

| WOOLWORTHS GROUP PLC | 27/05/2004 AGM | |
|---|---|---|
| 1 | Receive the report and accounts | For |
| 2 | Declare a dividend | For |
| 3 | Appoint the auditors | Abstain |
| 4 | Fix the auditors' remuneration | For |
| 5 | Re-elect A Beeson | For |
| 6 | Re-elect G Corbett | For |
| 7 | Approve the remuneration report | Abstain |
| 8 | Issue shares with pre-emption rights | Abstain |
| 9 | Issue shares for cash | For |
| 10 | Authorise share repurchase | For |
| 11 | Approve the Group Annual Incentive Plan | Oppose |
| 12 | Approve the Group Performance Share Plan | Oppose |
| 13 | Amend the Articles of Association | For |