GLF Gold Frost

    NOT FOR RELEASE, PUBLICATION OR DISTRIBUTION, IN WHOLE OR IN PART, IN OR INTO
THE UNITED STATES OF AMERICA, CANADA, AUSTRALIA, THE REPUBLIC OF IRELAND, THE
REPUBLIC OF SOUTH AFRICA OR JAPAN.

Neither this announcement nor any copy of it may be taken, transmitted or
distributed, directly or indirectly, in or into the United States, Canada,
Australia, the Republic of Ireland, the Republic of South Africa or Japan. Any
failure to comply with this restriction may constitute a violation of United
States, Canadian, Australian, Republic of South Africa, Republic of Ireland or
Japanese securities laws.

Gold Frost Limited

('Gold Frost' or 'the Company')

CANCELLATION OF ADMISSION OF ORDINARY SHARES TO TRADING ON AIM

And

NOTICE OF SPECIAL GENERAL MEETING

The Board of Gold Frost announces that a Special General Meeting ('EGM') of the
Company has been convened and will be held at the Company's registered offices,
4 Nahal Harif Street, Yavne 81224, Israel at 2pm Israel time on 20 May 2008.
The meeting has been convened to approve the cancellation of the admission of
the Company's shares to trading on AIM.

If shareholders approve the cancellation at the Special General Meeting the
expected date for the proposed cancellation is 7.00am on 28 May 2008.

Shareholders should note that cancellation is likely to reduce significantly
the liquidity and marketability of the Company's Shares. Once cancellation has
taken effect, the Company's Shareholders will no longer be able to effect
transactions in the Company's Shares on market at the market price. Following
cancellation, therefore, the Company's Shareholders will have to effect any
further transactions in the Company's Shares off market at a price to be agreed
between the relevant parties. Computershare Investor Services PLC will
continue to act as custodian for the depositary interest holders.  The current
settlement arrangements available to Depositary Interest holders will remain
unaffected by this change.  Off market transactions will be processed using
standard stock transfer forms. Should you require this form please contact
Computershare Investor Services PLC on shareholder helpline telephone number
 0870 707 1009 or the form may be downloaded from www.Computershare.com
investor centre.

The Notice of the EGM has been posted to shareholders today, and the text of
the letter sent to shareholders by the Company's Chief Executive and director,
Zwi Williger, is copied below.

Copies of these documents are available to view on the Company's website (
www.goldfrost.co.il).

Dear Shareholder

        CANCELLATION OF ADMISSION OF ORDINARY SHARES TO TRADING ON AIM         

                                      and                                      

                       NOTICE OF SPECIAL GENERAL MEETING                       

                                Gold Frost Ltd.                                

     (Incorporated and registered in Israel under company No. 52-003482-8)     

NOTICE IS HEREBY GIVEN that on Tuesday, May 20, 2008, at 2:00 p.m. Israeli
time, the Special General Meeting of Shareholders (the "Meeting") of Gold Frost
Ltd. (the "Company") will be held at the registered offices of the Company, 4
Nahal Harif Street, Yavne 81224, Israel.

At the Meeting, the Company's shareholders will be requested to consider and
vote on the proposal to cancel the admission of the Company's ordinary shares
to the AIM of the London Stock Exchange, in accordance with Section 41 of the
AIM Rules. Under the AIM Rules, the adoption of such resolution is subject to
the approval of the holders of at least 75% of the Company's share capital
represented and voted at the Meeting. Assuming that the shareholders approve
the proposed resolution, it is proposed that the de-listing will take place at
7:00 am UK time on May 28, 2008.

In the last 10 months, there has been very limited trading in the Company's
shares. The average daily trading volume in the Company's shares during the
period beginning on 22 June 2007 and ending on 22 April 2008 (excluding
7,565,285 shares purchased by G. Willi-Food International Ltd., the control
shareholder of the Company, between November 2007 and January 2008) has been
approximately 10,000 shares (approximately 0.019% of the Company's outstanding
share capital). In addition, during the period beginning February 1, 2008 until
April 22, 2008, out of 55 business days, on 47 out of the 55 business days,
there was no trading in the Company's shares and on the remaining 8 trading
days the average daily trading volume was approximately 13,400 shares
representing approximately 0.025% of the Company's outstanding share capital.
At the same time, the Company has been incurring significant costs and expenses
relating to the fact that its shares are listed on AIM, including fees paid to
the Company's nominated advisor and registrar, annual fees paid to the AIM,
costs relating to public announcements, certain fees and expenses of directors
and fees and expenses of accountants, counsel and a public relations firm
engaged to provide services relating to the Company's shares being listed on
the AIM. The Company's directors believe that, in light of the foregoing, it is
in the best interests of the Company's shareholders to cancel the admission of
the Company's shares to the AIM, thereby reducing significantly the Company's
costs and expenses.

