Buy-out of Minority

Vodafone Group PLC
22 April 2002

22 April 2002

BUY-OUT OF MINORITY SHAREHOLDERS IN VODAFONE AG

Vodafone Group Plc announces that its subsidiary, Vodafone Deutschland GmbH,
intends to buy-out the outstanding minority shareholders in Vodafone AG
(formerly Mannesmann AG).  Vodafone Deutschland GmbH will agree to pay
outstanding minority shareholders €217.91 per Vodafone AG share, which includes
a compensation payment of €14.71 in respect of guaranteed dividends arising from
the domination agreement for the period from 1 January 2001 to 31 March 2002.
The Vodafone Group already owns more than 99.6% of the share capital of Vodafone
AG and the cost of this transaction is expected to be approximately €430
million. The buy-out requires the approval of shareholders at the Extraordinary
General Meeting of Vodafone AG on 11 June 2002 and the Supervisory Board of
Vodafone Deutschland GmbH.   It also requires entry into the Commercial Register
before it becomes legally effective, which is expected to be on or around 11
July 2002.


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For further information:

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

Tavistock Communications
Lulu Bridges / John West
Tel:  [phone]


This press release does not constitute an offer to purchase securities.



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