Re Agreement

14 June, 2005

          FRANCE'S REGIONAL SIGNS ROLLS-ROYCE MAINTENANCE AGREEMENTS           

Regional, a wholly-owned subsidiary of Air France-KLM, today finalised service
agreements with Rolls-Royce at the Paris Air Show covering the engines for its
fleet of 49 Embraer and Fokker twinjets.

The deal involves a TotalCare contract until 2014 for the AE 3007 engines which
power Regional's 37 Embraer ERJ135 and ERJ145s, and a shop visit agreement for
some of the airline's Tay engines on 12 Fokker 70 and Fokker 100s.

Ian Aitken, President, Corporate and Regional Aircraft, Rolls-Royce, who signed
the contract with Philippe Berthelot, Regional's Chief Operating Officer, said:
"Paris provides a shop window for innovation in aerospace, and it's fitting
that we can celebrate the latest expansion of these popular aftermarket
packages at the air show.

"Regional is an important and valued customer, and its operations will benefit
from transferring the engine maintenance task to ourselves, as the engine
maker, as well as providing complete budget visibility."

Over 80 per cent of Regional's fleet is powered by Rolls-Royce. As well as AE
3007s and Tays, the airline also operates Rolls-Royce AE2100 engines on six
Saab 2000 aircraft.

NOTES TO EDITORS

 1. Regional has its headquarters in Nantes, as well as bases in
    Clermont-Ferrand and Lille.
   
 2. More than 40 per cent of the world's regional airlines use Rolls-Royce
    engines.
   
 3. Rolls-Royce has delivered over 1,900 AE 3007 engines to Embraer since the
    ERJ145 entered service in 1996. The fleet has accumulated 17 million hours,
    and the same number of cycles.
   
 4. Approximately 90 per cent of the Rolls-Royce regional fleet is covered by
    TotalCare contracts. Under these comprehensive and individually tailored
    services packages, Rolls-Royce is responsible for engine fleet maintenance,
    with airlines paying an agreed dollar rate per flying hour.
   
For further information contact:

Martin Johnson

Vice President, Communications

Rolls-Royce

Tel: [phone]

Email: [e-mail]