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ROLLS-ROYCE HOLDINGS PLC: Director/PDMR Shareholding - Amendment


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

This form is intended for use by an issuer to make a RIS notification required by DTR 3.1.2 R.

(1) An issuer making a notification in respect of a transaction relating to the shares or debentures of the issuer should complete boxes 1 to 16, 23 and 24.

(2) An issuer making a notification in respect of a derivative relating the shares of the issuer should complete boxes 1 to 4, 6, 8,13, 14, 16, 23 and 24.

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

(4) An issuer making a notification in respect of a financial instrument relating to the shares of 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 2. State whether the notification


                                           relates to                         
     ROLLS-ROYCE HOLDINGS PLC                                                 
                                           (i) a transaction notified in      
                                           accordance with DTR 3.1.2 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 4. State whether notification relates


     managerial responsibilities/          to a person connected with a person
     director                              discharging managerial             
                                           responsibilities/director named in 
     IAIN CONN                             3 and identify the connected person
                                                                              
                                           N/A                                

5. Indicate whether the 6. Description of shares (including


     notification is in respect of a       class), debentures or derivatives  
     holding of the person referred        or financial instruments relating  
     to in 3 or 4 above or in respect      to shares                          
     of a non-beneficial interest                                             
                                           ORDINARY SHARES OF 20p EACH        
     IN 3 ABOVE                                                               

7. Name of registered shareholders 8 State the nature of the transaction


     (s) and, if more than one, the                                           
     number of shares held by each of      MARKET PURCHASE                    
     them                                                                     
                                                                              
     IAIN CONN                                                                
                                                                              

9.   Number of shares, debentures or  10.  Percentage of issued class acquired
     financial instruments relating        (treasury shares of that class     
     to shares acquired                    should not be taken into account   
                                           when calculating percentage)       
     280                                                                      

11. Number of shares, debentures or 12. Percentage of issued class disposed


     financial instruments relating        (treasury shares of that class     
     to shares disposed                    should not be taken into account   
                                           when calculating percentage)       

13. Price per share or value of 14. Date and place of transaction


     transaction                                                              
                                                                              
     885.50p                               7 December 2012                    

15. Total holding following 16. Date issuer informed of transaction


     notification and total                                                   
     percentage holding following          7 December 2012                    
     notification (any treasury                                               
     shares should not be taken into                                          
     account when calculating                                                 
     percentage)                                                              
                                                                              
     24,210                                                                   
                                                                              

If a person discharging managerial responsibilities has been granted options by
the issuer complete 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 20. Description of shares or


     grant of the option                   debentures involved (class and  
                                           number)                         

21. Exercise price (if fixed at time 22. Total number of shares or


     of grant) or indication that          debentures over which options   
     price is to be fixed at the time      held following notification     
     of exercise                                                           

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 issuer responsible for     
making notification                                                         

PAUL DAVIES - DEPUTY COMPANY SECRETARY

__________________________________________________________

Date of notification 10 December 2012

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

This form is intended for use by an issuer to make a RIS notification required by DTR 3.1.2 R.

(1) An issuer making a notification in respect of a transaction relating to the shares or debentures of the issuer should complete boxes 1 to 16, 23 and 24.

(2) An issuer making a notification in respect of a derivative relating the shares of the issuer should complete boxes 1 to 4, 6, 8,13, 14, 16, 23 and 24.

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

(4) An issuer making a notification in respect of a financial instrument relating to the shares of 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 2. State whether the notification


                                           relates to                         
     ROLLS-ROYCE HOLDINGS PLC                                                 
                                           (i) a transaction notified in      
                                           accordance with DTR 3.1.2 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 4. State whether notification relates


     managerial responsibilities/          to a person connected with a person
     director                              discharging managerial             
                                           responsibilities/director named in 
     JOHN NEILL                            3 and identify the connected person
                                                                              
                                           N/A                                

5. Indicate whether the 6. Description of shares (including


     notification is in respect of a       class), debentures or derivatives  
     holding of the person referred        or financial instruments relating  
     to in 3 or 4 above or in respect      to shares                          
     of a non-beneficial interest                                             
                                           ORDINARY SHARES OF 20p EACH        
     IN 3 ABOVE                                                               

7. Name of registered shareholders 8 State the nature of the transaction


     (s) and, if more than one, the                                           
     number of shares held by each of      MARKET PURCHASE                    
     them                                                                     
                                                                              

9.   Number of shares, debentures or  10.  Percentage of issued class acquired
     financial instruments relating        (treasury shares of that class     
     to shares acquired                    should not be taken into account   
                                           when calculating percentage)       
                                                                              
     280                                                                      

11. Number of shares, debentures or 12. Percentage of issued class disposed


     financial instruments relating        (treasury shares of that class     
     to shares disposed                    should not be taken into account   
                                           when calculating percentage)       

