Director Shareholding

4th April 2003

                                ROLLS-ROYCE plc                                

 

 

Rolls-Royce announces that on 3rd April 2003, ordinary shares in the company
were transferred to the following executive directors by Mourant & Co Trustee
Ltd (the trustee of the Rolls-Royce Employee Share Trust) in relation to
deferred awards made under the Company's Deferred Annual Bonus Plan (the Plan)
in 2000. In addition these Directors sold the numbers of shares listed below to
discharge the tax obligation arising from the release of the shares.

 

 

                   Shares Released    Sold to Discharge Tax 
                                            Obligation      
                                                            
                                                            
                                                            
Sir John Rose          22,562                  9025         

 

 

The shares have been held in trust for 2 years and have been released by the
trustee in accordance with the rules of the Plan.

 

Each of the Directors by virtue of being potential beneficiaries of the trust
are technically interested in all of the shares in the trust. Before the
release 1,531,327 shares were held in the trust and following the release
1,508,765 shares are now held in the trust.

 

For further information, please contact:-

John Warren - Deputy Company Secretary - Tel. [phone]