As filed with the Securities and Exchange Commission on May 5, 2009

UNITED STATES SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

  ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 OR

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934 OR

   SHELL COMPANY REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file number: 1-14846

(Exact Name of Registrant as Specified in its Charter)

(Jurisdiction of Incorporation or Organization)

South Africa

(Address of Principal Executive Offices)

E-mail: leatwell@anglogoldashanti.com, 76 Jeppe Street, Newtown, Johannesburg, 2001, South Africa

(Name, Telephone, E-mail and/or Facsimile number and Address of Company Contact Person)

Title of each class

Name of each exchange on which registered

American Depositary Shares

New York Stock Exchange

Ordinary Shares

New York Stock Exchange*

*     Not for trading, but only in connection with the registration of American Depositary Shares pursuant to the requirements of

the Securities and Exchange Commission

None

None

353,483,410

E Ordinary Shares of 25 ZAR cents each

3,966,941

A Redeemable Preference Shares of 50 ZAR cents each

2,000,000

B Redeemable Preference Shares of 1 ZAR cent each

778,896

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.Yes

No

If this report is an annual or transition report, indicate by check mark if the registrant is not required to file reports pursuant

to Section 13 or 15(d) of the Securities Exchange Act of 1934.

Yes    No

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the

Yes    No

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, or a non-accelerated filer.

See definition of “accelerated filer and large accelerated filer” in Rule 12b-2 of the Exchange Act.

(Check one): Large Accelerated Filer        Accelerated Filer        Non-Accelerated Filer

Indicate by check mark which basis of accounting the registrant has used to prepare the financial statements included

in this filing:

U.S. GAAP

International Financial Reporting Standards as issued by the International Accounting Standards Board    Other

If this is an annual report, indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2

of the Exchange Act).

Yes    No

2

Page

4

5

Mining 

terms

6

Financial terms

9

`                      Currency

9

Abbreviations

10

Identity of directors, senior management and advisors

11

Offer statistics and expected timetable

11

Item 3:           Key information

3A.

Selected financial data

11

3B.       Capitalization and indebtedness

15

3C.

Reasons for the offer and the use of proceeds

15

3D.       Risk factors

15

Information on the company

4A.

History and development of the company

32

4B.       Business overview

37

4C.       Organizational structure

122

4D.

Property, plants and equipment

122

Unresolved staff comments

122

Operating and financial review and prospects

123

5A.       Operating results

124

5B.

Liquidity and capital resources

151

5C.

Research and development, patents and licenses, etc

167

5D.       Trend information

167

5E.

Off-balance sheet arrangements

167

5F.

Tabular disclosure of contractual obligations

168

Directors, senior management and employees

6A.

Directors and senior management

169

6B.       Compensation

175

6C.       Board practices

180

6D.       Employees

187

6E.       Share ownership

189

Major shareholders and related party transactions

193

7A.       Major shareholders

194

7B.

Related party transactions

196

7C.

Interests of experts and counsel

196

3

Item 8:           Financial 

information

8A.

Consolidated financial statements and other financial information

197

Legal proceedings

197

Dividend policy

199

8B.       Significant changes

199

The offer and listing

9A.

Offer and listing details

200

9B.

Plan of distribution

200

9C.        Markets

201

9D.       Selling shareholders

201

9E.        Dilution

201

9F.

Expenses of the issue

201

Item 10:         Additional information

10A.     Share 

capital

202

10B.     Memorandum and articles of association

203

10C.     Material contracts

216

10D.     Exchange controls

216

10E.     Taxation

217

10F.     Dividends and paying agents

221

10G.    Statement by experts

221

10H.     Documents on display

221

10I.      Subsidiary information

221

Quantitative and qualitative disclosures about market risk

222

Description of securities other than equity securities

230

Defaults, dividend arrearages and delinquencies

231

Material modifications to the rights of security holders and use of proceeds

232

Item 15:        Controls and procedures

233

Audit committee financial expert

235

Code of ethics

235

Principal accountant fees and services

235

Exemptions from the listing standards for audit committees

236

Purchases of equity securities by the issuer and affiliated purchasers

236

Item 16F:

Change in registrant’s certifying accountant

236

Item 16G:      Corporate Governance

237

Financial statements

238

Item 18:        Financial statements

F- pages

Exhibits

4

5

6

7

8

9

$, US$ or dollar

United States dollars

ARS                                      Argentinean peso

A$ or AUD

Australian dollars

BRL                                       Brazilian real

€ or Euro

European Euro

C$                                         Canadian dollars

CHF                                       Swiss francs

GHC, cedi or ¢

Ghanaian cedi

HKD

Hong Kong dollar

N$ or NAD

Namibian dollars

Tsh                                        Tanzanian Shillings

ZAR, R or rand

South African rands

11

12

Sales and other income

2,151

2,485

2,715

3,095

3,730

Product sales

2,096

2,453

2,683

3,048

3,655

Interest, dividends and other

55

32

32

47

75

Costs and expenses

2,176

2,848

2,811

3,806

4,103

Operating costs

1,517

1,842

1,785

2,167

2,452

Royalties

27

39

59

70

78

Depreciation, depletion and amortization

445

593

699

655

615

Impairment of assets

3

141

6

1

670

Interest expense

67

80

77

75

72

Accretion expense

8

5

13

20

22

(Profit)/loss on sale of assets, realization of loans, indirect

taxes and other

(14)

(3)

(36)

10

(64)

Mining contractor termination costs

–

9

–

–

–

Non-hedge derivative loss

123

142

208

808

258

(25)

(363)

(96)

(711)

(373)

Taxation benefit/(expense)

132

121

(122)

(118)

(22)

Minority interest

(22)

(23)              (29)              (28)              (42)

Equity income/(loss) in affiliates

23

39

99

41

(149)

108

(226)

(148)

(816)

(586)

Discontinued operations

(11)

(44)

6

2

23

Income/(loss) before cumulative effect of accounting change

97

(270)

(142)

(814)

(563)

Cumulative effect of accounting change

–

(22)

–

–

–

Net income/(loss) – applicable to common stockholders                             97

(292)

(142)

(814)

(563)

Basic earnings/(loss) per common share (in $)

From continuing operations

0.43               (0.85)

(0.54)

(2.93)

(1.86)

Discontinued operations

(0.04)

(0.17)

0.02

0.01

0.07

Before cumulative effect of accounting change                                       0.39

(1.02)

(0.52)

(2.92)

(1.79)

Cumulative effect of accounting change

–

(0.08)

–

–

–

Net income/(loss) – applicable to common stockholders                          0.39

(1.10)

(0.52)

(2.92)

(1.79)

Diluted earnings/(loss) per common share (in $)

From continuing operations

0.42               (0.85)

(0.54)

(2.93)

(1.86)

Discontinued operations

(0.04)

(0.17)

0.02

0.01

0.07

Before cumulative effect of accounting change                                       0.38

(1.02)

(0.52)

(2.92)

(1.79)

Cumulative effect of accounting change

–

(0.08)

–

–

–

Net income/(loss) – applicable to common stockholders                          0.38

(1.10)

(0.52)

(2.92)

(1.79)

Dividend per common share (cents)

76

56

39

44

13

13

As at December 31,

$

$

$

(in millions, except share and per share amounts)

302

204

482

514

619

Other current assets

1,115

1,197

1,394

1,599

2,328

6,654

6,439

6,266

6,807

5,579

Goodwill and other intangibles, net

591

550

566

591

152

Materials on the leach pad (long-term)

