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 727,485               
                                                                               
                                        BANK OF NEW YORK BRUSSELS 4,790,984    
                                                                               
                                        BANK OF NEW YORK EUROPE LDN 4,229,754  
                                                                               
                                        BANKERS TRUST LONDON 537,228           
                                                                               
                                        BROWN BROS HARRIMAN LTD LUX 27,334,943 
                                                                               
                                        BROWN BROS HARRIMAN & CO 3,028,255     
                                                                               
                                        CHASE MANHATTAN BK AG 644,703          
                                                                               
                                        FRANKFURT                              
                                                                               
                                        CHASE MANHATTAN LONDON 27,836          
                                                                               
                                        CLYDESDALE BANK PLC 224,946            
                                                                               
                                        DEXIA PRIVATBANK 25,024                
                                                                               
                                        JP MORGAN BOURNEMOUTH 29,896,257       
                                                                               
                                        JP MORGAN CHASE BANK 20,700,766        
                                                                               
                                        MELLON BANK 2,402,740                  
                                                                               
                                        MELLON BANK NA 4,525.356               
                                                                               
                                        MIDLANDS SECURITIES SERVICES 238,098   
                                                                               
                                        NATIONAL ASTL BK MELBOURNE 99,700      
                                                                               
                                        NORTHERN TRUST CO 5,998,456            
                                                                               
                                        NORTHERN TRUST LONDON 7,742,713        
                                                                               
                                        STATE STREET BANK AND TR CO 3,040,498  
                                                                               
                                        LONDON                                 
                                                                               
                                        STATE STREET BANK AND TR CO 6,447,832  
                                                                               
                                        STATE STREET HONG KONG 35,599          
                                                                               
                                        STATE STREET MUNICH 30,900             
                                                                               
                                        STATE STREET BANK AUSTRALIA 154,200    
                                                                               
                                        HSBC BANK PLC 262,200                  
                                                                               
                                        SOCIETE GENERAL 44,500                 
                                                                               
                                        CIBC MELLON TRUST 283,550              
                                                                               
                                        ROYAL TRUST - TORONTO 37,900           
                                                                               
                                        BERMUDA TRUST FAR EAST HK 301,700      
                                                                               
                                        ING LUXEMBOURG 31,900                  
                                                                               
                                        MASTER TRUST BANK OF JAPAN 128,600     
                                                                               
                                        NOMURA TRUST AND BANKING 51,900        
                                                                               
                                        TRUST & CUST SVCS BK LTD TOKO 34,700   
                                                                               
                                        BNP PARIBAS, PARIS 42,000              

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                                                  20/01/2006        

12. Total holding following this     13. Total percentage holding of issued    
    notification                         class following this notification     
                                                                               
    124,103,223                          7.01%                                 

14. Any additional information       15. Name of contact and telephone number  
                                         for queries                           
                                                                               
    iNCREASED FROM 6.5% TO 7.01%         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 20 JANUARY 2006