Dir Declaration/Shareholding

Diageo PLC
21 December 2001


TO: Regulatory News Service

The London Stock Exchange

RE: CHAPTER 16 PARAGRAPHS 4 AND 13 OF

CONTINUING OBLIGATIONS



Diageo plc (the 'Company') announces the following in respect of Lord Hollick,
who was appointed a Director of the Company on 19 December 2001:


 1. In respect of Chapter 16 paragraph 4(a), in addition to his current
    directorship of a publicly quoted company notified on 19 December 2001,
    Lord Hollick was a non-executive director of British Aerospace plc (now
    BAE SYSTEMS plc) from 1 January 1992 until 28 May 1997.

 2. In respect of Chapter 16 paragraph 4(b), there are no such details to
    disclose.

The Company further announces that it received notification on 21 December
2001 for the purposes of Section 329 of the Companies Act 1985 that the
trustee of the Diageo plc QUEST (the 'Trust') has transferred 74,832 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 21 December 2001 in relation to the
              Trust.


            Date of                 No. of                  Range of Option
            Transaction             Ordinary                Prices of Ordinary
                                    Shares                  Shares
                                    Transferred

                                
            21.12.01            74,832                      £3.14-5.05          
               



    The total holding of the Trust now amounts to 2,674,681 Ordinary Shares.


21 December 2001