Director Shareholding

Diageo PLC
20 September 2001



TO: Regulatory News Service

The London Stock Exchange

RE: CHAPTER 16 PARAGRAPH 13 OF

CONTINUING OBLIGATIONS



Diageo plc (the 'Company') announces the following:

1. that it received notification on 19 September 2001 for the purposes of
Section 329 of the Companies Act 1985 of a transaction by the trustee of the
Diageo Employee Benefit Trust (the 'Employee Benefit Trust') as detailed
below. The Employee Benefit Trust is a discretionary trust for the benefit of
employees of the Company and its subsidiaries and operates primarily in
conjunction with the Company's Long Term Incentive Plan, now called the Total
Shareholder Return plan (the 'Plan'), approved by shareholders on 11 August
1998.

a) A notification that Mourant & Co. Trustees Limited, as trustee of the
Employee Benefit Trust, had transferred 1,960 of the Company's ordinary shares
of 28 101/108 pence ('Ordinary Shares') as a result of early eligibility under
the Plan following the death of a participant.

b) All executive directors are potential beneficiaries of the Employee Benefit
Trust:

J M J Keenan

N C Rose

P S Walsh

c) As a result of the above transaction, the Employee Benefit Trust's total
holding in the Company is 7,149,858 Ordinary Shares.

2. that it received notification on 20 September 2001 for the purposes of
Sections 198-208 of the Companies Act 1985 (as amended) that, following recent
sales, as of 19 September 2001, Barclays PLC no longer has a notifiable
interest in the Company's ordinary share capital.





20 September 2001