Re Agreement

Rolls-Royce PLC
21 October 2002

                                                                 20 October 2002


  
            VIRGIN ATLANTIC AND ROLLS-ROYCE SIGN $325M TOTAL CARE AGREEMENT

Rolls-Royce announced today (20 October) that it had signed a long-term
aftermarket support agreement with Virgin Atlantic covering the Trent 500
engines for the airline's new fleet of long-range Airbus A340-600 aircraft.

The Total Care contract is valued at $325 million and provides powerplant cover
for the fleet of 10 aircraft through to 2016.

Virgin Atlantic Director of Engineering, Jeff Livings, said: 'Through Total
Care, both the operator and the manufacturer have a common objective - to
provide the most cost-effective and reliable power to the airline. These
arrangements remove the surprise element for an airline both from a technical
and budgetary standpoint, allowing us to concentrate on our core business.'

Mike Terrett, President - Civil Aerospace, Rolls-Royce, added: 'Today's
announcement highlights the continuing trend towards aftermarket services
provided at predictable costs through long term contracts.  Around 40 per cent
of all Trents in service are covered by Total Care agreements.'

Total Care allows airlines to select from a menu of support services and to
customise their requirements. The agreement is translated into a fixed dollar
rate per flying hour, giving operators complete visibility of maintenance costs
and removing the need for large capital investment in overhaul facilities.

Virgin Atlantic was launch customer for the four-engined A340-600 for which the
Trent 500 is the sole powerplant offered. It currently uses the aircraft on the
London - Newark and JFK routes and plans expansion first to Hong Kong and Tokyo
this year, and subsequently to Johannesburg from 2003.

Note to editors:

Rolls-Royce plc operates in four growth markets - civil aerospace, defence
aerospace, marine and energy.  It is a global company investing in technology
and capability that can be exploited in each of these sectors to create a
competitive range of products.

The success of these products is demonstrated by the company's rapid and
substantial gains in market share over recent years.  As a result, engine
deliveries have grown to a total of 53,000 gas turbines in service worldwide.
The investments in product, capability and infrastructure to gain this market
position create high barriers to entry.

Rolls-Royce has a broad customer base consisting of more than 500 airlines,
4,000 corporate and utility aircraft and helicopter operators, 160 armed forces
and more than 2,000 marine customers, including 50 navies. The company has
energy customers in nearly 120 countries.  Rolls-Royce employs around 39,000
people worldwide, including 23,500 in the UK, 5,000 in the rest of Europe and
8,000 in North America.

Most of the engines in service will have operational lives of 25 years or more,
generating an assured aftermarket demand for the provision of spare parts and
services.   The company's strategy is to maximise aftermarket revenues through
the development of a comprehensive services capability.

Annual sales total around £6 billion of which over 40 per cent currently comes
from aftermarket services. The order book stands at more than £19 billion,
which, together with aftermarket demand, provides visibility as to future
activity levels.

Since it was founded in 1984 Virgin Atlantic Airways has become Britain's second
largest long-haul carrier serving the world's major cities. Now based at both
London's Gatwick and Heathrow airports, it operates long-haul services to 19
destinations world-wide as far apart as Las Vegas and Shanghai. Virgin Atlantic
currently has a fleet of 23 aircraft which includes 12 Boeing 747s, ten
A340-300s and one A340-600.

For further information contact:

Martin Brodie
Rolls-Royce plc
65 Buckingham Gate
London SW1E 6AT

Tel: [phone]
Email: [e-mail]




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