Director/PDMR Shareholding and Transaction in O...

TO: Regulatory Information Service

PR Newswire

RE: Paragraph 3.1.4 of the Disclosure and Transparency Rules and Paragraph
12.6.4 of the Listing Rules

The notifications listed below were received under Paragraph 3.1.2 of the
Disclosure and Transparency Rules and Paragraph 12.6.4 of the Listing Rules.

Diageo plc (the "Company") announces that on 20 September 2010:


 1. the director shown below was granted the following options over the
    Company's ordinary shares of 28 101/108 pence ("Ordinary Shares") under the
    Company's Senior Executive Share Option Plan (the "SESOP"), approved by
    shareholders on 15 October 2008: 
   
Name of Director     No. of Ordinary     
                     Shares              
                                         
P S Walsh            409,062             


 2. the Persons Discharging Managerial Responsibilities ("PDMR") shown below
    were granted the following options over Ordinary Shares or American
    Depositary Shares ("ADS") under the SESOP: 
   
Name of PDMR         No. of Ordinary Shares
                                       
R Anderson           77,916                
                                       
N Blazquez           78,935                
                                       
A Fennell            82,754                
                                       
S Fletcher           106,099               
                                       
G Ghostine           93,171                
                                       
D Gosnell            80,972                
                                       
J Grover             84,055                
                                       
D Mahlan             199,652               
                                       
A Morgan             115,222               
                                       
G Williams           94,444                
                                       
I Wright             50,055                
                                       
                     No. of ADS*           
                                       
I Menezes            55,512                
                                       
R Millian            20,695                
                                       
T Proctor            40,539                
                                       
L Schwartz           21,613                

Each option was granted at a price of £10.80 per Ordinary Share (or $67.84 per
ADS) and is exercisable between 20 September 2013 and 19 September 2020,
subject to the satisfaction of performance criteria.


 3. the director shown below acquired an interest in Ordinary Shares in the
    form of awards under the Company's Performance Share Plan (the "PSP"),
    approved by shareholders on 15 October 2008, as follows: 
   
Name of Director    No. of Ordinary Shares                       
                                             
P S Walsh              430,172               


 4. the PDMRs shown below acquired an interest in Ordinary Shares or ADSs in
    the form of awards under the PSP, as follows: 
   
Name of PDMR        No. of Ordinary Shares                       
                                             
R Anderson             73,743                
                                             
N Blazquez             74,707                
                                             
A Fennell              78,322                
                                             
S Fletcher             100,417               
                                             
G Ghostine             88,181                
                                             
D Gosnell              76,635                
                                             
J Grover               79,554                
                                             
D Mahlan               167,964               
                                             
A Morgan               109,051               
                                             
G Williams             89,386                
                                             
I Wright               39,479                
                                             
                       No. of ADS*           
                                             
I Menezes              46,350                
                                             
R Millian              19,440                
                                             
T Proctor              33,848                
                                             
L Schwartz             20,301                

The performance period commenced on 1 July 2010 and, subject to the rules of
the PSP and the satisfaction of performance conditions, the awards will vest in
September 2013.


 5. the PDMRs shown below, acquired an interest in Ordinary Shares in the form
    of a one-off award under the Company's Discretionary Incentive Plan
    ("DIP"), adopted on 9 November 1999.There are performance conditions
    attached to the release of this award under the DIP, and the award will
    vest, subject to achievement of the performance conditions, in two equal
    instalments in September 2013 and September 2014:
   
      Name of PDMR        Number of Ordinary Shares 
                                                    
       R Anderson                   31,166          
                                                    
       S Fletcher                   42,439          
                                                    
        A Morgan                    46,088          
                                                    
                                Number of ADSs      
                                                    
        R Millian                   8,278           


 6. it released from treasury 92,170 ordinary shares of 28101/108 pence each
    ("Ordinary Shares"), to satisfy grants made under the DIP. The average
    price at which these Ordinary Shares were released from treasury was 976.71
    pence per share.
   
