Re Agreement

28 June, 2007

             ROLLS-ROYCE SIGNS TRENT 500 TOTALCARE EXTENSION WITH              
                             SOUTH AFRICAN AIRWAYS                             

Rolls-Royce today announced that South African Airways has signed an extension
to its existing Trent 500 TotalCare long-term services agreement to cover an
additional three Airbus A340-600 aircraft leased from ILFC.

This new contract is worth around $100 million and expands a previous 10-year
agreement that was signed in 2001 covering the other six A340s operated by
South African Airways. The airline's entire fleet of nine A340-600s is now
covered by a comprehensive TotalCare agreement.

This new deal was celebrated as the Trent 500 fleet passed half a million hours
in service with South African Airways. During this time, the engines have
logged over 100 million kilometres and 60,000 landing and take-off cycles.

Robyn Chalmers, SAA Head Group Corporate Affairs, said: "We are proud to have
built such a strong relationship with Rolls-Royce. We have great confidence in
their product and look forward to the next step in this partnership."

Andrew Ross, Sales Director - Africa for Rolls-Royce, added: "South African
Airways is already experiencing the benefits which TotalCare brings to its
operations. As the engine manufacturer, Rolls-Royce is best placed to provide
this service, and this announcement reflects SAA's satisfaction with the way
the fleet is managed."

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NOTE TO EDITORS:

 1. TotalCare agreements, tailored for individual operators, offer a range of
    services extending to aspects of support such as latest predictive
    maintenance, asset and logistics management, as well as repair and
    overhaul. TotalCare offers the opportunity to remove uncertainties from
    engine management and provides airlines with greater financial confidence
    from managing predictable costs.
   
 2. The Trent 500 is the sole powerplant on growth versions of the four-engined
    A340, which began commercial operations in 2002. The entire fleet of
    engines has now accumulated nearly 4 million flying hours and 400,000
    cycles since entry into service.
   
 3. A 53,000lb thrust version of the Trent 500 powers the A340-500, while a
    56,000lb thrust variant is installed on the higher-capacity A340-600.
   
 4. There are now 161 firm and option Rolls-Royce powered A340s in service or
    on order with 20 customers and operators.
   
 5. The relationship between Rolls-Royce and South African Airways stretches
    back to the 1950s, when the airline took delivery of its first of eight
    Vickers Viscounts in late 1959. South African Airways introduced its first
    Rolls-Royce RB211-524 powered Boeing 747-400 aircraft in January 1991,
    building up to a fleet of six aircraft.
   
 6. In May 2007, Rolls-Royce demonstrated its continued commitment to
    industrial participation in South Africa when it took a 15 per cent share
    in Avalloy, South Africa's first producer of superalloys, and the world's
    first new producer for 15 years. Rolls-Royce has been working with South
    Africa on the development of its new superalloy capability for nearly 10
    years.
   
For further information:

Mark Alflatt
Director - Financial Communications
Rolls-Royce plc
Tel: [phone]
Fax: [phone]
Email: [e-mail]