Exhibit 4.114
 
 
 CLASS C PREFERENCE SHARE SUBSCRIPTION
 AGREEMENT
 between
 THE TRUSTEES FOR THE TIME BEING OF THE DRDSA EMPOWERMENT
 TRUST
 and
 BLYVOORUITZICHT GOLD MINING COMPANY LIMITED


TABLE OF CONTENTS
 1 INTERPRETATION
  ..........................................................................
 
 
 3
 2 RECORDALS
  ..................................................................................
 6
 3 SUSPENSIVE  CONDITIONS
  ..........................................................
 7
 4
  SUBSCRIPTION  ALLOTMENT  AND
  ISSUE....................................
 8
 5
 RIGHTS, PRIVILEGES AND RESTRICTIONS ATTACHING TO
 
 
 
 THE CLASS C PREF
  SHARE............................................................
 
 8
 6
  BREACH...........................................................................................
 8
 7 GENERAL
 WARRANTIES...............................................................
 9
 8 CO-OPERATION
  ............................................................................
 10
 9
  PUBLICITY.......................................................................................
 10
 10 DISPUTE
 RESOLUTION................................................................
 11
 11  BENEFIT OF THE
  AGREEMENT.................................................
 12
 12 NOTICES
 AND
 DOMICILIA...............................................................
 12
 13
  GENERAL.....................................................................................
 14
 14 APPLICABLE
 LAW
 AND
 JURISDICTION
  ...........................................
 15
 15 COSTS
  ........................................................................................
 15
 16
  SIGNATURE.................................................................................
 15
 ANNEXES
 
 
 
 ANNEXE "A"
 RIGHTS, PRIVILEGES AND RESTRICTIONS OF THE CLASS C
 
 CUMULATIVE PARTICIPATING PREFERENCE SHARE


WHEREBY THE PARTIES AGREE AS FOLLOWS -
                 vice versa;
    vice versa.
            "Class C Pref Share"
     "Closing Date"
 5


"Company"
    "DRDSA"
    "Khumo Gold SPV"
    "DRDGOLD"
     "Nominated Attorneys"
     "Parties"
  "Signature Date"
   "Subscription Price"
   "Suspensive Conditions"
  inter vivos
     "Trust Loan Agreement"


entered into between DRDGOLD and the Trust contemporaneously with the
 entering into of this Agreement, and in terms of which DRDGOLD will lend and
 advance to the Trust an amount of R14,128,800.00 (fourteen million one
 hundred and twenty eight thousand eight hundred rand).
 1.3
 Any substantive provision, conferring rights or imposing obligations on a Party
 and appearing in any of the definitions in this clause 1 or elsewhere in this
 Agreement, shall be given effect to as if it were a substantive provision in the
 body of the Agreement.
 1.4
 Words and expressions defined in any clause will, unless the application of
 any such word or expression is specifically limited to that clause, bear the
 meaning assigned to such word or expression throughout this Agreement.
 1.5
 Subject to the provisions of clauses 1.6 and 1.11, defined terms appearing
 
 in this Agreement in title case will be given their meaning as defined, while
 
 the same terms appearing in lower case will be interpreted in accordance
 
 with their plain English meaning.
 1.6
 A reference to any statutory enactment will be construed as a
 reference
 to
 that enactment as at the Signature Date and as  amended  or  substituted  from
 time to time.
 1.7
 Reference to "days" will be construed as calendar days unless qualified by
 the word "business", in which instance a "business day" will be any day other
 than a Saturday, Sunday or public holiday as gazetted by the government of the
 Republic of South Africa from time to time. Any reference to "business hours"
 shall be construed as being the hours between 08h30 and 17h00 on any
 business day. Any reference to time shall be based upon Central African Time.
 1.8
 Unless specifically otherwise provided, any number of days prescribed will be
 determined by excluding the first and including the last day or, where the last
 day falls on a day that is not a business day, the next succeeding business day.


