Re Agreement

June 6, 2006

             UPS AND ROLLS-ROYCE SIGN LONG-TERM SERVICES AGREEMENT             

Rolls-Royce, the world-leading provider of power systems and services, has
signed a long-term engine services agreement with United Parcel Service Co.,
the world's largest package delivery company and a global leader in supply
chain services.

The TotalCare® contract supports the engines for UPS' 40 RB211-535 powered
Boeing 757 aircraft for 15 years and covers work which would not be performed
by UPS's own maintenance program.

UPS has successfully operated its fleet of 535-powered 757 aircraft since 1992
and also operates 16 Boeing 727 aircraft powered by Rolls-Royce Tay 651
engines.

Nick Devall, Executive Vice President, Airlines Customer Business for
Rolls-Royce, said, "We are delighted to sign this agreement between two
companies with jointly 200 years of history and very similar business
philosophies. This contract further strengthens our relationship with UPS and
continues to align our interests as we look to the future."

TotalCare, tailored to meet the business requirements of individual customers,
offers a range of services which can include all aspects of engine support
including engine fleet management, inventory management, repair and overhaul,
provision of lease engines and line-side support. TotalCare provides customers
with predictable engine maintenance costs, transfers engine risk to
Rolls-Royce, reduces operator acquisition costs, administrative burden and
allows operators to focus on their core business.

NOTE TO EDITORS

 1. UPS is the world's largest package delivery company and a global leader in
    supply chain services, offering an extensive range of options for
    synchronizing the movement of goods, information and funds. Headquartered
    in Atlanta, Georgia. UPS serves more than 200 countries and territories
    worldwide.
   
 2. Rolls-Royce RB211-535 engines power the Boeing 757-200 and -300 passenger
    and cargo aircraft. With a thrust level of 43,100 lb, more than 1200
    RB211-535 engines are currently in service.
   
 3. The engine has been chosen by 80 percent of Boeing 757 customers and holds
    a nearly 60 percent share of all engine orders placed on that aircraft.
   
 4. The RB211-535 engine was introduced in 1984 and has surpassed 31 million
    flight hours. Additionally, it was the first western powerplant to be
    installed on a Russian commercial aircraft when it was introduced on the
    Tupolev Tu-204.
   
 5. Rolls-Royce has a broad customer base comprising nearly 600 airlines, 4,000
    corporate and utility aircraft and helicopter operators, 160 armed forces
    and more than 2,000 marine customers, including 70 navies. The company has
    energy customers in nearly 120 countries. Rolls-Royce employs around 36,000
    people, of which 22,000 are in the UK. Forty percent of its employees are
    based outside the UK - including nearly 5,000 in the rest of Europe and
    nearly 8,000 in North America.
   
 6. The large installed base of engines generates demand for the provision of
    services. A key element of the company's strategy is to maximize services
    revenues, which have increased by 60 per cent over the past five years, by
    the provision of a comprehensive portfolio of services. Annual sales total
    £6.6 billion, of which 54 per cent are services revenues. The firm and
    announced order book is nearly £25 billion, which, together with demand for
    services, provides visibility of future levels of activity.
   
For more information, please contact:

Tom Sullivan
Senior Manager, Corporate Communications
Rolls-Royce North America Inc.
Tel: [phone]
Email: [e-mail]

Annalie Brown
Communications Manager, Civil Aerospace
Rolls-Royce
Tel: [phone]
Email: [e-mail]

Website: www.rolls-royce.com