Director/PDMR Shareholding

Rolls-Royce Group plc (the Company) announces that on 2nd January 2009,
pursuant to the Rolls-Royce ShareBonus and SharePurchase plans (the SIP), the
following executive directors and PDMR's of the Company became interested in
non-cumulative redeemable preference shares of 0.1p each (C Shares) set out
below. C Shares in respect of shareholdings under the SIP are held in trust by
Computershare Trustees Limited (the Trustee) on behalf of the directors and
PDMR's:-

Directors                C Shares awarded C Shares redeemed C Shares retained
                                                                             
Sir John Rose                607,521              -              607,521     
                                                                             
Andrew Shilston              524,123              -              524,123     
                                                                             
Colin Smith                  397,082              -              397,082     
                                                                             
Mike Terrett                 295,609              -              295,609     
                                                                             
PDMR's                                                                       
                                                                             
Charles Blundell             659,516              -              659,516     
                                                                             
Michael Lloyd                213,527           213,527              -        
                                                                             
Tim Rayner                    50,850              -              50,850      
                                                                             
Mark King                    132,189           132,189              -        

Notified 8 January 2009

Date 8 January 2009

For further information contact Paul Davies, Deputy Company Secretary, tel. No.
01332 245878.