Director Shareholding

TO:       Regulatory Information Service                                 
                                                                         
          PR Newswire                                                    
                                                                         
RE:       CHAPTER 16 PARAGRAPH 13 OF                                     
                                                                         
          THE LISTING RULES                                              

 Diageo plc (the 'Company') announces that it received notification on 1
November 2002 for the purposes of Section 329 of the Companies Act 1985 that
the trustee of the Diageo plc QUEST (the 'Trust') has transferred 6,189 of the
Company's ordinary shares of 28 101/108 pence ('Ordinary Shares') to
participants exercising options granted under the Company's UK Savings-Related
Stock Option Scheme and the Grand Metropolitan Savings-Related Share Option
Scheme (the 'Schemes'). The Ordinary Shares were transferred by Diageo QUEST
Trustees Limited as trustee of the Trust. The Trust is a discretionary trust
for the benefit of employees of the Company and its subsidiaries which operates
in conjunction with the Schemes and holds Ordinary Shares to satisfy existing
options granted under the Schemes.

1.           Executive directors who are potential beneficiaries of the   
             Trust are:                                                   
                                                                          
             N C Rose                                                     
                                                                          
             P S Walsh                                                    
                                                                          
2.           Transactions notified on 1 November 2002 in relation to the  
             Trust.                                                       
                                                                          
Date of Transaction      No. of Ordinary Shares    Range of Option Prices 
                         Transferred               of Ordinary Shares     
                                                                          
01.11.02                          6,189            £3.53-£5.23            

The total holding of the Trust now amounts to 1,850,598 Ordinary Shares.

2) that the trustee of the Diageo 2001 All Employee Share Ownership Plan (the
'Plan') has transferred or sold 109 Ordinary Shares to participants leaving the
Plan. The Ordinary Shares were sold by Diageo Share Ownership Trustees Limited,
which holds Ordinary Shares as trustee of the Plan. The Plan is an Inland
Revenue approved plan operated by Diageo Group companies for the benefit of
employees of the Company and its subsidiaries.

                No. of        No. of        No. of                     
                Ordinary      Ordinary      Ordinary                   
                Shares Sold   Shares                        Price per  
                              Transferred   Shares          Share      
Date of                                                                
                                            Purchased                  
Transaction                                                            
                                                                       
      30.10.02      109                                          £7.055

 The total holding of the Plan now amounts to 1,752,057 Ordinary Shares.

  

 

1 November 2002