22

116

149

190

261

712

607

656

680

512

Total assets

9,396

9,113

9,513

10,381

9,451

Current liabilities

1,469

1,874

2,467

3,795

3,445

Provision for environmental rehabilitation

209

325

310

394

302

Deferred taxation liabilities

1,518

1,152

1,275

1,345

1,008

Other long-term liabilities, and derivatives

2,295

2,539

2,092

2,232

1,290

Minority interest

59

60

61

63

84

Stockholders’ equity

3,846

3,163

3,308

2,552

3,322

Total liabilities and stockholders’ equity

9,396

9,113

9,513

10,381

9,451

10

10

10

10

12

264,462,894

264,938,432       276,236,153

277,457,471       353,483,410

Net assets

3,905

3,223

3,369

2,615

3,406

(1)     ncludes the results of operations and financial condition of Ashanti as of April 26, 2004. See “Item 4A.: History and development

14

2004

170                     180                     350                 25.62                   30.37                 55.99

2005

170

62                     232                 26.09                     9.86                 35.95

2006

210                     240                     450                 29.40                   32.38                 61.78

2007

90

53                     143                 12.44                     6.60                  19.04

2008                                                            50

50

100

6.449

4.999

11.448

2004

7.31

5.62

5.65

6.39

2005

6.92

5.64

6.33

6.35

2006

7.94

5.99

7.04

6.81

2007

7.49

6.45

6.81

7.03

2008

11.27

6.74

9.30

8.26

2009

10.70

8.58

—

9.74

15

High

Low

October 2008

11.27                           8.27

November 2008

10.64                           9.63

December 2008

10.47                           9.30

January 2009

10.26                           9.35

February 2009

10.23                           9.58

March 2009

10.54                           9.45

April 2009

9.67                           8.58

The following sections describe many of the risk factors that could affect AngloGold Ashanti. There however may be additional
risks unknown to AngloGold Ashanti and other risks, currently believed to be immaterial that could turn out to be material.
These risks, either individually or simultaneously, could significantly affect the group's business and financial results.

The risk factors highlight the group's exposure to risk without explaining how these exposures are managed and mitigated or
how some of the risks are also potential opportunities. The risk factors set out in this document have been organized into three
categories:

•      risks related to the gold mining industry generally;
•      risks related to AngloGold Ashanti’s operations; and
•      risks related to AngloGold Ashanti’s ordinary shares and American Depositary Shares (ADSs).

16

These disruptions in the financial markets and the global economic downturn may have follow-on effects on AngloGold
Ashanti's business. For example:

•      The insolvency of key suppliers could result in a supply chain break-down;
•      The failure of hedging and derivative counterparts and other financial institutions may negatively impact 
       AngloGoldAshanti's operations and financial condition;
•      Other income and expense could vary materially from expectations depending on gains or losses realized on the sale or
        exchange of financial instruments and impairment charges may be incurred with respect to AngloGold Ashanti's
        investments;
•       Other amounts realized in the future on AngloGold Ashanti's financial instruments could differ significantly from the fair
        values currently assigned to them;  
•       AngloGold Ashanti's defined benefit pension fund may not achieve expected returns on its investments, which could
        require AngloGold Ashanti to make substantial cash payments to fund any resulting deficits;
•       The absence of available credit may make it more difficult for AngloGold Ashanti to obtain, or may increase the cost of
        obtaining finance for AngloGold Ashanti's operations; and
•      A credit downgrading of companies, including AngloGold Ashanti, could adversely affect the ability of AngloGold Ashanti to
        raise new financing and could also impact the market value of AngloGold Ashanti securities.

Uncertainty regarding current global economic conditions may also increase the volatility of the market value of the AngloGold
Ashanti's securities.


Commodity market price fluctuations could adversely affect the profitability of AngloGold Ashanti's operations.

AngloGold Ashanti predominately sells gold as its main product, but also some silver and uranium. The market prices for these
commodities fluctuate widely. These fluctuations are caused by numerous factors beyond AngloGold Ashanti's control. Causes
of gold price fluctuations include the following:

•      speculative positions taken by investors or traders in gold;
•      changes in the demand for gold as an investment;
•      changes in the demand for gold used in jewellery and for other industrial uses;
•      changes in the supply of gold from production, disinvestment, scrap and hedging;
•      financial market expectations regarding the rate of inflation;
•      the strength of the dollar (the currency in which the gold price trades internationally) relative to other currencies;
•      changes in interest rates;
•      actual or expected gold sales by central banks and the International Monetary Fund;
•      gold hedging and de-hedging by gold producers;
•      global or regional political or economic events; and
•      the cost of gold production in major gold-producing nations in which AngloGold Ashanti has operations, such as South
       Africa, the United States and Australia.

17

18

Fluctuations in the price of oil and steel have a significant impact upon operating cost and capital expenditure estimates and, in
the absence of other economic fluctuations, could result in significant changes in the total expenditure estimates for new mining
projects or render certain projects non-viable. AngloGold Ashanti has no influence over the price of fuel, chemical reagents,
explosives, steel and other commodities used in its mining activities.


AngloGold Ashanti's operations and development projects could be adversely affected by shortages of, as well as the
lead times to deliver, strategic spares, critical consumables, heavy mining equipment and metallurgical plant.

Due to the significant increase in the world's demand for commodities in recent years, the global mining industry has
experienced an increase in production capacity both in terms of expansions at existing, as well as the development of new,
production facilities. There are recent indications however that this trend has now changed with a sharp decline in demand for
most commodities.

This increase in production capacity expansion has taken place, in certain instances, without a concomitant increase in the
capacity for production of certain strategic spares, critical consumables and mining and processing equipment used to operate
and construct mining operations, resulting in shortages of, and an increase in the lead times to deliver, these items.

In particular, AngloGold Ashanti and other gold mining companies have experienced shortages in critical consumables like tires
for mobile mining equipment, underground support, as well as certain critical spares for both mining equipment and processing
plants including, for example, gears for the ball-mills. In addition, AngloGold Ashanti has experienced an increase in delivery
times for these and other items. These shortages have also resulted in unanticipated increases in the price of certain of these
and other items. Shortages of critical spares, consumables and equipment result in production delays and production shortfalls.
Increases in prices result in an increase in both operating costs and the capital expenditure to maintain and develop mining
operations.

While the recent decline in demand for most commodities may alleviate shortages of, and delivery times for strategic spares,
critical consumables, heavy mining equipment and metallurgical plant, AngloGold Ashanti and other gold mining companies,
individually, have limited influence over manufacturers and suppliers of these items. In addition, the supply chain for these
items could be disrupted by global economic conditions. If AngloGold Ashanti experiences shortages, or increased lead times
in delivery of strategic spares, critical consumables, heavy mining and certain processing equipment, its results of operations
and its financial condition could be adversely affected.


Mining companies face many risks related to their operations (including their exploration and development activities)
that may adversely affect their cash flows and overall profitability.

Uncertainty and cost of mineral exploration and acquisitions

Exploration activities are speculative and are often unproductive. These activities also often require substantial expenditure to:

•      establish the presence, and to quantify the extent and grades (metal content), of mineralized material through exploration
       drilling;
•      determine appropriate metallurgical recovery processes to extract gold from the ore;
•      estimate Ore Reserves;
•      undertake feasibility studies and to estimate the technical and economic viability of the project; and
•      construct, renovate or expand mining and processing facilities.

Once gold mineralization is discovered it can take several years to determine whether Ore Reserves exist. During this time the
economic feasibility of production may change owing to fluctuations in factors that affect revenue, as well as cash and other
operating costs.

