US$100M Total Care Agreement

Rolls-Royce PLC
11 May 2001



                                                                   11 May 2001

             ROLLS-ROYCE WINS US$100 MILLION TOTAL CARE AGREEMENT

            AS FIRST EMBRAER AIRCRAFT IS DELIVERED TO SOUTH AFRICA



Rolls-Royce plc (10 May 2001) announced today a long-term total support
agreement with South African Airlink as the airline's first AE 3007-powered
Embraer RJ 135 regional jet was delivered to its hub in Johannesburg.

The US$100 million ten-year engine package has an option to be extended for an
additional five years. It covers South African Airlink's entire AE 3007

in-service requirements including the provision of spare engines and
accessories, ground support equipment, logistics handling, as well as
dedicated technical support.

Charles Cuddington, Executive Vice-President, Airlines, said in Johannesburg:
He said: 'Rolls-Royce is delighted to be playing an active part in South
African Airlink's expansion. Our proven capability in the field of total care
engine maintenance will enable the airline to concentrate on building upon its
successful regional operation with its new fleet.'

'

The airline, which is part-owned by South African Airways, became the first
regional airline customer on the African continent for the Rolls-Royce AE 3007
last December when it selected 30 EMB-145sERJ 135 aircraft on firm order and
40 options. Deliveries are scheduled at four aircraft per year through to
2008. South African Airways alsoalso operates

operates RRolls-Royce RB211-524G/H-T engines on its fleet of Boeing 747-400
aircraft.




Rolls-Royce wins US$100 million maintenance agreement

as first Embraer aircraft is delivered to South Africa

10 May 2001

Page 2 of 2



The AE-3007 turbofan is the sole engine for Embraer's 50-seat and under
regional jet family consisting of the ERJ 145, 140 and 135. Nearly 1,300
aircraft have been ordered to date by customers in 18 countries. By the end of
2001, the AE3007 fleet will log more than 4 million hours in service.

                                   - END -

Note to editors:

Rolls-Royce plc is a global company providing power on land, sea and air. The
company has established leading positions in civil aerospace, defence, marine
and energy markets. Its core gas turbine technology has created one of the
broadest product ranges of aero engines in the world, with 55,000 engines in
service in over 150 countries. Customers include more than 500 airlines, 2,400
corporate and utility operators and 160 armed forces, using both fixed and
rotary wing aircraft.

Rolls-Royce is the global leader in marine power systems with a broad product
range and full systems integration capability. Over 2,000 marine customers and
more than 30 navies use Rolls-Royce propulsion. The company is investing in
new products and capabilities for energy markets, which include the oil and
gas industry and power generation, and also develops its own power projects
through Rolls-Royce Power Ventures Ltd.

Rolls-Royce pioneered gas turbine technology for aerospace, power generation
and marine propulsion and is involved in the major future programmes in these
fields. These include the Trent aero and industrial engines, the Eurofighter
Typhoon and Joint Strike Fighter combat engines, the WR21 marine engine and
leading edge water jet

propulsion systems.

AE 3007 engine pictures are available on the Rolls-Royce website at:

www.rolls-royce.com           or direct from Andy Siddons:

+(44) 1332 248689 Telephone     [e-mail] E-mail

Downloadable broadcast quality footage is available from TheNewsMarket,
www.thenewsmarket.com. Register at The NewsMarket to find a wide range of
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