SENS Note - 02 May 2006

MTN -- proposed offer and cautionary announcement

MTN has reached an agreement that it would make an offer to acquire the entire issued ordinary share capital of Investcom. M1 Ltd has provided MTN with an irrevocable undertaking to accept the cash and shares alternative for the proposed offer. M1 Ltd would become a shareholder in MTN following the proposed transaction and has agreed to a lock-up period of 14 months from the date of issue of MTN ordinary shares it will receive in the proposed offer. MTN shareholders are advised to exercise caution when trading in their securities until such time as a further announcement is made.

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