Director Shareholding

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

Diageo plc (the 'Company') announces:

1) that it received notification on 13 December 2002 for the purposes of
Section 329 of the Companies Act 1985 that the trustee of the Diageo plc QUEST
(the 'Trust') has transferred 125,435 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 13 December 2002 in relation to the 
             Trust.                                                       
                                                                          
Date of Transaction      No. of Ordinary Shares    Range of Option Prices 
                         Transferred               of Ordinary Shares     
                                                                          
13.12.02                         125,435           £4.645-£4.89           

The total holding of the Trust now amounts to 577,309 Ordinary Shares.

2) that the trustee of the Diageo 2001 All Employee Share Ownership Plan (the
'Plan') has sold 535 Ordinary Shares in respect of participants leaving the
Plan and transferred 4,338 Ordinary Shares to participants leaving the Plan.
The Ordinary Shares were sold at prices of £6.68 and £6.625 per share on 10 and
11 December 2002 respectively 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.

 Dates of         No of Ordinary Shares   Price Per   
Transaction       Sold                    Share       
                                                      
11.12.02          337                     £6.625      
                                                      
10.12.02          198                     £6.68       

Date of Transactions      No of Ordinary Shares 
                          Transferred           
                                                
10.12.02                  4,338                 

 The total holding of the Trust now amounts to 1,831,511 Ordinary Shares

  

13 December 2002