Director/PDMR Shareholding

12 March 2010

ROLLS-ROYCE GROUP plc

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

                   No of shares       Number of  Share price of    Total shares
                                 shares sold to  shares sold to     transferred
                                  discharge tax   discharge tax                
                                      liability        liablity                
                                                                               
Director                                                                       
                                                                               
James Guyette            70,528          23,792         £5.5066          46,736
                                                                               
PDMR                                                                           
                                                                               
Michael Orris            36,389          15,413           £5.58          20,976

The shares have been released by the trustee in accordance with the rules of
the Plan following the satisfaction of performance conditions and the end of
the three-year vesting period applicable to the award.

For further information, please contact:-

Paul Davies - Deputy Company Secretary [phone]

Company notified 11 March 2010