Deferred Annual Bonus Plan

Rolls-Royce PLC
3 April 2001



                                                                  3 April 2001


                               ROLLS-ROYCE PLC


Rolls-Royce plc announces that on 2nd April 2001 ordinary shares in the
Company (Shares) were conditionally awarded to Executive Directors under the
terms of the Rolls-Royce Deferred Annual Bonus Plan (the Plan) as follows:-


     No. of Shares


     Sir Ralph Robins     13,794

     J E V Rose           20,504

     J P Cheffins         17,941

     C H Green             1,743

     J M Guyette          14,427

     P Heiden             12,675

     P C Ruffles          11,743

     R T Turner            9,693


The Plan is a deferred bonus arrangement and the Shares will be transferred to
the Executive Directors from the Rolls-Royce Employee Share Trust in two years
time provided the Executive Director has remained an employee of the
Rolls-Royce Group.




For further information, please contact:-


Peter Barnes-Wallis
Director of Financial Communications
Rolls-Royce plc

Ph:      020 7222 9020
Fx:      020 7227 9178