13. Price per share or value of 14. Date and place of transaction


     transaction                                                              
                                                                              
     885.50p                               7 December 2012                    

15. Total holding following 16. Date issuer informed of transaction


     notification and total                                                   
     percentage holding following          7 December 2012                    
     notification (any treasury                                               
     shares should not be taken into                                          
     account when calculating                                                 
     percentage)                                                              
                                                                              
     38,565                                                                   
                                                                              

If a person discharging managerial responsibilities has been granted options by
the issuer complete 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 20. Description of shares or


     grant of the option                   debentures involved (class and  
                                           number)                         

21. Exercise price (if fixed at time 22. Total number of shares or


     of grant) or indication that          debentures over which options   
     price is to be fixed at the time      held following notification     
     of exercise                                                           

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 issuer responsible for     
making notification                                                         

PAUL DAVIES - DEPUTY COMPANY SECRETARY

__________________________________________________________

Date of notification 10 December 2012

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

This form is intended for use by an issuer to make a RIS notification required by DTR 3.1.2 R.

(1) An issuer making a notification in respect of a transaction relating to the shares or debentures of the issuer should complete boxes 1 to 16, 23 and 24.

(2) An issuer making a notification in respect of a derivative relating the shares of the issuer should complete boxes 1 to 4, 6, 8,13, 14, 16, 23 and 24.

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

(4) An issuer making a notification in respect of a financial instrument relating to the shares of 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 2. State whether the notification


                                           relates to                         
     ROLLS-ROYCE HOLDINGS PLC                                                 
                                           (i) a transaction notified in      
                                           accordance with DTR 3.1.2 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 4. State whether notification relates


     managerial responsibilities/          to a person connected with a person
     director                              discharging managerial             
                                           responsibilities/director named in 
     DR JOHN McADAM                        3 and identify the connected person
                                                                              
                                           N/A                                

5. Indicate whether the 6. Description of shares (including


     notification is in respect of a       class), debentures or derivatives  
     holding of the person referred        or financial instruments relating  
     to in 3 or 4 above or in respect      to shares                          
     of a non-beneficial interest                                             
                                           ORDINARY SHARES OF 20p EACH        
     IN 3 ABOVE                                                               

7. Name of registered shareholders 8 State the nature of the transaction


     (s) and, if more than one, the                                           
     number of shares held by each of      MARKET PURCHASE                    
     them                                                                     
                                                                              

9.   Number of shares, debentures or  10.  Percentage of issued class acquired
     financial instruments relating        (treasury shares of that class     
     to shares acquired                    should not be taken into account   
                                           when calculating percentage)       
     27                                                                       

11. Number of shares, debentures or 12. Percentage of issued class disposed


     financial instruments relating        (treasury shares of that class     
     to shares disposed                    should not be taken into account   
                                           when calculating percentage)       

13. Price per share or value of 14. Date and place of transaction


     transaction                                                              
                                                                              
     885.50p                               7 December 2012                    

15. Total holding following 16. Date issuer informed of transaction


     notification and total                                                   
     percentage holding following          7 December 2012                    
     notification (any treasury                                               
     shares should not be taken into                                          
     account when calculating                                                 
     percentage)                                                              
                                                                              
     1,912                                                                    
                                                                              

If a person discharging managerial responsibilities has been granted options by
the issuer complete 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 20. Description of shares or


     grant of the option                   debentures involved (class and  
                                           number)                         

21. Exercise price (if fixed at time 22. Total number of shares or


     of grant) or indication that          debentures over which options   
     price is to be fixed at the time      held following notification     
     of exercise                                                           

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 issuer responsible for     
making notification                                                         

PAUL DAVIES - DEPUTY COMPANY SECRETARY

__________________________________________________________

Date of notification 10 December 2012

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

This form is intended for use by an issuer to make a RIS notification required by DTR 3.1.2 R.

(1) An issuer making a notification in respect of a transaction relating to the shares or debentures of the issuer should complete boxes 1 to 16, 23 and 24.

(2) An issuer making a notification in respect of a derivative relating the shares of the issuer should complete boxes 1 to 4, 6, 8,13, 14, 16, 23 and 24.