RECORDALS
    inter alia,
 inter alia
          SUSPENSIVE CONDITIONS


status quo ante
    4
 SUBSCRIPTION, ALLOTMENT AND ISSUE


5
 RIGHTS, PRIVILEGES AND RESTRICTIONS ATTACHING TO THE CLASS
 C
  PREF SHARE
    BREACH


Agreement form part of one indivisible transaction. Should either this Agreement
 or the Trust Loan Agreement be terminated for any reason whatsoever, the other
 of them shall terminate simultaneously.
  GENERAL WARRANTIES
 Each of the Parties hereby warrants to and in favour of the other that —
 7.1
 it has the legal capacity and has taken all necessary corporate action
 required to empower and authorise it to enter into this Agreement; and
 7.2
 this Agreement constitutes an agreement valid and binding on it and
 enforceable against it in accordance with its terms.
 8  CO-OPERATION
 8.1
 The Parties undertake at all times to co-operate with each other in good faith in
 order to carry out this Agreement and to implement all transactions and steps
 contemplated herein. The Parties further undertake not to take any action or to
 omit taking any action which will result in delaying or impeding the
 implementation of this Agreement.
 9
 PUBLICITY
 9.1
 Subject to the provisions of clause 9.3, each Party undertakes to keep
 confidential and not to disclose to any third party, save as may be required in law
 (including by the rules of any recognised securities exchange) or permitted in
 terms of this Agreement, the nature, content or existence of this Agreement and
 any and all information given by a Party to the other Party pursuant to this
 Agreement.
 9.2
 No announcements of any nature whatsoever shall be made by or on behalf of a
 Party relating to this Agreement without the prior consent of the other Party, save
 for any announcement or other statement required to be made in terms of the
 provisions of any law (or the rules of any recognised securities exchange) in


10
 DISPUTE RESOLUTION


in camera
           11 BENEFIT OF THE AGREEMENT
   12
 NOTICES AND DOMICILIA
  domicilia citandi et executandi


Name                            
  Physical Address
 
 Telefax
     Riverwoods Office Park Johnson Road Bedfordview
   Name                            
  Physical Address
 
 
 Telefax
     299 Pendoring Ave Blackheath


GENERAL
                     pro non scripto


14
 APPLICABLE LAW AND JURISDICTION
           15      
  COSTS
      16      
  SIGNATURE


For and on behalf of THE TRUSTEES FOR THE TIME BEING OF THE DRDSA EMPOWERMENT TRUST _______________________________ /s/ T Mogotsi Trustee
 ,
   For and on behalf of BLYVOORUITZICHT GOLD MINING COMPANY LIMITED ________________________________ Signature: Name of Signatory: /s/ LC Lamsley Designation of Signatory: COO


TERMS AND CONDITIONS OF THE CLASS C CUMULATIVE
 PARTICIPATING PREFERENCE SHARE
       "Act"
  "Company"
    "Class A Pref Share"
    "Class B Pref Share"
   "Class C Pref Share"
    "Dividend Date"
    "Dividend Period"


"DRDGOLD"
   "Holder"
  "Issue Date"
  "Preference Dividend"
   "Shareholder Loans"
   "Subscription Price"


interest on capital in terms of the Shareholder Loans.
 3.2
 Each Preference Dividend shall accrue in favour of the Holder immediately upon
 payment of any amount towards the Shareholder Loans and shall become payable
 on the next Dividend Date.
 3.3
 The Class C Pref Share shall entitle the Holder to receive Preference Dividends
 until the outstanding balance on the Shareholder Loans has been reduced to Nil.
 3.4
 On a winding-up of the Company or on any repayment of its capital, the Class C
 Pref Share shall rank, in regard to all arrears of Preference Dividends (whether
 declared or not) calculated to the date of the distribution or repayment, after the
 Class A Pref Share, equally with the Class B Pref Share, but in priority to any other
 shares for the time being issued by the Company.
 3.5
 The Class C Pref Share shall not be entitled to any further (in addition to what is
 contained herein) participation in the profits or assets of the Company or, on its
 winding-up, in the distribution of its surplus assets.
 3.6
 The Holder shall be entitled to receive notice of and be entitled to attend but not to
 vote at any general meeting of the Company in respect of the Class C Pref Share
 unless, any Preference Dividend remains in arrear and unpaid for a period of 7
 (seven) days after a Dividend Date, or a resolution is to be proposed at the general
 meeting
 3.6.1
 which directly or indirectly adversely affects the rights attached to the Class C
 Pref Share or directly affects the interests of the Holder; or
 3.6.2
 for the disposal of the whole or substantially the whole of the undertaking of the
 Company or the whole or the greater part of the assets of the Company, in
 which event the Holder shall be entitled to vote on any such resolution.
 3.7
 The Holder shall, when it is entitled to vote and is present in person or is