Following this release, the Company holds 248,285,796 Ordinary Shares as
treasury shares and the total number of Ordinary Shares in issue (excluding
shares held as treasury shares) is 2,505,669,129.

The Company released Ordinary Shares to the following persons discharging
managerial responsibilities ("PDMRs") in respect of awards made under the DIP
on 18 September 2007:

Name of PDMR     Number of Ordinary Number of       Balance of Ordinary 
                 Shares released    Ordinary Shares Shares retained and 
                                    sold#           beneficially owned  
                                                                        
N Blazquez       11,365             5,811           5,554               
                                                                        
G Ghostine       10,883             0               10,883              
                                                                        
D Gosnell        14,241             7,282           6,959               


 7. the directors and PDMRs shown below, together with other eligible
    employees, were awarded Ordinary Shares under the Diageo Share Incentive
    Plan (the "SIP"), an Inland Revenue approved plan operated by Diageo Group
    companies for the benefit of employees of the Company and its subsidiaries:
   
Name of Director         No. of Ordinary Shares 
                                                
N C Rose                 277                    
                                                
P S Walsh                277                    
                                                
Name of PDMR             No. of Ordinary Shares 
                                                
R Anderson               277                    
                                                
N Blazquez               277                    
                                                
A Fennell                277                    
                                                
S Fletcher               277                    
                                                
D Gosnell                277                    
                                                
J Grover                 277                    
                                                
A Morgan                 277                    
                                                
G Williams               277                    
                                                
I Wright                 277                    

The Ordinary Shares were awarded at no cost to Plan participants
("Freeshares"), to a value based on a percentage of the participant's salary on
30 June 2010 and the Company's profits for the financial year ended 30 June
2010, subject to a maximum per SIP participant of £3,000 in value per tax year.
Freeshares are awarded annually and cannot normally be disposed of for a period
of three years after the award date.


 8. Mr Fennell, a PDMR, exercised options under the Company's Executive Share
    Option Plan over the following Ordinary Shares:
   
Date of grant           Price per Ordinary      Number of Ordinary     
                        Share in pence          Shares                 
                                                                       
11 October 2004         707                     23,737                 
                                                                       
20 September 2005       815                     19,067                 

Mr Fennell subsequently sold 42,375 Ordinary Shares on 20 September 2010, at a
price per Ordinary Share of £10.77. Mr Fennell retains the balance of 429
Ordinary Shares.

Mr Fennell sold an additional 20,000 Ordinary Shares on 20 September 2010 at a
price per Ordinary Share of £10.78.

As a result of the above transactions the interests of directors and PDMRs in
the Company's Ordinary Shares and ADSs (excluding options, awards under the
Company's LTIPs and interests as potential beneficiaries of the Company's
Employee Benefit Trusts) are as follows:

Name of Director         No. of Ordinary Shares                
                                                               
N C Rose                 479,206                               
                                                               
P S Walsh                728,741                               
                                                               
Name of PDMR             No. of Ordinary Shares                
                                                               
R Anderson               82,019 (of which 9,584 are held as ADS*)                                    
                                                               
N Blazquez               50,743                                
                                                               
A Fennell                5,061                                 
                                                               
S Fletcher               94,913                                
                                                               
G Ghostine               51,503 (of which 32,836 are held as ADS*)                                 
                                                               
D Gosnell                72,432                                
                                                               
J Grover                 154,393                               
                                                               
A Morgan                 150,281                               
                                                               
G Williams               185,804 (of which 6,144 are held as ADS*)                                 
                                                               
I Wright                 25,079                                

# Ordinary Shares sold to meet the requirement to reimburse the Company for
PAYE tax and National Insurance/social security liabilities on awards released
under the DIP.

*1 ADS is the equivalent of 4 Ordinary Shares.

J Nicholls
Deputy Company Secretary
21 September 2010