Deferred Share Plan

Rolls-Royce PLC
9 March 2001



                                                                 9 March, 2001


                               ROLLS-ROYCE plc

Rolls-Royce plc announces that on 8 March 2001 the Rolls-Royce Employee Share
Trust entered into an Agreement to acquire 1,454,000 Rolls-Royce shares at an
average price of 214.60 pence per share for the purpose of satisfying in due
course Awards granted under the Deferred Share Plan.

For further information please contact


Tim Blythe

Director of Corporate Communications

Rolls-Royce plc

Tel:     [phone]

Fax:      [phone]