Director Shareholding

Vodafone Group Plc
23 October 2002

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 NatWest, administrators of Personal Equity
Plans and Individual Savings Accounts for the Company, that on 21 October 2002,
through cash dividend reinvestment, Mr K J Hydon and Mr J M Horn-Smith,
directors of the Company, acquired 3 ordinary shares each of US$0.10 each in the
capital of the Company, respectively, at 99p per share.



S R Scott
Company Secretary


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