?

NOTIFICATION OF TRANSACTIONS OF DIRECTORS, PERSONS DISCHARGING MANAGERIAL RESPONSIBILITY OR CONNECTED PERSONS

This form is intended for use by an issuerto make a RISnotification required by DTR3.1.2 R.

(1)  An issuermaking a notification in respect of a transaction relating to the sharesor debentures of the issuershould complete boxes 1 to 16, 23 and 24.

(2)  An issuermaking a notification in respect of a derivative relating the sharesof the issuershould complete boxes 1 to 4, 6, 8,13, 14, 16, 23 and 24.

(3)  An issuermaking a notification in respect of options granted to a director/person discharging managerial responsibilitiesshould complete boxes 1 to 3 and 17 to 24.

(4) An issuermaking a notification in respect of a financial instrumentrelating to the sharesof the issuer(other than a debenture) should complete boxes 1 to 4, 6, 8, 9, 11, 13, 14, 16, 23 and 24.

Please complete all relevant boxes should in block capital letters.

1.

Name of the issuer

ROLLS-ROYCE HOLDINGS PLC

2.

State whether the notification relates to

(i) a transaction notified in accordance with DTR3.1.2 R

(I) ONLY

(ii) a disclosure made in accordance with LR 9.8.6R(1) or

(iii) a disclosure made in accordance with section 793 of the Companies Act 2006





3.

Name of person discharging managerial responsibilities/director

IAIN CONN

4.

State whether notification relates to a personconnected with a person discharging managerial responsibilities/directornamed in 3 and identify the connected person

N/A





5.

Indicate whether the notification is in respect of a holding of the personreferred to in 3 or 4 above or in respect of a non-beneficial interest

IN 3 ABOVE

6.

Description of shares(including class), debentures or derivatives or financial instruments relating to shares

ORDINARY SHARES OF 20p EACH





7.

Name of registered shareholders(s) and, if more than one, the number of sharesheld by each of them

IAIN CONN

8

State the nature of the transaction

MARKET PURCHASE





9.

Number of shares, debentures or financial instruments relating to sharesacquired

227

10.

Percentage of issued classacquired (treasury sharesof that classshould not be taken into account when calculating percentage)





11.

Number of shares, debentures or financial instruments relating to sharesdisposed

12.

Percentage of issued classdisposed (treasury sharesof that classshould not be taken into account when calculating percentage)





13.

Price per shareor value of transaction

14.

Date and place of transaction


1092p


8 April 2013

15.

Total holding following notification and total percentage holding following notification (any treasury sharesshould not be taken into account when calculating percentage)

25,397

16.

Date issuer informed of transaction

8 April 2013





If a person discharging managerial responsibilitieshas been granted options by the issuercomplete the following boxes

17

Date of grant

18.

Period during which or date on which it can be exercised





19.

Total amount paid (if any) for grant of the option

20.

Description of sharesor debentures involved (classand number)





21.

Exercise price (if fixed at time of grant) or indication that price is to be fixed at the time of exercise

22.

Total number of sharesor debentures over which options held following notification





23.

Any additional information

24.

Name of contact and telephone number for queries

Simon Goodson 0207 227 9237





Name and signature of duly authorised officer of issuerresponsible for making notification

PAUL DAVIES - DEPUTY COMPANY SECRETARY

__________________________________________________________

Date of notification 9 April 2013

NOTIFICATION OF TRANSACTIONS OF DIRECTORS, PERSONS DISCHARGING MANAGERIAL RESPONSIBILITY OR CONNECTED PERSONS

This form is intended for use by an issuerto make a RISnotification required by DTR3.1.2 R.

(1)  An issuermaking a notification in respect of a transaction relating to the sharesor debentures of the issuershould complete boxes 1 to 16, 23 and 24.

(2) An issuermaking a notification in respect of a derivative relating the sharesof the issuershould complete boxes 1 to 4, 6, 8,13, 14, 16, 23 and 24.

(3)  An issuermaking a notification in respect of options granted to a director/person discharging managerial responsibilitiesshould complete boxes 1 to 3 and 17 to 24.

