fine or other penalty;
    
    that the judgment has not been prescribed;
    
    that the courts of the foreign country have jurisdiction in the circumstances of the case;
    
    that the judgment was not obtained by fraud; and
    
    that the recognition and enforcement of the judgment is not contrary to public policy in
Jersey, including observance of the rules of natural justice which require that documents in
the United States proceeding were properly served on the defendant and that the defendant was
given the right to be heard and represented by counsel in a free and fair trial before an
impartial tribunal.
  We are subject to significant corporate regulation as a public company and failure to comply with
all applicable regulations could subject us to liability or negatively affect our share price.
  Risks Relating to Our Industry
 The exploration of mineral properties is highly speculative in nature, involves substantial
expenditures, and is frequently unproductive.
  
    
    encountering unusual or unexpected formations;
 15




---



##### 




    
    environmental pollution;
    
    personal injury and flooding; and
    
    decrease in reserves due to a lower gold price.
    Title to our mineral properties may be challenged which may prevent or severely curtail our use of
the affected properties.
  Our ability to obtain desirable mineral exploration projects in the future may be adversely
affected by competition from other exploration companies.
  Our operations are subject to extensive governmental and environmental regulations, which could
cause us to incur costs that adversely affect our results of operations.
   If our environmental and other governmental permits are not renewed or additional conditions are
imposed on our permits, our financial condition and results of operations may be adversely
affected.
  Labor disruptions could have an adverse effect on our operating results and financial condition.
  16




---



##### 



AIDS poses risks to us in terms of productivity and costs.
  
 Item 4. Information on the Company
 A. HISTORY AND DEVELOPMENT OF THE COMPANY
      
    
    a 50% joint venture interest in Morila Limited (which in turn owns an 80% interest in the
Morila mine); and
    
    an 80% interest in Somilo.
      17




---



##### 



Principal Capital Expenditures
  Recent Developments
   B. BUSINESS OVERVIEW
 OVERVIEW
   18




---



##### 



19




---



##### 



OWNERSHIP OF MINES AND SUBSIDIARIES
       GEOLOGY
  20




---



##### 



ORE RESERVES
       Proven Reserves
    
    
    Probable Reserves
    
    
    Total ReservesOperation/
    
    Tonnes
    
    
    Grade
    
    
    Gold
    
    
    Tonnes
    
    
    Grade
    
    
    Gold
    
    
    Tonnes
    
    
    Grade
    
    
    GoldProject
    
    (Mt)
    
    
    (g/t)
    
    
    (Moz)
    
    
    (Mt)
    
    
    (g/t)
    
    
    (Moz)
    
    
    (Mt)
    
    
    (g/t)
    
    
    (Moz)Morila +
    
    
    9.85
    
    
    
    1.74
    
    
    
    0.55
    
    
    
    6.91
    
    
    
    1.14
    
    
    
    0.25
    
    
    
    16.76
    
    
    
    1.49
    
    
    
    0.80Loulo * +
    
    
    5.55
    
    
    
    3.48
    
    
    
    0.62
    
    
    
    43.91
    
    
    
    4.54
    
    
    
    6.41
    
    
    
    49.45
    
    
    
    4.42
    
    
    
    7.03Tongon +
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    38.02
    
    
    
    2.63
    
    
    
    3.22
    
    
    
    38.02
    
    
    
    2.63
    
    
    
    3.22Gounkoto +
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    7.47
    
    
    
    6.83
    
    
    
    1.64
    
    
    
    7.47
    
    
    
    6.83
    
    
    
    1.64Massawa +
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    10.51
    
    
    
    4.62
    
    
    
    1.56
    
    
    
    10.51
    
    
    
    4.62
    
    
    
    1.56Kibali+
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    63.80
    
    
    
    4.48
    
    
    
    9.19
    
    
    
    63.80
    
    
    
    4.48
    
    
    
    9.19
 
 *
    
    Includes Loulo underground.+
    
    Our attributable share of Morila is 40%, Loulo 80%, Gounkoto is 80%, Tongon 89%, Massawa
83.25% and Kibali 45%.  21




---



##### 



MINING OPERATIONS
 Loulo
    Production results for the 12 months ended December 31,
    
    2009
    
    
    2008Total mined (Mt)
    
    
    27.98
    
    
    
    26.23Ore mined (Mt)
    
    
    3.35
    
    
    
    3.40Mined grade (g/t)
    
    
    3.71
    
    
    
    3.02Strip ratio (waste:ore)
    
    
    8.5:1
    
    
    
    6.9:1Ore milled (Mt)
    
    
    2.95
    
    
    
    2.72Head grade (g/t)
    
    
    4.22
    
    
    
    3.22Recovery (%)
    
    
    87.7
    
    
    
    91.2Ounces produced (oz)
    
    
    351,591
    
    
    
    258,095Average gold price received ($/oz)
    
    
    864
    
    
    
    738Cash operating costs (excluding royalty) ($/oz)
    
    
    473
    
    
    
    469Total cash costs ($/oz)
    
    
    522
    
    
    
    511Profit from mining activity ($ million)
    
    
    118.3
    
    
    
    58.52
    Tonnes
    
    
    Tonnes
    
    
    Grade
    
    
    Grade
    
    
    Ounces
    
    
    Ounces
    
    
    AttributableLoulo ore reserves as at
    
    
    (Mt)
    
    
    (Mt)
    
    
    (g/t)
    
    
    (g/t)
    
    
    (Moz)
    
    
    (Moz)
    
    
    ouncesDecember 31,
    
    Category
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    (80%)**Stockpiles
    
    Proven
    
    
    1.11
    
    
    
    0.86
    
    
    
    1.78
    
    
    
    1.73
    
    
    
    0.06
    
    
    
    0.05Gara open pit
    
    Proven
    
    
    3.59
    
    
    
    4.49
    
    
    
    3.60
    
    
    
    3.32
    
    
    
    0.42
    
    
    
    0.48Probable
    
    
    0.06
    
    
    
    0.11
    
    
    
    3.49
    
    
    
    3.60
    
    
    
    0.01
    
    
    
    0.01Yalea open pit
    
    Proven
    
    
    0.79
    
    
    
    1.47
    
    
    
    5.25
    
    
    
    4.59
    
    
    
    0.13
    
    
    
    0.22Probable
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Gara West open pit
    
    Probable
    
    
    1.23
    
    
    
    1.07
    
    
    
    2.07
    
    
    
    2.03
    
    
    
    0.08
    
    
    
    0.07Loulo 3 open pit
    
    Proven
    
    
    0.06
    
    
    
    0.26
    
    
    
    4.25
    
    
    
    3.02
    
    
    
    0.01
    
    
    
    0.02Probable
    
    
    0.94
    
    
    
    0.12
    
    
    
    2.86
    
    
    
    3.75
    
    
    
    0.09
    
    
    
    0.02P129 open pit
    
    Probable
    
    
    0.23
    
    
    
    0.15
    
    
    
    2.73
    
    
    
    2.65
    
    
    
    0.02
    
    
    
    0.01Total surface reserve
    
    Proven and probable
    
    
    8.00
    
    
    
    8.53
    
    
    
    3.17
    
    
    
    3.20
    
    
    
    0.82
    
    
    
    0.88Gara UG
    
    Probable
    
    
    15.57
    
    
    
    17.35
    
    
    
    4.27
    
    
    
    4.07
    
    
    
    2.14
    
    
    
    2.27Yalea UG
    
    Probable
    
    
    25.87
    
    
    
    24.71
    
    
    
    4.90
    
    
    
    5.09
    
    
    
    4.08
    
    
    
    4.05Total underground reserve
    
    Probable
    
    
    41.45
    
    
    
    42.06
    
    
    
    4.66
    
    
    
    4.67
    
    
    
    6.22
    
    
    
    6.32Total proven mine reserves
    
    
    
    
    
    
    5.55
    
    
    
    7.08
    
    
    
    3.48
    
    
    
    3.38
    
    
    
    0.62
    
    
    
    0.77
    
    
    
    0.50Total probable mine reserves
    
    
    
    
    
    
    43.91
    
    
    
    43.51
    
    
    
    4.54
    
    
    
    4.60
    
    
    
    6.41
    
    
    
    6.43
    
    
    
    5.13Total mine reserves*
    
    
    
    
    
    
    49.45
    
    
    
    50.59
    
    
    
    4.42
    
    
    
    4.42
    
    
    
    7.03
    
    
    
    7.20
    
    
    
    5.63
 
 *
    
    Mineral reserves are calculated at $700/oz gold price and include dilution and ore loss
factors. 22




---



##### 



**
    
    Attributable gold (Moz) refers to the quantity of gold attributable to Randgold based on its 80%
interest in Somilo.        Open pit mining results for the 12 months ended December 31,
    
    2009
    
    
    2008Ore mined (Mt)
    
    
    2.86
    
    
    
    3.30Ore grade (g/t)
    
    
    3.60
    
    
    
    3.02Waste mined (Mt)
    
    
    24.36
    
    
    
    22.65Strip ratio
    
    
    8.5:1
    
    
    
    6.9:1Total mined (Mt)
    
    
    27.22
    
    
    
    25.95
     23




---



##### 



Yalea underground development as at
    
    Development
    
    
    Ore
    
    
    Grade
    
    
    Mined
    
    
    TotalDecember 31,
    
    (meters)
    
    
    (tonnes)
    
    
    (g/t)
    
    
    (oz)
    
    
    (tonnes)Total 2009
    
    
    5,788
    
    
    
    500,267
    
    
    
    4.38
    
    
    
    70,394
    
    
    
    763,677Total 2008
    
    
    3,861
    
    
    
    107,805
    
    
    
    4.42
    
    
    
    15,312
    
    
    
    310,904Total 2007
    
    
    618
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Project total
    
    
    10,267
    
    
    
    608,072
    
    
    
    4.38
    
    
    
    85,706
    
    
    
    1,074,581
     Morila
     Production results for the 12 months ended December 31,
    
    2009
    
    
    2008Total mined (Mt)
    
    
    3.66
    
    
    
    19.88Ore mined (Mt)
    
    
    1.62
    
    
    
    4.97Mined grade (g/t)
    
    
    2.65
    
    
    
    3.19
 24




---



##### 



Production results for the 12 months ended December 31,
    
    2009
    
    
    2008Strip ratio (waste:ore)
    
    
    1.3:1
    
    
    
    3.0:1Ore milled (Mt)
    
    
    4.3
    
    
    
    4.3Head grade (g/t)
    
    
    2.73
    
    
    
    3.44Recovery (%)
    
    
    91.4
    
    
    
    91.2Ounces produced (oz)
    
    
    341,661
    
    
    
    425,828Average gold price received ($/oz)
    
    
    968
    
    
    
    870Cash operating costs (excluding royalty) ($/oz)
    
    
    422
    
    
    
    347Total cash costs ($/oz)
    
    
    480
    
    
    
    400Stockpile adjustment ($/oz)
    
    
    98
    
    
    
    (93
    )Profit from mining activity ($ million)
    
    
    166.7
    
    
    
    200.2
   Tonnes
    
    
    Tonnes
    
    
    Grade
    
    
    Grade
    
    
    Gold
    
    
    Gold
    
    
    AttributableMorila ore reserves as at
    
    (Mt)
    
    
    (Mt)
    
    
    (g/t)
    
    
    (g/t)
    
    
    (Moz)
    
    
    (Moz)
    
    
    ouncesDecember 31,
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    2009
    
    
    2008
    
    
    (40%) **Proven
    
    
    9.85
    
    
    
    13.74
    
    
    
    1.74
    
    
    
    2.02
    
    
    
    0.55
    
    
    
    0.89
    
    
    
    0.22Probable
    
    
    6.91
    
    
    
    6.88
    
    
    
    1.14
    
    
    
    1.14
    
    
    
    0.25
    
    
    
    0.25
    
    
    
    0.10Proven and probable*
    
    
    16.76
    
    
    
    20.62
    
    
    
    1.49
    
    
    
    1.72
    
    
    
    0.80
    
    
    
    1.14
    
    
    
    0.32
 
 *
    
    Mineral reserves are calculated at $700/oz gold price.**
    
    Attributable gold (Moz) refers to the quantity attributable to Randgold based on its 40%
interest in Morila.           Tongon
  25




---



##### 



Tongon ore reserves as at
    
    Tonnes
    
    
    Grade
    
    
    Ounces
    
    
    Attributable OuncesDecember 31,
    
    (Mt)
    
    
    (g/t)
    
    
    (Moz)
    
    
    (89%) (Moz)**Northern Zone
    
    
    9.22
    
    
    
    2.36
    
    
    
    0.70Southern Zone
    
    
    28.79
    
    
    
    2.72
    
    
    
    2.52Total probable reserves*
    
    
    38.02
    
    
    
    2.63
    
    
    
    3.22
    
    
    
    2.86
 
 *
    
    Mineral reserves are calculated at $700/oz gold price and include dilution and ore loss factors.**
    
    Attributable gold (Moz) refers to the quantity attributable to Randgold based on its 89%
interest in the Tongon project.      26




---



##### 




    
    Completion of all 14 CIL tanks.
    
    All CIL tank top steel completed.
    
    First mill installed onto its bearings.
    
    Second mill on site and foundations completed.
    
    First primary crusher foundations completed.
    
    Thickeners and clarifier 75% completed.
    
    ROM pad retaining wall 65% completed.
    
    Phase 1 of water storage dam completed.
    
    Permanent spillway completed (483,000m3 of excavation and 33,000m3 of stone pitching).
    
    Powerhouse foundations completed and 12 (of 20) generating sets (1.2mW each) in
position.
    
    Construction of security fencing completed.
    
    22,000m3 of concrete poured to date.
    
    Outer boundaries of the north and south pits cleared with the north pit vegetation
cleared and topsoil moved onto the stockpile.
   27




---



##### 



Gounkoto
         
    
    $2.74/tonne Life of Mine mining cost.
    
    $19/tonne processing cost.
    
    $3.50/tonne administration cost.
 28




---



##### 




    
    95%, 93% and 91% metallurgical recovery for oxide, transition and fresh ore assuming
a simple process of crush, mill and cyanide leach.
    
    Slope angles of 40 degree in oxide and 45 degree in hard rock.
    
    10% dilution and 3% ore loss.
  Output
    
    Pit A*
    
    
    Pit B**Total tonnes (Mt)
    
    
    99.31
    
    
    
    108.17Waste tonnes (Mt)
    
    
    86.37
    
    
    
    94.35Ore tonnes (Mt)
    
    
    12.94
    
    
    
    13.83Strip ratio
    
    
    5.7
    
    
    
    5.8Grade (g/t)
    
    
    6.00
    
    
    
    5.78Pit ounces (Moz)
    
    
    2.50
    
    
    
    2.57
 
 *
    
    Based on a $650/oz whittle shell.**
    
    Based on a $850/oz whittle shell.  Output
    
    Pit A*
    
    
    Pit B**Recovered ounces
    
    2.26Moz
    
    2.33MozMine life
    
    5.5 years
    
    6 yearsCash operating costs
    
    $232/oz
    
    $244/ozTotal cash costs
    
    $280/oz
    
    $292/oz
 
 *
    
    Based on a $650/oz whittle shell.**
    
    Based on a $850/oz whittle shell.      AttributableGounkoto ore reserves as at
    
    
    
    
    
    Tonnes
    
    
    Grade
    
    
    Ounces
    
    
    Gold (80%)December 31, 2009
    
    Category
    
    
    (Mt)
    
    
    (g/t)
    
    
    (Moz)
    
    
    (Moz)**Open Pit*
    
    Probable
    
    
    7.47
    
    
    
    6.83
    
    
    
    1.64
    
    
    
    1.31
 
 *
    
    Mineral reserves are calculated at a $700/oz gold price and include dilution and ore loss.**
    
    Attributable gold (Moz) refers to the quantity attributable to Randgold based on its 80%
interest in the Loulo project.  29




---



##### 



Massawa
       AttributableMassawa ore reserves as at
    
    
    
    
    
    Tonnes
    
    
    Grade
    
    
    Gold
    
    
    Gold (83%)December 31, 2009
    
    Category
    
    
    (Mt)
    
    
    (g/t)
    
    
    (Moz)
    
    
    (Moz)**Open Pit*
    
    Probable
    
    
    10.51
    
    
    
    4.62
    
    
    
    1.56
    
    
    
    1.30
 
 *
    
    Mineral reserves are calculated at a $700/oz gold price and include dilution and ore loss.**
    
    Attributable gold (Moz) refers to the quantity attributable to Randgold based on its 83%
interest in the Massawa gold project.        30




---



##### 



Output
    
    Pit A*
    
    
    Pit B**Cash operating costs
    
    $446/oz
    
    $481/ozTotal cash costs***
    
    $470/oz
    
    $505/ozIRR
    
    
    24
    %
    
    
    12
    %
 
 *
    
    Prefeasibility model.**
    
    Low grade high tonnage model.***
    
    The fiscal parameters are based on the prevailing Senegalese 2003 Mining Code, which includes a
3% royalty.    31




---



##### 



Kibali
       32




---



##### 



AttributableKibali ore reserves as at
    
    
    
    
    
    Tonnes
    
    
    Grade
    
    
    Gold
    
    
    Gold (45%)December 31, 2009
    
    Category
    
    
    (Mt)
    
    
    (g/t)
    
    
    (Moz)
    
    
    (Moz)**Open pit total*
    
    Probable
    
    
    33.55
    
    
    
    3.02
    
    
    
    3.26
    
    
    
    1.47Underground total
    
    Probable
    
    
    30.25
    
    
    
    6.10
    
    
    
    5.93
    
    
    
    2.67Total reserves
    
    Probable
    
    
    63.80
    
    
    
    4.48
    
    
    
    9.19
    
    
    
    4.14
 
 *
    
    Open pit and underground reserves are calculated at a gold price of $700/oz and include dilution
and ore loss.**
    
    Attributable gold (Moz) refers to the quantity attributable to Randgold based on its 45%
interest in the Kibali gold project.    
    
    Infrastructure: The road between Arua and the site (Doko) needs to be upgraded to a
standard where trucks with the loads needed to build and operate the mine can pass
consistently.
    
    Security: The previous instability in the northeast corner of the DRC needs to be
suitably addressed, and stabilized, to allow the uninterrupted building and operation of a
mine.
    
    Power: The generation of power through the optimization of the available hydro electric
facilities needs to be resolved in engineering and commercial terms.
    
    Relocation of people: The communities on and directly around the project site need to be
resettled in a peaceful and orderly manner to allow the development and operation of a
large scale gold mine.
  
    
    The road: A contractor has been appointed to upgrade the road in phases over a three
year period. The final outcome will represent a road at an engineered standard where loads
needed for construction and operation of the mine can be consistently accommodated.
    
    Security: The government of the DRC has made suitable and sustainable arrangements with
Uganda as well as Rwanda as to the combating of guerrilla forces operating between the
three countries. The governments concerned have deployed enough troops and police to
control the area. We have worked closely with the authorities to maintain the current
peaceful situation.
    
    Power: Kibali is already in possession of the Nzoro hydro power station license. It is
in the process of applying for additional licenses for hydro power stations in the area.
These licenses will inter alia involve reconfiguration, refurbishment and maintenance of
the power stations in question. Should that be successful, we can produce enough power
through hydro activity to sustain more than the planned size of mine, inclusive of the
provision of substantial power to local communities.
    
    Resettlement Action Plan (RAP): Our policy is to adhere fully to local regulations and
international standards, such as the Equator Principles and the World Bank guidelines.
Kibali has started with this process, including consultation and base line studies. It is
expected to take approximately two years to complete the initial resettlement plans of the
communities. The total number of people to be resettled in phases is approximately 15,000.
  
    
    Completing the environmental baseline studies and updating the social and environmental
action plans prior to the start of pre-construction activities.
    
    Pre-construction activities, including the establishment of the construction camp,
construction of aggregate and sand production plants as well as a brick making facilities.
 33




---



##### 




    
    Improving access to the site through the upgrading of the existing road from the mine to
the Ugandan border (160 kilometers).
    
    Integration of construction activities within the RAP in order to provide employment to
the people who will be displaced by the future mining activities in order to mitigate the
impact of the resettlement process. These initiatives and our commitment to assist their
relocation to a suitable area, along with our program to decommission the old Durba mill,
will assist in maintaining employment of local people and improve the environment while we
develop alternative opportunities through the construction of the mine.
    
    Establishment of hydropower infrastructure. Our development plan calls for the
integration of the power supply from existing hydro stations (which require re-investment
to restore the stations production capabilities) into our new infrastructure. This
strategy facilitates supply from different catchments in the region and reduces the supply
risk.
    
    Maximizing the use of softer oxide material in the initial phase will allow us to defer
expenditure on hard rock crushing and additional milling installation and reduce the need
for additional power at the outset. This also gives us time to establish the underground
section at KCD so that we can feed higher grade underground ore at the start up of the hard
rock processing phase. The program is focused on the KCD deposit where the bulk of the
Kibali reserves are hosted, but exploration initiatives are in place to boost the supply of
near plant soft oxide ore, which will allow higher mill throughputs initially and deliver
the necessary critical mass of gold production for development of projects in remote areas.
     EXPLORATION REVIEW
   
    
    At Gounkoto, we announced a new, high grade multi-million ounce gold discovery during
the year and progressed the project to a positive scoping study. By the end of 2009, the
prefeasibility drilling had been completed. Mineralization is open in all directions. To
the north, the last drill hole GKDH145 returned 4.55 meters at 7.48g/t, to the south
GKDH018 returned 18.7 meters at 9.12g/t, while at depth GKDH029 returned 49.6 meters at
13.73g/t and GKDH105 returned 67.4 meters at 5.76g/t.
    
