Holding(s) in Company

SCHEDULE 10

                   NOTIFICATION OF MAJOR INTERESTS IN SHARES                   

All relevant boxes should be completed in block capital letters.

1. Name of company                   2. Name of shareholder having a major     
                                        interest                               
                                                                               
   ROLLS-ROYCE GROUP PLC                FMR CORP.                              

3. Please state whether notification 4. Name of the registered holder(s) and,  
   indicates that it is in respect      if more than one holder, the number of 
   of holding of the shareholder        shares held by each of them            
   named in 2 above or in respect of                                           
   a non-beneficial interest or in                                             
   the case of an individual holder                                            
   if it is a holding of that                                                  
   person's spouse or children under                                           
   the age of 18                                                               
                                                                               
   BENEFICIAL INTEREST                  BANK OF NEW YORK 731,244               
                                                                               
                                        BANK OF NEW YORK BRUSSELS 4,364,286    
                                                                               
                                        BANK OF NEW YORK EUROPE LDN 4,124,187  
                                                                               
                                        BANKERS TRUST LONDON 470,100           
                                                                               
                                        BROWN BROS HARRIMAN LTD LUX 26,308,644 
                                                                               
                                        BROWN BROS HARRIMAN & CO 2,161,570     
                                                                               
                                        CHASE MANHATTAN BK AG 418,169          
                                                                               
                                        FRANKFURT                              
                                                                               
                                        CHASE MANHATTAN LONDON 27,608          
                                                                               
                                        CLYDESDALE BANK PLC 192,800            
                                                                               
                                        DEXIA PRIVATBANK 24,820                
                                                                               
                                        JP MORGAN BOURNEMOUTH 27,661,744       
                                                                               
                                        JP MORGAN CHASE BANK 19,179,769        
                                                                               
                                        MELLON BANK 2,203,184                  
                                                                               
                                        MELLON BANK NA 4,207,400               
                                                                               
                                        MIDLANDS SECURITIES SERVICES 215,900   
                                                                               
                                        NATIONAL ASTL BK MELBOURNE 74,900      
                                                                               
                                        NORTHERN TRUST CO 5,559,923            
                                                                               
                                        NORTHERN TRUST LONDON 7,156,128        
                                                                               
                                        STATE STREET BANK AND TR CO 2,513,920  
                                                                               
                                        LONDON                                 
                                                                               
                                        STATE STREET BANK AND TR CO 5,538,993  
                                                                               
                                        STATE STREET HONG KONG 35,317          
                                                                               
                                        STATE STREET MUNICH 22,100             
                                                                               
                                        STATE STREET BANK AUSTRALIA 121,700    
                                                                               
                                        HSBC BANK PLC 262,200                  
                                                                               
                                        SOCIETE GENERAL 21,300                 
                                                                               
                                        CIBC MELLON TRUST 214,750              
                                                                               
                                        ROYAL TRUST - TORONTO 27,700           
                                                                               
                                        BERMUDA TRUST FAR EAST HK 301,700      
                                                                               
                                        ING LUXEMBOURG 21,700                  
                                                                               
                                        MASTER TRUST BANK OF JAPAN 81,800      
                                                                               
                                        NOMURA TRUST AND BANKING 51,900        
                                                                               
                                        TRUST & CUST SVCS BK LTD TOKO 34,700   

5. Number of      6. Percentage of  7. Number of shares 8. Percentage of      
   shares/amount     issued class      /amount of stock    issued class       
   of stock                            disposed                               
   acquired                                                                   
                                                                              

9. Class of security                10. Date of          11. Date company      
                                        transaction          informed          
                                                                               
   ORDINARY                                                  22 DeCEMBER 2005  

12. Total holding following this     13. Total percentage holding of issued    
    notification                         class following this notification     
                                                                               
    114,332,156                          6.5%                                  

14. Any additional information       15. Name of contact and telephone number  
                                         for queries                           
                                                                               
    INCREASED FROM 5.02% TO 6.5%         JOHN WARREN DEPUTY COMPANY SECRETARY  
                                                                               
                                         01332 245878                          

16. Name and signature of authorised company official responsible for making   
    this notification                                                          
                                                                               
    JOHN WARREN DEPUTY COMPANY SECRETARY                                       
                                                                               
Date of notification 3 JANUARY 2006