Vodafone Group Plc ("Vodafone") announces that the public offer made by its wholly-owned subsidiary, Vodafone International Holdings B.V. ("Vodafone International"), for the shares which Vodafone and its subsidiaries ("Vodafone Group") did not already own in Vodafone Holdings K.K. (the "Vodafone Holdings K.K. Offer") closed for acceptances on 28 June 2004.

Vodafone International has been informed by its tender offer agents, Nomura Securities Co., Ltd. and UBS Securities Japan Ltd, that at the close of the Vodafone Holdings K.K. Offer 526,794 shares have been tendered. The Vodafone Holdings K.K. Offer price was JPY 300,000. On settlement, Vodafone Group's ownership in Vodafone Holdings K.K. will be approximately 96.08%. Settlement is expected to commence on 6 July 2004.

The aggregate consideration for the shares acquired through the Vodafone Holdings K.K. Offer and market purchases of Vodafone Holdings K.K. shares made between 26 May and 7 June 2004 is approximately JPY 281.6 billion (GBP 1.4 billion).

In accordance with Tokyo Stock Exchange rules, the delisting of Vodafone Holdings K.K. is expected to occur after 31 March 2005.

Further to the announcement by Vodafone on 25 May 2004, regarding the offer made by Vodafone International for the shares which Vodafone Group did not already own in Vodafone K.K. (the "Vodafone K.K. Offer"), Vodafone announces that valid tenders have been received for 25,117 shares representing an approximate 4.69% interest in Vodafone K.K. On settlement of the shares acquired through the Vodafone K.K. Offer and the Vodafone Holdings K.K. Offer, Vodafone Group's economic interest in Vodafone K.K. will be approximately 87.68%. The Vodafone K.K. Offer acceptance period ends on 21 July 2004.

For further information:

UK

Vodafone Group
Tim Brown (Group Corporate Affairs)
Melissa Stimpson (Investor Relations)
Darren Jones (Investor Relations)
Bobby Leach (Media Relations)
Ben Padovan (Media Relations)
Emma Conlon (Media Relations)
+44 (0) 1635 673 310

Tavistock Communications
Lulu Bridges
John West
+44 (0) 20 7920 3150

UBS Investment Bank
Warren Finegold
Mark Lewisohn
Andrae Sokol
+44 (0) 20 7567 8000

Japan

Gavin Anderson
Jim Weeks
Minako Hattori
+81 (0) 3 5404 0640

UBS Investment Bank
Steven Thomas
Craig Chittick
+81 (0) 3 5208 6000

Exchange rates
For illustrative purposes, an exchange rate of JPY 200:GBP 1 has been used.

Important information
This press release does not constitute, or form part of, any offer or invitation to sell, or any solicitation of any offer to purchase any securities in any jurisdiction, nor shall it (or any part of it) or the fact of its distribution form the basis of or be relied on in connection with, any contract therefor.

This announcement is not an offer of securities for sale into the United States, Canada, Australia or any other jurisdiction. Vodafone Holdings K.K. shares may not be offered or sold in the United States unless they are registered or exempt from registration. There will be no public offer of securities in the United States.

This announcement has been issued by Vodafone Group Plc and is the sole responsibility of Vodafone Group Plc and has been approved solely for the purposes of Section 21 of the United Kingdom Financial Services and Markets Act 2000 by UBS Investment Bank.

UBS Investment Bank is acting for Vodafone and Vodafone International and no one else and will not be responsible to anyone other than Vodafone and Vodafone International for providing the protections offered to clients of UBS Investment Bank or for providing advice in relation to the Vodafone Holdings K.K. Offer and the Vodafone K.K. Offer or in relation to the contents of this announcement or any transaction or arrangement referred to herein.