represented by a representative or by a proxy at a general meeting, have -
 3.7.1
 one vote on a show of hands;
 3.7.2
 so many votes on a poll as is determined in accordance with section 195 of the
 Act.
 3.8
 Notwithstanding anything to the contrary herein contained -
 3.8.1
 the terms of the Class C Pref Share may not be cancelled, varied or added to;
 and
 3.8.2
 other than the existing Class A Pref Share and the Class B Pref Share,no
 shares in the capital of the Company, ranking, as regards rights to dividends or,
 on a winding-up or return of capital, in priority to or pari passe with the Class C
 Pref Share shall be created or issued, without a special resolution of the
 Company and without the consent in writing of the Holder.
 3.9
 A certificate issued by the auditors of the Company for the time being as to the
 Preference Dividends due from time to time shall, unless and until the contrary is
 proved, be binding on the Company and all its members.
 3.10  
  The Company shall not be liable to the Holder for interest on any unclaimed
 Preference Dividend. The Company shall retain all unclaimed monies until they are
 claimed; provided that any amount remaining unclaimed for a period of 12 (twelve)
 years shall be forfeited by the Holder to the Company.


CLASS C PREFERENCE SHARE SUBSCRIPTION
 AGREEMENT
 between
   and


TABLE OF CONTENTS
 1
  INTERPRETATION..............................................................................
 
 
 3
 2
  RECORDALS.......................................................................................
 
 6
 3 SUSPENSIVE
 CONDITIONS.................................................................
 
 7
 4 SUBSCRIPTION,  ALLOTMENT  AND
  ISSUE........................................
 
 8
 5
 RIGHTS, PRIVILEGES AND RESTRICTIONS ATTACHING TO THE
 
 
 
 CLASS C PREF SHARE
  ...................................................................
 
 8
 6 BREACH
  ..............................................................................................
 
 8
 7 GENERAL
 WARRANTIES
  ....................................................................
 
 9
 8 CO-OPERATION
  ..................................................................................
 10
 9 PUBLICITY
  ............................................................................................
 10
 10 DISPUTE
 RESOLUTION......................................................................
 11
 11  BENEFIT OF THE
  AGREEMENT........................................................
 12
 12 NOTICES
 AND
 DOMICILIA
  .....................................................................
 12
 13
  GENERAL.............................................................................................
 14
 14  APPLICABLE LAW AND
  JURISDICTION............................................
 15
 15
  COSTS.................................................................................................
 15
 16
  SIGNATURE.........................................................................................
 
 15
 ANNEXES
 
 
 
 ANNEXE  "A"  RIGHTS, PRIVILEGES AND RESTRICTIONS OF THE CLASS  C
 CUMULATIVE PARTICIPATING PREFERENCE SHARE


WHEREBY THE PARTIES AGREE FOLLOWS -
 
 1 INTERPRETATION
             vice versa;
  vice versa
       "Act"
 "AFSA"
 "Agreement"
 "Class C Pref Share"
   "Closing Date"
 s1


"Company"
   "DRDGOLD"
  "DRDSA"
   "Khumo Gold SPV"
   "Nominated Attorneys"
   "Parties"
 "Signature Date"
  "Subscription Price"
  "Suspensive Conditions"
  "Trust" inter vivos
    Trust Loan Agreement"


