Director/PDMR Shareholding

ROLLS-ROYCE GROUP PLC - SHARE PURCHASE PLAN                  

Rolls-Royce Group plc (theCompany) announces the purchase on 7th February 2011
of 25,620 ordinary shares in the Company by Computershare Trustees Limited (the
Trustee) at a price of 642.00 pence per share for the purpose of satisfying the
purchase of ordinary shares by eligible employees (including executive
directors) under the Rolls-Royce SharePurchase Plan (the Plan) for the current
month. The Plan has been approved by the Inland Revenue as a share incentive
plan under Schedule 8 to the Finance Act 2000.

The numbers of ordinary shares purchased on this date on behalf of the
executive directors were as follows:

Sir John Rose 19

A B Shilston 20

C P Smith 19

M J Terrett 19

The numbers of ordinary shares purchased on this date on behalf of persons
discharging managerial responsibility were as follows:

T Rayner 20

Company notified 10th February 2011

Dated 10th February 2011

For further information please contact Paul Davies, Deputy Company Secretary,
Rolls-Royce Group plc, tel. no. 01332 245878