(4) An issuermaking a notification in respect of a financial instrumentrelating to the sharesof the issuer(other than a debenture) should complete boxes 1 to 4, 6, 8, 9, 11, 13, 14, 16, 23 and 24.

Please complete all relevant boxes should in block capital letters.

1.

Name of the issuer

ROLLS-ROYCE HOLDINGS PLC

2.

State whether the notification relates to

(i) a transaction notified in accordance with DTR3.1.2 R

(I) ONLY

(ii) a disclosure made in accordance with LR 9.8.6R(1) or

(iii) a disclosure made in accordance with section 793 of the Companies Act 2006





3.

Name of person discharging managerial responsibilities/director

JOHN NEILL

4.

State whether notification relates to a personconnected with a person discharging managerial responsibilities/directornamed in 3 and identify the connected person

N/A





5.

Indicate whether the notification is in respect of a holding of the personreferred to in 3 or 4 above or in respect of a non-beneficial interest

IN 3 ABOVE

6.

Description of shares(including class), debentures or derivatives or financial instruments relating to shares

ORDINARY SHARES OF 20p EACH





7.

Name of registered shareholders(s) and, if more than one, the number of sharesheld by each of them

8

State the nature of the transaction

MARKET PURCHASE





9.

Number of shares, debentures or financial instruments relating to sharesacquired

10.

Percentage of issued classacquired (treasury sharesof that classshould not be taken into account when calculating percentage)


227



11.

Number of shares, debentures or financial instruments relating to sharesdisposed

12.

Percentage of issued classdisposed (treasury sharesof that classshould not be taken into account when calculating percentage)





13.

Price per shareor value of transaction

14.

Date and place of transaction


1092p


8 April 2013

15.

Total holding following notification and total percentage holding following notification (any treasury sharesshould not be taken into account when calculating percentage)

39,556

16.

Date issuer  informed of transaction

8 April 2013





If a person discharging managerial responsibilitieshas been granted options by the issuercomplete the following boxes

17

Date of grant

18.

Period during which or date on which it can be exercised





19.

Total amount paid (if any) for grant of the option

20.

Description of sharesor debentures involved (classand number)





21.

Exercise price (if fixed at time of grant) or indication that price is to be fixed at the time of exercise

22.

Total number of sharesor debentures over which options held following notification





23.

Any additional information

24.

Name of contact and telephone number for queries

Simon Goodson 0207 227 9237





Name and signature of duly authorised officer of issuerresponsible for making notification

PAUL DAVIES - DEPUTY COMPANY SECRETARY

__________________________________________________________

Date of notification 9 April 2013

NOTIFICATION OF TRANSACTIONS OF DIRECTORS, PERSONS DISCHARGING MANAGERIAL RESPONSIBILITY OR CONNECTED PERSONS

This form is intended for use by an issuerto make a RISnotification required by DTR3.1.2 R.

(1)  An issuermaking a notification in respect of a transaction relating to the sharesor debentures of the issuershould complete boxes 1 to 16, 23 and 24.

(2)  An issuermaking a notification in respect of a derivative relating the sharesof the issuershould complete boxes 1 to 4, 6, 8,13, 14, 16, 23 and 24.

(3)  An issuermaking a notification in respect of options granted to a director/person discharging managerial responsibilitiesshould complete boxes 1 to 3 and 17 to 24.

(4)  An issuermaking a notification in respect of a financial instrumentrelating to the sharesof the issuer(other than a debenture) should complete boxes 1 to 4, 6, 8, 9, 11, 13, 14, 16, 23 and 24.

Please complete all relevant boxes should in block capital letters.

1.

Name of the issuer

ROLLS-ROYCE HOLDINGS PLC

2.

State whether the notification relates to

(i) a transaction notified in accordance with DTR3.1.2 R

(I) ONLY

(ii) a disclosure made in accordance with LR 9.8.6R(1) or

(iii) a disclosure made in accordance with section 793 of the Companies Act 2006





3.

