Director/PDMR Shareholding

4th April 2006

                             ROLLS-ROYCE GROUP plc                             

 

 

Rolls-Royce announces that on 3rd April 2006, ordinary shares in the company
were transferred to the following executive directors and persons discharging
managerial responsibility (PDMR's) by Mourant & Co Trustee Ltd (the trustee of
the Rolls-Royce Employee Share Trust) in relation to deferred awards made under
the Company's Annual Performance Related Award plan (APRA) in 2004 and the
Deferred Share Incentive Plan (DSIP) in 2003. In addition the Directors sold
the number of shares listed below to discharge their tax obligations arising
from the release of the shares.

 

 

             APRA Award Number of       Total  DSIP Award Number of       Total
            Exercisable    Shares      Shares Exercisable    Shares      Shares
                          Sold to Released to               Sold to Released to
                        Discharge Certificate             Discharge Certificate
                              Tax                               Tax            
                        Liability                         Liability            
                                                                               
Director                                                                       
                                                                               
Sir John         66,079    27,093      38,986     302,526   124,036     178,490
Rose                                                                           
                                                                               
John             44,577    18,277      26,300     189,078    77,522     111,556
Cheffins                                                                       
                                                                               
Andrew           38,850    15,929      22,921           -         -           -
Shilston                                                                       
                                                                               
Colin Smith       7,175     2,942       4,233      47,352    19,415      27,937
                                                                               
PDMR's                                                                         
                                                                               
Axel Arendt      36,132         -      36,132           -         -           -
                                                                               
Brian Baker      15,402     6,315       9,087           -         -           -
                                                                               
Charles          16,367     6,711       9,656      73,930    30,312      43,618
Blundell                                                                       
                                                                               
Christopher      14,372     5,893       8,479      75,777    31,069      44,708
Hole                                                                           
                                                                               
Saul             19,270     7,901      11,369     161,347    66,153      95,194
Lanyado                                                                        
                                                                               
Michael          26,273    10,772      15,501           -         -           -
Lloyd                                                                          
                                                                               
John Rivers      20,213     8,288      11,925     110,925    45,480      65,445
                                                                               

 

 

The shares have been held in trust for 2 years for APRA and 3 years for DSIP
and have been released by the trustee in accordance with the rules of the
Plans.

 

Each of the Directors by virtue of being potential beneficiaries of the trust
are technically interested in all of the shares in the trust.

33,911,890 shares are held in the trust following the release of shares.

For further information, please contact:-

John Warren - Deputy Company Secretary - Tel. [phone]