    At Loulo, drilling at the Loulo 3 target joined three small deposits (Southwest, Center
and North) into one larger deposit and a 1.1 kilometer single open pit containing reserves
of 1.00 million tonnes at 2.94/t for 94,605 ounces following mining depletion in 2009.
Drilling has intersected mineralization a further 650 meters to the north and this is
currently the focus of evaluation drilling. Mineralization is also open at depth.
    
    We progressed the Massawa project from a positive scoping study to a positive
prefeasibility study by the end of 2009, following the completion of 60,000 meters of
drilling along a four kilometer strike of an eight kilometer mineralized system. Along the
Massawa system, a high grade south plunging shoot has been identified in North 2 with an
average grade of plus 7g/t and in the Central Zone, narrow silicified structures within a
broader low grade envelope contain bonanza style grades with coarse visible gold.
 34




---



##### 




    
    Following the successful determination of reserves at Tongon the exploration emphasis
has shifted to the discovery of new ounces close to the existing ore bodies, as well as the
development of targets further afield.
    
    In Burkina Faso, the sale of Kiaka to Volta Resources Inc was completed and the team is
now working on the identification of new opportunities. A first pass review has been
completed over the southwest corner of the country and includes the greenstone belts of
Loumana, Banfora, Hounde and Boromo.
    
    Following the acquisition of Moto Goldmines, we quickly established a geological team on
site at Kibali. The primary objective was to complete a detailed geological analysis of
the Karagba-Chauffeur-Durba (KCD) deposit, to ultimately understand the geology, structure,
alteration and mineralization and to construct a geological model to support the updated
ore reserves, as well as to look at the possibility of a lateral link, between the KCD and
Gorumbwa deposits.
    
    We made a strategic decision to stop exploration activities at Morila and in the
countries of Ghana and Tanzania.
  
    
    Delivering the final feasibility study on Massawa.
    
    Delivering the final feasibility study on Gounkoto.
    
    Maintaining open pit mining flexibility at Loulo through the definition of additional
ounces from satellite deposits.
    
    Adding to the ore reserve at Tongon through the evaluation of satellite targets in the
Nielle permit.
    
    Reserve determination at Kibali and generative studies within the greater lease area.
     
    
    Provision of above Run Of Mine grade, open pittable, oxide ounces inside a 10 kilometer
radius of the plant site.
    
    Evaluation of targets within the greater lease area (372km2) and district to make the
new Gounkoto discovery.
          35




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##### 



36




---



##### 



37




---



##### 



38




---



##### 



39




---



##### 



40




---



##### 



41




---



##### 




 
 
 42




---



##### 




    
    Obtain a better understanding of the geology as there is little outcrop west of Durba hill;
    
    Test for additional alteration/structural corridors; and
    
    Evaluate the potential of linking mineralization between KCD and Gorumbwa.
         43




---



##### 



MINERAL RIGHTS AND ORE RESERVES
  Country
    
    Type
    
    Area (km2)
    
    Area (sq miles)
    
    Equity (%)MALI Loulo
    
    EP
    
    
    372
    
    
    
    144
    
    
    
    80 Morila
    
    EP
    
    
    200
    
    
    
    77
    
    
    
    40 Bena
    
    EEP
    
    
    16
    
    
    
    6
    
    
    
    80 Walia-Kenieko
    
    EEP
    
    
    94
    
    
    
    36
    
    
    
    40 Zaniena
    
    EEP
    
    
    257
    
    
    
    99
    
    
    
    80
Konyi
    
    EEP
    
    
    250
    
    
    
    97
    
    
    
    80CÔTE DIVOIRE Nielle
    
    EEP
    
    
    751
    
    
    
    290
    
    
    
    89 Boundiali
    
    EEP
    
    
    1,314
    
    
    
    507
    
    
    
    81 Dabakala
    
    EEP
    
    
    191
    
    
    
    74
    
    
    
    81 Dignago
    
    EEP
    
    
    1,000
    
    
    
    386
    
    
    
    81 Apouasso
    
    EEP
    
    
    1,000
    
    
    
    386
    
    
    
    81 Fapoha
    
    RP
    
    
    559
    
    
    
    216
    
    
    
    81 Tengrela South
    
    RP
    
    
    559
    
    
    
    216
    
    
    
    81 Diaouala
    
    EEP
    
    
    977
    
    
    
    377
    
    
    
    81 Mankono
    
    RP
    
    
    704
    
    
    
    272
    
    
    
    81SENEGAL Kanoumering
    
    EEP
    
    
    303
    
    
    
    117
    
    
    
    83 Kounemba
    
    EEP
    
    
    305
    
    
    
    118
    
    
    
    83 Miko
    
    EEP
    
    
    95
    
    
    
    37
    
    
    
    83 Dalema
    
    EEP
    
    
    401
    
    
    
    155
    
    
    
    83 Tomboronkoto
    
    EEP
    
    
    300
    
    
    
    116
    
    
    
    83 Bambadji
    
    EEP
    
    
    344
    
    
    
    133
    
    
    
    51BURKINA FASO Basgana
    
    EEP
    
    
    250
    
    
    
    97
    
    
    
    81 Bourou
    
    EEP
    
    
    122
    
    
    
    47
    
    
    
    81 Tanema
    
    EEP
    
    
    247
    
    
    
    95
    
    
    
    81 Yibogo
    
    EEP
    
    
    247
    
    
    
    95
    
    
    
    81 Nakomgo
    
    EEP
    
    
    237
    
    
    
    92
    
    
    
    81 Safoula
    
    EEP
    
    
    249
    
    
    
    96
    
    
    
    81 Dawaro
    
    EP
    
    
    250
    
    
    
    97
    
    
    
    81 Tiakane
    
    EEP
    
    
    196
    
    
    
    76
    
    
    
    81DEMOCRATIC REPUBLIC OF THE CONGO Kibali 11447
    
    EEP
    
    
    227
    
    
    
    88
    
    
    
    45 11467
    
    EEP
    
    
    249
    
    
    
    96
    
    
    
    45 11468
    
    EEP
    
    
    46
    
    
    
    18
    
    
    
    45 11469
    
    EEP
    
    
    92
    
    
    
    36
    
    
    
    45 11470
    
    EEP
    
    
    31
    
    
    
    12
    
    
    
    45 11471
    
    EEP
    
    
    113
    
    
    
    44
    
    
    
    45
 44




---



##### 



Country
    
    Type
    
    Area (km2)
    
    Area (sq miles)
    
    Equity (%) 11472
    
    EEP
    
    
    85
    
    
    
    33
    
    
    
    45 5052
    
    EEP
    
    
    302
    
    
    
    117
    
    
    
    45 5073
    
    EEP
    
    
    399
    
    
    
    154
    
    
    
    45 5088
    
    EEP
    
    
    292
    
    
    
    113
    
    
    
    45TOTAL AREA
    
    
    
    
    13,624
    
    
    
    5,260
 
 EP
    
     Exploitation PermitEEP
    
     Exclusive Exploration PermitRP
    
     Reconnaissance Permit Annual ore reserve declaration
 Tonnes
    
    Tonnes
    
    Grade
    
    Grade
    
    Gold
    
    Gold
    
    Attributable
    
    Attributable(Mt)
    
    (Mt)
    
    (g/t)
    
    (g/t)
    
    (Moz)
    
    (Moz)
    
    Gold (Moz)
    
    Gold (Moz)At December 31,
    
    Category
    
    2009
    
    2008
    
    2009
    
    2008
    
    2009
    
    2008
    
    2009
    
    2008PROVEN AND PROBABLE RESERVESKibaliProbable
    
    
    63.80
    
    
    
    
    
    
    
    4.48
    
    
    
    
    
    
    
    9.19
    
    
    
    
    
    
    
    4.14
    
    
    
    Sub total
    
    Proven and probable
    
    
    63.80
    
    
    
    
    
    
    
    4.48
    
    
    
    
    
    
    
    9.19
    
    
    
    
    
    
    
    4.14
    
    
    
    Loulo
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    80
    %
    
    
    80
    %Proven
    
    
    5.55
    
    
    
    7.08
    
    
    
    3.48
    
    
    
    3.38
    
    
    
    0.62
    
    
    
    0.77
    
    
    
    0.50
    
    
    
    0.62Probable
    
    
    43.91
    
    
    
    43.51
    
    
    
    4.54
    
    
    
    4.60
    
    
    
    6.41
    
    
    
    6.43
    
    
    
    5.13
    
    
    
    5.14Sub total
    
    Proven and probable
    
    
    49.45
    
    
    
    50.59
    
    
    
    4.42
    
    
    
    4.42
    
    
    
    7.03
    
    
    
    7.20
    
    
    
    5.63
    
    
    
    5.76Gounkoto
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    80
    %
    
    
    80
    %Proven
    
    
    7.47
    
    
    
    
    
    
    
    6.83
    
    
    
    
    
    
    
    1.64
    
    
    
    
    
    
    
    1.31
    
    
    
    Sub total
    
    Proven and probable
    
    
    7.47
    
    
    
    
    
    
    
    6.83
    
    
    
    
    
    
    
    1.64
    
    
    
    
    
    
    
    1.31
    
    
    
    Morila
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    40
    %
    
    
    40
    %Proven
    
    
    9.85
    
    
    
    13.74
    
    
    
    1.74
    
    
    
    2.02
    
    
    
    0.55
    
    
    
    0.89
    
    
    
    0.22
    
    
    
    0.36Probable
    
    
    6.91
    
    
    
    6.88
    
    
    
    1.14
    
    
    
    1.14
    
    
    
    0.25
    
    
    
    0.25
    
    
    
    0.10
    
    
    
    0.10Sub total
    
    Proven and probable
    
    
    16.76
    
    
    
    20.62
    
    
    
    1.49
    
    
    
    1.72
    
    
    
    0.80
    
    
    
    1.14
    
    
    
    0.32
    
    
    
    0.46Tongon
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    89
    %
    
    
    89
    %Probable
    
    
    38.02
    
    
    
    38.25
    
    
    
    2.63
    
    
    
    2.57
    
    
    
    3.22
    
    
    
    3.16
    
    
    
    2.86
    
    
    
    2.65Sub total
    
    Proven and probable
    
    
    38.02
    
    
    
    38.25
    
    
    
    2.63
    
    
    
    2.57
    
    
    
    3.22
    
    
    
    3.16
    
    
    
    2.86
    
    
    
    2.65Massawa
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    83
    %
    
    
    83
    %Probable
    
    
    10.51
    
    
    
    
    
    
    
    4.62
    
    
    
    
    
    
    
    1.56
    
    
    
    
    
    
    
    1.30
    
    
    
    Sub total
    
    Proven and probable
    
    
    10.51
    
    
    
    
    
    
    
    4.62
    
    
    
    
    
    
    
    1.56
    
    
    
    
    
    
    
    1.30
    
    
    
    TOTAL RESERVES
    
    Proven and probable
    
    
    186.01
    
    
    
    109.46
    
    
    
    3.92
    
    
    
    3.27
    
    
    
    23.45
    
    
    
    11.50
    
    
    
    15.56
    
    
    
    8.87
 The reporting of Ore Reserves is in accordance with SEC Industry Guide 7.
 Pit optimization is carried out at a gold price of $700 per ounce; underground reserves are also
based on a gold price of $700 per ounce. Dilution and ore loss are incorporated into the
calculation of reserves.
 Addition of individual line items may not sum to sub totals because of rounding off to two decimal
places.
  
 Locality of the Loulo and Morila Mines in Mali
 Mineral Rights and Permits
  
 Location of our permits in West Africa
 
 Location of our permits in Central Africa
  45




---



##### 



NEW BUSINESS
     SOCIAL RESPONSIBILITY AND ENVIRONMENTAL SUSTAINABILITY
        46




---



##### 



47




---



##### 



Dec
    
    DecMine/function
    
    2009
    
    2008
    
    VarianceMORILAMine
    
    
    486
    
    
    
    595
    
    
    
    (109
    )Contractors
    
    
    395
    
    
    
    884
    
    
    
    (489
    )Total
    
    
    881
    
    
    
    1,479
    
    
    
    (598
    )LOULOMine
    
    
    314
    
    
    
    397
    
    
    
    (83
    )Contractors
    
    
    2,550
    
    
    
    1,703
    
    
    
    847Total
    
    
    2,864
    
    
    
    2,100
    
    
    
    764TONGONMine
    
    
    8
    
    
    
    
    
    
    
    8Project management
    
    
    10
    
    
    
    9
    
    
    
    1Contractors
    
    
    1,502
    
    
    
    63
    
    
    
    1,439Total
    
    
    1,520
    
    
    
    72
    
    
    
    1,448KIBALIProject
    
    
    245
    
    
    
    
    
    
    
    245Contractors
    
    
    75
    
    
    
    
    
    
    
    75Total
    
    
    320
    
    
    
    
    
    
    
    320EXPLORATIONField
    
    
    151
    
    
    
    165
    
    
    
    (14
    )Other
    
    
    10
    
    
    
    10
    
    
    
    Total
    
    
    161
    
    
    
    175
    
    
    
    (14
    )CORPORATECorporate and operational centers
    
    
    62
    
    
    
    55
    
    
    
    7TOTAL GROUP
    
    
    5,808
    
    
    
    3,881
    
    
    
    1,927
        48




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##### 



REGULATORY AND ENVIRONMENTAL MATTERS
      MARKETING
  PROPERTY
   LEGAL PROCEEDINGS
 49




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##### 



HEALTH AND SAFETY REGULATIONS
    
    
    follow-up activities such as action resulting from the regular surveys and inspections are
carried out; and
    
    health and safety manuals and updates are distributed, posters are posted on notice boards
and safety committee minutes and reports are distributed.
 50




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##### 



Each mines medical officer sits on the Hygiene and Security Committee and advises on the
following:
 
    
    working conditions improvements;
 
    
    general hygiene on the operation;
 
    
    ergonomics;
 
    
    protection of workers safety in the workplace; and
 
    
    medical checks and eye and ear testing.
  
    
    investigates accidents and makes recommendations to avoid repetitions;
 
    
    ensures plant, machinery and equipment have adequate protection to avoid injury; and
 
    
    updates and revises safety and health manuals.
  
    
    provides information and training on safe practices and potential risks;
 
    
    provides first aid training;
 
    
    administers and promotes the safety suggestion scheme; and
 
    
    explains, where necessary, the contents of the safety and health manual.
   C. ORGANIZATIONAL STRUCTURE
  Countries of IncorporationName of Company
    
 % effective ownershipJerseyRandgold Resources Limited
    
    Randgold Resources (Burkina) Limited
    
    100Randgold Resources (Côte dIvoire) Limited
    
    100Randgold Resources (Kibali) Limited
    
    100Randgold Resources (Mali) Limited
    
    100Randgold Resources (Senegal) Limited
    
    100Randgold Resources (Somilo) Limited
    
    100Randgold Resources T1 Limited
    
    100Randgold Resources T2 Limited
    
    100Randgold Resources T3 Limited
    
    100Mining Investments (Jersey) Limited
    
    100Morila Limited
    
    50RAL 1 Limited
    
    50Kibali (Jersey) Limited
    
    50Kibali 2 (Jersey) Limited
    
    50Kibali Services Limited
    
    50AustraliaMoto Goldmines Australia (Pty) Limited
    
    50Border Energy (Pty) Limited
    
    50Westmount Resources NL
    
    50
 51




---



##### 



Countries of IncorporationName of Company
    
    % effective ownershipBorder Resources NL
    
    50Burkina FasoRandgold Resources Burkina Faso SARL
    
    100CanadaMoto Goldmines Limited
    
    500858065 B.C. Limited
    
    50Côte dIvoireRandgold Resources (CôtedIvoire) SARL
    
    100Société des Mines de Tongon SA
    
    89Democratic Republic of CongoKibali Goldmines S.P.R.L.
    
    45MaliRandgold Resources Mali SARL
    
    100Société des Mines de Morila SA
    
    40Société des Mines de Loulo SA
    
    80Kankou Moussa SARL
    
    75South AfricaSeven Bridges Trading 14 (Pty) Limited
    
    100TanzaniaRandgold Resources Tanzania (T) Limited
    
    100The NetherlandsKibali Cooperatief UA
    
    50UgandaBorder Energy East Africa (Pty) Limited
    
    50United KingdomRandgold Resources (UK) Limited
    
    100
 D. PROPERTY, PLANT AND EQUIPMENT
    
 Item 4A.
    
    Unresolved Staff Comments
  
 Item 5.
    
    Operating and Financial Review and Prospects
  52




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##### 



General
  Impact of Malian Economic and Political Environment
  Impact of Favorable Tax Treaties
    Revenues
     53




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##### 



Our Realized Gold Price
  Year Ended December 31,2009
    
    
    2008
    
    
    2007Average
    
    
    972
    
    
    
    871
    
    
    
    695High
    
    
    1,213
    
    
    
    1,011
    
    
    
    841Low
    
    
    810
    
    
    
    712
    
    
    
    608Average realized gold price
    
    
    893
    (1)
    
    
    792
    (1)
    
    
    636
    (1)
 
 (1)
    
    Our average realized gold price differs from the average gold price as a result of the timing
of our gold deliveries and different realized prices achieved on the hedge book. Costs and Expenses
   Looking Forward
      54




---



##### 



Critical Accounting Policies
   Joint Venture Accounting
   Depreciation and Amortization of Mining Assets
  Valuation of Long-Lived Assets
   55




---



##### 



Hedging and Financial Derivatives
   Environmental Rehabilitation Costs
  Exploration and evaluation costs
     56




---



##### 



Receivables
   Share-based payments
  Classification and valuation methodology of auction rate securities (ARS)
  Mineral properties
  Recent accounting pronouncements
      57




---



##### 



58




---



##### 



59




---



##### 



60




---



##### 



A.
    
    OPERATING RESULTS
  Years Ended December 31, 2009 and 2008
 Total revenue
  Other Income
  Costs and Expenses
 Total Cash Costs
  Year Ended December 31,2009
    
    
    2008Ounces
    
    
    $ Per Ounce
    
    
    Ounces
    
    
    $ Per OunceMorila (40% share) cash costs
    
    
    136,664
    
    
    
    480
    
    
    
    170,331
    
    
    
    400Loulo (100% share) cash costs
    
    
    351,591
    
    
    
    522
    
    
    
    258,095
    
    
    
    511Total ounces (attributable production)
    
    
    488,255
    
    
    
    
    
    
    
    428,426Group total cash costs*
    
    
    
    
    
    
    510
    
    
    
    
    
    
    
    467Total production costs per ounce under IFRS
    
    
    
    
    
    
    569
    
    
    
    
    
    
    
    517
 
 *
    
    For a definition of cash costs, please see Item 3. Key Information  A. Selected Financial
Data.
    
    Total production cost includes total cash costs and also the depreciation and amortization
cost which is discussed below. 61




---



##### 



Depreciation and Amortization
  Exploration and Corporate Expenditure
  Other expenses
  Finance Income
  Finance costs
  Provision for financial assets
  Income Tax Expense
  62




---



##### 



Non-controlling interests
  Years Ended December 31, 2008 and 2007
 Total revenue
  Other Income
  Costs and Expenses
 Total Cash Costs
  Year Ended December 31,2008
    
    
    2007Ounces
    
    
    $ Per Ounce
    
    
    Ounces
    
    
    $ Per OunceMorila (40% share) cash costs
    
    
    170,331
    
    
    
    400
    
    
    
    179,926
    
    
    
    332Loulo (100% share) cash costs
    
    
    258,095
    
    
    
    511
    
    
    
    264,647
    
    
    
    372Total ounces (attributable production)
    
    
    428,426
    
    
    
    
    
    
    
    444,573Group total cash cost*
    
    
    
    
    
    
    467
    
    
    
    
    
    
    
    356Total production cost per ounce under IFRS
    
    
    
    
    
    
    517
    
    
    
    
    
    
    
    403
 
 *
    
    For a definition of cash costs, please see Item 3. Key Information  A. Selected Financial
Data.
    