Name of person discharging managerial responsibilities/director

DR JOHN McADAM

4.

State whether notification relates to a personconnected with a person discharging managerial responsibilities/directornamed in 3 and identify the connected person

N/A





5.

Indicate whether the notification is in respect of a holding of the personreferred to in 3 or 4 above or in respect of a non-beneficial interest

IN 3 ABOVE

6.

Description of shares(including class), debentures or derivatives or financial instruments relating to shares

ORDINARY SHARES OF 20p EACH





7.

Name of registered shareholders(s) and, if more than one, the number of sharesheld by each of them

8

State the nature of the transaction

MARKET PURCHASE





9.

Number of shares, debentures or financial instruments relating to sharesacquired

22

10.

Percentage of issued classacquired (treasury sharesof that classshould not be taken into account when calculating percentage)





11.

Number of shares, debentures or financial instruments relating to sharesdisposed

12.

Percentage of issued classdisposed (treasury sharesof that classshould not be taken into account when calculating percentage)





13.

Price per shareor value of transaction

14.

Date and place of transaction


1092p


8 April 2013

15.

Total holding following notification and total percentage holding following notification (any treasury sharesshould not be taken into account when calculating percentage)

2,008

16.

Date issuer  informed of transaction

8 April 2013





If a person discharging managerial responsibilitieshas been granted options by the issuercomplete the following boxes

17

Date of grant

18.

Period during which or date on which it can be exercised





19.

Total amount paid (if any) for grant of the option

20.

Description of sharesor debentures involved (classand number)





21.

Exercise price (if fixed at time of grant) or indication that price is to be fixed at the time of exercise

22.

Total number of sharesor debentures over which options held following notification





23.

Any additional information

24.

Name of contact and telephone number for queries

Simon Goodson 0207 227 9237





Name and signature of duly authorised officer of issuerresponsible for making notification

PAUL DAVIES - DEPUTY COMPANY SECRETARY

__________________________________________________________

Date of notification 9 April 2013

NOTIFICATION OF TRANSACTIONS OF DIRECTORS, PERSONS DISCHARGING MANAGERIAL RESPONSIBILITY OR CONNECTED PERSONS

This form is intended for use by an issuerto make a RISnotification required by DTR3.1.2 R.

(1)  An issuermaking a notification in respect of a transaction relating to the sharesor debentures of the issuershould complete boxes 1 to 16, 23 and 24.

(2)  An issuermaking a notification in respect of a derivative relating the sharesof the issuershould complete boxes 1 to 4, 6, 8,13, 14, 16, 23 and 24.

(3)  An issuermaking a notification in respect of options granted to a director/person discharging managerial responsibilitiesshould complete boxes 1 to 3 and 17 to 24.

(4)  An issuermaking a notification in respect of a financial instrumentrelating to the sharesof the issuer(other than a debenture) should complete boxes 1 to 4, 6, 8, 9, 11, 13, 14, 16, 23 and 24.

Please complete all relevant boxes should in block capital letters.

1.

Name of the issuer

ROLLS-ROYCE HOLDINGS PLC

2.

State whether the notification relates to

(i) a transaction notified in accordance with DTR3.1.2 R

(I) ONLY

(ii) a disclosure made in accordance with LR 9.8.6R(1) or

(iii) a disclosure made in accordance with section 793 of the Companies Act 2006





3.

Name of person discharging managerial responsibilities/director

SIR FRANK CHAPMAN

4.

State whether notification relates to a personconnected with a person discharging managerial responsibilities/directornamed in 3 and identify the connected person

N/A





5.

Indicate whether the notification is in respect of a holding of the personreferred to in 3 or 4 above or in respect of a non-beneficial interest

IN 3 ABOVE

6.

Description of shares(including class), debentures or derivatives or financial instruments relating to shares

ORDINARY SHARES OF 20p EACH





7.

Name of registered shareholders(s) and, if more than one, the number of sharesheld by each of them

8

State the nature of the transaction

MARKET PURCHASE





9.