From time-to-time, AngloGold Ashanti evaluates the acquisition of Ore Reserves, development properties and operating mines,
either as stand-alone assets or as part of companies. Its decisions to acquire these properties have historically been based on
a variety of factors including historical operating results, estimates of and assumptions regarding the extent of Ore Reserves,
cash and other operating costs, gold prices and projected economic returns and evaluations of existing or potential liabilities
associated with the property and its operations and how these may change in the future. Other than historical operating results,
all of these parameters are uncertain and have an impact upon revenue, cash and other operating issues, as well as the
uncertainties related to the process used to estimate Ore Reserves. In addition, there is intense competition for the acquisition
of attractive mining properties.

19

As a result of these uncertainties, the exploration programs and acquisitions engaged in by AngloGold Ashanti may not result
in the expansion or replacement of the current production with new Ore Reserves or operations. This could adversely affect its
results of operations and its financial condition.


Development risks

AngloGold Ashanti's profitability depends, in part, on the actual economic returns and the actual costs of developing mines,
which may differ significantly from its current estimates. The development of its mining projects may be subject to unexpected
problems and delays.

AngloGold Ashanti's decision to develop a mineral property is typically based, in the case of an extension or, in the case of a
new development, on the results of a feasibility study. Feasibility studies estimate the expected or anticipated project economic
returns.

These estimates are based on assumptions regarding:

•      future gold, uranium and other metal prices;
•      anticipated tonnage, grades and metallurgical characteristics of ore to be mined and processed;
•      anticipated recovery rates of gold, uranium and other metals from the ore;
•      anticipated capital expenditure and cash operating costs; and
•      the required return on investment.

Actual cash operating costs, production and economic returns may differ significantly from those anticipated by such studies
and estimates. Operating costs and capital expenditure are determined particularly by the costs of the commodity inputs,
including the cost of fuel, chemical reagents, explosives, tires and steel consumed in mining activities and credits from by-
products. There are a number of uncertainties inherent in the development and construction of an extension to an existing
mine, or in the development and construction of any new mine. In addition to those discussed above these uncertainties
include the:

•      timing and cost, which can be considerable, of the construction of mining and processing facilities;
•      availability and cost of skilled labor, power, water and transportation facilities;
•      availability and cost of appropriate smelting and refining arrangements;
•      need to obtain necessary environmental and other governmental permits and the timing of those permits; and
•      the availability of funds to finance construction and development activities.

The costs, timing and complexities of mine development and construction can increase because of the remote location of many
mining properties. New mining operations could experience unexpected problems and delays during development, construction
and mine start-up. In addition, delays in the commencement of mineral production could occur. Finally, operating cost and
capital expenditure estimates could fluctuate considerably as a result of changes in the prices of commodities consumed in the
construction and operation of mining projects. Accordingly, AngloGold Ashanti's future development activities may not result in
the expansion or replacement of current production with new production, or one or more of these new production sites or
facilities may be less profitable than currently anticipated or may not be profitable at all.

Ore reserve estimation risks

There are numerous uncertainties inherent in Ore Reserve estimation and assumptions that are valid at the time of estimation
but may change significantly with new information. Changes in the forecast prices of commodities, exchange rates, production
costs or recovery rates may change the economic status of reserves and may result in the reserves being restated. Those
changes could impact depreciation and amortization rates, asset-carrying values, and provisions for closedown, restoration and
environmental clean-up costs.

AngloGold Ashanti undertakes annual revisions to its Mineral Resource and Ore Reserve estimates based upon actual
exploration and production results, depletion, new information on geology and fluctuations in production, operating and other
costs and economic parameters such as prevailing exchange rates. Mineral Resource and Ore Reserve estimates are not
precise calculations and are dependent on the interpretation of limited information on the location, shape and continuity of the
occurrence and on the available sampling results. These factors may result in reductions in its Ore Reserve estimates, which
could adversely affect the life-of-mine plans and consequently the total value of AngloGold Ashanti's mining asset base and, as
a result, have an adverse effect upon the market price of AngloGold Ashanti's ordinary shares and ADSs.

20

Production or mining industry risks

Gold mining is susceptible to numerous events that may have an adverse impact on a gold mining business, its ability to
produce gold and meet its production targets. These events include, but are not limited to:

•      environmental hazards, including discharge of metals, pollutants or hazardous chemicals;
•      industrial accidents;
•      underground fires;
•      labor disputes;
•      activities of illegal or artisanal miners;
•      electrical power interruptions;
•      encountering unexpected geological formations;
•      unanticipated ground and water conditions;
•      unanticipated increases in gold lock-up and inventory levels at the company’s heap-leach operations;
•      fall-of-ground accidents in underground operations;
•      failure of mining pit slopes and tailings dam walls;
•      legal and regulatory restrictions and changes to such restrictions;
•      seismic activity; and
•      other natural phenomena, such as floods or inclement weather conditions.

Seismic activity is of particular concern to the gold mining industry in South Africa mainly because of the extent and depth of
mining. Despite the implementation of technology and modifications to mine layouts and support technology with a view to
minimizing the incidence and impact of seismic activity, seismic events have and could cause the death of, or personal injury
to, miners and other employees. Seismic activity may also cause the loss of mining equipment, damage to, or destruction of,
mineral properties or production facilities, monetary losses, environmental damage and potential legal liabilities both within
South Africa and elsewhere where seismic activity may be a factor. As a result, these events may have a material adverse
effect on AngloGold Ashanti's operational results and its financial condition.

Mining companies are increasingly required to consider and ensure the sustainable development of, and provide
benefits to, the communities and countries in which they operate.

As a consequence of public concern about the perceived ill effects of economic globalization, business generally and in
particular large multinational corporations, such as AngloGold Ashanti, face increasing public scrutiny of their activities.

These businesses are under pressure to demonstrate that, as they seek to generate satisfactory returns on investment to
shareholders, other stakeholders – including employees, communities surrounding operations and the countries in which they
operate – benefit, and will continue to benefit from these commercial activities, which are also expected to minimize or
eliminate any damage to the interests of those stakeholders. Such pressures tend to be applied most strongly against
companies whose activities are perceived to have a high impact on their social and physical environment. The potential
consequences of these pressures include reputational damage, legal suits and social spending obligations. All of these factors
could have a material adverse effect on AngloGold Ashanti's results of operations and its financial condition.

Mining companies are subject to extensive health, safety and environmental laws and regulations.

Gold mining operations are subject to a variety of industry-specific health and safety laws and regulations depending upon the
jurisdiction in which they are located. These laws and regulations are formulated to improve and to protect the safety and
health of employees.

In South Africa in particular, recent fatalities in the mining industry have caused the government to introduce compulsory
shutdown of operations to enable investigations into the cause of the accident. Should compliance with new standards require
a material increase in expenditure, AngloGold Ashanti's results of operations and its financial condition could be adversely
affected.

The South African Department of Minerals and Energy has embarked on an audit strategy with the primary aim of helping
mines to develop programs to improve health and safety. Audits have been conducted and a number of working places
compliance stoppages have occurred. These instances have had a short-term adverse impact on gold production. Future
stoppages could have a similar negative impact on production.