Shareholders should note that cancellation is likely to reduce significantly
the liquidity and marketability of the Company's shares. Once cancellation has
taken effect, the Company's shareholders will no longer be able to effect
transactions in the Company's shares on market at the market price. Following
cancellation, therefore, the Company's shareholders will have to affect any
further transactions in the Company's shares off market at a price to be agreed
between the relevant parties. Computershare Investor Services PLC will
continue to act as custodian for the depositary interest holders.  The current
settlement arrangements available to Depositary Interest holders will remain
unaffected by this change.  Off market transactions will be processed using
standard stock transfer forms. Should you require this form please contact
Computershare Investor Services PLC on shareholder helpline telephone number
0870 707 1009 or the form may be downloaded from www.Computershare.com investor
centre.

The Company's board of directors has set May 16, 2008 as the record date for
shareholders and DI holders entitled to participate and vote at the Meeting. A
shareholder or DI holder who wishes to vote at the Meeting but who is unable to
attend in person may appoint a representative to attend the Meeting and vote on
such shareholder's or DI holder's behalf. In order to do so, such shareholder
or DI holder must execute an instrument of appointment and deposit it at the
offices of the Company (or its designated representative) no later than 48
hours before the time appointed for the Meeting (i.e., no later than May 18,
2008 at 2:00 p.m. Israel time).

In addition, whether or not a shareholder or DI holder plans to attend the
Meeting in person, a shareholder or DI holder can ensure his vote is
represented at the Meeting by promptly completing, signing, dating and
returning his Form of Proxy (or Form of Instructions, in the case of DIs) in
the enclosed envelope to the offices of the Company or the offices of the
Company's Registrars, Computershare Investor Services PLC, PO Box 82, The
Pavilions, Bridgwater Road, Bristol, BS99 7NH, such that it is received no
later than 48 hours prior to the Meeting (i.e., no later than May 18, at 2:00
p.m. (Israel Time)), in the case of a Form of Proxy, and no later than 96 hours
prior to the Meeting (i.e., no later than May 16, at 2:00 p.m. Israel time (12:
00 pm UK time)), in the case of a Form of Instructions.

The presence of two or more shareholders in person or by proxy representing not
less then 25% of the outstanding share capital entitled to vote at the Meeting
will constitute a quorum for the transaction of business at the Meeting. Under
the Company's Articles of Association, if a quorum is not present within
one-half hour of the commencement time of the Meeting, the Meeting will be
adjourned automatically for one week at the same time and place, or any time
and place as the directors may designate and state in a notice to the
shareholders. If, within one-half hour after the adjourned Meeting is
reconvened, a quorum of two or more shareholders representing at least 25% of
the outstanding Ordinary Shares entitled to vote is not present, then the
presence of any number of shareholders (irrespective of the number of Ordinary
Shares they own) will be sufficient to constitute a quorum for all matters to
be considered at the Meeting.

You are cordially invited to attend the Meeting. Whether or not you intend to
attend the Meeting, you are urged to promptly complete, date and execute the
enclosed Form of Proxy (or Form of Instructions, which you will receive if you
hold DIs) and to mail it in the enclosed envelope, which requires no postage if
mailed in the UK. Return of your Form of Proxy or Form of Instructions does not
deprive you of your right to attend the Meeting and to vote your Ordinary
Shares or DIs in person.

Recommendation

The directors consider that the de-listing is in the best interests of the
Company and the shareholders as a whole and is most likely to promote the
success of the Company for the benefit of the shareholders as a whole.

The directors unanimously recommend that you vote in favour of the de-listing
resolution.

Other Business

The directors have no knowledge of any matters to be presented at the Meeting
other than the de-listing. If any other business requiring a vote of the
shareholders should come before the Meeting, the persons designated as your
proxies will vote or refrain from voting in accordance with their best
judgment.

By order of the Board of Directors,

Zwi Williger

Director and Chief Executive Officer

For further information, please contact:

Gold Frost Ltd.

Zwi Williger (Director and Chief Executive Officer) +972 544 324924

Blue Oar Securities plc.

Rhod Cruwys/Matthew Marchant +44 20 7448 4410



END

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