Number of shares, debentures or financial instruments relating to sharesacquired

274

10.

Percentage of issued classacquired (treasury sharesof that classshould not be taken into account when calculating percentage)





11.

Number of shares, debentures or financial instruments relating to sharesdisposed

12.

Percentage of issued classdisposed (treasury sharesof that classshould not be taken into account when calculating percentage)





13.

Price per shareor value of transaction

14.

Date and place of transaction


1092p


8 April 2013

15.

Total holding following notification and total percentage holding following notification (any treasury sharesshould not be taken into account when calculating percentage)

2,569

16.

Date issuer  informed of transaction

8 April 2013





If a person discharging managerial responsibilitieshas been granted options by the issuercomplete the following boxes

17

Date of grant

18.

Period during which or date on which it can be exercised





19.

Total amount paid (if any) for grant of the option

20.

Description of sharesor debentures involved (classand number)





21.

Exercise price (if fixed at time of grant) or indication that price is to be fixed at the time of exercise

22.

Total number of sharesor debentures over which options held following notification





23.

Any additional information

24.

Name of contact and telephone number for queries

Simon Goodson 0207 227 9237





Name and signature of duly authorised officer of issuerresponsible for making notification

PAUL DAVIES - DEPUTY COMPANY SECRETARY

__________________________________________________________

Date of notification 9 April 2013

NOTIFICATION OF TRANSACTIONS OF DIRECTORS, PERSONS DISCHARGING MANAGERIAL RESPONSIBILITY OR CONNECTED PERSONS

This form is intended for use by an issuerto make a RISnotification required by DTR3.1.2 R.

(1)  An issuermaking a notification in respect of a transaction relating to the sharesor debentures of the issuershould complete boxes 1 to 16, 23 and 24.

(2)  An issuermaking a notification in respect of a derivative relating the sharesof the issuershould complete boxes 1 to 4, 6, 8,13, 14, 16, 23 and 24.

(3) An issuermaking a notification in respect of options granted to a director/person discharging managerial responsibilitiesshould complete boxes 1 to 3 and 17 to 24.

(4)  An issuermaking a notification in respect of a financial instrumentrelating to the sharesof the issuer(other than a debenture) should complete boxes 1 to 4, 6, 8, 9, 11, 13, 14, 16, 23 and 24.

Please complete all relevant boxes should in block capital letters.

1.

Name of the issuer

ROLLS-ROYCE HOLDINGS PLC

2.

State whether the notification relates to

(i) a transaction notified in accordance with DTR3.1.2 R

(I) ONLY

(ii) a disclosure made in accordance with LR 9.8.6R(1) or

(iii) a disclosure made in accordance with section 793 of the Companies Act 2006





3.

Name of person discharging managerial responsibilities/director

DAME HELEN ALEXANDER

4.

State whether notification relates to a personconnected with a person discharging managerial responsibilities/directornamed in 3 and identify the connected person

N/A





5.

Indicate whether the notification is in respect of a holding of the personreferred to in 3 or 4 above or in respect of a non-beneficial interest

IN 3 ABOVE

6.

Description of shares(including class), debentures or derivatives or financial instruments relating to shares

ORDINARY SHARES OF 20p EACH





7.

Name of registered shareholders(s) and, if more than one, the number of sharesheld by each of them

8

State the nature of the transaction

MARKET PURCHASE


Brooks MacDonald Nominees Limited



9.

Number of shares, debentures or financial instruments relating to sharesacquired

81

10.

Percentage of issued classacquired (treasury sharesof that classshould not be taken into account when calculating percentage)





11.

Number of shares, debentures or financial instruments relating to sharesdisposed

12.

Percentage of issued classdisposed (treasury sharesof that classshould not be taken into account when calculating percentage)





13.

Price per shareor value of transaction

14.

Date and place of transaction


1092p


8 April 2013

15.

Total holding following notification and total percentage holding following notification (any treasury sharesshould not be taken into account when calculating percentage)

1,832

16.

Date issuer informed of transaction

8 April 2013





If a person discharging managerial responsibilitieshas been granted options by the issuercomplete the following boxes

17

Date of grant

18.