21

22

23

24

25

26

27

28

29

30

31

32

1999

•      Acquired minority shareholders interest in Driefontein Consolidated Limited (17 percent); Anmercosa Mining (West Africa)
       Limited (100 percent); Western Ultra Deep Levels Limited (89 percent); Eastern Gold Holdings Limited (52 percent); 
       Erongo Mining and Exploration Company Limited (70 percent)
•      Purchased Minorco's gold interests in North and South America
•      Acquired Acacia Resources in Australia

33

2000

Acquired:

•     a 40 percent interest in the Morila mine in Mali from Randgold Resources Limited
•     a 50 percent interest in the Geita mine in Tanzania from Ashanti Goldfields Company Limited (Ashanti)
•     a 25 percent interest in OroAfrica, South Africa's largest manufacturer of gold jewellery

2001

•      Sold the Elandsrand and Deelkraal mines to Harmony Gold Mining Company Limited (Harmony); disposed of its interests
       in No. 2 Shaft Vaal River Operations to African Rainbow Minerals (ARM) and made an unsuccessful take-over bid for
       Normandy Mining Limited

2002

•      Sold the Free State assets to ARM and Harmony
•      Acquired an additional 46.25 percent of the equity, as well as the total loan assignment, of Cerro Vanguardia SA from
       Pérez Companc International SA, thereby increasing its interest in Cerro Vanguardia to 92.5 percent

2003

•      Disposed of its wholly-owned Amapari project to Mineração Pedra Branca do Amapari

•      Sold its 49 percent stake in the Gawler Craton Joint Venture, including the Tunkillia project located in South Australia to
       Helix Resources Limited
•      Sold its interest in the Jerritt Canyon Joint Venture to Queenstake Resources USA Inc
•      Disposed of its entire investments in East African Gold Mines Limited and in Randgold Resources Limited
•      Purchased a portion of the Driefontein mining area in South Africa from Gold Fields Limited

2004

•      Sold its Western Tanami project to Tanami Gold NL in Australia
•      Concluded the business combination with Ashanti Goldfields Company Limited, at which time the company changed its
       name to AngloGold Ashanti Limited
•      Acquired the remaining 50 percent interest in Geita as a result of the business combination
•      AngloGold Holdings plc, a subsidiary of AngloGold, completed an offering of $1 billion principal amount 2.375 percent
        convertible bonds, due 2009 and guaranteed by AngloGold Ashanti
•      Acquired a 29.8 percent stake in Trans-Siberian Gold plc
•      Sold its Union Reefs assets to the Burnside Joint Venture, comprising subsidiaries of Northern Gold NL (50 percent) and
       Harmony (50 percent)
•      Sold its entire interest in Ashanti Goldfields Zimbabwe Limited to Mwana Africa Holdings (Proprietary) Limited
•      Sold its 40 percent equity interest in Tameng Mining and Exploration (Pty) Limited of South Africa (Tameng) to Mahube
       Mining (Pty) Limited

•

Subscribed for a 12.3 percent stake in the expanded issued capital of Philippines explorer Red 5 Limited

2005

•      Substantially restructured its hedge book in January 2005
•      Signed a three-year $700 million revolving credit facility
•      Disposed of exploration assets in the Laverton area in Australia
•      Disposed of its La Rescatada project to ARUNANI SAC, a local Peruvian corporation
•      Acquired an effective 8.7 percent stake in China explorer, Dynasty Gold Corporation
•      The Director-General of Minerals and Energy notified AngloGold Ashanti in August 2005 that its application for the new        
       order mining rights in terms of the South African Mineral and Petroleum Resources Development Act had been granted

34

2006

•      Raised approximately $500 million in an equity offering
•      Acquired two exploration companies, Amikan and AS APK, from TSG as part of the company's initial contribution towards
       its strategic alliance with Polymetal
•      Formed a new company with B2Gold (formerly Bema Gold) to jointly explore a select group of mineral opportunities
       located in northern Colombia, South America
•     AngloGold Ashanti (U.S.A.) Exploration Inc, International Tower Hill Mines Ltd (ITH) and Talon Gold Alaska, Inc. (Talon), a
      wholly-owned subsidiary of ITH, entered into an Asset Purchase and Sale and Indemnity Agreement whereby AngloGold
      Ashanti sold to Talon a 100 percent interest in six Alaskan mineral exploration properties and associated databases in
      return for an approximate 20 percent interest in ITH. AngloGold Ashanti has the option to increase or dilute its stake in
      these projects, subject to certain conditions
•     Disposed of its entire business undertaking related to the Bibiani mine and Bibiani North prospecting permit to Central
      African Gold plc
•     Entered into a 50:50 strategic alliance with Russian gold and silver producer, OAO Inter-Regional Research and
      Production Association Polymetal (Polymetal), in terms of which Polymetal and AngloGold Ashanti would co-operate in
      exploration and the acquisition and development of gold mining opportunities within the Russian Federation
•     Implemented an empowerment transaction with two components: the development of an employee share ownership plan
      (ESOP) and the acquisition by Izingwe Holdings (Proprietary) Limited (an empowerment company) of an equity interest in
      AngloGold Ashanti

2007

•      Acquired the minority interests previously held by the Government of Ghana (5 percent) and the International Finance
       Corporation (10 percent) in the Iduapriem and Teberebie mines
•      Anglo American plc sold 69.1 million ordinary shares of AngloGold Ashanti, thereby reducing Anglo American's
       shareholding in AngloGold Ashanti from 41.7 percent to 16.6 percent
•      the successful closing of a $1.15 billion syndicated revolving credit facility

2008

•      Issued 69,470,442 ordinary shares in a fully subscribed rights offer and raised approximately $1.7 billion    
•      Acquired Golden Cycle Gold Corporation through the issue of 3,181,198 ordinary shares, resulting in Cripple Creek &Victor
       becoming a wholly-owned subsidiary
•      Sold entire holding in Nufcor International Limited to Constellation Energy Commodities Group Limited
•      Acquired São Bento Gold Company Limited through the issue of 2,701,660 ordinary shares with the ultimate intention of
       doubling production from the Córrego do Sítio project
•      Entered into a $1 billion term facility agreement to be used to redeem the $1 billion convertible bonds due February 2009

35

36

•

•

37

•      a royalty, determined at 3 percent of the net revenue (being gross revenue less state royalties) generated by the Tau

38

39

Jewellery consumption

64

Investment

23

Industrial / electronics

11

Dentistry

2

40

India

22                        470

China

15                        327

United States

8                        179

Turkey

7                        153

Saudi Arabia

5                        109

Russia

4                          96

Other

39                        804

100                     2,138

AngloGold Ashanti's uranium production is sold via a combination of spot sales and long-term agreements.

The spot price for uranium (U

O

) was volatile during 2008. The year opened with a spot price of some $90 per pound,

O

price began the year at $95 per pound and remained stable until the end of April 2008 when it began to decline

reaching the year-end price of $70 per pound. Long-term prices have not shown the same level of volatility as spot prices.

41

GOLD PRODUCTION

AngloGold Ashanti’s core business is the production of gold by exploring for, and mining and processing gold orebodies.

The process of producing gold

The process of producing gold can be divided into six main activities:

1.       Finding the orebody;
2.       Creating access to the orebody;
3.       Mining (breaking) the orebody;
4.       Transporting the broken material from the mining face to the plants for processing;
5.       Processing ; and
6.        Refining.

The process applies to both underground and surface operations.

1.       Finding the orebody

Creating access to the orebody

There are two types of mining which take place to access the orebody:

•      Underground mining: a vertical or decline shaft is sunk deep into the ground to transport people and mining

•      Open-pit mining: in this situation the ore lies close to surface and can be exposed for mining by “stripping” the

overlying barren material.

3.

•         In underground mining, holes are drilled into the orebody, filled with explosives and then blasted. The blasted
          ‘stopes’ or ‘faces’ are then cleaned and the ore released is then ready to be transported to surface.
•         In open-pit mining, drilling and blasting may also be necessary to break the ore; excavators then load the material
          onto the ore transport system which is predominantly haul trucks.

•        Underground ore is brought to the surface by a combination of horizontal and vertical transport systems. Once on
         surface, the ore is usually transported to the processing facilities by surface rail or overland conveyors.

•        In open pit operations, the haul trucks deliver the ore directly to the processing facilities.

5.

