EXHIBIT 4.104
 OFFER FOR ONE CLASS A PREFERENCE SHARE
 
 KHUMO GOLD SPV (PROPRIETARY) LIMITED
 
 
 AND
 
 
 CROWN GOLD RECOVERIES (PTY) LTD
 (“CGR”)


2
 
 
  Interpretation
          vice versa
  vice versa


“the Closing Date”:
 
 The  fifth  (5
 th
 ) Business Days after the last of the
 Conditions have been met;
 “Holder”:
 the holder of the CGR Class A Pref Share  from time to
 time;
 “Issue Date”:
 the actual date of issue of the CGR Class A Pref Share,
 which shall be the Closing Date;
 “Subscription Price”:
 the amount of R2,728,500 (two million, seven hundred
 and twenty eight thousand, five hundred rand);
 “Khumo Gold SPV:”
 Khumo Gold SPV (Proprietary) Limited, registration
 number: 2005/029595/07, a limited liability private
 company duly incorporated in the Republic of South
 Africa;
 “the DRDGOLD – Khumo Gold
 SPV Pref Share Subscription
 Agreement”
 the subscription agreement between DRDGOLD and
 Khumo Gold SPV in terms of which DRDGOLD shall
 subscribe for 31,811 (thirty one thousand eight hundred
 and eleven) cumulative participating compulsorily
 redeemable Class A reference shares in the capital of
 Khumo Gold SPV;
 “Preference Dividend”:
 the preferential cash dividend payable to the Holder in
 accordance with the conditions in clause 2.1 of schedule
 “A”,  hereto;
 “Prime Rate”:
 the prevailing interest rate (per cent, per annum,
 compounded monthly) from time to time published by
 the Standard Bank of South Africa Limited, as being its
 prime overdraft rate (as certified by any manager of
 Standard Bank whose appointment and designation need
 not be proved);
 “Parties”
 
 the parties to this Agreement;


“DRDSA”
 DRDGOLD South African Operations (Proprietary)
 Limited, registration number: 2005/033662/07, a limited
 liability private company duly incorporated in the
 Republic of South Africa;
 
 
 
 “Dividend Period”:
 Successive periods of twelve months each, the first of
 which commences on the Issue Date;
 “Dividend Date”:
 The last Business Day of each successive Dividend
 Period, on which date the cumulative special dividend
 owing to the Holder is calculated, and becomes due and
 payable;
 “the Subscription Share(s)”
 
 The CGR Class A Pref Share.
 1.2
 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.
 1.3
 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.
 1.4
 Subject to the provisions of clauses 1.5 and 1.10, 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.
 1.5
 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.
 1.6
 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.
 1.7
 Unless specifically otherwise provided, any number of days prescribed will be determined by


5
            2  RECORDALS
 &
 OFFER
 
     inter alia,
        CONDITIONS


6
    status quo ante
    SUBSCRIPTION, ALLOTMENT AND ISSUE
                    TERMS AND CONDITIONS ATTACHING TO THE CGR CLASS A PREF SHARE
    BREACH


7
              7  MISCELLANEOUS
                     8  GOVERNING
 LAW


8
 9  DISPUTES
       domicilia citandi et executandi


9
                     10  SEVERABILITY
              /s/ JWC Sayers JWC Sayers Chief Financial Officer For: CGR 10 November 2005


10
   /s / MP Ncholo MP Ncholo Director For: KHUMO GOLD SPV 18 November 2005
     ♦


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 ♦
  RIGHTS AND CONDITIONS ATTACHING TO THE CGR CLASS A PREFERENCE SHARE


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                     pari
 passu