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 9 May 2003 for the purposes of Section 329
    of the Companies Act 1985 that the trustee of the Diageo plc QUEST (the
    'Trust') has transferred 33,688 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 9 May 2003 in relation to the Trust.
                                                                          
Date of Transaction      No. of Ordinary Shares    Range of Option Prices 
                         Transferred               of Ordinary Shares     
                                                                          
09.05.03                          33,688           £4.645-£6.07           

The total holding of the Trust now amounts to 230,284 Ordinary Shares.

2) that it received notification on 9 May 2003 for the purposes of Section 329
of the Companies Act 1985 from Diageo Share Ownership Trustees Limited (the
'Trustee'), as trustee of the Diageo 2001 All Employee Share Ownership Plan
(the 'Plan') that:

(i) the Trustee purchased 54,509 Ordinary Shares in respect of participants in
the Plan on 9 May 2003 at a price of 647.5p per share. The Ordinary Shares were
purchased by Diageo Share Ownership Trustees Limited, which holds Ordinary
Shares as trustee of the Plan;

(ii) that the Trustee sold 1,662 Ordinary Shares in respect of participants
leaving the Plan and transferred 13,004 Ordinary Shares to participants leaving
the Plan. The Ordinary Shares were sold on 2 May 2003 and 8 May 2003 at prices
per share of £6.711 and £6.48 respectively by the Trustee. The Plan is an
Inland Revenue approved plan operated by Diageo Group companies for the benefit
of employees of the Company and its subsidiaries.

 Date of        No of Ordinary Shares    Price Per 
Transaction     Sold                     Share     
                                                   
02.05.03        220                      £6.711    
                                                   
08.05.03        1,442                    £6.48     

 

 Date of        No of Ordinary Shares  
Transaction     Transferred            
                                       
09.05.03        13,004                 

 

(iii) that the following directors of the Company were allocated Ordinary
Shares on 9 May 2003 under the Plan, from those purchased by the Trustee as
disclosed in (i) above:

Name of Director                        Number of Ordinary Shares              
                                                                               
N C Rose                                28                                     
                                                                               
P S Walsh                               28                                     
                                                                               

The number of Ordinary Shares allocated comprises those purchased by the
Trustee using an amount which the employee has chosen to have deducted from
salary ('Sharepurchase') and those awarded to the employee by the Company
('Sharematch') on the basis of one Sharematch Ordinary Share for every two
Sharepurchase Ordinary Shares.

The Sharepurchase Ordinary Shares were purchased and the Sharematch Ordinary
Shares were awarded at a price per share of 647.5p.

The Ordinary Shares are held by the Trustee. Sharepurchase Ordinary Shares can
normally be sold at any time. Sharematch Ordinary Shares cannot normally be
disposed of for a period of three years after the award date.

As a result of the above, these directors' interests in the Company's Ordinary
Shares (excluding options, awards under the Company's LTIPs and also interests
as potential beneficiaries of the Diageo plc QUEST, the Grand Metropolitan No 2
Employee Share Trust, the Diageo Employee Benefit Trust, and in the case of Mr
Walsh only, the Pillsbury 401(K) Savings Plan) are as follows:

Name of Director                        Number of Ordinary Shares              
                                                                               
N C Rose                                123,682                                
                                                                               
P S Walsh                               583,143*                               
                                                                               

*(of which 4,932 are held in the form of American Depositary Shares);

As a result of purchases, awards and transfers made by the Trustee on behalf of
the Company on 9 May 2003 in respect of all participants in the Plan, the total
holding of the Trustee now amounts to 2,057,239 Ordinary Shares.

 

3) that it received notification on 9 May 2003 from Lord Blyth that he has
purchased 1,151 Ordinary Shares on 9 May 2003 under an arrangement with the
Company, whereby he has agreed to use an amount of £7,500 per month, net of
tax, from his fees to purchase Ordinary Shares. Lord Blyth has agreed to retain
the Ordinary Shares while he remains a director of the Company.

The Ordinary Shares were purchased at a price per share of 647.5p.

As a result of this purchase, Lord Blyth's interest in Ordinary Shares has
increased to 27,520.

 

 

9 May 2003