Director Shareholding

Vodafone Group PLC
15 October 2001


STOCK EXCHANGE ANNOUNCEMENT

Announced at


15 October 2001 - for immediate release


Vodafone Group Plc ('the Company')

In accordance with Section 329 of the Companies Act 1985, I have to inform you
that the Company was advised today by Mourant & Company Capital Trustees
Limited that on 10 October 2001 the following directors acquired an interest
in the following number of ordinary shares of US$0.10 each in the Company at
the price of 163p per share pursuant to the rules of the Vodafone Group Profit
Sharing Scheme:


                                                No. of shares

Mr P R Bamford                                  816
Sir Christopher Gent                            736
Mr J M Horn-Smith                               816
Mr K J Hydon                                    816

S R Scott
Company Secretary