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 10 February 2004 for the purposes of
Section 329 of the Companies Act 1985 from Diageo Share Ownership Trustees
Limited (the 'Trustee'), as trustee of the Diageo Share Incentive Plan (the
'Plan') that:

(i) the Trustee purchased 44,021 ordinary shares of 28 101/108 pence in the
Company ('Ordinary Shares') in respect of participants in the Plan on 10
February 2004 at a price of £7.16 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 following directors of the Company were allocated Ordinary Shares
on 10 February 2004 under the Plan, from those purchased by the Trustee as
disclosed in (i) above:

Name of Director                        Number of Ordinary Shares              
                                                                               
N C Rose                                27                                     
                                                                               
P S Walsh                               27                                     
                                                                               

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 £7.16.

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 purchases, awards and transfers made by the Trustee on behalf of
the Company on 10 February 2004 in respect of all participants in the Plan, the
total holding of the Trustee now amounts to 3,211,389 Ordinary Shares.

 

2) that it received notification on 10 February 2004 from Lord Blyth that he
has purchased 1,041 Ordinary Shares on 10 February 2004 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 £7.16.

As a result of this purchase, Lord Blyth's interest in Ordinary Shares has
increased to 38,084.

 

3) that it received notification on 9 February 2004 from Mr N C Rose that he
became aware on 6 February 2004 that he had acquired a beneficial interest in a
further 376 Ordinary Shares. The Ordinary Shares were acquired by reinvestment
of dividends in Bank of Scotland Maxi Individual Savings Accounts and Single
Company Personal Equity Plans at a price per share of 685 pence. Ownership of
these Ordinary Shares is split equally between Mr Rose and his wife.

 

As a result of (1) and (3) 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 Grand Metropolitan No 2 Employee
Share Trust and 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                                127,472                                
                                                                               
P S Walsh                               593,854*                               
                                                                               

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

 

10 February 2004