Bond Purchase Solicitation

Vodafone Group Plc
28 January 2003

Not for distribution or release in the United States of America



28 January 2003



                    VODAFONE SETS THE FINAL FIXED SPREADS IN

                           BOND PURCHASE SOLICITATION



Further to the announcement on 9 January 2003, Vodafone Group Plc ('Vodafone')
announces today that it has set the Final Fixed Spreads in its cash tender offer
to purchase the bonds listed below (the 'Bonds') which were issued by its wholly
owned subsidiary Vodafone Finance BV (previously Mannesmann Finance BV) and
guaranteed by Vodafone Holding GmbH (previously Mannesmann AG), also wholly
owned.



The price in relation to each Bond will be calculated by reference to the yield
on the relevant Reference Bund plus the Final Fixed Spread all as set out below
(the 'Price'). For Bondholders selling to Deutsche Bank AG the Reference Bund
yield will be quoted at the time the order is placed whilst for orders placed
through Euroclear or Clearstream it will be quoted at 2:00 pm Frankfurt time on
3 February 2003. The Price plus accrued interest on the Bonds will be paid on 6
February 2003.



Bondholders may either sell Bonds to Deutsche Bank AG, acting as agent for
Vodafone in the solicitation from now until 31 January 2003, or place an order
through Euroclear or Clearstream from today until 5:00 pm Frankfurt time on 3
February 2003.


Bonds                                             Reference Bund                   Final Fixed
                                                                                   Spread (bps)

€2,500,000,000 4.875%                             6.75% July 2004                  +25
due 8 September 2004

€460,162,693.08 (DM900m) 5.25%                    4.25% February 2005              +41
due 21 January 2005

€3,000,000,000 4.75%                              3.75% January 2009               +71
due 27 May 2009



                                    - ends -



For further information contact:



Vodafone Group Plc
Tim Brown, Group Corporate Affairs Director
Melissa Stimpson, Director of Group Investor Relations
Bobby Leach, Head of Group Financial Media Relations
Darren Jones, Senior Investor Relations Manager
Tel:  [phone]


Tavistock Communications                                     Deutsche Bank AG London
John West/Justin Griffiths                                   Sandra Hughes
Tel:  [phone]                                   Tel:  [phone]





This press release does not constitute, or form part of, any solicitation of any
offer or invitation to sell any securities in any jurisdiction nor shall it (or
any part of it), or the fact of its distribution, form the basis of or be relied
on in connection with any contract therefor. The Solicitation of Offers to Sell
is not being made and will not be made directly or indirectly in, or by use of
the mail of, or by any means or instrumentality of interstate or foreign
commerce of, or any facilities of a national securities exchange of, the United
States of America. This includes, but is not limited to, facsimile transmission,
electronic mail, telex, telephone and the Internet. Accordingly, copies of any
documents related to the Solicitation of Offers to Sell are not being, and must
not be, mailed or otherwise transmitted or distributed in or into the United
States of America. Any purported offer in response to the Solicitation of Offers
to Sell resulting directly or indirectly from a violation of these restrictions
will be invalid. No securities or other forms of consideration are being
solicited from a resident of the United States of America, and if sent in
response by a resident of the United States of America will not be accepted. No
indications of interest in the Solicitation of Offers to Sell are sought by this
press release.


                      This information is provided by RNS
            The company news service from the London Stock Exchange