    Total production cost includes total cash costs and also the depreciation and amortization
cost which is discussed below.    Depreciation and Amortization
  Exploration and Corporate Expenditure
  63




---



##### 



Other expenses
  Finance Income
  Finance costs
  Provision for financial assets
  Income Tax Expense
  Non-controlling interests
  B. LIQUIDITY AND CAPITAL RESOURCES
 Cash Resources
    64




---



##### 



Investing
    Financing
   Credit and Loan Facilities
       65




---



##### 



Corporate, Exploration, Development and New Business Expenditures
  Year ended December 31,$000Area
    
    2009
    
    
    2008
    
    
    2007Rest of Africa
    
    
    430
    
    
    
    200
    
    
    
    194Burkina Faso
    
    
    653
    
    
    
    1,886
    
    
    
    1,537Mali
    
    
    3,484
    
    
    
    4,334
    
    
    
    5,544Tanzania
    
    
    236
    
    
    
    1,105
    
    
    
    1,439Côte dIvoire
    
    
    2,360
    
    
    
    2,129
    
    
    
    6,745Senegal
    
    
    14,330
    
    
    
    4,768
    
    
    
    2,046Ghana
    
    
    336
    
    
    
    846
    
    
    
    740Total exploration expenditure
    
    
    21,829
    
    
    
    15,268
    
    
    
    18,245Corporate expenditure
    
    
    29,282
    
    
    
    29,895
    
    
    
    17,675Total exploration and corporate expenditure
    
    
    51,111
    
    
    
    45,163
    
    
    
    35,920
  Working Capital
  C. RESEARCH AND DEVELOPMENT, PATENTS AND LICENSES, ETC.
  D. TREND INFORMATION
  Gold Market
      66




---



##### 



Price Per Ounce ($)Year
    
    High
    
    
    Low
    
    
    Average2000
    
    
    313
    
    
    
    264
    
    
    
    2792001
    
    
    293
    
    
    
    256
    
    
    
    2712002
    
    
    349
    
    
    
    278
    
    
    
    3102003
    
    
    416
    
    
    
    320
    
    
    
    3632004
    
    
    454
    
    
    
    375
    
    
    
    4092005
    
    
    537
    
    
    
    411
    
    
    
    4442006
    
    
    725
    
    
    
    525
    
    
    
    6042007
    
    
    841
    
    
    
    608
    
    
    
    6952008
    
    
    1,011
    
    
    
    712
    
    
    
    8712009
    
    
    1,213
    
    
    
    810
    
    
    
    9722010 (through February)
    
    
    1,153
    
    
    
    1,058
    
    
    
    1107
 E. OFF-BALANCE SHEET ARRANGEMENTS
  F. TABULAR DISCLOSURE OF CONTRACTUAL OBLIGATIONS
  Lessthan 1
    
    
    1-3
    
    
    
    
    
    
    More thanContractual Obligations
    
    Total
    
    
    Year
    

    Years

    
    3-5 Years
    
    
    5 Years(dollars in thousands)Capital lease obligations(1)
    
    
    1,780
    
    
    
    1,446
    
    
    
    334
    
    
    
    
    
    
    
    Operating lease obligations
    
    
    2,394
    
    
    
    342
    
    
    
    684
    
    
    
    684
    
    
    
    684Financial liabilities  forward gold sales
    
    
    25,312
    
    
    
    25,312
    
    
    
    
    
    
    
    
    
    
    
    Environmental rehabilitation
    
    
    16,916
    
    
    
    36
    
    
    
    823
    
    
    
    4,890
    
    
    
    11,167Loans from minority shareholders in subsidiaries
    
    
    2,945
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,945Total contractual cash obligations
    
    
    49,347
    
    
    
    27,136
    
    
    
    1,841
    
    
    
    5,574
    
    
    
    14,796Contracts for capital expenditure
    
    
    135,810
    
    
    
    135,810
    
    
    
    
    
    
    
    
    
    
    
    
 
 (1)
    
    Includes total interest of $0.5 million calculated at the interest rate existing at year end. 67




---



##### 



Item 6.
    
    Directors, Senior Management and Employees
 A. DIRECTORS AND SENIOR MANAGEMENT
     Executive Directors
   Non-Executive Directors
      68




---



##### 



Executive Officers
           69




---



##### 



Date ofDate of
    
    
    Expiration of
    
    
    Number ofDirector
    
    Appointment
    
    
    Term
    
    
    Years ServedExecutiveD.M. Bristow
    
    
    8/05/95
    
    
    
    4/28/11
    
    
    
    14G.P. Shuttleworth
    
    
    7/01/07
    
    
    
    4/28/11
    
    
    
    3Non-ExecutiveB.H. Asher
    
    
    6/12/97
    
    
    
    5/05/09
    *
    
    
    11R.I. Israel
    
    
    6/12/97
    
    
    
    5/04/10
    
    
    
    12P. Liétard
    
    
    2/11/98
    
    
    
    5/04/10
    
    
    
    11A.L. Paverd
    
    
    7/29/95
    
    
    
    5/05/09
    *
    
    
    13N.P. Cole
    
    
    5/03/06
    
    
    
    5/04/10
    
    
    
    4K. Voltaire
    
    
    5/03/06
    
    
    
    5/04/10
    
    
    
    4C.L. Coleman
    
    
    11/03/08
    
    
    
    5/05/12
    
    
    
    1J.K. Walden
    
    
    11/03/08
    
    
    
    5/05/12
    
    
    
    1K. Dagdelen#
    
    
    1/29/10
    
    
    
    5/04/10
    **
    
    
    
 
 *
    
    Mr. B.H Asher and Dr A.L. Paverd retired from our board at our annual general meeting held on
May 5, 2009.#
    
    Dr. K. Dagdelen was appointed director in January 2010. 70




---



##### 



**
    
    Dr. K. Dagdelen will be available for re-election at the annual general meeting to be held on
May 4, 2010.  B. COMPENSATION
     
    
    A general retainer to all non-executive directors of $50,000;
 
    
    An annual committee assignment fee per committee served:
 Audit committee $35,000;Remuneration committee $25,000; andNomination and governance committee $10,000.
 
    
    The chairman of a board committee to receive an additional premium to the committee
assignment fee of $15,000;
 
    
    The senior independent director, in addition to the general annual retainer but in lieu of
any committee assignment fee, to receive an additional $85,000;
 
    
    The non-executive chairman, in addition to the general annual retainer but in lieu of any
committee assignment fee, to receive an additional $170,000;
 
    
    An award to each director of restricted shares being 1,200 ordinary shares per year. The
shares are to vest over a three year period from the date of the award, being January 1, 2010.
Vesting would accelerate on the following conditions:
 
    
    Termination other than resignation or dismissal;
    
    Voluntary retirement after the age of 65 with a minimum of three years service as a
director; and
    
    Change in control of the company.
     71




---



##### 




    
    Basic salary and benefits (fixed remuneration).
 
    
    An annual bonus opportunity.
 
    
    Participation in the Restricted Share Scheme, measuring performance over the longer
term.
       72




---



##### 




    
    40,000 restricted shares with an award date of January 1, 2009, two thirds vesting on
January 1, 2010 and the remaining third vesting on January 1, 2011. The issue price of
these shares was $43.26.
 
    
    40,000 restricted shares with an award date of January 1, 2009, one third vesting on
January 1, 2010, one third vesting on January 1, 2011 and the remaining third vesting on
January 1, 2012. The issue price of these shares was $43.26.
   Basic Salary
    
    
    Annual Bonus*
    
    
    Other Payments**
    
    
    Total***December 31,
    
    
    December 31,
    
    
    December 31,
    
    
    December 31,2009 ($)
    
    
    2008 ($)
    
    
    2009 ($)
    
    
    2008 ($)
    
    
    2009 ($)
    
    
    2008 ($)
    
    
    2009 ($)
    
    
    2008 ($)ExecutiveD.M. Bristow
(CEO)
    
    
    1,250,000
    
    
    
    1,000,000
    
    
    
    3,750,000
    
    
    
    8,422,860
    
    
    
    2,626,000
    
    
    
    3,695,600
    
    
    
    7,626,000
    
    
    
    13,118,460G.P. Shuttleworth
(CFO)
    
    
    424,047
    
    
    
    444,353
    
    
    
    400,000
    
    
    
    324,520
    
    
    
    821,933
    
    
    
    266,280
    
    
    
    1,645,980
    
    
    
    1,035,153TOTAL
    
    
    1,674,047
    
    
    
    1,444,353
    
    
    
    4,150,000
    
    
    
    8,747,380
    
    
    
    3,447,933
    
    
    
    3,961,880
    
    
    
    9,271,980
    
    
    
    14,153,613
 
 *
    
    The remuneration disclosed above represents the total compensation approved by the board for
the executive directors in respect of the periods shown. As disclosed in our Annual Report on
Form 20-F for the year ended December 31, 2008, $1.725 million of the 2008 bonus was not
accrued in the 2008 year, but subsequently expensed in 2009; $1.5 million of which was payable
to Dr. D.M. Bristow and $225,000 payable to Mr. G.P. Shuttleworth.**
    
    Other payments relate to the value of the restricted shares awarded to the executive
directors, and in 2008, included a one-time payment of $2 million to Dr. D.M. Bristow as part
of his new contract entered into during that year.***
    
    The total remuneration disclosed in our Annual Report on Form 20-F for the year ended
December 31, 2008 was therefore $12,428,613. The total remuneration of $9,271,980 stated
above for 2009 excluded the 2008 bonus of $1.725 million paid in 2009. Fees
    
    
    Other Payments*
    
    
    TotalDecember 31,
    
    
    December 31,
    
    
    December 31,2009 ($)
    
    
    2008 ($)
    
    
    2009 ($)
    
    
    2008 ($)
    
    
    2009 ($)
    
    
    2008 ($)Non-ExecutiveP. Liétard
    
    
    220,000
    
    
    
    220,000
    
    
    
    52,704
    
    
    
    30,000
    
    
    
    272,704
    
    
    
    250,000B.H. Asher**
    
    
    45,000
    
    
    
    135,000
    
    
    
    52,704
    
    
    
    30,000
    
    
    
    97,704
    
    
    
    165,000R.I. Israel
    
    
    65,000
    
    
    
    85,000
    
    
    
    52,704
    
    
    
    30,000
    
    
    
    117,704
    
    
    
    115,000A.L. Paverd**
    
    
    28,334
    
    
    
    85,000
    
    
    
    52,704
    
    
    
    30,000
    
    
    
    81,083
    
    
    
    115,000N.P. Cole Jr.
    
    
    125,000
    
    
    
    97,500
    
    
    
    52,704
    
    
    
    30,000
    
    
    
    177,704
    
    
    
    127,500K. Voltaire
    
    
    120,000
    
    
    
    105,800
    
    
    
    52,704
    
    
    
    30,000
    
    
    
    172,704
    
    
    
    135,800C.L. Coleman
    
    
    98,333
    #
    
    
    10,000
    
    
    
    52,704
    
    
    
    
    
    
    
    151,037
    
    
    
    10,000J.K. Walden
    
    
    85,000
    
    
    
    14,166
    
    
    
    52,704
    
    
    
    
    
    
    
    137,704
    
    
    
    14,166TOTAL
    
    
    786,667
    
    
    
    752,466
    
    
    
    421,632
    
    
    
    180,000
    
    
    
    1,208,299
    
    
    
    932,466
 73




---



##### 



*
    
    Other payments  The award in 2008 of $30,000 which translated into share grants and 1,200
restricted shares awarded on January 1, 2009, vest over a three year period from the date of
the award.**
    
    Dr. A.L. Paverd and Mr. B.H Asher retired from the board on May 5, 2009.#
    
    Based on proration of standard fees.   Average MarketNumber of Options
    
    
    Average Exercise
    
    
    Price at date ofName
    
    Exercised
    
    
    Price ($)
    
    
    exercise ($)B.H. Asher
    
    
    25,400
    
    
    
    1.65
    
    
    
    66.66
  74




---



##### 



Options to PurchaseOrdinary Shares
    
    
    Expiration Date
    
    
    Exercise Prices ($)OfficersL.C. Correia
    
    
    30,000
    
    
    
    8/20/17
    
    
    
    22.19D.J. Haddon
    
    
    20,000
    
    
    
    8/05/14
    
    
    
    8.05D.J. Haddon
    
    
    60,000
    
    
    
    8/20/17
    
    
    
    22.19P.D. Harbidge
    
    
    7,000
    
    
    
    11/30/16
    
    
    
    22.50P.D. Harbidge
    
    
    40,000
    
    
    
    8/20/17
    
    
    
    22.19W.R.A. Houston
    
    
    40,000
    
    
    
    8/05/17
    
    
    
    22.19A. Konta
    
    
    4,000
    
    
    
    8/05/14
    
    
    
    8.05A. Konta
    
    
    45,000
    
    
    
    8/20/17
    
    
    
    22.19V. Matfield
    
    
    75,000
    
    
    
    8/05/14
    
    
    
    8.05V. Matfield
    
    
    60,000
    
    
    
    8/20/17
    
    
    
    22.19P. Pretorius
    
    
    45,000
    
    
    
    5/22/18
    
    
    
    45.27C.J. Prinsloo
    
    
    40,000
    
    
    
    8/05/17
    
    
    
    22.19R.B. Quick
    
    
    40,000
    
    
    
    8/20/17
    
    
    
    22.19M. Samaké
    
    
    40,000
    
    
    
    8/20/17
    
    
    
    22.19N. Sanogo
    
    
    14,000
    
    
    
    8/20/17
    
    
    
    22.19J. Steele
    
    
    40,000
    
    
    
    8/20/17
    
    
    
    22.19S. Touré
    
    
    45,000
    
    
    
    5/22/18
    
    
    
    45.27L.V. Wark
    
    
    2,000
    
    
    
    11/30/16
    
    
    
    22.50L.V. Wark
    
    
    34,000
    
    
    
    8/20/17
    
    
    
    22.19T. de Welzim
    
    
    2,000
    
    
    
    11/30/16
    
    
    
    22.50T. de Welzim
    
    
    30,000
    
    
    
    8/20/17
    
    
    
    22.19
 C. BOARD PRACTICES
 Directors Terms of Employment
   Board of Directors Committees
  Audit Committee
  Remuneration Committee
  75




---



##### 



Governance and Nomination Committee
  D. EMPLOYEES
  December 31,
    
    
    December 31,
    
    
    December 31,Category of Activity
    
    2009(1)
    
    
    2008
    
    
    2007Mining and related engineering
    
    
    136
    
    
    
    241
    
    
    
    119Processing and related engineering
    
    
    631
    
    
    
    668
    
    
    
    168Management and technical
    
    
    105
    
    
    
    100
    
    
    
    56Exploration
    
    
    161
    
    
    
    164
    
    
    
    185Administration
    
    
    261
    
    
    
    253
    
    
    
    89TOTAL*
    
    
    1,294
    
    
    
    1,426
    
    
    
    617
 
 *
    
    The last quarter of 2009 was notable for the takeover of the Kibali project from Moto Goldmines
as well as the continued conversion of Morila into a stockpile treatment operation due to the
ceasing of mining activities. At Tongon, we began recruiting operational staff for the mine. E. SHARE OWNERSHIP
  Employee Share Option Scheme
    Restricted Share Scheme
  
 Item 7.
    
    Major Shareholders and Related Party Transactions
 A. MAJOR SHAREHOLDERS
   
    
    Any person of whom the directors are aware that is interested directly or indirectly in 3% or
more of our ordinary shares;
 76




---



##### 




    
    Each of our directors; and
 
    
    All of our executive officers and directors as a group.
   Shares Beneficially OwnedHolder
    
    Number
    
    
    %D.M. Bristow
    
    
    677,584
    
    
    
    0.75G.P. Shuttleworth
    
    
    24,000
    
    
    
    0.03N.P. Cole Jr.
    
    
    3,372
    
    
    
    0.00C. Coleman
    
    
    2,600
    
    
    
    0.00K. Dagdelen
    
    
    
    
    
    
    0.00R.I. Israel
    
    
    41,263
    
    
    
    0.05P. Liétard
    
    
    33,827
    
    
    
    0.04K. Voltaire
    
    
    3,372
    
    
    
    0.00J.K. Walden
    
    
    1,200
    
    
    
    0.00BNY (Nominees) Limited (1)
30 Cannon Street
London
EC4M XH
    
    
    58,685,087
    
    
    
    76.53Wells Fargo & Company (2)
420 Montgomery Street
San Francisco, CA 94104
    
    
    4,563,676
    
    
    
    5.07FMR LLC(3)
82 Devonshire Street,
Boston, MA 02109
    
    
    13,436,365
    
    
    
    15.0BlackRock Inc.(4)
40 East 52nd Street
New York, NY 10022
    
    
    11,188,315
    
    
    
    11.55Van Eck Associates Corporation(5)
335 Madison Ave, 19th Floor
New York, NY 10017
    
    
    6,825,244
    
    
    
    7.6Directors and executive officers (6)
    
    
    959,120
    
    
    
    1.06
 
 (1)
    
    Shares held by BNY (Nominees) Limited are held for and on behalf of our ADS holders. 77




---



##### 



(2)
    
    Wells Fargo & Company reported in its Schedule 13G filed with the Securities and Exchange
Commission on February 3, 2010 that its beneficial ownership in us amounted to 4,563,676
ordinary shares (5.07%) on a consolidated basis. These shares are included in the shares held
by BNY (Nominees) Limited.(3)
    
    FMR LLC reported in its Schedule 13G filed with the Securities and Exchange Commission that
as at February 16, 2010 its beneficial ownership in us amounted to 13,436,365 ordinary shares
(15%) on a consolidated basis. These shares are included in the shares held by BNY (Nominees)
Limited.(4)
    
    BlackRock Inc. reported in its Schedule 13G filed with the Securities and Exchange Commission
on January 8, 2010 that its beneficial ownership in us amounted to 11,188,315 ordinary shares
(11.55%) on a consolidated basis. These shares are included in the shares held by BNY
(Nominees) Limited.(5)
    
    Van Eck Associates Corporation reported in its Schedule 13G filed with the Securities and
Exchange Commission on February 17, 2010 that its beneficial ownership in us amounted to
6,825,244 ordinary shares (7.6%) on a consolidated basis. These shares are included in the
shares held by BNY (Nominees) Limited.(6)
    
    No executive officer beneficially owns in excess of 1% of the outstanding ordinary shares.    B. RELATED PARTY TRANSACTIONS
  The Randgold Name
  C. INTERESTS OF EXPERTS AND COUNSEL
  
 Item 8.
    
    Financial Information
  
 Item 9.
    
    The Offer and Listing
 A. OFFER AND LISTING DETAILS
  78




---



##### 



Price Per Ordinary Share
    
    Price Per ADSFinancial Period Ended
    
    High (£)
    
    Low (£)
    
    High ($)
    
    Low ($)December 31, 2009
    
    
    54.50
    
    
    
    24.25
    
    
    
    90.30
    
    
    
    36.24December 31, 2008
    
    
    30.00
    
    
    
    15.57
    
    
    
    55.65
    
    
    
    23.45December 31, 2007
    
    
    19.50
    
    
    
    10.53
    
    
    
    38.86
    
    
    
    21.04December 31, 2006
    
    
    14.08
    
    
    
    9.09
    
    
    
    26.32
    
    
    
    15.88December 31, 2005
    
    
    9.67
    
    
    
    5.31
    
    
    
    18.69
    
    
    
    10.13
 Price Per Ordinary Share
    
    Price Per ADSCalendar Period
    
    High (£)
    
    Low (£)
    
    High ($)
    
    Low ($)2010First Quarter (through February 28, 2010)
    
    
    54.00
    
    
    
    41.26
    
    
    
    86.63
    
    
    
    64.912009Fourth Quarter
    
    
    54.50
    
    
    
    39.30
    
    
    
    90.30
    
    
    
    63.57Third Quarter
    
    
    46.49
    
    
    
    33.51
    
    
    
    76.08
    
    
    
    55.06Second Quarter
    
    
    44.49
    
    
    
    28.23
    
    
    
    73.96
    
    
    
    41.59First Quarter
    
    
    37.76
    
    
    
    25.10
    
    
    
    54.35
    
    
    
    36.652008Fourth Quarter
    
    
    30.00
    
    
    
    15.57
    
    
    
    44.68
    
    
    
    23.45Third Quarter
    
    
    27.47
    
    
    
    18.00
    
    
    
    54.73
    
    
    
    32.47Second Quarter
    
    
    28.03
    
    
    
    19.19
    
    
    
    55.26
    
    
    
    37.28First Quarter
    
    
    27.59
    
    
    
    18.62
    
    
    
    55.65
    
    
    
    37.22
 Price Per Ordinary Share
    
    Price Per ADSCalendar Month
    
    High (£ )
    
    Low (£)
    
    High ($)
    
    Low ($)2010February
    
    
    47.79
    
    
    
    41.26
    
    
    
    74.81
    
    
    
    64.91January
    
    
    54.00
    
    
    
    43.23
    
    
    
    86.63
    
    
    
    68.592009December
    
    
    54.50
    
    
    
    48.34
    
    
    
    90.30
    
    
    
    77.78November
    
    
    52.25
    
    
    
    39.76
    
    
    
    87.90
    
    
    
    66.50October
    
    
    47.34
    
    
    
    39.30
    
    
    
    76.97
    
    
    
    63.57September
    
    
    46.49
    
    
    
    34.72
    
    
    
    76.08
    
    
    
    56.78
 B. PLAN OF DISTRIBUTION
  C. MARKETS
  D. SELLING SHAREHOLDERS
  E. DILUTION
  F. EXPENSES OF THE ISSUE
  
 Item 10. Additional Information
 A. SHARE CAPITAL
  79




---



##### 



B. MEMORANDUM AND ARTICLES OF ASSOCIATION
 General
     Memorandum of Association
  Changes in Capital or Objects and Powers
  
    
    increase our authorized or paid up share capital;
    
    consolidate and divide all or any part of our shares into shares of a larger amount;
    
    sub-divide all or any part of our shares having a par value;
    
    convert any of our issued or unissued shares into shares of another class;
    
    convert any of our paid-up shares into stock, and reconvert any stock into any number of
paid-up shares of any denomination;
    
    convert any of our issued shares into redeemable shares which can be redeemed;
    
    cancel shares which, at the date of passing of the resolution, have not been taken or agreed
to be taken by any person, and diminish the amount of the authorized share capital by the
amount of the shares so cancelled;
    
    reduce the authorized share capital;
    
    reduce our issued share capital; or
    
    alter our Memorandum or Articles of Association.
 80




---



##### 



Articles of Association
  General Meeting of Shareholders
     
    
    the consideration of our annual financial statements and report of our independent
accountants;
    
    the election of directors; and
    
    the appointment of independent auditors.
 Voting Rights
   Dividends
     Ownership Limitations
 81




