Holding(s) in Company

SCHEDULE 10                                  
                                                                               
                   NOTIFICATION OF MAJOR INTERESTS IN SHARES                   

1. Name of company

ROLLS-ROYCE GROUP PLC
                     

2. Name of shareholder having a major interest

THE GOLDMAN SACHS GROUP, INC
                            

3. Please state whether notification indicates that it is in respect of holding
of the shareholder named in 2 above or in respect of a non-beneficial interest
or in the case of an individual holder if it is a holding of that person's
spouse or children under the age of 18

In 2 above
          

4. Name of the registered holder(s) and, if more than one holder, the number of
shares held by each of them



5. Number of shares / amount of stock acquired



6. Percentage of issued class



7. Number of shares / amount of stock disposed



8. Percentage of issued class



9. Class of security

ORDINARY
        

10. Date of transaction



11. Date company informed

22/04/04
        

12. Total holding following this notification



13. Total percentage holding of issued class following this notification

HOLDS LESS THAN 3%
                  

14. Any additional information

INCORRECT DISCLOSURE NOTIFIED ON 7 APRIL 2004
                                             

15. Name of contact and telephone number for queries

JOHN WARREN - 01332 245878
                          

16. Name and signature of authorised company official responsible for making
this notification

JOHN WARREN - DEPUTY COMPANY SECRETARY
                                      

Date of notification

22/04/04
        

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