Director Shareholding

Vodafone Group PLC
14 September 2001


Vodafone Group Plc ('the Company')

In accordance with Section 329 of the Companies Act 1985, I have to inform you
that the Company was advised today by Mourant & Company Capital Trustees
Limited that on 12 September 2001 the following directors acquired an interest
in the following number of ordinary shares of US$0.10 each in the Company at
the price of 133p per share pursuant to the rules of the Vodafone Group Profit
Sharing Scheme:


                                                No. of shares
Mr P R Bamford                                  1000
Sir Christopher Gent                            902
Mr J M Horn-Smith                               1000
Mr K J Hydon                                    1000



S R Scott
Company Secretary