---



##### 



Distribution of Assets on a Winding-Up
  Transfer of Shares
   
    
    it is in respect of a share which is fully paid up;
    
    it is in respect of only one class of shares;
    
    it is in favor of a single transferee or not more than four joint transferees;
    
    it is duly stamped, if so required; and
    
    it is delivered for registration to our registered office for the time being or another place
that we may from time to time determine accompanied by the certificate for the shares to which
it relates and any other evidence as we may reasonably require to prove the title of the
transferor or person renouncing and the due execution of the transfer or renunciation by him
or, if the transfer or renunciation is executed by some other person on his behalf, the
authority of that person to do so; provided that we shall not refuse to register any transfer
of partly paid shares which are listed on the grounds they are partly paid shares in
circumstances where our refusal would prevent dealings in those shares from taking place on an
open and proper basis.
 Variation of Rights
   Capital Calls
    82




---



##### 



Borrowing Powers
  Issue of Shares and Preemptive Rights
   Meetings of the Board of Directors
    Remuneration of Directors
   Pensions and Gratuities for Directors
  Directors Interests in Contracts
  83




---



##### 



Restrictions on Directors Voting
  
    
    the giving of any guarantee, security, or indemnity in respect of money lent or obligations
incurred by him or any other person at the request of or for the benefit of us or any of our
subsidiary undertakings;
    
    the giving of any guarantee, security or indemnity in respect of a debt or obligation of ours
or any of our subsidiary undertakings for which he himself has assumed responsibility in whole
or in part under a guarantee or indemnity or by the giving of security;
    
    any proposal concerning an offer of shares or debentures or other securities of or by us or
any of our subsidiary undertakings in which offer he is or may be entitled to participate as a
holder of securities or in the underwriting or sub-underwriting of which he is to participate;
    
    any proposal concerning any other body corporate in which he (together with persons connected
with him) does not to his knowledge have an interest in 1% or more of the issued equity share
capital of any class of that body corporate or of the voting rights available to shareholders
of that body corporate;
    
    any proposal relating to an arrangement for the benefit of our employees or the employees of
any of our subsidiary undertakings which does not award him any privilege or benefit not
generally awarded to the employees to whom the arrangement relates; or
    
    any proposal concerning insurance which we propose to maintain or purchase for the benefit of
directors or for the benefit of persons who include directors.
  Number of Directors
  Directors Appointment and Retirement by Rotation
   Untraced Shareholders
  CREST
 84




---



##### 



Purchase of Shares
  Non-Jersey Shareholders
  Rights of Minority Shareholders and Fiduciary Duties
  Jersey Law and Our Memorandum and Articles of Association
  
    
    controlling possible conflicts of interests between us and our directors, such as loans by us
or directors, and contracts between us and our directors other than a duty on directors to
disclose an interest in any transaction to be entered into by us or any of our subsidiaries
which to a material extent conflicts with our interest;
    
    specifically requiring particulars to be shown in our accounts of the amount of loans to
officers or directors emoluments and pensions, although these would probably be required to
be shown in our accounts in conformity to the requirement that accounts must be prepared in
accordance with generally accepted accounting principles;
    
    requiring us to file details of charges other than charges of Jersey realty; or
    
    as regards statutory preemption provisions in relation to further issues of shares.
    C. MATERIAL CONTRACTS
     85




---



##### 



D. EXCHANGE CONTROLS
  E. TAXATION
 Material Jersey Tax Consequences
 General
       Taxation of Dividends
  86




---



##### 



Taxation of Capital Gains and Estate and Gift Tax
  Material United States Federal Income Tax Consequences
    
    
    a US citizen;
    
    an individual resident in the United States for US Federal income tax purposes;
    
    a domestic corporation, or other entity taxable as a corporation, organized under the laws of
the United States or of any US state or the District of Columbia;
    
    an estate the income of which is includible in its gross income for US Federal income tax
purposes without regard to its source; or
    
    a trust, if either: a US court is able to exercise primary supervision over the
administration of the trust and one or more US persons have the authority to control all the
substantial decisions of the trust, or the trust has a valid election in effect under
applicable US Treasury regulations to be treated as a US person.
  
    
    retirement plans;
    
    insurance companies;
    
    persons that hold ordinary shares or ADSs as part of a straddle, synthetic security,
hedge, conversion transaction or other integrated investment;
    
    persons that enter into constructive sales involving our ordinary shares or ADSs or
substantially identical property with other transactions;
    
    persons whose functional currency is not the US Dollar;
    
    expatriates or former long-term residents of the United States;
    
    financial institutions;
    
    dealers in securities or currencies;
    
    tax-exempt organizations;
    
    persons that own, actually or constructively, 10% or more of our outstanding voting stock;
    
    persons subject to the alternative minimum tax;
    
    regulated investment companies;
 87




---



##### 




    
    real estate investment trusts;
    
    persons who trade in securities who elect to apply a mark-to-market method of accounting; and
    
    persons who acquired their shares or ADSs pursuant to the exercise of employee stock options
or otherwise as compensation.
   Ownership of Ordinary Shares or ADSs
     88




---



##### 



Sale or Other Disposition of Ordinary Shares or ADSs
  Passive Foreign Investment Company Rules
     
    
    any gain recognized by a US holder upon the sale of ADSs or ordinary shares, or the receipt
of some types of distributions, would be treated as ordinary income;
    
    this income generally would be allocated ratably over a US holders holding period with
respect to our ADSs or ordinary shares; and
    
    the amount allocated to prior years, with certain exceptions, will be subject to tax at the
highest tax rate in effect for those years and an interest charge would be imposed on the
amount of deferred tax on the income allocated to the prior taxable years.
  US holders are urged to consult their own
tax advisors regarding this new reporting obligation and how it may apply to their particular
circumstances.
  89




---



##### 



Backup Withholding and Information Reporting
    United Kingdom Tax Considerations
  Dividends
      90




---



##### 



Capital Gains
    Inheritance Tax
   Stamp Duty and Stamp Duty Reserve Tax
    F. DIVIDENDS AND PAYING AGENTS
  91




---



##### 



G. STATEMENTS BY EXPERTS
  H. DOCUMENTS ON DISPLAY
   I. SUBSIDIARY INFORMATION
  
 Item 11. Quantitative and Qualitative Disclosures About Market Risk
 Hedge Policy
          92




---



##### 



Foreign Currency and Commodity Price Sensitivity
  $000
    
    2009
    
    
    2008Level of exposure of foreign currency riskCarrying value of foreign currency balancesCash and cash equivalents includes balances denominated in:Communauté Financière Africaine franc (CFA)
    
    
    7,506
    
    
    
    (2,609
    )Euro (EUR)
    
    
    10,987
    
    
    
    11,556South African rand (ZAR)
    
    
    (668
    )
    
    
    8,830British pound (GBP)
    
    
    59
    
    
    
    335Australian dollar (AUD)
    
    
    3,617
    
    
    
    Canadian dollar (CAD)
    
    
    360
    
    
    
    Accounts receivable and prepayments include balances denominated in:Communauté Financière Africaine franc (CFA)
    
    
    51,435
    
    
    
    24,151Euro (EUR)
    
    
    3,956
    
    
    
    377South African rand (ZAR)
    
    
    6,564
    
    
    
    571British pound (GBP)
    
    
    159
    
    
    
    1,302Australian dollar (AUD)
    
    
    1,171
    
    
    
    Canadian dollar (CAD)
    
    
    47
    
    
    
    Accounts payable includes balances denominated in:Communauté Financière Africaine franc (CFA)
    
    
    (28,264
    )
    
    
    (25,380
    )Euro (EUR)
    
    
    (5,895
    )
    
    
    (782
    )South African rand (ZAR)
    
    
    (3,489
    )
    
    
    (362
    )British pound (GBP)
    
    
    
    
    
    
    (394
    )Australian dollar (AUD)
    
    
    (3,487
    )
    
    
    Canadian dollar (CAD)
    
    
    
    
    
    
    
  Effect of 10.0%Closing
    
    
    strengtheningexchange
    
    
    of US dollar on net earningsLevel of exposure of foreign currency risk (continued)
    
    Rate
    
    
    and equity$000At December 31, 2009Euro (EUR)
    
    
    0.6977
    
    
    
    905British pound (GBP)
    
    
    0.6279
    
    
    
    22Communauté Financière Africaine franc (CFA)
    
    
    457.66
    
    
    
    2,600South African rand (ZAR)
    
    
    7.4174
    
    
    
    241Australian dollar (AUD)
    
    
    1.1199
    
    
    
    130Canadian dollar (CAD)
    
    
    1.0494
    
    
    
    41At December 31, 2008Euro (EUR)
    
    
    0.7095
    
    
    
    1,115British pound (GBP)
    
    
    0.6910
    
    
    
    203Communauté Financière Africaine franc (CFA)
    
    
    465.40
    
    
    
    (874
    )South African rand (ZAR)
    
    
    9.4649
    
    
    
    976Australian dollar (AUD)
    
    
    1.4487
    
    
    
    41Canadian dollar (CAD)
    
    
    1.2228
    
    
    
    
 93




---



##### 



Hedging instrumentsMaturity Dates
    
    Forward Sales of GoldLoulo (100%)
    
    Ounces
    
    
    $/ozDecember 31, 2010
    
    
    41,748
    
    
    
    500
  Hedging instrumentsMaturity Dates
    
    Forward Sales of GoldLoulo (100%)
    
    Ounces
    
    
    $/ozDecember 31, 2009
    
    
    84,996
    
    
    
    435December 31, 2010
    
    
    41,748
    
    
    
    500Loulo (100%)
    
    
    126,744
    
    
    
    456
  Sensitivity to Change in Gold Price at December 31, 2009
 Loulo (100%):Change in $ gold price
    
    $
    20
    
    
    $
    10
    
    
    $
    5
    
    
    $
    2
    
    
    
    0
    
    
    
    ($2
    )
    
    
    ($5
    )
    
    
    ($10
    )
    
    
    ($20
    )Mark-to-market valuation ($ million)
    
    
    (26.1
    )
    
    
    (25.7
    )
    
    
    (25.5
    )
    
    
    (25.4
    )
    
    
    (25.3
    )
    
    
    (25.2
    )
    
    
    (25.1
    )
    
    
    (24.9
    )
    
    
    (24.5
    )
 Sensitivity to Change in Average $ Interest Rate at December 31, 2009
 Loulo (100%):Change in rate
    
    
    1.00
    %
    
    
    0.50
    %
    
    
    0.20
    %
    
    
    0.00
    %
    
    
    (0.20
    %)
    
    
    (0.50
    %)
    
    
    (1.00
    %)Mark-to-market valuation* ($ million)
    
    
    (25.4
    )
    
    
    (25.4
    )
    
    
    (25.3
    )
    
    
    (25.3
    )
    
    
    (25.3
    )
    
    
    (25.2
    )
    
    
    (25.2
    )
 Sensitivity to Change in Gold Lease Rate at December 31, 2009
 Loulo (100%):Change in rate
    
    
    1.00
    %
    
    
    0.50
    %
    
    
    0.20
    %
    
    
    0.00
    %
    
    
    (0.20
    %)
    
    
    (0.50
    %)
    
    
    (1.00
    %)Mark-to-market valuation* ($ million)
    
    
    (25.0
    )
    
    
    (25.2
    )
    
    
    (25.3
    )
    
    
    (25.3
    )
    
    
    (25.4
    )
    
    
    (25.5
    )
    
    
    (25.6
    )
 
 *
    
    The actual mark-to-market valuation at December 31, 2009 was negative $25.3 million. 94




---



##### 



Effect of Change in Gold Price on Profit and Loss for the year ended December 31, 2009
 Change in rate
    
    
    20
    %
    
    
    10
    %
    
    
    0
    %
    
    
    (10
    %)
    
    
    (20
    %)Mark-to-market valuation ($ million)
    
    
    81.2
    
    
    
    40.6
    
    
    
    0.0
    
    
    
    (40.6
    )
    
    
    (81.2
    )
            Interest Rate Sensitivity
   95




---



##### 



Item 12. Description of Securities Other Than Equity Securities
 A. DEBT SECURITIES
  B. WARRANTS AND RIGHTS
  C. OTHER SECURITIES
  D. AMERICAN DEPOSITARY SHARES
 Fees Payable by ADS Holders
  Associated Fee
    
    Depositary Action$5.00 or less per 100 ADSs (or portion thereof).
    
    Execution and delivery of ADRs and the surrender of ADRs
pursuant to the Deposit Agreement.$0.02 or less per ADS (or portion thereof).
    
    Any cash distribution made pursuant to the Deposit Agreement,
including, among other things: cash distributions or dividends, distributions other than cash, shares or rights, distributions in shares, and rights of any other nature, including rights to subscribe
for additional shares.Taxes and other governmental charges.
    
    As applicable.Registration fees in effect for the
registration of transfers of shares generally
on the share register of the Company or foreign
registrar and applicable to transfers of shares
to or from the name of the Depositary or its
nominee or the custodian or its nominee on the
making of deposits or withdrawals.
    
    As applicable.A fee equal to the fee for the execution and
delivery of ADSs which would have been charged
as a result of the deposit of such securities.
    
    Distributions of securities other than cash, shares or rights.Any other charges payable by the Depositary,
any of its agents (and their agents), including
the custodian (by billing such owners for such
charge or by deducting such charge from one or
more cash dividends or other cash
distributions).
    
    Servicing of shares or other deposited securities.Expenses incurred by the Depositary.
    
     Cable, telex and facsimile transmission (where expressly
provided for in the Deposit Agreement) Foreign currency conversion into U.S. dollars
 96




---



##### 



Depositary Payments for 2009
  PART II
 
 Item 13. Defaults, Dividend Arrearages and Delinquencies
  
 Item 14. Material Modification to the Rights of Security Holders and Use of Proceeds
  
 Item 15. Controls and Procedures
 Disclosure Controls and Procedures
 Managements Report on Internal Control over Financial Reporting:
 
    
    Pertain to the maintenance of records that in reasonable detail accurately and fairly reflect
the transactions and dispositions of the assets of the company;
    
    Provide reasonable assurance that transactions are recorded as necessary to permit
preparation of financial statements in accordance with generally accepted accounting
principles, and that receipts and expenditures of the company are being made only in
accordance with authorizations of management and directors of the company; and
    
    Provide reasonable assurance regarding prevention or timely detection of unauthorized
acquisition, use or disposition of the companys assets that could have a material effect on
the consolidated financial statements.
   97




---



##### 



Changes in Internal Control Over Financial Reporting
 
 Item 16. Reserved
 
 Item 16A. Audit Committee Financial Expert
  
 Item 16B. Code of Ethics
  
 Item 16C. Principal Accountant Fees and Services
   2009
    
    
    2008$
    
    
    $(in millions)Audit Fees (1)
    
    
    0.8
    
    
    
    0.7Audit-related Fees (2)
    
    
    0.2
    
    
    
    Tax Fees
    
    
    
    
    
    
    All Other Fees (3)
    
    
    0.2
    
    
    
    Total
    
    $
    1.2
    
    
    $
    0.7
 
 (1)
    
    The Audit Fees consist of fees billed for the annual audit services engagement and other
audit services, which are those services that only the external auditor reasonably can
provide, and include our audit and statutory audits.(2)
    
    Audit-related fees include fees billed relating to comfort letters and consents; attest
services; and assistance with and review of documents filed with the Securities and Exchange
Commission and UK Listing Authority.(3)
    
    Other fees relate to other work performed in respect of the documents filed with the UK
Listing Authority. Audit Committee Pre-Approval Policies and Procedures
   98




---



##### 



Item 16D. Exemptions from the Listing Standards for Audit Committees
  
 Item 16E. Purchase of Equity Securities by the Issuer and Affiliated Purchasers
  
 Item 16F. Change in Registrants Certifying Accountant
  
 Item 16G. Corporate Governance
  PART III
 
 Item 17. Financial Statements
  
 Item 18. Financial Statements
  99




---



##### 



Item 19. Exhibits
  Exhibit No.
    
    Exhibit1.1*
    
    Memorandum of Association of Randgold Resources Limited, as amended.1.2*
    
    Articles of Association of Randgold Resources Limited, as amended.2.1
    
    Memorandum of Association of Randgold Resources Limited, as amended (see Exhibit 1.1).2.2+++
    
    Form of Amended and Restated Deposit Agreement, dated as of October 14, 2009 among Randgold Resources Limited, The Bank of New York as
Depositary, and owners and holders from time to time of American Depositary receipts issued thereunder.2.3+++
    
    Form of American Depositary Receipt.2.4*
    
    Excerpts of relevant provisions of the Companies (Jersey) Law 1991.2.5*
    
    Shareholders Agreement (English translation), dated June 23, 2000, between the Government of Mali and
Morila Limited.4.1*
    
    Deed Governing the Relationship Between the Parties Upon Admission between Randgold & Exploration Company
Limited and Randgold Resources Limited, dated June 26, 1997 (Relationship Agreement).4.2*
    
    License Agreement, dated June 26, 1997, between Randgold & Exploration Company Limited and Randgold
Resources Limited.4.3*
    
    Agreement, dated December 21, 1999, between Société des Mines de Morila SA, Randgold Resources Limited
and Morila Limited (loan from Randgold Resources Limited to Morila Limited).4.4*
    
    Sale of Shares Agreement, dated May 29, 2000, between AngloGold Limited, Randgold Resources Limited and
Randgold Resources (Morila) Limited.4.5*
    
    Joint Venture Agreement, dated May 29, 2000, between AngloGold Limited and Randgold Resources Limited.4.6*
    
    Operator Agreement, dated May 29, 2000, between Société des Mines de Morila SA and AngloGold Services
Mali SA.4.7*
    
    Cession of Shareholders Loan  Memorandum of Agreement, dated July 3, 2000, between Randgold Resources
Limited and AngloGold Morila Holdings Limited.4.8*
    
    Deferred Terms Agreement by and between Société des Mines de Morila SA and Rolls-Royce Power Ventures
Limited, dated February 25, 2000.4.9*
    
    Deed of Guarantee, dated August 25, 2000, between Randgold Resources Limited, Randgold & Exploration
Company Limited and SYPPS.4.10*
    
    Deferred Terms Agreement by and between Société des Mines de Morila SA and Rolls-Royce Power Ventures
Limited, dated December 9, 1999.4.11*
    
    Deed of Guarantee given under the Morila Deferred Terms Agreement, dated March 3, 2000, between Randgold
Resources Limited, Randgold & Exploration Company Limited and Mopps.4.12*
    
    Morila Exploitation Permit (English translation).4.13*
    
    Transfer of Morila Exploitation Permit from Randgold Resources Limited to Morila SA.4.14*
    
    Randgold Resources Limited Share Option Scheme.4.15+
    
    Structured Precious Metals Option and Loan Confirmation, dated August 30, 2002, between Randgold
Resources Limited and NM Rothschild & Sons Limited.4.16+
    
    Third Contract of Employment between Randgold Resources Limited and Roger Ainsley Ralph Kebble.4.17+
    
    Services Agreement between Randgold & Exploration Company Limited and Randgold Resources Limited, dated
February 2, 2003.
 100




---



##### 



Exhibit No.
    
    Exhibit4.18++
    
    Shareholder Loan Agreement dated August 1, 2004, between Randgold Resources Limited and Randgold
Resources (Somilo) Limited.4.19++
    
    Termination Agreement, dated November 9, 2004, between Randgold Resources Limited and Mr. R.A.R. Kebble.4.20++
    
    Deed of Assignment, dated December 20, 2004, between Randgold Resources Limited and Société des Mines de
Loulo S.A.4.21++
    
    International Swap Dealers Association Inc. Master Agreement, dated December 21, 2004, between Randgold
Resources Limited and Absa Bank Limited.4.22++
    
    Amendment to Shareholders Loan Agreement, between Randgold Resources Limited and Randgold Resources
(Somilo) Limited.4.23#
    
    Fifth Contract of Employment, dated January 31, 2005, between Randgold Resources Limited and Dennis Mark
Bristow.4.24§
    
    Mining Contract Agreement, dated February 15, 2005, between Société des Mine de Loulo S.A and BCM Mali
S.A.4.25§
    
    Third Contract of Employment, dated April 20, 2006, between Randgold Resources Limited and Roger A.
Williams.4.26#
    
    International Swap Dealers Association Inc. Master Agreement and Schedule thereto, dated April 23, 2007,
between Fortis Bank NV/SA Limited and Randgold Resources Limited.4.27#
    
    International Swap Dealers Association Inc. Novation Agreement, dated April 23, 2007, between Randgold
Resources Limited, Société Générale and Fortis Bank NV/SA.4.28#
    
    Revolving Credit Facility Agreement, dated May 1, 2007, among Randgold Resources (Somilo) Limited,
Randgold Resources Limited, various Banks and Other Financial Institutions and NM Rothschild & Sons
Limited.4.29#
    
    Charge Over Shares, dated May 8, 2007, between Randgold Resources Limited and NM Rothschild & Sons
Limited.4.30#
    
    Charge Over Shares, dated May 8, 2007, between Mining Investments (Jersey) Limited and NM Rothschild &
Sons Limited.4.31#
    
    Deed of Guarantee and Indemnity, dated May 8, 2007, between Randgold Resources Limited and NM Rothschild
& Sons Limited.4.32#
    
    Deed of Guarantee and Indemnity, dated May 8, 2007, between Société des Mines de Loulo S.A. and NM
Rothschild & Sons Limited.4.33#
    
    Deed of Assignment, dated May 8, 2007, between Randgold Resources Limited and NM Rothschild & Sons
Limited.4.34#
    
    Registered Share Pledge Agreement, dated May 9, 2007, between Randgold Resources (Somilo) Limited and NM
Rothschild & Sons Limited.4.35##
    
    Joint Venture Agreement, dated April 4, 2008, between New Mining CI and Randgold Resources (Côte
dIvoire) Limited.4.36###
    
    Addendum to the Joint Venture Agreement, dated April 4, 2008, between New Mining CI and Randgold
Resources (Côte dIvoire) Limited.4.37###
    
    Employment Contract, dated April 28, 2008, between Randgold Resources Limited and Dennis Mark Bristow.4.38###
    
    First Contract of Employment, dated April 28, 2007, between Randgold Resources Limited and Graham P.
Shuttleworth.4.39###
    
    Addendum to the Joint Venture Agreement, dated April 22, 2008, between AngloGold Ashanti Limited and
Randgold Resources Limited.4.40###
    
    Addendum to the Operatorship Agreement, dated April 22, 2008, between AngloGold Ashanti Limited,
AngloGold Services Mali SA, Société des Mines de Morila SA and Mining Investments Jersey Limited.4.41%
    
    Project Management Agreement between La Société dOpération Ivoirienne dÉlectricité (SOPIE) and Randgold
Resources C.I.  SARL, dated March 2009.4.42%
    
    Letter Agreement, dated September 18, 2008, between Randgold Resources (Côte dIvoire) Limited and New
Mining Côte dIvoire SARL.4.43%
    
    Rules of the Randgold Resources Limited Restricted Share Scheme.
 101




---



##### 



Exhibit No.
    
