Director Shareholding

Vodafone Group PLC
16 September 2002

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 ECS Trustees Limited that on 11
September 2002 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 100p
per share pursuant to the rules of the Vodafone Group Share Incentive Plan:



                                                             No. of shares
Mr P R Bamford                                               250
Mr J M Horn-Smith                                            250
Mr K J Hydon                                                 250




S R Scott
Company Secretary



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