Transaction in Own Shares

Vodafone Group Plc
23 August 2004



                               VODAFONE GROUP PLC
                      PUT OPTION OVER ITS ORDINARY SHARES

Vodafone Group Plc ('Vodafone') announces today that it has sold a put option
over its ordinary shares of U.S.$0.10 to Barclays Bank PLC (the 'Counterparty')
as follows:


Put Option over Ordinary Shares

Trade date of the put option:                                    20 August 2004

Exercise date of the put option:                                 11 October 2004

Number of ordinary shares that are the subject of 
the put option:                                                  10,000,000

If the put option is exercised by the Counterparty then the      £12,065,600
total consideration payable by Vodafone from existing 
cash reserves to the Counterparty (after deducting the 
premium it has received from the Counterparty) will be:




This announcement does not constitute, or form part of, an offer or any
solicitation of an offer for securities in any jurisdiction.


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