Director/PDMR Shareholding

12 March 2010

ROLLS-ROYCE GROUP plc

Rolls-Royce announces that on 1 March 2010, ordinary shares in the company were
transferred to the following executive director and person discharging
managerial responsibility (PDMR) by EES Trustees International Ltd (the trustee
of the Rolls-Royce Group 2008 Employee Share Trust) in relation to deferred
awards made under the Company's Annual Performance Related Award plan (APRA) in
2008. In addition the executive director and PDMR sold the number of shares
listed below to discharge their tax obligations arising from the release of the
shares.

                        APRA Award     Number of   Share Price of  Total Shares
                                     Shares Sold   Shares Sold to   Released to
                       Exercisable  to Discharge    Discharge Tax   Certificate
                                   Tax Liability        Liability              
                                                                               
Directors                                                                      
                                                                               
James Guyette               13,756         7,136          £5.5066         6,620
                                                                               
PDMR's                                                                         
                                                                               
Michael Orris                6,877         2,249            £5.58         4,628

The shares have been held in trust for two years and have been released by the
trustee in accordance with the rules of the Plan.

For further information, please contact:-

Paul Davies - Deputy Company Secretary [phone]

Company notified 11 March 2010