ROLLS- ROYCE PENSION FUND

5 November 2003

                           ROLLS- ROYCE PENSION FUND                           

Following a national level meeting on the 30th October, where the company made
improved proposals in respect to the Rolls-Royce Pension Fund, the trade union
negotiating committee is recommending acceptance in a ballot of members.

Under these proposals the company would increase its contribution to the
Rolls-Royce Pension Fund by £35 million a year.

For information please contact.

Peter Barnes-Wallis, Director - Financial Communications

Tel: [phone]

Fax: [phone]

Website: www.Rolls-Royce.com

Page 1 of 1