    Exhibit4.44%
    
    Contract of Employment, dated July 1, 2008, between Randgold Resources Limited and Graham P. Shuttleworth.4.45%%
    
    Agreement between Randgold Resources Limited and AngloGold
Ashanti Limited dated July 16, 2009.4.46%%
    
    Amendment dated July 27, 2009 to Agreement between Randgold
Resources Limited and AngloGold Ashanti Limited, dated July
16, 2009.4.47%%
    
    Irrevocable Commitment from Randgold Resources Limited to Moto
Goldmines Limited, dated July 27, 2009.4.48**
    
    Arrangement Agreement, dated August 5, 2009, between Randgold Resources Limited, 0858065 B.C. Limited and
Moto Goldmines Limited.4.49**
    
    Protocole dAccord, dated October 31, 2009, between Randgold Resources Limited, AngloGold Ashanti
Limited, Moto Goldmines Limited, Kibali Goldmines S.P.R.L. and the Government of the Democratic Republic
of The Congo.4.50**
    
    Share Purchase Agreement, dated October 31, 2009, between LOffice des Mines de Kilo-Moto, Randgold
Resources Limited, AngloGold Ashanti Limited, Moto Goldmines Limited, Border Energy Pty Limited, Kibali
(Jersey) Limited and Kibali Goldmines S.P.R.L.8.1**
    
    List of Subsidiaries.12.1**
    
    Certification by Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.12.2**
    
    Certification by Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.13.1**
    
    Certification by Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.13.2**
    
    Certification by Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.15.1**
    
    Consent of BDO LLP.15.2**
    
    Consent of SRK Consulting.15.3**
    
    Consent of Cube Consulting.
 
 *
    
    Incorporated herein by reference to Registrants Registration Statement on Form F-1 (File No.
333-90972), filed on June 21, 2002.+
    
    Incorporated by reference to Registrants Annual Report on Form 20-F for the fiscal year ended December 31, 2002.++
    
    Incorporated by reference to Registrants Annual Report on Form 20-F for the fiscal year ended December 31, 2004.+++
    
    Incorporated by reference to Registrants Registration Statement on Form F-6 (File No. 333-129147), filed on October 7,
2009.§
    
    Incorporated by reference to Registrants Annual Report on Form 20-F for the fiscal year ended December 31, 2005.#
    
    Incorporated by reference to Registrants Annual Report on Form 20-F for the fiscal year ended December 31, 2006.##
    
    Incorporated by reference to Registrants Registration Statement on Form F-3 (File No. 333-147648), filed on November 27,
2007.###
    
    Incorporated by reference to Registrants Annual Report on Form 20-F for the fiscal year ended December 31, 2007.%
    
    Incorporated by reference to Registrants Annual Report on Form 20-F for the fiscal year ended December 31, 2008.%%
    
    Incorporated by reference to Registrants Registration
Statement on Form F-3 (File No. 333-160827), filed on July 27, 2009.**
    
    Filed herewith. SIGNATURES
  RANDGOLD RESOURCES LIMITEDBy:
    /s/ D. Mark BristowName: D. Mark BristowTitle: Chief Executive OfficerDate: March 31, 2010 102




---



##### 



Exhibit Index
 Exhibit No.
    
    Exhibit4.48
    
    Arrangement Agreement, dated August 5, 2009, between Randgold Resources Limited, 0858065 B.C.
Limited and Moto Goldmines Limited.4.49
    
    Protocole dAccord, dated October 31, 2009, between Randgold Resources Limited, AngloGold Ashanti
Limited, Moto Goldmines Limited, Kibali Goldmines S.P.R.L. and the Government of the Democratic
Republic of The Congo.4.50
    
    Share Purchase Agreement, dated October 31, 2009, between LOffice des Mines de Kilo-Moto,
Randgold Resources Limited, AngloGold Ashanti Limited, Moto Goldmines Limited, Border Energy Pty
Limited, Kibali (Jersey) Limited and Kibali Goldmines S.P.R.L.8.1
    
    List of Subsidiaries.12.1
    
    Certification by Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.12.2
    
    Certification by Financial Director pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.13.1
    
    Certification by Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant
to Section 906 of the Sarbanes-Oxley Act of 2002.13.2
    
    Certification by Financial Director pursuant to 18 U.S.C. Section 1350, as adopted pursuant to
Section 906 of the Sarbanes-Oxley Act of 2002.15.1
    
    Consent of BDO LLP.15.2
    
    Consent of SRK Consulting.15.3
    
    Consent of Cube Consulting.
 103




---



##### 



INDEX TO FINANCIAL STATEMENTS
 PAGERandgold Resources LimitedREPORT OF THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
    
    
    F-2CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME FOR THE YEARS ENDED DECEMBER 31, 2009, 2008 AND 2007
    
    
    F-3CONSOLIDATED STATEMENTS OF FINANCIAL POSITION AT DECEMBER 31, 2009 AND 2008
    
    
    F-4CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY FOR THE YEARS ENDED DECEMBER 31, 2009, 2008 AND 2007
    
    
    F-5CONSOLIDATED STATEMENTS OF CASH FLOWS FOR THE YEARS ENDED DECEMBER 31, 2009, 2008 AND 2007
    
    
    F-7NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
    
    
    F-8




---



##### 



REPORT OF THE INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
   Internal Control  Integrated Framework
      
  F-2




---



##### 



RANDGOLD RESOURCES LIMITED
 
 CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
 FOR THE YEARS ENDED DECEMBER 31,
 US$000
    
    Notes
    
    2009
    
    2008
    
    2007REVENUEGold sales on spot
    
    
    
    
    
    
    476,553
    
    
    
    374,110
    
    
    
    313,421Loss on hedging contracts
    
    
    
    
    
    
    (43,773
    )
    
    
    (35,538
    )
    
    
    (23,580
    )Non-cash loss on roll forward of hedges
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (7,036
    )Total revenue
    
    
    
    
    
    
    432,780
    
    
    
    338,572
    
    
    
    282,805Other income
    
    
    13
    
    
    
    8,975
    
    
    
    4,194
    
    
    
    967TOTAL INCOME
    
    
    
    
    
    
    441,775
    
    
    
    342,766
    
    
    
    283,772COSTS AND EXPENSESMining and processing costs
    
    
    26
    
    
    
    249,634
    
    
    
    199,520
    
    
    
    159,403Transport and refining costs
    
    
    
    
    
    
    1,594
    
    
    
    2,053
    
    
    
    1,595Royalties
    
    
    
    
    
    
    25,410
    
    
    
    19,730
    
    
    
    18,307Exploration and corporate expenditure
    
    
    27
    
    
    
    51,111
    
    
    
    45,163
    
    
    
    35,920Other expenses
    
    
    
    
    
    
    242
    
    
    
    363
    
    
    
    5,008TOTAL COSTS
    
    
    
    
    
    
    327,991
    
    
    
    266,829
    
    
    
    220,233Finance income
    
    
    28
    
    
    
    3,444
    
    
    
    9,335
    
    
    
    9,167Finance costs
    
    
    28
    
    
    
    (1,915
    )
    
    
    (3,338
    )
    
    
    (5,805
    )Provision for financial assets
    
    
    
    
    
    
    (9,580
    )
    
    
    (10,350
    )
    
    
    Finance (costs)/income  net
    
    
    28
    
    
    
    (8,051
    )
    
    
    (4,353
    )
    
    
    3,362PROFIT BEFORE INCOME TAX
    
    
    
    
    
    
    105,713
    
    
    
    71,584
    
    
    
    66,901Income tax expense
    
    
    4
    
    
    
    (21,450
    )
    
    
    (24,564
    )
    
    
    (21,273
    )PROFIT FOR THE PERIOD
    
    
    
    
    
    
    84,263
    
    
    
    47,020
    
    
    
    45,628OTHER COMPREHENSIVE INCOMECash flow hedges
    
    
    22
    
    
    
    26,730
    
    
    
    32,851
    
    
    
    (11,341
    )Currency translation differences
    
    
    
    
    
    
    1,047
    
    
    
    
    
    
    
    Gain on available-for-sale financial assets
    
    
    
    
    
    
    8,970
    
    
    
    
    
    
    
    TOTAL COMPREHENSIVE INCOME
    
    
    
    
    
    
    121,010
    
    
    
    79,871
    
    
    
    34,287PROFITAttributable to:Owners of the Parent
    
    
    
    
    
    
    69,400
    
    
    
    41,569
    
    
    
    42,041Non-controlling interests
    
    
    
    
    
    
    14,863
    
    
    
    5,451
    
    
    
    3,58784,263
    
    
    
    47,020
    
    
    
    45,628TOTAL COMPREHENSIVE INCOMEAttributable to:Owners of the Parent
    
    
    
    
    
    
    106,486
    
    
    
    74,420
    
    
    
    30,700Non-controlling interests
    
    
    
    
    
    
    14,524
    
    
    
    5,451
    
    
    
    3,587121,010
    
    
    
    79,871
    
    
    
    34,287BASIC EARNINGS PER SHARE (US$)
    
    
    6
    
    
    
    0.86
    
    
    
    0.54
    
    
    
    0.60DILUTED EARNINGS PER SHARE (US$)
    
    
    6
    
    
    
    0.84
    
    
    
    0.54
    
    
    
    0.60AVERAGE SHARES IN ISSUE (000)
    
    
    
    
    
    
    81,023
    
    
    
    76,300
    
    
    
    69,589
  F-3




---



##### 



RANDGOLD RESOURCES LIMITED
 
 CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
 AT DECEMBER 31,
 US$000
    
    Notes
    
    2009
    
    2008ASSETSNON-CURRENT ASSETSProperty, plant and equipment
    
    
    9
    
    
    
    507,219
    
    
    
    336,138Deferred tax
    
    
    12
    
    
    
    290
    
    
    
    1,559Long term ore stockpiles
    
    
    8
    
    
    
    34,178
    
    
    
    48,831Receivables
    
    
    7
    
    
    
    5,292
    
    
    
    9,403Mineral properties
    
    
    10
    
    
    
    405,779
    
    
    
    Available-for-sale financial assets
    
    
    13
    
    
    
    29,020
    
    
    
    38,600TOTAL NON-CURRENT ASSETS
    
    
    
    
    
    
    981,778
    
    
    
    434,531CURRENT ASSETSInventories and ore stockpiles
    
    
    8
    
    
    
    109,113
    
    
    
    81,781Receivables
    
    
    7
    
    
    
    121,786
    
    
    
    47,499Available-for-sale financial assets
    
    
    13
    
    
    
    17,810
    
    
    
    Cash and cash equivalents
    
    
    
    
    
    
    589,681
    
    
    
    257,631TOTAL CURRENT ASSETS
    
    
    
    
    
    
    838,390
    
    
    
    386,911TOTAL ASSETS
    
    
    
    
    
    
    1,820,168
    
    
    
    821,442EQUITY AND LIABILITIESShare capital
    
    
    5
    
    
    
    4,506
    
    
    
    3,827Share premium
    
    
    5
    
    
    
    1,317,771
    
    
    
    455,974Retained earnings
    
    
    
    
    
    
    305,415
    
    
    
    245,982Other reserves
    
    
    
    
    
    
    18,793
    
    
    
    (31,387
    )Equity attributable to owners of the parent
    
    
    
    
    
    
    1,646,485
    
    
    
    674,396Non-controlling interests
    
    
    
    
    
    
    36,775
    
    
    
    13,745TOTAL EQUITY
    
    
    
    
    
    
    1,683,260
    
    
    
    688,141NON-CURRENT LIABILITIESLong-term borrowings
    
    
    16
    
    
    
    234
    
    
    
    1,284Loans from minority shareholders in subsidiaries
    
    
    17
    
    
    
    2,945
    
    
    
    3,032Financial liabilities  forward gold sales
    
    
    18
    
    
    
    
    
    
    
    15,749Deferred tax
    
    
    12
    
    
    
    4,762
    
    
    
    3,016Provision for rehabilitation
    
    
    15
    
    
    
    16,916
    
    
    
    14,054TOTAL NON-CURRENT LIABILITIES
    
    
    
    
    
    
    24,857
    
    
    
    37,135CURRENT LIABILITIESFinancial liabilities  forward gold sales
    
    
    18
    
    
    
    25,312
    
    
    
    37,388Trade and other payables
    
    
    14
    
    
    
    82,080
    
    
    
    48,110Current tax payable
    
    
    
    
    
    
    3,609
    
    
    
    9,190Current portion of long term borrowings
    
    
    16
    
    
    
    1,050
    
    
    
    1,478TOTAL CURRENT LIABILITIES
    
    
    
    
    
    
    112,051
    
    
    
    96,166TOTAL EQUITY AND LIABILITIES
    
    
    
    
    
    
    1,820,168
    
    
    
    821,442
  F-4




---



##### 



RANDGOLD RESOURCES LIMITED
 
 CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY
 FOR THE YEARS ENDED DECEMBER 31,
 Attributable to Equity Shareholders
 Total EquityNumber
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Attributable to
    
    Non-of Ordinary
    
    Share
    
    Share
    
    Other
    
    Retained
    
    Owners
    
    Controlling
    
    TotalUS$000
    
    Shares
    
    Capital
    
    Premium
    
    Reserves
    
    Earnings
    
    of Parent
    
    interests
    
    EquityBALANCE AT DEC 31, 2006
    
    
    68,763,561
    
    
    
    3,440
    
    
    
    213,653
    
    
    
    (59,430
    )
    
    
    178,400
    
    
    
    336,063
    
    
    
    4,707
    
    
    
    340,770Movement on cash flow hedgesTransfer to profit for the period
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    30,371
    
    
    
    
    
    
    
    30,371
    
    
    
    
    
    
    
    30,371Fair value movement on financial instruments
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (41,712
    )
    
    
    
    
    
    
    (41,712
    )
    
    
    
    
    
    
    (41,712
    )Other comprehensive income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (11,341
    )
    
    
    
    
    
    
    (11,341
    )
    
    
    
    
    
    
    (11,341
    )Net profit for the period
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    42,041
    
    
    
    42,041
    
    
    
    3,587
    
    
    
    45,628Total comprehensive income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (11,341
    )
    
    
    42,041
    
    
    
    30,700
    
    
    
    3,587
    
    
    
    34,287Share-based payments
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,847
    
    
    
    
    
    
    
    2,847
    
    
    
    
    
    
    
    2,847Share options exercised
    
    
    545,667
    
    
    
    28
    
    
    
    4,353
    
    
    
    
    
    
    
    
    
    
    
    4,381
    
    
    
    
    
    
    
    4,381Shares vested #
    
    
    10,102
    
    
    
    
    
    
    
    170
    
    
    
    (170
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Exercise of options previously expensed under IFRS 2
    
    
    
    
    
    
    
    
    
    
    1,297
    
    
    
    (1,297
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Dividends relating to 2006
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (6,874
    )
    
    
    (6,874
    )
    
    
    
    
    
    
    (6,874
    )Capital raising
    
    
    6,821,000
    
    
    
    341
    
    
    
    240,099
    
    
    
    
    
    
    
    
    
    
    
    240,440
    
    
    
    
    
    
    
    240,440Costs associated with capital raising
    
    
    
    
    
    
    
    
    
    
    (8,758
    )
    
    
    
    
    
    
    
    
    
    
    (8,758
    )
    
    
    
    
    
    
    (8,758
    )BALANCE AT DEC 31, 2007
    
    
    76,140,330
    
    
    
    3,809
    
    
    
    450,814
    
    
    
    (69,391
    )
    
    
    213,567
    
    
    
    598,799
    
    
    
    8,294
    
    
    
    607,093Movement on cash flow hedgesTransfer to profit for the period
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    35,901
    
    
    
    
    
    
    
    35,901
    
    
    
    
    
    
    
    35,901Fair value movement on financial instruments
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (3,050
    )
    
    
    
    
    
    
    (3,050
    )
    
    
    
    
    
    
    (3,050
    )Other comprehensive income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    32,851
    
    
    
    
    
    
    
    32,851
    
    
    
    
    
    
    
    32,851Net profit for the period
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    41,569
    
    
    
    41,569
    
    
    
    5,451
    
    
    
    47,020Total comprehensive income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    32,851
    
    
    
    41,569
    
    
    
    74,420
    
    
    
    5,451
    
    
    
    79,871Share-based payments
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    6,471
    
    
    
    
    
    
    
    6,471
    
    
    
    
    
    
    
    6,471Share options exercised
    
    
    353,400
    
    
    
    18
    
    
    
    3,842
    
    
    
    
    
    
    
    
    
    
    
    3,860
    
    
    
    
    
    
    
    3,860Exercise of options previously expensed under IFRS 2
    
    
    
    
    
    
    
    
    
    
    1,158
    
    
    
    (1,158
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Shares vested #
    
    
    6,594
    
    
    
    
    
    
    
    160
    
    
    
    (160
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Dividends relating to 2007
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (9,154
    )
    
    
    (9,154
    )
    
    
    
    
    
    
    (9,154
    )BALANCE AT DEC 31, 2008
    
    
    76,500,324
    
    
    
    3,827
    
    
    
    455,974
    
    
    
    (31,387
    )
    
    
    245,982
    
    
    
    674,396
    
    
    
    13,745
    
    
    
    688,141Movement on cash flow hedgesTransfer to profit for the period
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    44,339
    
    
    
    
    
    
    
    44,339
    
    
    
    
    
    
    
    44,339Fair value movement on financial instruments
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (17,609
    )
    
    
    
    
    
    
    (17,609
    )
    
    
    
    
    
    
    (17,609
    )Other comprehensive income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    26,730
    
    
    
    
    
    
    
    26,730
    
    
    
    
    
    
    
    26,730Net profit for the period
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    69,400
    
    
    
    69,400
    
    
    
    14,863
    
    
    
    84,263Currency translation differences
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,386
    
    
    
    
    
    
    
    1,386
    
    
    
    (339
    )
    
    
    1,047Gain on available-for-sale financial assets
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    8,970
    
    
    
    
    
    
    
    8,970
    
    
    
    
    
    
    
    8,970Total comprehensive income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    37,086
    
    
    
    69,400
    
    
    
    106,486
    
    
    
    14,524
    
    
    
    121,010Share-based payments
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    9,564
    
    
    
    
    
    
    
    9,564
    
    
    
    
    
    
    
    9,564Share options exercised
    
    
    1,214,248
    
    
    
    61
    
    
    
    32,516
    
    
    
    
    
    
    
    
    
    
    
    32,577
    
    
    
    
    
    
    
    32,577Exercise of options previously expensed under IFRS 2
    
    
    
    
    
    
    
    
    
    
    16,526
    
    
    
    (16,526
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Shares vested #
    
    
    7,454
    
    
    
    
    
    
    
    261
    
    
    
    (261
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Dividend relating to 2008
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (9,967
    )
    
    
    (9,967
    )
    
    
    
    
    
    
    (9,967
    )Capital raising
    
    
    5,750,000
    
    
    
    287
    
    
    
    341,844
    
    
    
    
    
    
    
    
    
    
    
    342,131
    
    
    
    
    
    
    
    342,131Costs associated with capital raising
    
    
    
    
    
    
    
    
    
    
    (12,388
    )
    
    
    
    
    
    
    
    
    
    
    (12,388
    )
    
    
    
    
    
    
    (12,388
    )Moto acquisition (note 29)
    
    
    6,628,769
    
    
    
    331
    
    
    
    483,038
    
    
    
    20,317
    
    
    
    
    
    
    
    503,686
    
    
    
    23,030
    
    
    
    526,716Acquisition of 10% of issued shares of Kibali (note 29)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (14,524
    )
    
    
    (14,524
    )BALANCE AT DEC 31, 2009
    
    
    90,100,795
    
    
    
    4,506
    
    
    
    1,317,771
    
    
    
    18,793
    
    
    
    305,415
    
    
    
    1,646,485
    
    
    
    36,775
    
    
    
    1,683,260
       F-5




---



##### 



#
    
    Restricted shares were issued to non-executive directors as remuneration. The transfer
between other reserves and share premium in respect of the shares vested represents the
cost calculated in accordance with IFRS 2. F-6




---



##### 



RANDGOLD RESOURCES LIMITED
 
 CONSOLIDATED STATEMENTS OF CASH FLOWS
 FOR THE YEARS ENDED DECEMBER 31,
 US$000
    
    Note
    
    2009
    
    2008
    
    2007CASH FLOW FROM OPERATING ACTIVITIESProfit after tax
    
    
    
