Director Shareholding

Vodafone Group Plc
15 December 2004


DIRECTOR SHAREHOLDING

Vodafone Group Plc ('the Company')

In accordance with Section 329 of the Companies Act 1985, I have to inform you
that on 13 December 2004 Arun Sarin (the Chief Executive of the Company),
exercised an option, granted to him in April 1998 under the terms of the
AirTouch Communications Inc. 1993 Long-Term Stock Incentive Plan, over 289,000
ADSs in the capital of the Company at an exercise price of $16.125 per ADS.
Subsequently, the shares were sold at an average price of $27.6765 per ADS.

Prior to this transaction, Mr Sarin had a total option over 500,000 ADSs,
scheduled to lapse, if not exercised, in April 2005.  It is envisaged that the
211,000 ADSs remaining under option will be exercised and sold in the near
future.

As a result of this transaction Mr Sarin has an interest, excluding unexercised
share options and incentive shares, of 4,844,000 shares in the Company.



Stephen Scott
Group General Counsel and Company Secretary


Note

American Depositary Shares ('ADSs'), each representing ten ordinary shares of
Vodafone Group Plc, are traded on the New York Stock Exchange under the symbol 
'VOD'.


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