Holding(s) in Company

TR-1: notification of major interests in shares

1. Identity of the issuer or the underlying          Rolls-Royce Group plc     
issuer of existing shares to which voting                                      
rights are attached:                                                           
                                                                               
2. Reason for the notification (please tick the appropriate box or             
boxes)                                                                         
                                                                               
An acquisition or disposal of voting rights                               √    
                                                                               
An acquisition or disposal of financial instruments which may result           
in the acquisition of shares already issued to which voting rights are         
attached                                                                       
                                                                               
An event changing the breakdown of voting rights                               
                                                                               
Other (please specify):___________________________________________             
                                                                               
3. Full name of person(s) subject to the            Prudential plc group of    
notification obligation:                                   companies           
                                                                               
4. Full name of shareholder(s) (if different                                   
from 3.):                                       -                              
                                                                               
5. Date of the transaction (and date on which   14 November 2008               
the threshold is crossed or reached if                                         
different):                                                                    
                                                                               
6. Date on which issuer notified:               17 November 2008               
                                                                               
7. Threshold(s) that is/are crossed or reached: 3%                             
                                                                               
8. Notified details:                                                           

A: Voting rights attached to shares                                          
                                                                             
Class/type  Situation       Resulting situation after the triggering         
of shares   previous to the transaction                                      
            Triggering                                                       
if possible transaction                                                      
using the                                                                    
ISIN CODE                                                                    
                                                                             
                                                                             

Number of    Number of  Number of  Number of voting  % of voting rights          
Shares       Voting     shares     rights ix                                     
             Rights                                                              
             viii       Direct     Direct x Indirect Direct   Indirect           
                                            xi                                   
                                                                                 
                                                                                 
Ordinary                                                                         
Shares                             below 3%                                      
                                                                                 
             55,025,325 55,025,325          below 3%          below 3%           
GB0032836487                                                                     

B: Financial Instruments                                                       
                                                                               
Resulting situation after the triggering transaction xii                       
                                                                               
Type of         Expiration  Exercise/          Number of voting    % of voting 
financial       date xiii   Conversion Period/ rights that may be  rights      
instrument                  Date xiv           acquired if the                 
                                               instrument is                   
                                               exercised/                      
                                               converted.                      
                                                                               
                                      N/A                                      

Total (A+B)                                                                    
                                                                               
Number of voting rights                % of voting rights                      
                                                                               
Below 3 %                              Below 3%                                

9. Chain of controlled undertakings through which the voting rights and/or the 
financial instruments are effectively held, if applicable xv:                  
                                                                               

Proxy Voting:                                                                  
                                                                               
10. Name of the proxy holder:                      N/a                         
                                                                               
11. Number of voting rights proxy holder will      N/a                         
cease to hold:                                                                 
                                                                               
12. Date on which proxy holder will cease to hold  N/a                         
voting rights:                                                                 

13. Additional information:       No longer have a notifiable interest         
                                                                               
14. Contact name:                 Dipesh Varsani                               
                                                                               
                                  M & G Investment Management Limited          
                                                                               
15. Contact telephone number:     0207 7548 3261                               

Financial Services Authority