Period during which or date on which it can be exercised





19.

Total amount paid (if any) for grant of the option

20.

Description of sharesor debentures involved (classand number)





21.

Exercise price (if fixed at time of grant) or indication that price is to be fixed at the time of exercise

22.

Total number of sharesor debentures over which options held following notification





23.

Any additional information

24.

Name of contact and telephone number for queries

Simon Goodson 0207 227 9237





Name and signature of duly authorised officer of issuerresponsible for making notification

PAUL DAVIES - DEPUTY COMPANY SECRETARY

__________________________________________________________

Date of notification 9 April 2013

NOTIFICATION OF TRANSACTIONS OF DIRECTORS, PERSONS DISCHARGING MANAGERIAL RESPONSIBILITY OR CONNECTED PERSONS

This form is intended for use by an issuerto make a RISnotification required by DTR3.1.2 R.

(1)  An issuermaking a notification in respect of a transaction relating to the sharesor debentures of the issuershould complete boxes 1 to 16, 23 and 24.

(2) An issuermaking a notification in respect of a derivative relating the sharesof the issuershould complete boxes 1 to 4, 6, 8,13, 14, 16, 23 and 24.

(3)  An issuermaking a notification in respect of options granted to a director/person discharging managerial responsibilitiesshould complete boxes 1 to 3 and 17 to 24.

(4)  An issuermaking a notification in respect of a financial instrumentrelating to the sharesof the issuer(other than a debenture) should complete boxes 1 to 4, 6, 8, 9, 11, 13, 14, 16, 23 and 24.

Please complete all relevant boxes should in block capital letters.

1.

Name of the issuer

ROLLS-ROYCE HOLDINGS PLC

2.

State whether the notification relates to

(i) a transaction notified in accordance with DTR3.1.2 R

(I) ONLY

(ii) a disclosure made in accordance with LR 9.8.6R(1) or

(iii) a disclosure made in accordance with section 793 of the Companies Act 2006





3.

Name of person discharging managerial responsibilities/director

IAN DAVIS

4.

State whether notification relates to a personconnected with a person discharging managerial responsibilities/directornamed in 3 and identify the connected person

N/A





5.

Indicate whether the notification is in respect of a holding of the personreferred to in 3 or 4 above or in respect of a non-beneficial interest

IN 3 ABOVE

6.

Description of shares(including class), debentures or derivatives or financial instruments relating to shares

ORDINARY SHARES OF 20p EACH





7.

Name of registered shareholders(s) and, if more than one, the number of sharesheld by each of them

8

State the nature of the transaction

MARKET PURCHASE


LR NOMINEES LIMITED



9.

Number of shares, debentures or financial instruments relating to sharesacquired

181

10.

Percentage of issued classacquired (treasury sharesof that classshould not be taken into account when calculating percentage)





11.

Number of shares, debentures or financial instruments relating to sharesdisposed

12.

Percentage of issued classdisposed (treasury sharesof that classshould not be taken into account when calculating percentage)





13.

Price per shareor value of transaction

14.

Date and place of transaction


1092p


8 April 2013

15.

Total holding following notification and total percentage holding following notification (any treasury sharesshould not be taken into account when calculating percentage)

5,181

16.

Date issuer informed of transaction

8 April 2013





If a person discharging managerial responsibilitieshas been granted options by the issuercomplete the following boxes

17

Date of grant

18.

Period during which or date on which it can be exercised





19.

Total amount paid (if any) for grant of the option

20.

Description of sharesor debentures involved (classand number)





21.

Exercise price (if fixed at time of grant) or indication that price is to be fixed at the time of exercise

22.

Total number of sharesor debentures over which options held following notification





23.

Any additional information

24.

Name of contact and telephone number for queries

Simon Goodson 0207 227 9237





Name and signature of duly authorised officer of issuerresponsible for making notification

PAUL DAVIES - DEPUTY COMPANY SECRETARY

__________________________________________________________

Date of notification 9 April 2013


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