Processing

42

free-milling, where the gold is readily available for recovery by the cyanide leaching process.

Free milling and oxidised refractory ores are processed for gold recovery by leaching the ore in agitated (stirred) tanks in
an alkaline cyanide leach solution. This is generally followed by adsorption of the gold cyanide complex onto activated
carbon-in-pulp (CIP).

Refractory ores undergo pre-treatment to make them more amenable to cyanide leaching. This commonly takes the
form of separating the gold bearing sulfide materials from the barren gangue material by using flotation to produce a
high-grade sulfide concentrate. The sulfide concentrate is then oxidised by either roasting as at AngloGold Ashanti
Brasil Mineração or bacterial oxidation (BIOX) as at Obuasi. This oxidation destroys the sulfide matrix and exposes the
gold particles thereby making them amenable to recovery by the cyanidation process.

An alternative process is the heap-leach process. This process is generally considered applicable to high-tonnage, low- grade ore deposits, but it can be successfully applied to medium-grade deposits where smaller ore deposit tonnages
cannot economically justify constructing a capital intensive process plant. In this process, ore is crushed and heaped on
an impervious or lined leach pad. Low strength alkaline cyanide solution is applied, generally as a drip, to the top of the
heap for periods of up to three months. The dissolved gold bearing solution is collected from the base of the heap and
transferred to carbon-in-solution (CIS) columns where the gold cyanide complex is adsorbed onto activated carbon. The
barren solution is refreshed and recycled to the top of the heaps.

process. These by products are:

•

silver, which is associated with the gold at some of our operations;

•

sulfuric acid which is produced from the gases generated by the sulfide roasting acid plants; and

•

6.

Refining

43

Rehabilitating land disturbed or occupied by operations in accordance with appropriate post-mining land uses;

Providing for the safe storage and disposal of residual waste and process residues; and

Designing and planning all operations so that adequate resources are available to meet their closure requirements.

44

45

AUSTRALIA

In Australia, with few exceptions, all onshore mineral rights are reserved by the government of the relevant state or territory.
Exploration for and mining of minerals is regulated by general mining legislation and controlled by the mining ministry of each
respective state or territory.

Where native title has not been extinguished, native title legislation may apply to the grant of tenure and some subsequent
administrative processes. Federal and state Aboriginal heritage legislation also operates to protect special sites and areas from
disturbance although to date there has not been any adverse impact on any of AngloGold Ashanti's operating properties.

AngloGold Ashanti's operating properties are located in the state of Western Australia. The most common forms of tenure are
exploration and prospecting licenses, mining leases, miscellaneous licenses and general purpose leases. In most Australian
states, if the holder of an exploration license establishes indications of an economic mineral deposit and complies with the
conditions of the grant, the holder of the exploration license has a priority right against all others to apply for a mining lease
which gives the holder exclusive mining rights with respect to minerals on the property.

It is possible for an individual or entity to own the surface of the property and for another individual or entity to own the mineral
rights. Typically, the maximum initial term of a mining lease is 21 years, and the holder has the right to renew the lease for an
additional 21 years. Subsequent renewals are granted at the discretion of the respective state or territory's minister responsible
for mining rights. Mining leases can only be assigned with the consent of the relevant minister.

Government royalties are payable as specified in the relevant legislation in each state or territory. A general purpose lease may
also be granted for one or more of a number of permitted purposes. These purposes include erecting, placing and operating
machinery and plant in connection with mining operations, depositing or treating minerals or tailings and using the land for any
other specified purpose directly connected with mining operations.

AngloGold Ashanti owns the mineral rights and has 21-year term mining leases with rights of renewal to all of its mining areas
in Australia, including its proportionate share of unincorporated joint venture operations. Both the group and its joint venture
partners are fully authorized to conduct operations in accordance with relevant laws and regulations. The mining leases and
rights of renewal cover the current life-of-mine at AngloGold Ashanti's operations in Australia.

BRAZIL

In Brazil, there are two basic mining rights:

•      a license for the exploration stage, valid for a period of up to three years, renewable once; and
•      a mining concession or mine manifest, valid for the life of the deposit.

In general, exploration licenses are granted on a first-come, first-served basis. Mining concessions are granted to the holders
of exploration licenses that manage to prove the existence of a Mineral Resource and have been licensed by the environmental
competent authority.

Mine manifests (mining titles granted in 1936) and mining concessions (mining titles presently granted through an order signed
by the Secretary of Mines of the Ministry of Mines and Energy) are valid for an undetermined period until depletion of reserves,
provided that the mining title holder complies with current Brazilian mining and environmental legislation, as well as with those
requirements set out by the National Department of Mineral Production (DNPM) which acts as the inspecting entity for mining
activities. Obligations of the titleholder include:

•      the start of construction, as per an approved development plan, within six months of the issuance of the concession;
•      extracting solely the substances indicated in the concession;
•      communicating to the DNPM the discovery of a mineral substance not included in the concession title;
•      with environmental requirements;
•      restoring the areas degraded by mining; refrain from interrupting exploitation for more than six months; and
•      annually on operations.

The difference between a mine manifest and a mining concession lies in the legal nature of these two mining titles, since it is
much more difficult and complicated for the public administration to withdraw a mine manifest than a mining concession
although, in practice, it is possible for a manifest to be cancelled or to become extinct if the abandonment of the mining
operation is formally proven. All of AngloGold Ashanti's operations in Brazil have indefinite mining licenses.

46

47

Under the stability agreement, the government of Ghana agreed:

•      to extend the term of the mining lease relating to the Obuasi mine until 2054 on terms existing prior to the business
       combination;
•      to maintain for a period of 15 years, the royalties payable by AngloGold Ashanti with respect to its mining operations in
       Ghana at a rate of 3 percent per annum of the total revenue from minerals obtained by AngloGold Ashanti from such
       mining operations;
•      to ensure that the income tax rate would be 30 percent for a period of fifteen years. The agreement was amended in
       December 2006 to make the tax rate equal to the prevailing corporate rate for listed companies;
•      that a sale of AngloGold Ashanti's or any of its subsidiaries' assets located in Ghana remains subject to the government's
       approval;
•      to permit AngloGold Ashanti and any or all of its subsidiaries in Ghana to retain up to 80 percent of their exportation
       proceeds in foreign currencies offshore, or if such foreign currency is held in Ghana, to guarantee the availability of such
       foreign currency; and
•      to retain its special rights (Golden Share) under the provisions of the Mining Act pertaining to the control of a mining
       company, in respect of its assets and operations in Ghana.

48

Iduapriem and Teberebie

Iduapriem has title to a 33 square kilometer mining lease granted on April 19, 1989, for a period of 30 years. The terms and
conditions of the lease are consistent with similar leases granted in respect of the Obuasi mining lease. Teberebie has two
leases, one granted in February 1998 for a term of 30 years, and another granted in June 1992 for a term of 26 years. The
terms and conditions of these leases are consistent with similar leases granted in respect of the Obuasi mining lease.


GUINEA

In Guinea, all mineral substances are the property of the State. Mining activities are primarily regulated by the Mining Code,
1995. The right to undertake mining operations can only be acquired by virtue of one of the following mining titles: surveying
permit, small-scale mining license, mining prospecting license, mining license or mining concession.

The holders of mining titles are guaranteed the right to dispose freely of their assets and to organize their enterprises as they
wish, the freedom to engage and discharge staff in accordance with the regulations in force, free movement of their staff and
their products throughout Guinea and freedom to dispose of their products in international markets.

The group's Guinea subsidiary, Société Ashanti Goldfields de Guinée SA (SAG), has title to the Siguiri mining concession area
which was granted on November 11, 1993, for a period of 25 years. The agreement provides for an eventual
extension/renegotiation after 23 years for such periods as may be required to exhaust economic Ore Reserves.