    
    
    
    84,263
    
    
    
    47,020
    
    
    
    45,628Income tax expense
    
    
    
    
    
    
    21,450
    
    
    
    24,564
    
    
    
    21,273Profit before income tax
    
    
    
    
    
    
    105,713
    
    
    
    71,584
    
    
    
    66,901Net interest received
    
    
    
    
    
    
    (1,529
    )
    
    
    (5,997
    )
    
    
    (2,636
    )Provision for financial assets
    
    
    
    
    
    
    9,580
    
    
    
    10,350
    
    
    
    Depreciation and amortization
    
    
    
    
    
    
    28,502
    
    
    
    21,333
    
    
    
    20,987Ineffectiveness on cash flow hedges
    
    
    
    
    
    
    242
    
    
    
    363
    
    
    
    323Non-cash effect of roll forward of hedges
    
    
    
    
    
    
    (1,336
    )
    
    
    
    
    
    
    7,036Unwind of discount on provisions for environmental rehabilitation
    
    
    
    
    
    
    492
    
    
    
    443
    
    
    
    554Share-based payment
    
    
    
    
    
    
    9,654
    
    
    
    6,471
    
    
    
    2,847Profit on disposal of Kiaka
    
    
    13
    
    
    
    (10,658
    )
    
    
    
    
    
    
    140,570
    
    
    
    104,547
    
    
    
    96,012Effects of changes in operating working capital items:receivables
    
    
    
    
    
    
    (73,683
    )
    
    
    8,629
    
    
    
    (23,289
    )inventories and ore stockpiles
    
    
    
    
    
    
    (12,673
    )
    
    
    (30,012
    )
    
    
    (24,786
    )trade and other payables
    
    
    
    
    
    
    25,628
    
    
    
    (26,618
    )
    
    
    23,897Cash generated from operations before interest and tax
    
    
    
    
    
    
    79,842
    
    
    
    56,546
    
    
    
    71,834Interest received
    
    
    
    
    
    
    3,444
    
    
    
    9,335
    
    
    
    7,887Interest paid
    
    
    
    
    
    
    (1,915
    )
    
    
    (3,338
    )
    
    
    (5,251
    )Income tax paid
    
    
    
    
    
    
    (17,624
    )
    
    
    (5,042
    )
    
    
    (12,237
    )Net cash generated from operating activities
    
    
    
    
    
    
    63,747
    
    
    
    57,501
    
    
    
    62,233CASH FLOW FROM INVESTING ACTIVITIESAdditions to property, plant and equipment
    
    
    
    
    
    
    (196,701
    )
    
    
    (85,038
    )
    
    
    (47,905
    )Net cash inflow from acquisitions of Moto and Kibali
    
    
    29
    
    
    
    114,217
    
    
    
    
    
    
    
    Acquisition of available-for-sale financial assets
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (48,950
    )Net cash used by investing activities
    
    
    
    
    
    
    (82,484
    )
    
    
    (85,038
    )
    
    
    (96,855
    )CASH FLOW FROM FINANCING ACTIVITIESProceeds from issue of ordinary shares
    
    
    
    
    
    
    362,320
    
    
    
    3,860
    
    
    
    236,063Decrease in long term loans
    
    
    
    
    
    
    (1,556
    )
    
    
    (3,721
    )
    
    
    (43,740
    )Dividends paid to companys shareholders
    
    
    
    
    
    
    (9,967
    )
    
    
    (9,154
    )
    
    
    (6,874
    )Cash generated from/(used by) financing activities
    
    
    
    
    
    
    350,787
    
    
    
    (9,015
    )
    
    
    185,449NET (DECREASE)/INCREASE IN CASH AND CASH EQUIVALENTS
    
    
    
    
    
    
    332,050
    
    
    
    (36,552
    )
    
    
    150,827CASH AND CASH EQUIVALENTS AT BEGINNING OF YEAR
    
    
    
    
    
    
    257,631
    
    
    
    294,183
    
    
    
    143,356CASH AND CASH EQUIVALENTS AT END OF YEAR
    
    
    
    
    
    
    589,681
    
    
    
    257,631
    
    
    
    294,183
   F-7




---



##### 



RANDGOLD RESOURCES LIMITED
 
 NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS
 1. NATURE OF OPERATIONS
   2. SIGNIFICANT ACCOUNTING POLICIES
  BASIS OF PREPARATION:
    F-8




---



##### 



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
         F-9




---



##### 



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
           F-10




---



##### 



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
        F-11




---



##### 



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 CONSOLIDATION:
 SUBSIDIARIES:
   JOINT VENTURE:
   INVESTMENT IN SUBSIDIARIES AND JOINT VENTURES:
 SEGMENT REPORTING:
 FOREIGN CURRENCY TRANSLATION:
 Functional and presentation currency
  F-12




---



##### 



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 Transactions and balances
  Group companies
  
    
    Assets and liabilities for each statement of financial position presented are
translated at the closing rate at the date of that statement of financial position;
    
    Income and expenses for each statement of comprehensive income are translated at
average exchange rates (unless this average is not a reasonable approximation of the
cumulative effect of the rates prevailing on the transaction dates, in which case income
and expenses are translated at the rate on the dates of the transactions); and
    
    All resulting exchange differences are recognized as a separate component of equity.
 INTANGIBLE ASSETS:
 Mineral properties
  PROPERTY, PLANT AND EQUIPMENT:
 Undeveloped properties
  Long-lived assets
  Short-lived assets
  F-13




---



##### 



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 Depreciation and amortization
  Impairment
  STRIPPING COSTS:
 INVENTORIES:
 INTEREST/BORROWING COSTS:
 FINANCIAL INSTRUMENTS:
 F-14




---



##### 



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 DERIVATIVES:
 Cash flow hedge
   RECEIVABLES:
 CASH AND CASH EQUIVALENTS:
 AVAILABLE-FOR-SALE FINANCIAL ASSETS:
 F-15




---



##### 



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 BORROWINGS:
 ACCOUNTS PAYABLE:
 REHABILITATION COSTS:
  PROVISIONS:
 CURRENT TAX:
 DEFERRED TAXATION:
   SHARE CAPITAL:
 EMPLOYEE BENEFITS:
 Pension obligations
  Termination benefits
  F-16




---



##### 



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
  Profit-sharing and bonus plans
  Share-based payments
   LEASES:
  REVENUE RECOGNITION:
 EXPLORATION AND EVALUATION COSTS:
 
    
    Exploration and evaluation expenditure on brownfield sites, being those adjacent to
mineral deposits which are already being mined or developed, is expensed as incurred until
the directors are able to demonstrate that future economic benefits are probable through the
completion of a prefeasibility study, after which the expenditure is capitalized as a mine
development cost. A prefeasibility study consists of a comprehensive study of the
viability of a mineral project that has advanced to a stage where the mining method, in the
case of underground mining, or the pit configuration, in the case of an open pit, has been
established, and which, if an effective method of mineral processing has been determined,
includes a financial analysis based on reasonable assumptions of technical, engineering,
operating economic factors and the evaluation of other relevant factors. The prefeasibility
study, when combined with existing knowledge of the mineral property that is adjacent to
mineral deposits
 F-17




---



##### 



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 that are already being mined or developed, allow the directors to conclude that it is more
likely than not that the group will obtain future economic benefit from the expenditures.
    
    Exploration and evaluation expenditure on greenfield sites, being those where the group
does not have any mineral deposits which are already being mined or developed, is expensed
until such time as the directors have sufficient information to determine that future
economic benefits are probable. The information required by directors is typically a final
feasibility study, however, a prefeasibility study may be deemed to be sufficient where the
additional work required to prepare a final feasibility study is not significant.
    
    Exploration and evaluation expenditure relating to extensions of mineral deposits which
are already being mined or developed, including expenditure on the definition of
mineralization of such mineral deposits, is capitalized as a mine development cost following
the completion of an economic evaluation equivalent to a prefeasibility study. This
economic evaluation is distinguished from a prefeasibility study in that some of the
information that would normally be determined in a prefeasibility study is instead obtained
from the existing mine or development. This information when combined with existing
knowledge of the mineral property already being mined or developed allow the directors to
conclude that more likely than not the group will obtain future economic benefit from the
expenditures. Costs relating to property acquisitions are capitalized within development
costs.
 DIVIDEND DISTRIBUTION:
 EARNINGS PER SHARE:
 DILUTED EARNINGS PER SHARE:
 3. CRITICAL ACCOUNTING ESTIMATES AND JUDGMENTS
    Future rehabilitation obligations
  Gold price assumptions
  US$
    
    2009
    
    2008Morila
    
    
    700
    
    
    
    650Loulo: Open pit
    
    
    700
    
    
    
    650Loulo: Underground
    
    
    700
    
    
    
    650Tongon
    
    
    700
    
    
    
    650Kibali
    
    
    700
    
    
    
    Massawa
    
    
    700
    
    
    
    Gounkoto
    
    
    700
    
    
    
    
  F-18




---



##### 



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 Determination of ore reserves
   Uncertainties relating to transactions with a contractor
  Indirect taxes receivable
  Derivative valuation
  Dec. 31, 2009
    
    Dec. 31, 2008LIBOR rates
    
    
    1.21  0.25
    %
    
    
    3.92  1.83
    %Spot gold prices
    
    US$
    1,096
    
    
    US$
    865Gold lease rates
    
    
    0.77
    %
    
    
    0.23  1.11
    %
 Share-based payments
  Areas of judgment
        F-19




---



##### 



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
      4. INCOME AND MINING TAXES
 Dec. 31,
    
    Dec. 31,
    
    Dec. 31,US$000
    
    Note
    
    2009
    
    2008
    
    2007Current taxation
    
    
    
    
    
    
    18,435
    
    
    
    22,395
    
    
    
    19,454Deferred taxation
    
    
    12
    
    
    
    3,015
    
    
    
    2,169
    
    
    
    1,81921,450
    
    
    
    24,564
    
    
    
    21,273The tax on the groups profit before
tax differs from the theoretical
amount that would arise using the
statutory tax rate applicable to the
groups Malian operations.Profit before tax
    
    
    
    
    
    
    105,713
    
    
    
    71,584
    
    
    
    66,901Tax calculated at tax rate of 35%
    
    
    
    
    
    
    37,000
    
    
    
    25,054
    
    
    
    23,415Reconciling itemsIncome taxed at 0%
    
    
    
    
    
    
    (8,958
    )
    
    
    (10,107
    )
    
    
    (3,418
    )Expenses deductible at 0%
    
    
    
    
    
    
    18,184
    
    
    
    18,629
    
    
    
    11,201Mali tax holiday permanent differences
    
    
    
    
    
    
    (26,695
    )
    
    
    (8,976
    )
    
    
    (10,981
    )Capital allowances not deductible
    
    
    
    
    
    
    3,015
    
    
    
    2,169
    
    
    
    1,819Other permanent differences
    
    
    
    
    
    
    (1,096
    )
    
    
    (2,205
    )
    
    
    (763
    )Taxation charge
    
    
    
    
    
    
    21,450
    
    
    
    24,564
    
    
    
    21,273
  5. SHARE CAPITAL AND PREMIUM
   F-20




---



##### 



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 6. EARNINGS AND DIVIDENDS PER SHARE
 FOR THE YEAR ENDED DECEMBER 31, 2009Income
    
    
    
    
    
    
    Per share(numerator)
    
    
    Shares
    
    
    AmountUS$000
    
    
    (denominator)
    
    
    US$BASIC EARNINGS PER SHAREShares outstanding at January 1, 2009
    
    
    
    
    
    
    76,500,324Weighted number of shares issued
    
    
    
    
    
    
    4,522,466Income available to shareholders
    
    
    69,400
    
    
    
    81,022,790
    
    
    
    0.86EFFECT OF DILUTIVE SECURITIESWeighted stock options issued to employees
    
    
    
    
    
    
    1,139,061Diluted earnings per share
    
    
    69,400
    
    
    
    82,161,851
    
    
    
    0.84
 FOR THE YEAR ENDED DECEMBER 31,2008Shares outstanding at January 1, 2008
    
    
    
    
    
    
    76,140,330
    
    
    
    Weighted number of shares issued
    
    
    
    
    
    
    159,786
    
    
    
    Income available to shareholders
    
    
    41,569
    
    
    
    76,300,116
    
    
    
    0.54EFFECT OF DILUTIVE SECURITIESWeighted stock options issued to employees
    
    
    
    
    
    
    1,240,082
    
    
    
    Diluted earnings per share
    
    
    41,569
    
    
    
    77,540,198
    
    
    
    0.54
 FOR THE YEAR ENDED DECEMBER 31,2007Shares outstanding at January 1, 2007
    
    
    
    
    
    
    68,763,561
    
    
    
    Weighted number of shares issued
    
    
    
    
    
    
    825,422
    
    
    
    Income available to shareholders
    
    
    42,041
    
    
    
    69,588,983
    
    
    
    0.60EFFECT OF DILUTIVE SECURITIESWeighted stock options issued to employees
    
    
    
    
    
    
    682,932
    
    
    
    Diluted earnings per share
    
    
    42,041
    
    
    
    70,271,915
    
    
    
    0.60
   7. RECEIVABLES
 US$000
    
    Notes
    
    
    Dec. 31, 2009
    
    
    Dec. 31, 2008Trade
    
    
    
    
    
    
    21,428
    
    
    
    9,559Advances to contractors
    
    
    7.1
    
    
    
    28,544
    
    
    
    12,064Taxation debtor
    
    
    7.2
    
    
    
    42,134
    
    
    
    9,858Prepayments and other receivables
    
    
    7.3
    
    
    
    37,125
    
    
    
    26,557129,231
    
    
    
    58,038Impairment provision
    
    
    
    
    
    
    (2,153
    )
    
    
    (1,136
    )Total
    
    
    
    
    
    
    127,078
    
    
    
    56,902Less: current portion
    
    
    
    
    
    
    (121,786
    )
    
    
    (47,499
    )Long term portion
    
    
    
    
    
    
    5,292
    
    
    
    9,403
 
 7.1
    
    Advances to contractors comprise advances made to a contractor at Loulo, MDM Ferroman (Pty)
Ltd (in liquidation) (MDM) (US$11.6 million) (2008: US$12.1 million), as well as advances
made to BCM (US$6.7 million) (2008: US$0), Afrilog (US$9.2 million) (2008: US$0) and Shaft
Sinkers (US$1.1 million) (2008: US$0). Significant uncertainties exist relating to the
recoverability of advances made to MDM. More detail is given in note 25 to the financial
statements.7.2
    
    The taxation debtor relates to indirect taxes owing to the group by the State of Mali,
including TVA balances at both Loulo (US$37 million) and Morila (US$2.6 million), as well as
refundable duty taxes (US$1.7 million) and custom duties (US$0.7 million).7.3
    
    Prepayments and other receivables include a balance of US$3.7 million (US$1.8 million is
included in non-current receivables) of deferred cash consideration in respect of the sale of
the Kiaka project. Please refer to note 13 for further details. F-21




---



##### 



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 US$000
    
    Dec. 31, 2009
    
    
    Dec. 31, 2008The fair values of trade and other receivables are as follows:Trade
    
    
    21,428
    
    
    
    9,559Advances to contractors
    
    
    27,527
    
    
    
    12,064Taxation debtor
    
    
    40,998
    
    
    
    8,722Prepayments and other receivables
    
    
    37,125
    
    
    
    26,557127,078
    
    
    
    56,902
  Dec. 31, 2009
    
    
    Dec. 31, 2008
    
    
    Dec. 31, 2007AT JANUARY 1  taxation debtor
    
    
    1,136
    
    
    
    1,136
    
    
    
    3,183Provision for receivables impairment  advances to contractors
    
    
    1,017
    
    
    
    
    
    
    
    Unused amounts reversed
    
    
    
    
    
    
    
    
    
    
    (2,047
    )AT DECEMBER 31,
    
    
    2,153
    
    
    
    1,136
    
    
    
    1,136
     8. INVENTORIES AND ORE STOCKPILES
 US$000
    
    Dec. 31, 2009
    
    
    Dec. 31, 2008Consumable stores
    
    
    58,334
    
    
    
    38,621Short term portion of ore stockpiles
    
    
    46,336
    
    
    
    40,140Gold in process
    
    
    4,443
    
    
    
    3,020Total current asset inventories and ore stockpiles
    
    
    109,113
    
    
    
    81,781Long term portion of ore stockpiles
    
    
    34,178
    
    
    
    48,831Total inventories and ore stockpiles
    
    
    143,291
    
    
    
    130,612
  F-22




---



##### 



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 9. PROPERTY, PLANT AND EQUIPMENT
 US$000
    
    Dec. 31, 2009
    
    
    Dec. 31, 2008Mine properties, mine development costs and mine plant facilities and equipmentCostAt the beginning of year
    
    
    434,997
    
    
    
    347,422Additions
    
    
    199,583
    
    
    
    87,575634,580
    
    
    
    434,997Accumulated depreciation and amortizationAt the beginning of the year
    
    
    98,859
    
    
    
    77,526Charge for the year
    
    
    28,502
    
    
    
    21,333127,361
    
    
    
    98,859NET BOOK VALUE
    
    
    507,219
    
    
    
    336,138
 Long-lived assets
  Short-lived assets
  Undeveloped property
  10. MINERAL PROPERTIES
 US$000
    
    Dec. 31, 2009
    
    
    Dec. 31, 2008CostAt the beginning of year
    
    
    
    
    
    
    Acquisitions
    
    
    405,779
    
    
    
    405,779
    
    
    
    AmortizationAt the beginning of the year
    
    
    
    
    
    
    Charge for the year
    
    
    
    
    
    
    NET BOOK VALUE
    
    
    405,779
    
    
    
    
  F-23




---



##### 



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 11. JOINT VENTURES
  US$000
    
    Dec. 31, 2009
    
    
    Dec. 31, 2008Non-current assets
    
    
    59,310
    
    
    
    79,156Current assets
    
    
    58,565
    
    
    
    59,020Total assets
    
    
    117,875
    
    
    
    138,176Non-current liabilities
    
    
    9,306
    
    
    
    8,504Current liabilities
    
    
    21,108
    
    
    
    16,712Total liabilities
    
    
    30,414
    
    
    
    25,216
  US$000
    
    Dec. 31, 2009
    
    
    Dec. 31, 2008Non-current assets
    
    
    333,327
    
    
    
    Current assets
    
    
    8,800
    
    
    
    Total assets
    
    
    342,127
    
    
    
    Non-current liabilities
    
    
    
    
    
    
    Current liabilities
    
    
    (5,344
    )
    
    
    Total liabilities
    
    
    (5,344
    )
    
    
    
   F-24




---



##### 



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 12. DEFERRED TAXATION
 US$000
    
    Note
    
    
    Dec. 31, 2009
    
    
    Dec. 31, 2008Deferred tax is calculated on temporary
differences under the liability method using a
tax rate of 35% (2008: 35%).The movement on deferred taxation is as follows:At the beginning of the year
    
    
    
    
    
    
    1,457
    
    
    
    (712
    )Statement of comprehensive income charge
    
    
    4
    
    
    
    3,015
    
    
    
    2,169At the end of the year
    
    
    
    
    
    
    4,472
    
    
    
    1,457
 US$000
    
    Note
    
    
    Dec. 31, 2009
    
    
    Dec. 31, 2008Deferred taxation assets and liabilities comprise the following:Decelerated tax depreciation
    
    
    
    
    
    
    4,762
    
    
    
    3,016Deferred taxation liability
    
    
    
    
    
    
    4,762
    
    
    
    3,016Deferred stripping
    
    
    
    
    
    
    (290
    )
    
    
    (1,559
    )Deferred taxation asset
    
    
    
    
    
    
    (290
    )
    
    
    (1,559
    )Net deferred taxation liability/(asset)
    
    
    
    
    
    
    4,472
    
    
    
    1,457
  13. AVAILABLE-FOR-SALE FINANCIAL ASSETS
 US$000
    
    Dec. 31, 2009
    
    Dec. 31, 2008BEGINNING OF YEAR
    
    
    38,600
    
    
    
    48,950Impairment of auction rate securities
    
    
    (9,580
    )
    
    
    (10,350
    )Additions
    
    
    8,831
    
    
    
    Fair value movement recognized in equity
    
    
    8,970
    
    
    
    Exchange differences
    
    
    9
    
    
    
    At December 31
    
    
    46,830
    
    
    
    38,600Less: non-current portion
    
    
    (29,020
    )
    
    
    (38,600
    )Current portion
    
    
    17,810
    
    
    
    
    US$000
    
    Dec. 31, 2009
    
    Dec. 31, 2008Available-for-sale financial assets include the following:Investments in US auction rate securities
    
    
    29,020
    
    
    
    38,600
  F-25




---



##### 



RANDGOLD RESOURCES LIMITED  NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
  
    
    Credit ratings of the underlying collateral.
    
    Average maturity of the underlying collateral.
    
    Default ratios, which are prepared by the credit rating agencies on the basis of
historical default data. The key inputs used by the company to determine the appropriate
default ratio to apply are the average maturity and credit ratings of the underlying
collateral.
    