advance to the Trust an amount of R14,128,800.00 (fourteen million one
 hundred and twenty eight thousand eight hundred rand).
 1.3
 Any substantive provision, conferring rights or imposing obligations on a Party
 and appearing in any of the definitions in this clause 1 or elsewhere in this
 Agreement, shall be given effect to as if it were a substantive provision in the
 body of the Agreement.
 1.4
 Words and expressions defined in any clause will, unless the application of any
 such word or expression is specifically limited to that clause, bear the meaning
 assigned to such word or expression throughout this Agreement.
 1.5
 Subject to the provisions of clauses 1.6 and 1.11, defined terms appearing in this
 Agreement in title case will be given their meaning as defined, while the same
 terms appearing in lower case will be interpreted in accordance with their plain
 English meaning.
 1.6
 A reference to any statutory enactment will be construed as a reference to that
 enactment as at the Signature Date and as amended or substituted from time to
 time.
 1.7
 Reference to "days" will be construed as calendar days unless qualified by the
 word "business", in which instance a "business day" will be any day other than a
 Saturday, Sunday or public holiday as gazetted by the government of the
 Republic of South Africa from time to time. Any reference to ''business hours"
 shall be construed as being the hours between 08h30 and 17h00 on any
 business day. Any reference to time shall be based upon Central African Time.
 1.8
 Unless specifically otherwise provided, any number of days prescribed will be
 determined by excluding the first and including the last day or, where the last day
 falls on a day that is not a business day, the next succeeding business day.
 1.9
 Where figures are referred to in numerals and in words, and there is any conflict


2
 RECORDALS
    inter elle,
 inter elle
         3 SUSPENSIVE
 CONDITIONS


status quo
    4        
  SUBSCRIPTION, ALLOTMENT AND ISSUE


5
 RIGHTS, PRIVILEGES AND RESTRICTIONS ATTACHING TO THE CLASS
 C PREF SHARE
    BREACH


GENERAL WARRANTIES
         CO-OPERATION
        PUBLICITY


DISPUTE RESOLUTION


10.3
 Either Party may appeal the decision of the arbitrator or arbitrators in terms of
 the AFSA rules for commercial arbitration.
 10.4
 Nothing herein contained shall be deemed to prevent or prohibit a Party from
 applying to the appropriate court for urgent relief or for judgment in relation to a
 liquidated claim.
 10.5   
  Any arbitration in terms of this clause 10 shall be conducted in camera and the
 Parties shall treat as confidential and not disclose to any third party details of the
 dispute submitted to arbitration, the conduct of the arbitration proceedings or the
 outcome of the arbitration, without the written consent of the other Party.
 10.6   
  The provisions of this clause 10 will continue to be binding on the Parties
 notwithstanding any termination or cancellation of the Agreement.
 10.7   
  The Parties agree that the written demand by a Party in terms of clause 10.1 that
 the dispute or difference be submitted to arbitration, is to be deemed to be a
 legal process for the purpose of interrupting extinctive prescription in terms of the
 Prescription Act, 1969.
 11
 BENEFIT OF THE AGREEMENT
 This Agreement will be also for the benefit of and be binding upon the
 successors in title and permitted assigns of the Parties or either of them.
 12
 NOTICES AND DOMICILIA
 12.1   
  The Parties choose as their respective domicilia citandi et executandi for the
 purpose of legal proceedings and for the purposes of giving or sending any
 notice provided for or necessary in terms of this Agreement, the following
 addresses and telefax numbers for each of them -
 Name                        
  Physical Address                
  Telefax
 Trust
 The Birches
 +27 (0) 11 457 6901
 Riverwoods
  Office Park
 Johnson
  Road
 Bedfordview


Name
 Physical Address
 Telefax
        domicilium
   domicilium.


13
 GENERAL
                     pro non scnpto


14
 APPLICABLE LAW AND JURISDICTION
          15 COSTS
      16
 SIGNATURE


THE TRUSTEES FOR THE TIME
 BEING OF THE DRDSA
 EMPOWERMENT TRUST
 _________________________________
 _
 Signature: /s/ T Mogotsi Trustee
   CROWN GOLD RECOVERIES
 (PROPRIETARY) LIMITED
 _________________________________
  _________________________________
  _________________________________
 Designation of Signatory: COO


TERMS AND CONDITIONS OF THE CLASS C CUMULATIVE
 PARTICIPATING PREFERENCE SHARE
     "Act"
  "Company"
    "Class A Pref Share"
    "Class B Pref Share"
   "Class C Pref Share"
    "Dividend Date"
    "Dividend Period"
    st
  st
   "DRDGOLD"


"Holder"
  "IDC"
    "Issue Date"
  "Preference Dividend"
   "Secured Shareholder Loans"
     "Subscription Price"


upon


pari passu
           .


CLASS C PREFERENCE SHARE SUBSCRIPTION
 AGREEMENT
 between
   and


1 INTERPRETATION
  ................................................................................
 
 
 3
 2 RECORDALS
  .........................................................................................
 