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

(4) An issuer making a notification in respect of a financial instrument relating to the shares of 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 2. State whether the notification


                                           relates to                         
     ROLLS-ROYCE HOLDINGS PLC                                                 
                                           (i) a transaction notified in      
                                           accordance with DTR 3.1.2 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 4. State whether notification relates


     managerial responsibilities/          to a person connected with a person
     director                              discharging managerial             
                                           responsibilities/director named in 
     SIR FRANK CHAPMAN                     3 and identify the connected person
                                                                              
                                           N/A                                

5. Indicate whether the 6. Description of shares (including


     notification is in respect of a       class), debentures or derivatives  
     holding of the person referred        or financial instruments relating  
     to in 3 or 4 above or in respect      to shares                          
     of a non-beneficial interest                                             
                                           ORDINARY SHARES OF 20p EACH        
     IN 3 ABOVE                                                               

7. Name of registered shareholders 8 State the nature of the transaction


     (s) and, if more than one, the                                           
     number of shares held by each of      MARKET PURCHASE                    
     them                                                                     
                                                                              

9.   Number of shares, debentures or  10.  Percentage of issued class acquired
     financial instruments relating        (treasury shares of that class     
     to shares acquired                    should not be taken into account   
                                           when calculating percentage)       
     337                                                                      

11. Number of shares, debentures or 12. Percentage of issued class disposed


     financial instruments relating        (treasury shares of that class     
     to shares disposed                    should not be taken into account   
                                           when calculating percentage)       

13. Price per share or value of 14. Date and place of transaction


     transaction                                                              
                                                                              
     885.50p                               7 December 2012                    

15. Total holding following 16. Date issuer informed of transaction


     notification and total                                                   
     percentage holding following          7 December 2012                    
     notification (any treasury                                               
     shares should not be taken into                                          
     account when calculating                                                 
     percentage)                                                              
                                                                              
     1,373                                                                    
                                                                              

If a person discharging managerial responsibilities has been granted options by
the issuer complete 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 20. Description of shares or


     grant of the option                   debentures involved (class and  
                                           number)                         

21. Exercise price (if fixed at time 22. Total number of shares or


     of grant) or indication that          debentures over which options   
     price is to be fixed at the time      held following notification     
     of exercise                                                           

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 issuer responsible for     
making notification                                                         

PAUL DAVIES - DEPUTY COMPANY SECRETARY

__________________________________________________________

Date of notification 10 December 2012

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

This form is intended for use by an issuer to make a RIS notification required by DTR 3.1.2 R.

(1) An issuer making a notification in respect of a transaction relating to the shares or debentures of the issuer should complete boxes 1 to 16, 23 and 24.

(2) An issuer making a notification in respect of a derivative relating the shares of the issuer should complete boxes 1 to 4, 6, 8,13, 14, 16, 23 and 24.

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

(4) An issuer making a notification in respect of a financial instrument relating to the shares of 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 2. State whether the notification


                                           relates to                         
     ROLLS-ROYCE HOLDINGS PLC                                                 
                                           (i) a transaction notified in      
                                           accordance with DTR 3.1.2 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 4. State whether notification relates


     managerial responsibilities/          to a person connected with a person
     director                              discharging managerial             
                                           responsibilities/director named in 
     DAME HELEN ALEXANDER                  3 and identify the connected person
                                                                              
                                           N/A                                

5. Indicate whether the 6. Description of shares (including


     notification is in respect of a       class), debentures or derivatives  
     holding of the person referred        or financial instruments relating  
     to in 3 or 4 above or in respect      to shares                          
     of a non-beneficial interest                                             
                                           ORDINARY SHARES OF 20p EACH        
     IN 3 ABOVE                                                               

7. Name of registered shareholders 8 State the nature of the transaction


     (s) and, if more than one, the                                           
     number of shares held by each of      MARKET PURCHASE                    
     them                                                                     
                                                                              
     Brooks MacDonald Nominees                                                
     Limited                                                                  

9.   Number of shares, debentures or  10.  Percentage of issued class acquired
     financial instruments relating        (treasury shares of that class     
     to shares acquired                    should not be taken into account   
                                           when calculating percentage)       
     100                                                                      

11. Number of shares, debentures or 12. Percentage of issued class disposed


     financial instruments relating        (treasury shares of that class     
     to shares disposed                    should not be taken into account   
                                           when calculating percentage)       

13. Price per share or value of 14. Date and place of transaction


     transaction                                                              
                                                                              
     885.50p                               7 December 2012                    

15. Total holding following 16. Date issuer informed of transaction


     notification and total                                                   
     percentage holding following          7 December 2012                    
     notification (any treasury                                               
     shares should not be taken into                                          
     account when calculating                                                 
     percentage)                                                              
                                                                              
     1,478                                                                    
                                                                              

If a person discharging managerial responsibilities has been granted options by
the issuer complete 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 20. Description of shares or


     grant of the option                   debentures involved (class and  
                                           number)                         

21. Exercise price (if fixed at time 22. Total number of shares or


     of grant) or indication that          debentures over which options   
     price is to be fixed at the time      held following notification     
     of exercise                                                           

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 issuer responsible for     
making notification                                                         

PAUL DAVIES - DEPUTY COMPANY SECRETARY

__________________________________________________________

Date of notification 10 December 2012

END

-0- Dec/10/2012 08:40 GMT

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