Directorate Change

June 9, 2005

                     ROLLS-ROYCE GROUP plc: BOARD CHANGES                      

Rolls-Royce announced today that Colin Smith will be appointed as an executive
director of the Rolls-Royce Board and as the Group's Director of Engineering
and Technology, with effect from 1 July 2005.

Dr Mike Howse, the current Director of Engineering and Technology, will be
retiring from the Board with effect from 30 June, having served on the Board
since 2001.

Commenting on these changes, Simon Robertson, Chairman of Rolls-Royce, said: "
We are delighted that Colin Smith is joining the Board. He has a deep
understanding acquired over many years of all aspects of the Group's
engineering and technology. This knowledge will be invaluable to the Board.

"The Board is particularly grateful to Dr Mike Howse for the very significant
contribution he has made both as a director and over a long career at
Rolls-Royce. He has played a central role on the key programmes which have
established Rolls-Royce's strong market position."

NOTE TO EDITORS

1. Colin Smith joined Rolls-Royce in 1974 as a sponsored undergraduate trainee
and studied Mechanical Engineering at the University of Southampton. He has
very extensive experience in all aspects of the engineering of gas turbines and
as a leader of major design and development projects. The key milestones in his
career have been:

  * Prior to his present role, he was Director - Research and Technology, with
    responsibility for ensuring a coherent and integrated technology strategy
    for the Group.
   
  * From 2001 to 2004, he was Director of Engineering and Technology - Civil
    Aerospace. His responsibilities embraced the definition and maintenance of
    engineering products, services, processes and technology for civil products
    and included having the final accountability for the airworthiness for
    these products.
   
  * His early career was as a highly successful Chief Engineer. His key
    achievements included defining and delivering all aspects of the Trent 500
    engineering programme, flight certification of the Trent 700 and
    development / certification of the RTM 322.
   
  * He has also led successful capability-acquisition programmes, particularly
    as Head of Compressor Engineering in which role he led the team that turned
    3D aerodynamics and swept-fan technology into exploitable improvements in
    engine performance.
   
2. Colin is a Fellow of the Royal Academy of Engineering and a Fellow of the
Institution of Mechanical Engineers, and is active in promoting all aspects of
engineering professionalism.

3 Rolls-Royce operates in four global markets: civil aerospace, defence
aerospace, marine and energy. It is investing in technologies and capabilities
that can be exploited in each of these sectors to create a competitive range of
products. Annual sales total nearly £6 billion, of which 55% are service
revenues. Its current order book stands at more than £21 billion.

For further information, please contact:

Martin Brodie,

Rolls-Royce Communications

Tel: [phone]

E-mail: [e-mail]