At Siguiri the original area granted of 8,384 square kilometers was reduced to a concession area of four blocks totalling
1,495 square kilometers.

SAG has the exclusive right to explore and mine in the remaining Siguiri concession area for an additional 22-year period from
November 11, 1996, under conditions detailed in a Convention de Base which predates the new Guinea Mining Code.

Key elements of the Convention de Base are that:

•       the government of Guinea holds a 15 percent free-carried or non-contributory interest; a royalty of 3 percent based on a
        spot gold price of less than $475 per ounce, and 5 percent based on a spot gold price above $475 per ounce, as fixed on
        the London Gold Bullion Market, is payable on the value of gold exported; a local development tax of 0.4 percent is
        payable on gross sales revenue; salaries of expatriate employees are subject to a 10 percent income tax; mining goods  
        imported into Guinea are exempt from all import taxes and duties for the first two years of commercial production; and
•      SAG is committed to adopt and progressively implement a plan for the effective rehabilitation of the mining areas disturbed
       or affected by operations.

The Convention de Base is subject to early termination if both parties formally and expressly agree to do so, if all project
activities are voluntarily suspended for a continuous period of eight months or are permanently abandoned by our subsidiary or
if SAG goes into voluntary liquidation or is placed into liquidation by a court of competent jurisdiction.

In addition to the export tax payable to the government of Guinea, a royalty on production may be payable to the International
Finance Corporation (IFC) and to Umicore SA, formerly Union Miniere (UM). Pursuant to the option agreement between UM
and Golden Shamrock Mines Limited (GSM), a royalty on production may be payable to UM by Chevaning Mining Company
Limited (CMC) or GSM, which payment obligation has been assigned to AngloGold Ashanti (Ghana) Limited, on a sliding scale
of between 2.5 percent and 7.5 percent, based on the spot gold price per ounce of between $350 and $475 per ounce, subject
to indexing from January 1, 1995, to a cumulative maximum of $60 million. In addition, under the terms of the restructuring
agreement with the IFC, a sliding scale royalty on production may be payable to the IFC calculated on the same basis but at
half the rate payable to UM, to a maximum of $7.8 million. The royalty payable to the IFC was fully discharged in January 2008.


MALI

Mineral rights in Mali are governed by Ordinance No. 99-32/P-RM of August 19, 1999 enacting the mining code, as amended
by 013/2000/P-RM of February 10, 2000, and ratified by Law No. 00-011 of May 30, 2000 (the Mining Code), and Decree
No. 99-255/P-RM of September 15, 1999, implementing the Mining Code.

49

50

SOUTH AFRICA

In October 2002, the President of South Africa assented to the Mineral and Petroleum Resources Development Act (MPRDA),
which had been passed by the Parliament of South Africa in June 2002 and came into effect on May 1, 2004. The objects of
the Act are, among other things, to allow for state sovereignty over all mineral and petroleum resources in the country, to
promote economic growth and the development of these resources and to expand opportunities for the historically
disadvantaged. The object is also to ensure security of tenure concerning prospecting, exploration, mining and production
operations. The state ensures that holders of mining and prospecting rights contribute to the socio-economic development of
the areas in which they are operating.

The Broad-Based Socio-Economic Charter for the South African Mining Industry (the Mining Charter) developed out of the
MPRDA. The Mining Charter committed all stakeholders in the mining industry to transfer ownership of 26 percent of their
assets to black or historically disadvantaged South Africans (HDSAs) within 10 years. In addition, the government indicated
that it would issue a Scorecard against which companies could gauge their empowerment credentials as well as engineering
innovative ways of assisting business to meet the empowerment criteria. The fact that the Mining Charter enjoyed the full
support from the mining houses, South African government and the unions, gives it great credibility and improves the chances
for success in the long run.

The objectives of the Mining Charter are to:

•      promote equitable access to the nation's Mineral Resources by all the people of South Africa;
•      substantially and meaningfully expand opportunities for HDSAs including women, to enter the mining and minerals industry
       and to benefit from the exploitation of the nation's Mineral Resources;
•      use the existing skills base for the empowerment of HDSAs;
•      expand the skills base of HDSAs in order to serve the community;
•      promote employment and advance the social and economic welfare of mining communities and the major labor-sending
       areas; and
•      promote beneficiation of South Africa's mineral commodities.

The Scorecard was envisaged to function as an administrative tool only and not as a legislative one. The objective of the
Scorecard was to find a practical framework for the Minister to assess whether a company actually measures up to what was
intended by the MPRDA and the Mining Charter.

AngloGold Ashanti currently holds ten mining rights in South Africa, seven of which have been successfully converted,
executed and registered at the Mineral and Petroleum Titles Office. Two mining rights are still awaiting conversion by the
Department of Minerals and Energy (DME), and AngloGold Ashanti has successfully applied for one mining right to be
converted before the closing date. The deadline for the conversion process is end April 2009. AngloGold Ashanti also holds
one prospecting right and two pending prospecting right applications which have been submitted to the DME.

A prospecting right will be granted to a successful application for a period not exceeding five years. Prospecting rights may be
renewed once for a period not exceeding three years. Furthermore, the MPRDA provides for a retention period after
prospecting of up to three years with one renewal up to two years, subject to certain conditions.

A mining right will be granted to a successful application for a period which may not exceed 30 years. Mining rights may be
renewed for additional periods, each of which may not exceed 30 years at a time.

TANZANIA

Mineral rights in the United Republic of Tanzania are governed by the Mining Act of 1998 (the Act), and property and control
over minerals are vested in the United Republic of Tanzania. Prospecting for the mining of minerals, except petroleum, may
only be conducted under authority of a mineral right granted by the Ministry of Energy and Minerals under this Act.

The three types of mineral rights most often encountered, which are also those applicable to AngloGold Ashanti, are:

•      prospecting licenses;
•      retention licenses; and
•      mining licenses.

51

52

53

2008         2007       2006      2008       2007      2006       2008       2007      2006      2008        2007       2006

2,099      2,328     2,554

Vaal River

Great Noligwa

1.4

2.0

2.4

7.33       7.54       8.08          330        483        615        458         404         260

Kopanang

1.6

1.8

2.0

6.82       7.24       7.01          362        418        446        348         306         291

Moab Khotsong

0.6

0.3

0.2

9.31

7.94

6.35          192         67          44        375         672         659

Tau Lekoa

1.2

1.4

1.5

3.58        3.62       3.76          143       165         176        524         473        438

Surface operations

7.9

8.0

7.2       0.36        0.49       0.49           92        125         113        446        304         283

West Wits

Mponeng

1.9          1.9         1.9

10.02

9.50

9.93         600         587        596        248         264         238

Savuka

0.3          0.3         0.4

6.28

6.69

7.68           66          73          89        424         397         337

TauTona

1.6

1.8

2.0

8.66

9.67

10.18          314        409        474         373        318         270

0.9          0.9         0.9

5.44

6.88

7.29         154         204        215         617        260         223

AUSTRALIA

Sunrise Dam

3.8

3.8

4.0

3.46

4.86

3.39         433        600          465       559        262          333

Brasil Mineraçáo

1.4

1.4

1.1

7.62

7.48

7.60        320         317         242        322        246          207

0.4          0.4         0.4

7.58

7.21

7.51          87          91           97        299        264          196

Bibiani

–            –

2.1           –            –

0.55            –           –           37           –            –

432

Iduapriem

3.5

2.8

3.0

1.76

1.85

1.74         200        167         167        625         497       413

Obuasi

5.6          6.0         6.2

4.37

4.43

4.39         357        360         387        636        464        397

Siguiri (85 percent)