    Recovery ratios applied in the event of default of the underlying collateral.
  14. ACCOUNTS PAYABLE AND ACCRUED LIABILITIES
 US$000
    
    Dec. 31, 2009
    
    
    Dec. 31, 2008Trade payables
    
    
    16,139
    
    
    
    13,405Payroll and other compensation
    
    
    6,325
    
    
    
    4,951Accruals and other payables
    
    
    59,616
    
    
    
    29,75482,080
    
    
    
    48,110Accruals and other payables include the following items:Randgold Resources Limited Accrual for the payment to NMCI in respect of the acquisition of a further 5% in
Tongon
    
    
    8,000
    
    
    
     Accruals related to transaction costs for the acquisition of joint venture interest
Moto Goldmines Ltd
    
    
    7,707
    
    
    
    Societe des Mines de Loulo SA Accruals related to stocks held by third party
    
    
    13,159
    
    
    
    8,368 Trading accruals
    
    
    12,968
    
    
    
    9,037Societe des Mines de Morila SA Trading accruals
    
    
    5,891
    
    
    
    7,226RAL 1 Ltd Other payables
    
    
    5,188
    
    
    
    Other payables
    
    
    6,703
    
    
    
    5,12359,616
    
    
    
    29,754
 15. PROVISION FOR ENVIRONMENTAL REHABILITATION
 US$000
    
    Dec. 31, 2009
    
    
    Dec. 31, 2008Opening balance
    
    
    14,054
    
    
    
    11,074Unwinding of discount
    
    
    492
    
    
    
    443Change in estimates
    
    
    2,370
    
    
    
    2,53716,916
    
    
    
    14,054
  F-26




---



##### 



RANDGOLD RESOURCES LIMITED  NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
  16. BORROWINGS
 US$000
    
    Note
    
    
    Dec. 31, 2009
    
    
    Dec. 31, 2008Morila power plant finance lease
    
    
    16.1
    
    
    
    1,096
    
    
    
    1,792Morila oxygen plant finance lease
    
    
    16.2
    
    
    
    188
    
    
    
    370Loulo CAT finance lease
    
    
    16.3
    
    
    
    
    
    
    
    6001,284
    
    
    
    2,762Less: current portion
    
    
    
    
    
    
    (1,050
    )
    
    
    (1,478
    )234
    
    
    
    1,284
  Morila power plant finance lease
  Morila oxygen plant finance lease
  Loulo CAT finance lease
   US $000
    
    2009
    
    
    20080 - 12 months
    
    
    1,050
    
    
    
    8791 -5 years
    
    
    234
    
    
    
    1,2831,284
    
    
    
    2,162
 F-27




---



##### 



RANDGOLD RESOURCES LIMITED  NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
  US $000
    
    Carrying amount
    
    
    Fair value2009
    
    
    2008
    
    
    2009
    
    
    2008Finance leases
    
    
    234
    
    
    
    1,284
    
    
    
    234
    
    
    
    1,284234
    
    
    
    1,284
    
    
    
    234
    
    
    
    1,284
   US $000
    
    2009
    
    
    2008US Dollar
    
    
    1,284
    
    
    
    2,162Euro
    
    
    
    
    
    
    6001,284
    
    
    
    2,762
  Maturities
 US$000
    
    Dec. 31, 2009
    
    
    Dec. 31, 2008The borrowings mature over the following periods:Not later than 1 year
    
    
    1,050
    
    
    
    1,478Later than 1 year and not later than 5 years
    
    
    234
    
    
    
    1,284Later than 5 years
    
    
    
    
    
    
    1,284
    
    
    
    2,762
 Finance lease liabilities  minimum lease payments
 US$000
    
    Dec. 31, 2009
    
    
    Dec. 31, 2008Balance of leases outstanding
    
    
    1,780
    
    
    
    3,683Future finance charges on leases
    
    
    (496
    )
    
    
    (921
    )Present value of finance lease liabilities
    
    
    1,284
    
    
    
    2,762
  17. LOANS FROM MINORITY SHAREHOLDERS IN SUBSIDIARIES
 US$000
    
    Dec. 31, 2009
    
    
    Dec. 31, 2008SOMILO Government of Mali  principal amount
    
    
    653
    
    
    
    671Deferred interest payable
    
    
    2,292
    
    
    
    2,361Loans
    
    
    2,945
    
    
    
    3,032
  18. FINANCIAL LIABILITIES  FORWARD GOLD SALES
 US$000
    
    Dec. 31, 2009
    
    
    Dec. 31, 2008Forward gold sales
    
    
    25,312
    
    
    
    53,137Less: current portion
    
    
    (25,312
    )
    
    
    (37,388
    )Non-current portion
    
    
    
    
    
    
    15,749
  F-28




---



##### 



RANDGOLD RESOURCES LIMITED  NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 19. EMPLOYMENT COST
   US$000
    
    Dec. 31, 2009
    
    
    Dec. 31, 2008
    
    
    Dec. 31, 2007Short term benefits
    
    
    11,162
    
    
    
    7,747
    
    
    
    4,187Pension contributions
    
    
    464
    
    
    
    374
    
    
    
    174Share based payments
    
    
    9,564
    
    
    
    6,471
    
    
    
    2,847Total
    
    
    21,190
    
    
    
    14,592
    
    
    
    7,208
 Share-based payments
  US$000
    
    Note
    
    
    Dec. 31, 2009
    
    
    Dec. 31, 2008
    
    
    Dec. 31, 2007Expected life
    
    
    
    
    
    3 years

    
    
    3 years
    
    
    3 yearsVolatility
    
    
    19.1
    
    
    
    59.23
    %
    
    
    41.63
    %
    
    
    30.06
    %Risk free interest rate
    
    
    
    
    
    
    1.65
    %
    
    
    2.69
    %
    
    
    4.34
    %Dividend yield
    
    
    
    
    
    
    0
    %
    
    
    0
    %
    
    
    0
    %Weighted average share price on grant and valuation date
    
    
    19.2
    
    
    US$
    56.99
    
    
    US$
    45.27
    
    
    US$
    22.19Weighted average exercise price
    
    
    19.3
    
    
    US$
    56.99
    
    
    US$
    45.27
    
    
    US$
    22.19
 
 19.1
    
    Volatility is based on the three year historical volatility of the companys shares on each
grant date.19.2
    
    Weighted average share price for the valuation is calculated taking into account the market
price on all grant dates.19.3
    
    The weighted average exercise price is calculated taking into account the exercise price on
each grant date. Please refer to pages 74 and 75 of the Companys Annual Report on Form 20-F
for details provided on share options, including the number and weighted average exercise
price of share options outstanding at the beginning and end of each period, options granted,
exercised and lapsed during the period.19.4
    
    The exercise of the options issued in 2009 is subject to a satisfactory performance level
being achieved during the 12 month period prior to the exercise date of each tranche of
options. The minimum performance level to be achieved is defined as level 3 in the companys
performance management system. Similar performance criteria were attached to the options that
were issued in 2008. It is expected that most employees who were awarded share options would
achieve a level 3 performance. F-29




---



##### 



RANDGOLD RESOURCES LIMITED  NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
  OUTSTANDING OPTIONSWeighted AverageNumber
    
    
    Contractual Life (in
    
    
    Weighted Averageof Shares
    
    
    years)
    
    
    Exercise Price (US$)Range of Exercise Price (US$)AT DECEMBER 31, 20091.25  2.13
    
    
    30,712
    
    
    
    0.94
    
    
    
    2.112.50  3.50
    
    
    15,302
    
    
    
    2.50
    
    
    
    3.225.00  8.25
    
    
    116,556
    
    
    
    
    
    
    
    8.05  8.05
    
    
    73,800
    
    
    
    4.60
    
    
    
    8.0516.15  16.15
    
    
    13,000
    
    
    
    5.92
    
    
    
    16.1522.50  22.50
    
    
    69,300
    
    
    
    6.92
    
    
    
    22.5022.19  22.19
    
    
    1,088,500
    
    
    
    7.64
    
    
    
    22.1926.26  46.34
    
    
    489,000
    
    
    
    8.47
    
    
    
    42.0856.99  56.99
    
    
    183,000
    
    
    
    9.68
    
    
    
    56.992,079,170
    
    
    
    7.31
    
    
    
    27.72AT DECEMBER 31, 20081.25  2.13
    
    
    56,112
    
    
    
    2.25
    
    
    
    1.902.50  3.50
    
    
    15,302
    
    
    
    3.50
    
    
    
    3.225.00  8.25
    
    
    116,556
    
    
    
    
    
    
    
    8.05  8.05
    
    
    237,300
    
    
    
    5.60
    
    
    
    8.0512.78  16.15
    
    
    111,000
    
    
    
    6.62
    
    
    
    14.3622.50  22.50
    
    
    147,000
    
    
    
    7.92
    
    
    
    22.5022.19  22.19
    
    
    1,494,000
    
    
    
    8.64
    
    
    
    22.1926.26  46.34
    
    
    489,000
    
    
    
    9.47
    
    
    
    42.082,666,270
    
    
    
    7.86
    
    
    
    22.77
  OUTSTANDING OPTIONSWeighted AverageExercise AverageNumber of Shares
    
    
    (US$)Range of Exercise Price (US$)AT DECEMBER 31, 20091.25  2.13
    
    
    30,712
    
    
    
    2.112.50  3.50
    
    
    15,302
    
    
    
    3.225.00  8.25
    
    
    116,556
    
    
    
    8.05  16.15
    
    
    73,800
    
    
    
    8.0522.50  22.50
    
    
    5,300
    
    
    
    22.5022.19  22.19
    
    
    102,500
    
    
    
    22.19344,170
    
    
    
    11.81AT DECEMBER 31, 20081.25  2.13
    
    
    56,112
    
    
    
    1.902.50  3.50
    
    
    23,302
    
    
    
    3.195.00  8.25
    
    
    116,556
    
    
    
    8.05  16.15
    
    
    262,300
    
    
    
    8.6722.50  22.50
    
    
    19,000
    
    
    
    22.50447,270
    
    
    
    8.00
 F-30




---



##### 



RANDGOLD RESOURCES LIMITED  NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 Moto options
    Weighted Average
    
    
    Weighted AverageContractual Life
    
    
    Exercise PriceMoto options:
    
    Number of Shares
    
    
    (years)
    
    
    (US$)Range of exercise price (US$) At December 31, 200937.11  51.27
    
    
    183,436
    
    
    
    0.41
    
    
    
    42.82105.16  105.16
    
    
    121,800
    
    
    
    0.30
    
    
    
    105.1664.19  80.96
    
    
    67,079
    
    
    
    0.54
    
    
    
    77.43372,315
    
    
    
    0.39
    
    
    
    69.45
    
    
    40,000 restricted shares with an award date of January 1, 2009, two thirds vesting on
January 1, 2010 and the remaining third vesting on January 1, 2011. The issue price of
these shares was US$43.26.
    
    40,000 restricted shares with an award date of January 1, 2009, one third vesting on
January 1, 2010, one third vesting on January 1, 2011 and the remaining third vesting on
January 1, 2012. The issue price of these shares was US$43.26.
  20. SEGMENT INFORMATION
  Groups
    
    
    
    
    
    
    
    
    
    
    Groups
    
    
    Corporate40% share
    
    
    
    
    
    
    
    
    
    
    Share of
    
    
    and
    
    
    IntercompanyUS$000
    
    of Morila
    
    
    Loulo
    
    
    Tongon
    
    
    Kibali
    
    
    Exploration
    
    
    Eliminations
    
    
    TotalYEAR ENDED DECEMBER 31, 2009PROFIT AND LOSS Gold sales on spot
    
    
    132,231
    
    
    
    345,736
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (1,414
    )
    
    
    476,553Loss on hedging contracts
    
    
    
    
    
    
    (43,773
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (43,773
    )
 F-31




---



##### 



RANDGOLD RESOURCES LIMITED  NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 Groups
    
    
    
    
    
    
    
    
    
    
    Groups
    
    
    Corporate40% share
    
    
    
    
    
    
    
    
    
    
    Share of
    
    
    and
    
    
    IntercompanyUS$000
    
    of Morila
    
    
    Loulo
    
    
    Tongon
    
    
    Kibali
    
    
    Exploration
    
    
    Eliminations
    
    
    TotalTotal revenue
    
    
    132,231
    
    
    
    301,963
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (1,414
    )
    
    
    432,780Mining and processing costs excluding depreciation
    
    
    (57,353
    )
    
    
    (164,826
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,047
    
    
    
    (221,132
    )Depreciation and amortization
    
    
    (5,499
    )
    
    
    (22,931
    )
    
    
    
    
    
    
    (72
    )
    
    
    
    
    
    
    
    
    
    
    (28,502
    )Mining and processing costs
    
    
    (62,852
    )
    
    
    (187,757
    )
    
    
    
    
    
    
    (72
    )
    
    
    
    
    
    
    1,047
    
    
    
    (249,634
    )Transport and refining costs
    
    
    (258
    )
    
    
    (1,336
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (1,594
    )Royalties
    
    
    (7,935
    )
    
    
    (17,475
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (25,410
    )Exploration and corporate expenditure
    
    
    (505
    )
    
    
    (3,471
    )
    
    
    
    
    
    
    (1,216
    )
    
    
    (45,919
    )
    
    
    
    
    
    
    (51,111
    )Other (expenses)/income
    
    
    (4,159
    )
    
    
    (7,910
    )
    
    
    
    
    
    
    (2,086
    )
    
    
    22,888
    
    
    
    
    
    
    
    8,733Finance costs
    
    
    (1,026
    )
    
    
    (7,929
    )
    
    
    
    
    
    
    27
    
    
    
    
    
    
    
    7,013
    
    
    
    (1,915
    )Finance income
    
    
    7
    
    
    
    181
    
    
    
    
    
    
    
    170
    
    
    
    10,009
    
    
    
    (7,013
    )
    
    
    3,444Provision for financial assets
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (9,580
    )
    
    
    
    
    
    
    (9,580
    )Profit before income tax
    
    
    55,503
    
    
    
    76,266
    
    
    
    
    
    
    
    (3,177
    )
    
    
    (22,512
    )
    
    
    (367
    )
    
    
    105,713Income tax expense
    
    
    (19,004
    )
    
    
    (1,324
    )
    
    
    
    
    
    
    
    
    
    
    (1,122
    )
    
    
    
    
    
    
    (21,450
    )Net profit
    
    
    36,499
    
    
    
    74,942
    
    
    
    
    
    
    
    (3,177
    )
    
    
    (23,634
    )
    
    
    (367
    )
    
    
    84,263Capital expenditure
    
    
    (3,737
    )
    
    
    (73,869
    )
    
    
    (118,574
    )
    
    
    (35
    )
    
    
    (10,007
    )
    
    
    9,521
    
    
    
    (196,701
    )Total assets
    
    
    117,876
    
    
    
    503,242
    
    
    
    148,863
    
    
    
    342,127
    
    
    
    717,581
    
    
    
    (9,521
    )
    
    
    1,820,168Total external liabilities#
    
    
    (30,414
    )
    
    
    (89,819
    )
    
    
    
    
    
    
    (5,344
    )
    
    
    (8,386
    )
    
    
    
    
    
    
    (133,963
    )YEAR ENDED DECEMBER 31, 2008PROFIT AND LOSSGold sales on spot
    
    
    148,236
    
    
    
    225,874
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    374,110Loss on hedging contracts
    
    
    
    
    
    
    (35,538
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (35,538
    )Total revenue
    
    
    148,236
    
    
    
    190,336
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    338,572Mining and processing costs excluding depreciation
    
    
    (58,785
    )
    
    
    (119,402
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (178,187
    )Depreciation and amortization
    
    
    (5,359
    )
    
    
    (15,974
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (21,333
    )Mining and processing costs
    
    
    (64,144
    )
    
    
    (135,376
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (199,520
    )Transport and refining costs
    
    
    (297
    )
    
    
    (1,756
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (2,053
    )Royalties
    
    
    (9,072
    )
    
    
    (10,658
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (19,730
    )Exploration and corporate expenditure
    
    
    (53
    )
    
    
    (3,501
    )
    
    
    
    
    
    
    
    
    
    
    (41,609
    )
    
    
    
    
    
    
    (45,163
    )Other (expenses)/income
    
    
    (3,346
    )
    
    
    (4,011
    )
    
    
    
    
    
    
    
    
    
    
    11,188
    
    
    
    
    
    
    
    3,831Finance costs
    
    
    (1,380
    )
    
    
    (9,492
    )
    
    
    
    
    
    
    
    
    
    
    (1,267
    )
    
    
    8,801
    
    
    
    (3,338
    )Finance income
    
    
    96
    
    
    
    104
    
    
    
    
    
    
    
    
    
    
    
    17,936
    
    
    
    (8,801
    )
    
    
    9,335Provision for financial assets
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (10,350
    )
    
    
    
    
    
    
    (10,350
    )Profit before income tax
    
    
    70,040
    
    
    
    25,646
    
    
    
    
    
    
    
    
    
    
    
    (24,102
    )
    
    
    
    
    
    
    71,584Income tax expense
    
    
    (23,188
    )
    
    
    (1,284
    )
    
    
    
    
    
    
    
    
    
    
    (92
    )
    
    
    
    
    
    
    (24,564
    )Net profit
    
    
    46,852
    
    
    
    24,362
    
    
    
    
    
    
    
    
    
    
    
    (24,194
    )
    
    
    
    
    
    
    47,020Capital expenditure
    
    
    (1,100
    )
    
    
    (59,415
    )
    
    
    
    
    
    
    
    
    
    
    (24,523
    )
    
    
    
    
    
    
    (85,038
    )Total assets
    
    
    138,176
    
    
    
    365,966
    
    
    
    
    
    
    
    
    
    
    
    317,300
    
    
    
    
    
    
    
    821,442Total external liabilities#
    
    
    (25,216
    )
    
    
    (98,836
    )
    
    
    
    
    
    
    
    
    
    
    (6,217
    )
    
    
    
    
    
    
    (130,269
    )YEAR ENDED DECEMBER 31, 2007PROFIT AND LOSSGold sales on spot
    
    
    127,687
    
    
    
    185,734
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    313,421Loss on matured hedges
    
    
    
    
    
    
    (23,580
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (23,580
    )Non-cash loss on roll forward of hedges
    
    
    
    
    
    
    (7,036
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (7,036
    )Total revenue
    
    
    127,687
    
    
    
    155,118
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    282,805Mining and processing costs excluding depreciation
    
    
    (50,536
    )
    
    
    (87,880
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (138,416
    )Depreciation and amortization
    
    
    (5,428
    )
    
    
    (15,559
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (20,987
    )Mining and processing costs
    
    
    (55,964
    )
    
    
    (103,439
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (159,403
    )Transport and refining costs
    
    
    (277
    )
    
    
    (1,318
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (1,595
    )Royalties
    
    
    (8,949
    )
    
    
    (9,358
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (18,307
    )Exploration and corporate expenditure
    
    
    (832
    )
    
    
    (4,184
    )
    
    
    
    
    
    
    
    
    
    
    (30,904
    )
    
    
    
    
    
    
    (35,920
    )Other (expenses)/income
    
    
    (2,688
    )
    
    
    (7,322
    )
    
    
    
    
    
    
    
    
    
    
    5,969
    
    
    
    
    
    
    
    (4,041
    )Finance costs
    
    
    (1,357
    )
    
    
    (12,900
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    8,452
    
    
    
    (5,805
    )Finance income
    
    
    147
    
    
    
    151
    
    
    
    
    
    
    
    
    
    
    
    17,321
    
    
    
    (8,452
    )
    
    
    9,167
 F-32




---



##### 



RANDGOLD RESOURCES LIMITED  NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 Groups
    
    
    
    
    
    
    
    
    
    
    Groups
    
    
    Corporate40% share
    
    
    
    
    
    
    
    
    
    
    Share of
    
    
    and
    
    
    IntercompanyUS$000
    
    of Morila
    
    
    Loulo
    
    
    Tongon
    
    
    Kibali
    
    
    Exploration
    
    
    Eliminations
    
    
    TotalProfit before income tax
    
    
    57,767
    
    
    
    16,748
    
    
    
    
    
    
    
    
    
    
    
    (7,614
    )
    
    
    
    
    
    
    66,901Income tax expense
    
    
    (20,725
    )
    
    
    (548
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (21,273
    )Net profit
    
    
    37,042
    
    
    
    16,200
    
    
    
    
    
    
    
    
    
    
    
    (7,614
    )
    
    
    
    
    
    
    45,628Capital expenditure
    
    
    (678
    )
    
    
    (47,227
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (47,905
    )Total assets
    
    
    132,442
    
    
    
    308,224
    
    
    
    
    
    
    
    
    
    
    
    340,053
    
    
    
    
    
    
    
    780,719Total external liabilities#
    
    
    (26,863
    )
    
    
    (132,637
    )
    
    
    
    
    
    
    
    
    
    
    (11,030
    )
    
    
    
    
    
    
    (170,530
    )
 
 #
    
    Total external liabilities, excludes loans from minority shareholders and minority interests. 21. FINANCIAL RISK MANAGEMENT
  Controlling risk in the group
   
    
    Safeguarding the group core earnings stream from its major assets through the effective
control and management of gold price risk, foreign exchange risk and interest rate risk;
    
    Effective and efficient usage of credit facilities in both the short and long term
through the adoption of reliable liquidity management planning and procedures;
    
    Ensuring that investment and hedging transactions are undertaken with creditworthy
counterparts; and
    
    Ensuring that all contracts and agreements related to risk management activities are
coordinated, consistently throughout the group and comply where necessary with all relevant
regulatory and statutory requirements.
  Foreign currency and commodity price risk
   F-33




---



##### 



RANDGOLD RESOURCES LIMITED 
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 US$000
    
    Dec. 31, 2009
    
    
    Dec. 31, 2008Level of exposure of foreign currency riskCarrying value of foreign currency balancesCash and cash equivalents includes balances denominated in: Communauté Financiére Africaine franc (CFA)
    
