Acquisition(s)

1 September 2011

         ROLLS-ROYCE EXPANDS GLOBAL CIVIL NUCLEAR REACTOR FOOTPRINT; 
                         ACQUIRES R BROOKS ASSOCIATES

Rolls-Royce, the global power systems company, has today announced the
acquisition of R Brooks Associates, a leading specialist civil nuclear reactor
services business in the United States.

Rolls-Royce has 50-years expertise in developing technically-advanced
inspection, repair and refurbishment solutions for operational reactors. The
acquisition of Brooks will further facilitate accelerated growth for
Rolls-Royce in this important business sector.

Lawrie Haynes, Rolls-Royce President-Nuclear, said: "Our investment in Brooks
is a further step towards growing our global civil nuclear business. Brooks has
an enviable reputation for unique inspection technology and it has some of the
best people in the industry. We look forward to welcoming them into our
business".

Rolls-Royce has significant nuclear skills and supports a number of key phases
of the nuclear programme, including the provision of technical and engineering
support and advice to governments and utility operators. The Group's reactor
support activity represents more than 50% of its civil nuclear business and
includes support to operational reactors in 20 countries across Europe, North
America and Asia.

Notes to Editors:

1. Rolls-Royce is a world-leading provider of power systems and services for
   use on land, at sea and in the air, and has established a strong position in
   global markets - civil aerospace, defence aerospace, marine and energy.

2. As a result of this strategy, Rolls-Royce has a broad customer base
   comprising more than 500 airlines, 4,000 corporate and utility aircraft and
   helicopter operators, 160 armed forces, more than 2,500 marine customers,
   including 70 navies, and energy customers in nearly 120 countries, with an
   installed base of 54,000 gas turbines.

3. Annual underlying revenues were £10.8 billion in 2010, of which more than
   half came from the provision of services. The firm and announced order book
   stood at £61.4 billion at 30 June 2011, providing visibility of future levels
   of activity.

4. Rolls-Royce employs over 39,000 skilled people in offices, manufacturing and
   service facilities in over 50 countries. Over 11,000 of these employees are
   engineers.

5. In 2010, Rolls-Royce invested £923 million on research and development, 
   two thirds of which had the objective of further improving the environmental
   performance of its products, in particular reducing emissions.

6. Rolls-Royce supports a global network of 28 University Technology Centres,
   which connect the company's engineers with the forefront of scientific
   research.

7. Rolls-Royce has a large and highly experienced nuclear skills base with
   approximately 2,900 nuclear employees in the UK, France, US and Canada.
   
8. Rolls-Royce provides nuclear power utility vendors and operators with
   integrated, long-term solutions and support services spanning the whole
   reactor lifecycle, from concept design through to obsolescence management
   and plant life extension. With nuclear expertise including component
   manufacturing, licensing, project and supply chain management as well as
   world-class engineering, the company has been a key player in the industry
   for over 50 years.
   
9. Brooks is a market leader in secondary steam generator inspections in the
   US and has a well established presence in France. It is a trusted,
   innovative supplier of niche inspection and recovery solutions for the core
   of the nuclear steam supply system (NSSS). The company has 104 employees
   based in the US, France and UK.
   
10. The value of gross assets acquired by Rolls-Royce is US $14 million.
   
For further information, please contact:

Investor Relations:
Mark Alflatt
Director of Financial Communications
Rolls-Royce Holdings plc
Tel: [phone]
[e-mail]

Media relations:
Josh Rosenstock
Director of External Communications
Rolls-Royce Holdings plc
Tel: [phone]
[e-mail]

www.rolls-royce.com