 6
 3 SUSPENSIVE
 CONDITIONS
  ..................................................................
 
 7
 4 SUBSCRIPTION,
  ALLOTMENT AND ISSUE .........................................
 
 8
 5
 RIGHTS, PRIVILEGES AND RESTRICTIONS ATTACHING TO THE
 
 
 CLASS C PREF
  SHARE......................................................................
 
 8
 6
  BREACH................................................................................................
 
 8
 7 GENERAL
 WARRANTIES
  ....................................................................
 
 9
 8 CO-OPERATION
  ..................................................................................
 
 10
 9 PUBLICITY
  ............................................................................................
 
 10
 10 DISPUTE
 RESOLUTION
  .....................................................................
 
 11
 11  BENEFIT OF THE AGREEMENT
  ......................................................
 
 12
 12  NOTICES AND DOMICILIA
  ................................................................
 
 12
 13
  GENERAL...........................................................................................
 
 14
 14  APPLICABLE LAW AND JURISDICTION
  ..........................................
 
 15
 15 COSTS
  ..............................................................................................
 
 15
 16
  SIGNATURE.......................................................................................
 15
 ANNEXES
 
 
 
 ANNEXE "A"
 RIGHTS,  PRIVILEGES AND
  RESTRICTIONS  OF  THE  CLASS  C
 CUMULATIVE PARTICIPATING PREFERENCE SHARE


WHEREBY THE PARTIES AGREE FOLLOWS -
 1.      
  INTERPRETATION
         vice versa;
  vice versa.
      "Act"
  "AFSA"
  "Agreement"
  "Class C Pref Share"
     "Closing Date"
 5`
     "Company"


"DRDGOLD"
   "DRDSA"
    "Khumo Gold SPV"
    "Nominated Attorneys"
     "Parties"
  "Signature Date"
   "Subscription Price"
   "Suspensive Conditions"
   "Trust" inter vivos
     "Trust Loan Agreement"


advance to the Trust an amount of R14,128,800.00 (fourteen million one
 hundred and twenty eight thousand eight hundred rand).
 1.3
 Any substantive provision, conferring rights or imposing obligations on a Party
 and appearing in any of the definitions in this clause 1 or elsewhere in this
 Agreement, shall be given effect to as if it were a substantive provision in the
 body of the Agreement.
 1.4
 Words and expressions defined in any clause will, unless the application of any
 such word or expression is specifically limited to that clause, bear the meaning
 assigned to such word or expression throughout this Agreement.
 1.5
 Subject to the provisions of clauses 1.6 and 1.11, defined terms appearing in this
 Agreement in title case will be given their meaning as defined, while the same
 terms appearing in lower case will be interpreted in accordance with their plain
 English meaning.
 1.6
 A reference to any statutory enactment will be construed as a reference to that
 enactment as at the Signature Date and as amended or substituted from time to
 time.
 1.7
 Reference to "days" will be construed as calendar days unless qualified by the
 word "business", in which instance a "business day" will be any day other than a
 Saturday, Sunday or public holiday as gazetted by the government of the
 Republic of South Africa from time to time. Any reference to "business hours"
 shall be construed as being the hours between 08h30 and 17h00 on any
 business day. Any reference to time shall be based upon Central African Time.
 1.8
 Unless specifically otherwise provided, any number of days prescribed will be
 determined by excluding the first and including the last day or, where the last day
 falls on a day that is not a business day, the next succeeding business day.
 1.9
 Where figures are referred to in numerals and in words, and there is any conflict
 between the two, the words will prevail, unless the context indicates a contrary


2 RECORDALS
    inter alia,
 inter alia
         3
 SUSPENSIVE CONDITIONS


status quo ante
    4        
  SUBSCRIPTION, ALLOTMENT AND ISSUE


5
 RIGHTS, PRIVILEGES AND RESTRICTIONS ATTACHING TO THE CLASS C
 PREF SHARE
    BREACH


7
 GENERAL WARRANTIES
        8
 CO-OPERATION
       9
 PUBLICITY


10      
  DISPUTE RESOLUTION


in camera
           11
 BENEFIT OF THE AGREEMENT
    12
 NOTICES AND DOMICILIA
  domicilia citandi et executandi


