AGM Statement

3 May 2006

                                 AGM STATEMENT                                 

Rolls-Royce Group plc is today holding its 2006 Annual General Meeting at the
Excel Centre in London.

Sir John Rose, Chief Executive, presented the Group's strategy to shareholders
and made the following comments on the Group's outlook:

"We continue to make good progress and are well positioned for long-term
growth, despite the challenges of commodity price inflation and the continuing
weakness of the US dollar.

"We have recently made proposals to our employees in order to address the
pension fund deficit. The key points are that we are offering to inject £500m
in cash in return for agreement on certain measures. The proposals are intended
to reduce the size and volatility of the deficit and include a move from
defined benefit to defined contribution schemes for new employees.
We would, however, maintain existing benefits for current scheme members.

"Looking to the future, our strong order book, long-term services revenue
stream and our focus on operational performance underpin our expectations for
2006, of positive cash flow, before the impact of any additional cash
injections to the pension schemes, and a continued growth in profits.

"Current trading is consistent with these expectations."

For further information please contact:

Caroline Harris                               Peter Barnes-Wallis
Acting Director of Corporate Communications   Director of Financial Communications
Tel: [phone]                      Tel: [phone]
[e-mail]               [e-mail]