Shareholder information

**Financial calendar**
Ex entitlement to B Shares	March 5, 2008
Calculation period for Conversion Share Value for B Shares	March 5-11, 2008
Record (qualifying) date for entitlement to B Shares	March 7, 2008
Annual General Meeting, Platinum Conference Suite, ExCel London, 1 Western Gateway, Royal Victoria Dock, London E16 1XL	11.30am May 7, 2008
Latest time and date for receipt of completed Evergreen Mandates for B Shares	5pm May 30, 2008
Record (qualifying) date for B Share dividend	June 6, 2008
Dispatch of cheques/ordinary share certificates/B Share certificates following redemption/conversion of B Shares	July 1, 2008
Closing of B Share register ¹	September 22, 2008
Dispatch of cheques for compulsory redemption proceeds ¹	September 29, 2008
Ex entitlement to C Shares ¹	October 29, 2008
Record (qualifying) date for entitlement to C Shares ¹	October 31, 2008
Latest time and date for receipt of completed Evergreen Mandates for C Shares ¹	5pm November 28, 2008
Financial year end	December 31, 2008
Dispatch of cheques/C Share certificates following redemption of C Shares ¹	January 5, 2009
Market purchase of ordinary shares with the proceeds of redemption of C Shares	January 5, 2009
Dispatch of ordinary share certificates following market purchase	no later than January 19, 2009
2008 Annual report published	March, 2009
The Company will announce on February 7, 2008 that it is, subject to shareholder approval at the Annual General Meeting (AGM) on May 7, 2008, proposing to change the arrangements for making payments to shareholders by issuing C Shares instead of B Shares. If the relevant resolution is not passed at the AGM the references to C Shares should be ignored and the compulsory redemption of B Shares will not proceed. If the relevant resolution is not passed an updated financial calendar will be made available on the Group's website.

Shareholder information

If you have any queries on the following:

Transfer of shares
Change of name or address
Lost share certificates
Lost or out of date redemption/dividend cheques
Death of a registered holder of shares
B Share distributions

or any other query relating to Rolls-Royce Group plc shares, please write or telephone the Registrar at the following address:

Computershare Investor Services PLC
The Pavilions, Bridgwater Road, Bristol, BS99 6ZZ
General helpline: 0870 702 0111 B Share helpline: 0870 703 0162

The Company operates a free-of-charge service for consolidating the individual shareholdings of immediate members of a family. Please ask the Registrar for details if you are interested.

Share dealing service

In order to buy or sell shares in the Company you will need to contact a stockbroker.Most high street banks offer a stockbroking service as do the Company's corporate brokers - Hoare Govett Corporate Finance Limited (tel 020 7678 8000). Hoare Govett Corporate Finance Limited is a member of the Securities and Futures Authority. You can obtain the current market price of the Company's shares on the Group's website at www.rolls-royce.com or by viewing teletext or similar services.

Electronic communications/Proxy voting

If you would like to receive future shareholder documentation electronically or wish to appoint a proxy electronically for this year's Annual General Meeting, please log onto the Investors section on the Group's website at www.rolls-royce.com to register.

Unsolicited mail

The Company is legally obliged to make its share register publicly available and as a consequence some shareholders may receive unsolicited mail. If you wish to limit the amount of unsolicited mail you receive, you can register free of charge with the Mailing Preference Service.

Mailing Preference Service (MPS)
DMA House, 70Margaret Street, London W1W 8SS?
Tel: 0845 703 4599 www.mpsonline.org.uk

**B Share information**
				Share price on first day of trading		CGT apportionment
B Share issues	B Shares per ordinary share	Conversion Share Value	First day of trading	Ordinary shares	B Shares		Ordinary shares	B Shares
January 2, 2008	40.4	553p	January 2, 2008	546.750p	0.1000p		99.27%	0.73%
June 29, 2007	59.2	486p	June 29, 2007	534.500p	0.1010p		98.88%	1.12%
January 2, 2007	36.7	477p	January 2, 2007	450.750p	0.1000p		99.19%	0.81%
June 30, 2006	53.8	443p	June 30, 2006	413.875p	0.1005p		98.71%	1.29%
January 3, 2006	33.4	356p	January 3, 2006	433.045p	0.1015p		99.22%	0.78%
July 1, 2005	50.0	253p	July 1, 2005	291.000p	0.0995p		98.32%	1.68%
January 4, 2005	31.8	250p	January 4, 2005	244.625p	0.0955p		98.77%	1.23%
June 25, 2004	50.0	212p	July 5, 2004	241.875p	0.1130p		97.72%	2.28%


B Share dividends: calculation period	Dividend rate	Record date for B Share dividend	Payment date
January 1, 2008 to June 30, 2008	2.2275000%	June 6, 2008	July 1, 2008
July 1, 2007 to December 31, 2007	2.2973400%	November 23, 2007	January 2, 2008
January 1, 2007 to June 30, 2007	2.0362500%	June 8, 2007	July 2, 2007
July 1, 2006 to December 31, 2006	1.8063300%	November 24, 2006	January 2, 2007
January 1, 2006 to June 30, 2006	1.7205487%	June 9, 2006	July 3, 2006
July 1, 2005 to December 31, 2005	1.7353125%	November 25, 2005	January 3, 2006
January 1, 2005 to June 30, 2005	1.8433613%	June 10, 2005	July 1, 2005
July 1, 2004 to December 31, 2004	1.8890625%	November 26, 2004	January 4, 2005
Copies of the Scheme Circular and Summary of Terms of B Share Issue, which contain more detailed information on B Shares, are available in the Investors section on the Group's website at www.rolls-royce.com or on request from the Company or the Registrar's B Share helpline 0870 703 0162.

**Analysis of ordinary shareholders at December 31, 2007**
Numbers of shares	Number of shareholders	% of total shareholders	% of total shares
1 - 150	69,866	29.63	0.40
151 - 500	124,957	53.00	1.74
501 - 10,000	38,944	16.52	3.52
10,001 - 100,000	1,322	0.56	2.02
100,001 - 1,000,000	489	0.21	9.79
1,000,001 and over	197	0.08	82.53
	235,775	100.00	100.00

ShareGift

In the UK, Rolls-Royce Group plc supports ShareGift, which is administered by the Orr MacKintosh Foundation (registered charity number 1052686) and which operates a charity share donation scheme for shareholders with small holdings of shares which may prove uneconomical to sell.

If you would like to use ShareGift or receive more information about the scheme, they can be contacted by visiting their website at www.sharegift.org.uk or by writing to The Orr MacKintosh Foundation, 17 Carlton House Terrace, London SW1Y 5AH.