    
    7,506
    
    
    
    (2,609
    )Euro (EUR)
    
    
    10,987
    
    
    
    11,556South African rand (ZAR)
    
    
    (668
    )
    
    
    8,830British pound (GBP)
    
    
    59
    
    
    
    335Australian dollar (AUD)
    
    
    3,617
    
    
    
    Canadian dollar (CAD)
    
    
    360
    
    
    
    Accounts receivable and prepayments include balances denominated in:Communauté Financiére Africaine franc (CFA)
    
    
    51,435
    
    
    
    24,151Euro (EUR)
    
    
    3,956
    
    
    
    377South African rand (ZAR)
    
    
    6,564
    
    
    
    571British pound (GBP)
    
    
    159
    
    
    
    1,302Australian dollar (AUD)
    
    
    1,171
    
    
    
    Canadian dollar (CAD)
    
    
    47
    
    
    
    Accounts payable includes balances denominated in:Communauté Financiére Africaine franc (CFA)
    
    
    (28,264
    )
    
    
    (25,380
    )Euro (EUR)
    
    
    (5,895
    )
    
    
    (782
    )South African rand (ZAR)
    
    
    (3,489
    )
    
    
    (362
    )British pound (GBP)
    
    
    
    
    
    
    (394
    )Australian dollar (AUD)
    
    
    (3,487
    )
    
    
    Canadian dollar (CAD)
    
    
    
    
    
    
    
  Effect of 10% strengtheningClosing
    
    
    of US$ on net earnings andexchange rate
    
    
    equity US$000Level of exposure of foreign currency riskAt December 31, 2009Euro (EUR)
    
    
    0.6977
    
    
    
    905British pound (GBP)
    
    
    0.6279
    
    
    
    22Communauté Financiére Africaine franc (CFA)
    
    
    457.66
    
    
    
    2,600South African rand (ZAR)
    
    
    7.4174
    
    
    
    241Australian dollar (AUD)
    
    
    1.1199
    
    
    
    130Canadian dollar (CAD)
    
    
    1.0494
    
    
    
    41At December 31, 2008Euro (EUR)
    
    
    0.7095
    
    
    
    1,115British pound (GBP)
    
    
    0.6910
    
    
    
    203Communauté Financiére Africaine franc (CFA)
    
    
    465.40
    
    
    
    (874
    )South African rand (ZAR)
    
    
    9.4649
    
    
    
    976Australian dollar (AUD)
    
    
    1.4487
    
    
    
    41Canadian dollar (CAD)
    
    
    1.2228
    
    
    
    
  Net open hedge position as at December 31, 2009
  F-34




---



##### 



RANDGOLD RESOURCES LIMITED 
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 All open contracts in the groups commodity hedge position as at December 31, 2009:
 US dollar/gold
    
    2010
    
    
    2011
    
    
    TotalForward salesOunces
    
    
    41,748
    
    
    
    
    
    
    
    41,748Average US$/oz
    
    
    500
    
    
    
    
    
    
    
    500
 All open contracts in the groups commodity hedge position as at December 31, 2008:
 US dollar/gold
    
    2009
    
    
    2010
    
    
    TotalForward salesOunces
    
    
    84,996
    
    
    
    41,748
    
    
    
    126,744Average US$/oz
    
    
    435
    
    
    
    500
    
    
    
    456
    Interest rate and liquidity risk
    Effective Rate %Maturity date
    
    Currency
    
    
    Amount US$000
    
    
    for the yearCash and cash equivalents:All less than 90 days
    
    

    US$
    
    
    

    589,681
    
    
    
    0.35
  Concentration of credit risk
  F-35




---



##### 



RANDGOLD RESOURCES LIMITED 
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
  Capital risk management
  2009
    
    
    2008Total borrowings
    
    
    (1,284
    )
    
    
    (2,762
    )Less: cash and cash equivalents
    
    
    589,681
    
    
    
    257,631Net cash
    
    
    588,397
    
    
    
    254,869Total equity
    
    
    1,683,260
    
    
    
    688,141Total capital
    
    
    1,094,863
    
    
    
    433,272Gearing ratio
    
    
    0
    %
    
    
    0
    %
 Maturity analysis
  Trade and
    
    
    
    
    
    

    Expected
    
    
    
    
    
    
    Otherother
    
    
    
    
    future interest
    

    

    
    
    financialUS$000
    
    payables
    
    
    Borrowings
    
    
    payments
    
    
    Derivatives
    
    
    liabilitiesAs at December 31, 2009Financial LiabilitiesWithin 1 year, on demand
    
    
    82,080
    
    
    
    1,050
    
    
    
    396
    
    
    
    25,312
    
    
    
    Between 1 and 2 years
    
    
    
    
    
    
    234
    
    
    
    100
    
    
    
    
    
    
    
    Between 2 and 3 years
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Between 3 and 4 years
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Between 4 and 5 years
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    After 5 years
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    2,945Total
    
    
    82,080
    
    
    
    1,284
    
    
    
    496
    
    
    
    25,312
    
    
    
    2,945As at December 31, 2008Financial LiabilitiesWithin 1 year, on demand
    
    
    48,110
    
    
    
    1,478
    
    
    
    425
    
    
    
    37,388
    
    
    
    Between 1 and 2 years
    
    
    
    
    
    
    950
    
    
    
    396
    
    
    
    15,749
    
    
    
    Between 2 and 3 years
    
    
    
    
    
    
    334
    
    
    
    100
    
    
    
    
    
    
    
    Between 3 and 4 years
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Between 4 and 5 years
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    After 5 years
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    3,032Total
    
    
    48,110
    
    
    
    2,762
    
    
    
    921
    
    
    
    53,137
    
    
    
    3,032
 F-36




---



##### 



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 22. FAIR VALUE OF FINANCIAL INSTRUMENTS
  Categories
    
    Carrying
    
    
    
    
    
    Carryingof Financial
    
    amount
    
    Fair value
    
    amount
    
    Fair valueUS$000
    
    Instruments
    
    Dec. 31, 2009
    
    Dec. 31, 2009
    
    Dec. 31, 2008
    
    Dec. 31, 2008Financial assetsCash and cash equivalents
    
    Loans and receivables
    
    
    589,681
    
    
    
    589,681
    
    
    
    257,631
    
    
    
    257,631Available-for-sale financial assets categorized as level 1
    
    Available-for Sale
    
    
    17,810
    
    
    
    17,810
    
    
    
    
    
    
    
    Available-for-sale financial assets categorized as level 2
    
    Available-for Sale
    
    
    29,020
    
    
    
    29,020
    
    
    
    38,600
    
    
    
    38,600Receivables
    
    Loans and receivables
    
    
    127,078
    
    
    
    127,078
    
    
    
    56,902
    
    
    
    56,902Financial liabilitiesAccounts payable
    
    Other financial liabilities
    
    
    82,080
    
    
    
    82,080
    
    
    
    48,110
    
    
    
    48,110Current portion of long term borrowings
    
    Other financial liabilities
    
    
    1,050
    
    
    
    1,050
    
    
    
    1,478
    
    
    
    1,478Long term borrowings (excluding loans from outside shareholders)
    
    Other financial liabilities
    
    
    234
    
    
    
    234
    
    
    
    1,284
    
    
    
    1,284Liabilities on forward gold sales categorized as level 1 (note 18)
    
    Derivatives used for hedging
    
    
    25,312
    
    
    
    25,312
    
    
    
    53,137
    
    
    
    53,137Government of Mali loan
    
    Other financial liabilities
    
    
    2,945
    
    
    
    2,695
    
    
    
    3,032
    
    
    
    2,642
   Carryingamount
    
    
    Forward sales
    
    
    Forward salesUS$000
    
    
    Ounces
    
    
    US$/ozDetails of the
groups on statement of
financial position
forward gold sale
contracts as at
December 31, 2009 (all
treated as cash flow
hedges):Maturity datesYear ended 2010
    
    
    25,312
    
    
    
    41,748
    
    
    
    500Total
    
    
    25,312
    
    
    
    41,748
    
    
    
    500Financial instrumentsDetails of the groups
on statement of
financial position
forward gold sale
contracts as at
December 31, 2008 (all
treated as cash flow
hedges):Maturity datesYear ended 2009
    
    
    37,388
    
    
    
    84,996
    
    
    
    435Year ended 2010
    
    
    15,749
    
    
    
    41,748
    
    
    
    500Total
    
    
    53,137
    
    
    
    126,744
    
    
    
    456
    F-37




---



##### 



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
  US$000
    
    Dec. 31, 2009
    
    
    Dec. 31, 2008Amounts deferred in equity which will reduce/(increase) revenue in future periods:2009
    
    
    
    
    
    
    36,0532010
    
    
    14,242
    
    
    
    4,91914,242
    
    
    
    40,972
 US$000The non-cash losses on rolled forward contracts for previously
designated dates which have already been recognized in profit or loss:2009
    
    
    
    
    
    
    1,3352010
    
    
    9,544
    
    
    
    9,544The ineffective loss portion of hedging contracts previously recognized
    
    
    1,526
    
    
    
    1,286Total fair value
    
    
    25,312
    
    
    
    53,137
 US$000
    
    Dec 31, 2009
    
    
    Dec 31, 2008Movement in the Hedging ReserveOpening balance
    
    
    (40,972
    )
    
    
    (73,823
    )Movement on cash flow hedgesTransfer to profit for the period
    
    
    44,339
    
    
    
    35,901Fair value movement on financial instruments
    
    
    (17,609
    )
    
    
    (3,050
    )Closing balance
    
    
    (14,242
    )
    
    
    (40,972
    )
 Estimation of fair values
       Impact on mark-to-market valuation of financial liabilities  forward gold sales
  Loulo (100%):Change in US$ gold price
    
    
    20
    
    
    
    10
    
    
    
    5
    
    
    
    2
    
    
    
    0
    
    
    
    (2
    )
    
    
    (5
    )
    
    
    (10
    )
    
    
    (20
    )Mark-to-market (US$ million)
    
    
    (26.1
    )
    
    
    (25.7
    )
    
    
    (25.5
    )
    
    
    (25.4
    )
    
    
    (25.3
    )
    
    
    (25.2
    )
    
    
    (25.1
    )
    
    
    (24.9
    )
    
    
    (24.5
    )
  Loulo (100%):Change in rate
    
    
    1.00
    %
    
    
    0.50
    %
    
    
    0.20
    %
    
    
    0.00
    %
    
    
    (0.20
    %)
    
    
    (0.50
    %)
    
    
    (1.00
    %)Mark-to-market (US$ million)
    
    
    (25.4
    )
    
    
    (25.4
    )
    
    
    (25.3
    )
    
    
    (25.3
    )
    
    
    (25.3
    )
    
    
    (25.2
    )
    
    
    (25.2
    )
 F-38




---



##### 



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
  Loulo (100%):Change in rate
    
    
    1.00
    %
    
    
    0.50
    %
    
    
    0.20
    %
    
    
    0.00
    %
    
    
    (0.20
    %)
    
    
    (0.50
    %)
    
    
    (1.00
    %)Mark-to-market (US$ million)
    
    
    (25.0
    )
    
    
    (25.2
    )
    
    
    (25.3
    )
    
    
    (25.3
    )
    
    
    (25.4
    )
    
    
    (25.5
    )
    
    
    (25.6
    )
   Loulo (100%):Change in rate
    
    
    20
    %
    
    
    10
    %
    
    
    0
    %
    
    
    (10
    %)
    
    
    (20
    %)Effect on profit and loss (US$ million)
    
    
    81.2
    
    
    
    40.6
    
    
    
    (0.0
    )
    
    
    (40.6
    )
    
    
    (81.2
    )
 Impact on mark-to-market valuation of financial liabilities  forward gold sales
  Loulo (100%):Change in US$ gold price
    
    
    20
    
    
    
    10
    
    
    
    5
    
    
    
    2
    
    
    
    0
    
    
    
    (2
    )
    
    
    (5
    )
    
    
    (10
    )
    
    
    (20
    )Mark-to-market (US$ million)
    
    
    (55.5
    )
    
    
    (54.3
    )
    
    
    (53.7
    )
    
    
    (53.4
    )
    
    
    (53.1
    )
    
    
    (53.9
    )
    
    
    (52.6
    )
    
    
    (52.0
    )
    
    
    (50.8
    )
  Loulo (100%):Change in rate
    
    
    1.00
    %
    
    
    0.50
    %
    
    
    0.20
    %
    
    
    0.00
    %
    
    
    (0.20
    %)
    
    
    (0.50
    %)
    
    
    (1.00
    %)Mark-to-market (US$ million)
    
    
    (54.3
    )
    
    
    (53.7
    )
    
    
    (53.4
    )
    
    
    (53.1
    )
    
    
    (52.9
    )
    
    
    (52.6
    )
    
    
    (52.0
    )
  Loulo (100%):Change in rate
    
    
    1.00
    %
    
    
    0.50
    %
    
    
    0.20
    %
    
    
    0.00
    %
    
    
    (0.20
    %)
    
    
    (0.50
    %)
    
    
    (1.00
    %)Mark-to-market (US$ million)
    
    
    (52.60
    )
    
    
    (52.9
    )
    
    
    (53.0
    )
    
    
    (53.1
    )
    
    
    (53.2
    )
    
    
    (53.4
    )
    
    
    (53.7
    )
   Loulo (100%):Change in rate
    
    
    20
    %
    
    
    10
    %
    
    
    0
    %
    
    
    (10
    %)
    
    
    (20
    %)Effect on profit and loss (US$ million)
    
    
    60.6
    
    
    
    30.3
    
    
    
    (0.0
    )
    
    
    (30.3
    )
    
    
    (60.6
    )
 23. COMMITMENTS AND CONTINGENT LIABILITIES
 Capital expenditure contracted for at statement of financial position date but not yet incurred is:
 US$000
    
    Dec. 31, 2009
    
    
    Dec. 31, 2008Property, plant and equipment
    
    
    135,180
    
    
    
    40,260
  Operating lease commitments
   F-39




---



##### 



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 US$000
    
    Dec. 31, 2009
    
    
    Dec. 31, 2008No later than 1 year
    
    
    342
    
    
    
    347Later than 1 year and no later than 5 years
    
    
    1,368
    
    
    
    1,387Later than 5 years
    
    
    684
    
    
    
    6942,394
    
    
    
    2,428
 
 *
    
    These payments also include payments for non-lease elements in the arrangement. 24. RELATED PARTY TRANSACTIONS
 US$000
    
    Dec. 31, 2009
    
    
    Dec. 31, 2008
    
    
    Dec. 31, 2007Management fees from Morila SA
    
    
    3,320
    
    
    
    3,381
    
    
    
    Management fees from Somilo SA
    
    
    8,641
    
    
    
    6,609
    
    
    
    6,022Interest earned on shareholder loans advanced to Somilo
    
    
    7,013
    
    
    
    8,801
    
    
    
    8,452Management fee received from Rockwell
    
    
    97
    
    
    
    56
    
    
    
    80
   US$000
    
    2009
    
    
    2008
    
    
    2007Key management remunerationShort term employee benefits
    
    
    9,491
    
    
    
    14,194
    
    
    
    6,267Share-based payments
    
    
    5,472
    
    
    
    3,070
    
    
    
    1,144Total
    
    
    14,963
    
    
    
    17,264
    
    
    
    7,411
  25. SIGNIFICANT UNCERTAINTIES RELATING TO TRANSACTIONS WITH A CONTRACTOR
    F-40




---



##### 



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
  26. MINING AND PROCESSING COSTS AND OTHER DISCLOSABLE ITEMS
  US$000
    
    Dec. 31, 2009
    
    
    Dec. 31, 2008
    
    
    Dec. 31, 2007Mine production costs
    
    
    196,318
    
    
    
    186,377
    
    
    
    136,312Movement in production inventory and ore stockpiles
    
    
    5,741
    
    
    
    (21,865
    )
    
    
    (11,534
    )Depreciation and amortization
    
    
    28,502
    
    
    
    21,333
    
    
    
    20,987Other mining and processing costs
    
    
    19,073
    
    
    
    13,675
    
    
    
    13,638249,634
    
    
    
    199,520
    
    
    
    159,403The above includes:Operating lease payments
    
    
    342
    
    
    
    347
    
    
    
    362Impairment of receivables
    
    
    1,017
    
    
    
    
    
    
    
    (2,047
    )
  27. EXPLORATION AND CORPORATE EXPENDITURE
 US$000
    
    Dec. 31, 2009
    
    
    Dec. 31, 2008
    
    
    Dec. 31, 2007Exploration and corporate expenditure comprise:Exploration expenditure
    
    
    21,829
    
    
    
    15,268
    
    
    
    18,245Corporate expenditure
    
    
    29,282
    
    
    
    29,895
    
    
    
    17,67551,111
    
    
    
    45,163
    
    
    
    35,920
 28. FINANCE INCOME AND COSTS
 US$000
    
    Dec. 31, 2009
    
    
    Dec. 31, 2008
    
    
    Dec. 31, 2007Finance income  interest income
    
    
    1,876
    
    
    
    9,335
    
    
    
    7,887Finance income  net foreign exchange gains on financing activities
    
    
    1,568
    
    
    
    
    
    
    
    1,280Finance income
    
    
    3,444
    
    
    
    9,335
    
    
    
    9,167Interest expense  borrowings
    
    
    (1,423
    )
    
    
    (1,628
    )
    
    
    (5,251
    )Finance costs  net foreign exchange losses on financing activities
    
    
    
    
    
    
    (1,267
    )
    
    
    Unwind of discount on provisions for environmental rehabilitation
    
    
    (492
    )
    
    
    (443
    )
    
    
    (554
    )Finance costs
    
    
    (1,915
    )
    
    
    (3,338
    )
    
    
    (5,805
    )Provision for financial assets
    
    
    (9,580
    )
    
    
    (10,350
    )
    
    
    Finance (loss)/income  net
    
    
    (8,051
    )
    
    
    (4,353
    )
    
    
    3,362
  F-41




---



##### 



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 29. ACQUISITION OF JOINT VENTURE INTEREST IN MOTO GOLDMINES LTD
   Fair ValueUS$000
    
    Book Values
    
    
    Adjustments
    
    
    Fair ValuesFair value of Moto net assets acquired at acquisition date:Cash and cash equivalents
    
    
    9,440
    
    
    
    
    
    
    
    9,440Property, plant and equipment
    
    
    1,024
    
    
    
    
    
    
    
    1,024Mineral properties
    
    
    226,170
    
    
    
    8,707
    
    
    
    234,877Trade and other receivables
    
    
    3,851
    
    
    
    
    
    
    
    3,851Available-for-sale financial assets
    
    
    3,150
    
    
    
    
    
    
    
    3,150Inventory
    
    
    11
    
    
    
    
    
    
    
    11Trade and other payables
    
    
    (3,911
    )
    
    
    (8,707
    )
    
    
    (12,618
    )Non-controlling interest
    
    
    (46,060
    )
    
    
    
    
    
    
    (46,060
    )193,675
    
    
    
    
    
    
    
    193,675Randgold on acquisition share of net assets acquired (50%)
    
    
    
    
    
    
    
    
    
    
    96,838Fair value of the net consideration paid by Randgold
    
    
    
    
    
    
    
    
    
    
    327,824Less Randgold share of fair value of Moto assets and liabilities acquired
    
    
    
    
    
    
    
    
    
    
    (96,838
    )Excess of fair value of consideration paid over fair value of net assets acquired
    
    
    
    
    
    
    
    
    
    
    230,986
  US$000
    
    Fair ValuesFair value of the consideration paid by Randgold comprises:Fair value of 6,628,769 shares issued at the market price of US$72.92
    
    
    483,370Cash consideration paid to Moto shareholders
    
    
    76,864Net cash consideration paid to Moto warrant and option holders
    
    
    705Fair value of 50% of the share options issued to Moto option holders
    
    
    10,094Less cash consideration paid by AngloGold Ashanti
    
    
    (76,864
    )Less cash paid by AngloGold Ashanti to Randgold
    
    
    (171,233
    )Transaction costs
    
    
    4,888Total consideration paid by Randgold
    
    
    327,824
 Acquisition of further interest in the Kibali project
  F-42




---



##### 



RANDGOLD RESOURCES LIMITED
NOTES TO THE CONSOLIDATED FINANCIAL STATEMENTS (CONTINUED)
 30. POST STATEMENT OF FINANCIAL POSITION EVENTS
   F-43




---



##### 



Schedule I  Valuation and Qualifying Accounts
 Balanceat
    
    
    Charged to
    
    
    Foreign currency
    
    
    Unused
    
    
    Balance atbeginning
    
    
    costs and
    
    
    translation
    
    
    amounts
    
    
    end of$000
    
    of period
    
    
    expenses
    
    
    adjustment
    
    
    reversed
    
    
    periodYear ended December 31, 2009Valuation allowance for impaired receivables
    
    
    1.1
    
    
    
    1.0
    
    
    
    
    
    
    
    
    
    
    
    2.1Valuation allowance for impaired asset
backed securities
    
    
    10.4
    
    
    
    9.6
    
    
    
    
    
    
    
    
    
    
    
    20.0Year ended December 31, 2008Valuation allowance for impaired receivables
    
    
    1.1
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1.1Valuation allowance for impaired asset
backed securities
    
    
    
    
    
    
    10.4
    
    
    
    
    
    
    
    
    
    
    
    10.4Year ended December 31, 2007Valuation allowance for impaired receivables
    
    
    3.2
    
    
    
    
    
    
    
    
    
    
    
    (2.1
    )
    
    
    1.1Valuation allowance for impaired asset
backed securities
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
 S-1