Director Shareholding

Vodafone Group PLC
30 July 2001

Vodafone Group Plc ('the Company')


In accordance with Section 329 of the Companies Act 1985, I have to inform you
that following the vesting on 1 July 2001 of awards made in 1999 under the
terms of the Vodafone Group Short Term Incentive Plan ('STIP') and in 1998
under the terms of the Vodafone Group Long Term Incentive Plan ('LTIP'), the
following number of ordinary shares of US$0.10 each, each valued for this
purpose at 140.5p per share, have been transferred from the Vodafone Group
Employee Trust to the following directors and that the Company's registrars,
Computershare Investor Services Plc, have today issued definitive share
certificates in respect of the shares:-



                                                No. of shares

Sir Christopher Gent                            192,027

Mr P R Bamford                                  50,176

Mr J M Horn-Smith                               60,306

Mr K J Hydon                                    102,083




S R Scott

Company Secretary