Director Shareholding

Vodafone Group PLC
16 July 2002


Vodafone Group Plc ('the Company')


        1.     In accordance with Section 329 of the Companies Act 1985, I have
        to inform you that the Company was advised on 15 July 2002 by Mourant
        ECS Trustees Limited that on 10 July 2002 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 91p per share pursuant to
        the rules of the Vodafone Group Profit Sharing Scheme:

         Name of Director                            No. of shares

         Mr P R Bamford                              276
         Mr J M Horn-Smith                           274
         Mr K J Hydon                                274



        2.     In accordance with Section 329 of the Companies Act 1985, I have
        to inform you that the Company was advised on 15 July 2002 by Halifax
        plc that on 11 July 2002 Mr J M Horn-Smith closed the five-year
        Sharesave account opened by him in July 2001. The associated Sharesave
        option over 5,314 Vodafone Group Plc ordinary shares of US$0.10 each
        granted to Mr Horn-Smith on 31 July 2001 at an option price of 127p per
        share has therefore lapsed.



Philip Howie
Deputy Company Secretary



                      This information is provided by RNS
            The company news service from the London Stock Exchange