8.6

8.3

7.0

1.20

1.05

1.08         333         280        256        468         471        398

Morila (40 percent)

1.7

1.7

1.7

3.08        3.36       3.88        170         180        207         424        333          266

Sadiola (38 percent)

1.6

1.6

1.8       3.42        2.76       3.22        172         140        190         401        414          268

Yatela (40 percent)

1.1

1.2

1.3

2.66

3.46

4.12          66         120        141         621         300         241

NAMIBIA

Navachab

1.5

1.6

1.5

1.43

1.56

1.81          68           80         86          559        475         349

Geita

4.3

5.1

5.7

1.92

2.01        1.68        264         327       308          814        627         630

Cripple Creek & Victor

22.1         20.9       21.8      0.49        0.53        0.54        258        282       283          310        269         248

4,982      5,477    5,635         465         367         321

(1)     The yield of TauTona, Brasil Mineraçáo, Serra Grande and Obuasi represents underground operations.
(2)     The yield of Sunrise Dam, Iduapriem and Siguiri represents open-pit operations.
(3)     The minority shareholdings of the International Finance Corporation (10 percent) and Government of Ghana (5 percent) were
         acquired effective September 1, 2007, and Iduapriem is now wholly-owned by AngloGold Ashanti.
(4)     The yield of Bibiani represents surface and dump reclamation in 2006. Bibiani was sold effective December 28, 2006.
(5)     The yield of Yatela and Cripple Creek & Victor Joint Venture reflects recoverable gold placed/tonnes placed. The remaining
         33 percent interest in Cripple Creek & Victor was acquired effective July 1, 2008.

55

·      the Vaal River area, near Klerksdorp and Orkney, in the North West Province and Free State, where the Great Noligwa,
       Kopanang, Tau Lekoa and Moab Khotsong mines are located; and
·      the West Wits area, near Carletonville, straddling the North West Province and Gauteng, where the Mponeng, TauTona
       and Savuka mines are located.

56

57

58

59

Mponeng                             TauTona                                 Savuka

Pay limit (oz/t)

0.22

0.44

0.43

Pay limit (g/t)

7.61

15.05

14.91

Recovered

grade

(oz/t)

0.292                                     0.253                                     0.183

Recovered grade (g/t)

10.02

8.66

6.28

Gold production (000 oz)

600

314

66

Total cash costs ($/oz)

248

373

424

Total production costs ($/oz)

327

519

515

Capital expenditure ($ million)

86

60

11

Employees

5,482                                     3,849                                     1,179

Outside contractors

203

774

45

Pay limit (oz/t)

0.23

0.40

0.40

Pay limit (g/t)

7.83

16.11

13.72

Recovered

grade

(oz/t)

0.277                                     0.282                                      0.195

Recovered grade (g/t)

9.50

9.67

6.69

Gold production (000 oz)

587

409

73

Total cash costs ($/oz)

264

318

397

Total production costs ($/oz)

356

474

466

Capital expenditure ($ million)

86

71

9

Employees

5,126                                     4,160                                      1,063

Outside contractors

435

832

80

Pay limit (oz/t)

0.23

0.53

0.31

Pay limit (g/t)

7.74

18.25

10.75

Recovered

grade

(oz/t)

0.290                                     0.297                                      0.224

Recovered grade (g/t)

9.93

10.18

7.68

Gold production (000 oz)

596

474

89

Total cash costs ($/oz)

238

270

337

Total production costs ($/oz)

374

411

359

Capital expenditure ($ million)

48

70

2

Employees

4,760

4,164

975

Outside contractors

524

1,002

65

(1)           Total cash costs and total production costs are non-GAAP measures. For further information on these non-GAAP measures,
               see “Item 5A.: Operating results – Total cash costs and total production costs”.
(2)           Average for the year.

60

•

Description: The Great Noligwa, Kopanang, Moab Khotsong and Tau Lekoa mines are situated near the towns of Klerksdorp
and Orkney on the border of North West Province and the Free State. The AngloGold Ashanti Vaal River operations have
among them four gold plants, one uranium plant and one sulfuric acid plant. Combined, the Vaal River operations (including
surface operations) produced 34,785 kilograms (1,119,000 ounces) of gold, equivalent to 22 percent of group production
compared with 2007 production of 39,171 kilograms (1,258,000 ounces).


Great Noligwa

Description: Great Noligwa adjoins Kopanang and Moab Khotsong and is located close to the town of Orkney on the Free
State side of the Vaal River. The Vaal Reef, the primary reef, and the Crystalkop Reef, a secondary reef, are mined here. This
mining operation consists of a twin-shaft system and operates over eight main levels at an average depth of 2,400 meters. As
from the end of June 2008, the SV4 section was transferred from Great Noligwa to Moab Khotsong.

Owing to the geological complexity of the orebody, a scattered mining method is employed. Great Noligwa has its own
dedicated milling and treatment plant which applies conventional crushing, screening semi-autogenous grinding and carbon-in-
leach processes to treat the ore and extract the gold.

Geology: In order of importance, the reefs mined at the Vaal River operations are the Vaal Reef, the VCR and the “C” Reef:

•       The Vaal Reef contains approximately 85 percent of the reserve tonnage with mining grades between 10 and 20g/t and
         comprises a series of oligomictic conglomerates and quartzite packages developed on successive unconformities. Several
         distinct facies have been identified, each with its unique gold distribution and grade characteristic.
•       The VCR has a lower grade than the Vaal Reef, and contains approximately 15 percent of the estimated reserves. The
         economic portion is mainly concentrated in the western part of the lease area and can take the form of a massive
         conglomerate, a pyritic sand unit with intermittent pebble layers or a thin conglomerate horizon. The reef is located at the
         contact between the overlying Kliprivierberg Lavas of the Ventersdorp SuperGroup and the underlying sediments of the
         Witwatersrand SuperGroup which creates a distinctive seismic reflector. The VCR is located up to one kilometer above
         the Vaal Reef.
•       The “C” Reef is a thin, small pebble conglomerate with a carbon-rich basal contact, located approximately 270 meters
        above the Vaal Reef. It has less than 1 percent of the estimated reserves with grades similar to the Vaal Reef, but more
        erratic. The most significant structural features are the north-east striking normal faults which dip to the north-west and
        south-east, resulting in zones of fault loss.

Capacity (000

tonnes/month)

180                          309                         263                         140                          420

Capacity (000

tonnes/month)

–                              –

263                             –                              –

Capacity (000

tonnes/month)

–                          250                         145                             –                              –

–                      7,500

–

–

–

61

2008

Pay limit (oz/t)

0.29                           0.32                            0.17                           0.69

Pay limit (g/t)

10.07

11.07

5.70

23.51

Recovered grade (oz/t)

0.214

0.199

0.104

0.271

Recovered grade (g/t)

7.33

6.82

3.58

9.31

Gold production (000 oz)

330

362

143

192

Total cash costs ($/oz)

458                            348                             524                            375

Total production costs ($/oz)

564                            500                             720                            641

Capital expenditure ($ million)

26

47

18

89

Employees

5,472

5,620

2,650

2,914

Outside contractors

271                            411                             384

1,823

2007

Pay limit (oz/t)

0.34                           0.36                            0.16                           1.52

Pay limit (g/t)

11.69

12.18

5.39

52.12

Recovered grade (oz/t)

0.220

0.211

0.106

0.232

Recovered grade (g/t)

7.54

7.24

3.62

7.94

Gold production (000 oz)

483

418

165

67

Total cash costs ($/oz)

404                            306                             473                            672

Total production costs ($/oz)

513                            400                             752

1,254

Capital expenditure ($ million)

37

52

16

89

Employees

5,908

5,470

2,506

1,986

Outside contractors

726                            465                             345

1,548

2006

Pay limit (oz/t)

0.28                           0.32                            0.14                           1.50

Pay limit (g/t)

9.57

10.92

4.85

51.44

Recovered grade (oz/t)

0.236

0.204

0.110

0.185

Recovered grade (g/t)

8.08

7.01

3.76

6.35

Gold production (000 oz)

615

446

176

44

Total cash costs ($/oz)

260                            291                             438                            659

Total production costs ($/oz)

374                            377                             693

1,136

Capital expenditure ($ million)

49

41

11

83

Employees

5,883

5,360

2,514

1,539

Outside contractors

696                            455                             379

1,365

(1)        Total cash costs and total production costs are non-GAAP measures. For further information on these non-GAAP measures,
            see “Item 5A.: Operating results – Total cash costs and total production costs”.
(2)        Average for the year.
(3)        Commercial production commenced on January 1, 2006.