Name Physical Address
 Telefax
          Name
 Physical Address
 Telefax
        domicilium
   domicilium.
                 has


13
 GENERAL
                   non scripto


14
 APPLICABLE LAW AND JURISDICTION
           15      
  COSTS
      16      
  SIGNATURE


For and on behalf of THE TRUSTEES FOR THE TIME
 BEING OF THE DRDSA
 EMPOWERMENT TRUST
 __________________________________
 Signature: /s/ T Mogotsi Trustee
   EAST RAND PROPRIETARY
 MINES LIMITED
 _________________________________
  _________________________________
  _________________________________
 Designation of Signatory: COO


TERMS AND CONDITIONS OF THE CLASS C CUMULATIVE
 PARTICIPATING PREFERENCE SHARE
       "Company"
    "Class A Pref Share"
   
 "Class B Pref Share"
  
 "Class C Pref Share"
    "Debenture Deeds"
     "Dividend Date"


"Dividend Period"
  st
    st
   5t
   "DRDGOLD"
   "Holder"
 "1DC"
    "Issue Date"
  "Preference Dividend"
  "Secured Shareholder Loans"
     "Subscription Price"


to the following special conditions -
 3.1
 The Class C Pref Share carries the right in favour of the Holder to call for and
 receive, after the payment of the preference dividend payable on the Class A
 Pref Share, contemporaneously with the payment of the preference dividend
 payable on the Class B Pref Share, but in priority to any dividend on any other
 class of shares for the time being issued by the Company, a preferential
 dividend in an amount of R0.06 (six cents) (less any Secondary Tax on
 Companies, or any other dividend tax imposed in its stead which the Company
 becomes obliged to pay on every dividend of R0.06 (six cents)) for every R0.74
 (seventy four cents) that the Company pays to DRDGOLD or its successor in
 title, both towards –
 3.1.1
 capital and interest on capital in terms of the Secured Shareholder Loans; and
 3.1.2
 interest and smelter royalties in terms of, or to redeem, the debentures issued
 by the Company in terms of the Debenture Deeds.
 3.2
 Each Preference Dividend shall accrue in favour of the Holder immediately upon
 payment of any amount towards the Secured Shareholder Loans or in terms of
 the Debenture Deeds and shall become payable on the next Dividend Date.
 3.3
 The Class C Pref Share shall entitle the Holder to receive Preference Dividends
 until the –
 3.3.1  the outstanding balance on the Secured Shareholder Loans has been reduced to
 Nil; and
 3.3.2  the debentures issued under the Debenture Deeds have been redeemed in full
 and all amounts owing in respect of such debentures have been paid in full.
 3.4
 On a winding-up of the Company or on any repayment of its capital, the Class C


Pref Share shall rank, in regard to all arrears of Preference Dividends (whether
 declared or not) calculated to the date of the distribution or repayment, after the
 Class A Pref Share, equally with the Class B Pref Share, but in priority to any
 other shares for the time being issued by the Company.
 3.5
 The Class C Pref Share shall not be entitled to any further (in addition to what is
 contained herein) participation in the profits or assets of the Company or, on its
 winding-up, in the distribution of its surplus assets.
 3.6
 The Holder shall be entitled to receive notice of and be entitled to attend but not
 to vote at any general meeting of the Company in respect of the Class C Pref
 Share unless, any Preference Dividend remains in arrear and unpaid for a period
 of 7 (seven) days after a Dividend Date, or a resolution is to be proposed at the
 general meeting -
 3.6.1
 which directly or indirectly adversely affects the rights attached to the Class C
 Pref Share or directly affects the interests of the Holder; or
 3.6.2
 for the disposal of the whole or substantially the whole of the undertaking of
 the Company or the whole or the greater part of the assets of the Company, in
 which event the Holder shall be entitled to vote on any such resolution.
 3.7
 The Holder shall, when it is entitled to vote and is present in person or is
 represented by a representative or by a proxy at a general meeting, have -
 3.7.1
 one vote on a show of hands;
 3.7.2
 so many votes on a poll as is determined in accordance with section 195 of
 the Act.
 3.8
 Notwithstanding anything to the contrary herein contained -


pari passu