Total Voting Rights

Rolls-Royce Holdings plc ("the Company")

3 June 2011

Voting Rights and Capital

In accordance with DTR 5.6.1 of the FSA's Disclosure and Transparency Rules
(DTR), the Company is required to notify the market of its total number of
voting rights and capital as at the the end of each calendar month.

The issued share capital of the Company is comprised of the following:-

1,872,188,711 ordinary shares of 20p each with voting rights.

50,000 redeemable preference shares of £1 each with limited voting rights.

1 Special Rights non- voting share of £1 with no voting rights.

The total voting rights in the Company is 1,872,188,711 and may be used by
shareholders as the denominator for the calculations by which they will
determine if they are required to notify their interest in, or a change to
their interest in, the Company under the FSA's Disclosure and Transparency
Rules.

Name of contact and telephone number for queries:

Paul Davies, Deputy Company Secretary: [phone]

Fax number for notifications [phone]

Email notifications: [e-mail] and
[e-mail] and [e-mail]