62

63

64

65

Pay limit (oz/t)

0.19                             0.18                               0.13

Pay limit (g/t)

6.39

3.48

4.56

Recovered grade (oz/t)

0.159

0.201

0.213

Recovered grade (g/t)

5.44

6.88

7.29

Gold production (000 oz) 100 percent

166

220

232

Gold production (000 oz) 92.50 percent

154

204

215

Total cash costs ($/oz)

617

260

223

Total production costs ($/oz)

747

358

372

Capital expenditure ($ million) 100 percent

16

20

19

Capital expenditure ($ million) 92.50 percent

15

18

18

Employees

756

708

623

Outside contractors

316

309

283

66

67

2008                           2007                           2006

Pay limit (oz/t)

0.09                            0.06                            0.05

Pay limit (g/t)

2.79

1.76

1.64

Recovered grade (oz/t)

0.101

0.142

0.099

Recovered grade (g/t)

3.46

4.86

3.39

Gold production (000 oz)

433

600

465

Total cash costs ($/oz)

559

262

333

Total production costs ($/oz)

665

345

406

Capital expenditure ($ million)

19

30

24

Employees

77

102

99

Outside contractors

333

255

283

68

Pay limit (oz/t)

–                              –                             –

Pay limit (g/t)

–

–

–

Recovered grade (oz/t)

–

–

–

Recovered grade (g/t)

–

–

–

Gold production (000 oz) 100 percent

–

–

–

Gold production (000 oz) 33.33 percent

–

–

–

Total cash costs ($/oz)

–

–

–

Total production costs ($/oz)

–

–

–

Capital expenditure ($ million) 100 percent

1,257

747

180

Capital expenditure ($ million) 33.33 percent

419

249

60

Employees

92

37

12

Outside contractors

696

387

85

69

Capacity (000 tonnes/month)

135

26

66

Current throughput

112

Shut down

70

71

2008                            2007                              2006

Pay limit (oz/t)

0.15                             0.13                               0.09

Pay limit (g/t)

5.16

3.50

3.10

Recovered grade (oz/t)

0.222

0.218

0.222

Recovered grade (g/t)

7.62

7.48

7.60

Gold production (000 oz)

320

317

242

Total cash costs ($/oz)

322

246

207

Total production costs ($/oz)

450

360

301

Capital expenditure ($ million)

69

117

168

Employees

1,954

1,814

1,546

Outside contractors

1,033

1,620

2,065

72

probably migrated during this event, with similar south-south-west to north-north-east migration, and focusing on bedding slip
during folding. Gold mineralization became minor and dispersed to the north and east along the formal thrust flat zone.
Concentrations of gold along the case of quartz vein may be due to the damming of fluids migrating upward along layering.

Safety: There was an improvement in safety regarding lost-time injuries during the course of the year with an LTIFR of
1.72 per million hours worked compared with 2.47 in 2007. Unfortunately, there was one fatality in the first quarter of the year
(2007: one), a result of an incident involving a truck, which gives a FIFR of 0.43 per million.

Operating review: Attributable production of 87,000 ounces in 2008 represents a decrease of 5 percent from the
91,000 ounces produced in 2007. This was chiefly due to the lower tonnage of ore treated at the underground operation.
Palmeiras Mine has a resource of 207,000 ounces and is expected to start operating in 2009 with average annual production of
16,000 ounces from 2010.

Total cash costs increased by 13 percent to $299 per ounce (2007: $264 per ounce), again largely due to reduced production,
the appreciation of the Brazilian real and inflation, which affected the cost of power, labor, fuel and maintenance services.

Capital expenditure amounted to $41 million, (attributable: $20 million) from $24 million spent in 2007 (attributable : $12 million).

Growth prospects: An aggressive brownfields exploration campaign at Serra Grande aims to increase reserves and
resources in and around Mina III and Mina Nova. In 2008, there was an increase in resources and reserves at Serra Grande
with the discovery last year of the Pequizão orebody that is located between Mina Nova and Mina III. In 2008, exploration
activities focused on evaluating the Pequizão strike and down-plunge extension as well as on investigating the continuity of
Palmeiras, Orebody V and Mina Nova.

Operating and production data for Serra Grande

Pay limit (oz/t)

0.16                             0.14                             0.09

Pay limit (g/t)

5.61                             3.90                             3.24

Recovered grade (oz/t)

0.221

0.210

0.219

Recovered grade (g/t)

7.58

7.21

7.51

Gold production (000 oz) 100 percent

174

182

194

Gold production (000 oz) 50 percent

87

91

97

Total cash costs ($/oz)

299                              264                              196

Total production costs ($/oz)

402                              374                              278

Capital expenditure ($ million) 100 percent

41

24

17

Capital expenditure ($ million) 50 percent

20

12

8

Employees

725                              654                               609

Outside contractors

383                              264                               208

73

GHANA








































The two AngloGold Ashanti operations in Ghana, Obuasi and Iduapriem, had combined total attributable production of
557,000 ounces, equivalent to approximately 11 percent of group production, for the 2008, compared with an attributable
production of 527,000 ounces, equivalent to approximately 10 percent of group production in 2007.

Obuasi

Description: Obuasi, which is wholly-owned by AngloGold Ashanti, is located in the Ashanti region of southern Ghana,
approximately 80 kilometers from Kumasi. It is primarily an underground mine operating at depths of 1,500 meters, although
some surface mining does occur. Three treatment plants process the ore: a sulfide plant treats the ore from underground, a
tailings plant undertakes tailings reclamation and an oxide plant is used to batch treat remnant open-pit ore and stockpiles.

Geology: The gold deposits at Obuasi are part of a prominent gold belt of Proterozoic (Birimian) volcano-sedimentary and
igneous formations which extend for a distance of approximately 300 kilometers in a north-east/south-west trend in
south-western Ghana. Obuasi mineralization is shear-zone related and there are three main structural trends hosting gold
mineralization: the Obuasi trend, the Gyabunsu trend and the Binsere trend.

Two main ore types are mined:

•     quartz veins which consist mainly of quartz with free gold in association with lesser amounts of various metal sulfides such
      as iron, zinc, lead and copper. The gold particles are generally fine-grained and occasionally are visible to the naked eye.
      This ore type is generally non-refractory; and
•     sulfide ore which is characterized by the inclusion of gold in the crystal structure of a sulfide material. The gold in these
      ores is fine-grained and often locked in arsenopyrite. Higher gold grades tend to be associated with finer grained
      arsenopyrite crystals. Other prominent minerals include quartz, chlorite and sericite. Sulfide ore is generally refractory.