Director Shareholding

Diageo PLC
19 October 2001


TO:      Regulatory News Service
         The London Stock Exchange

RE:      CHAPTER 16 PARAGRAPH 13 OF
         CONTINUING OBLIGATIONS



Diageo plc (the 'Company') announces that the following directors were
allocated ordinary shares of 28 101/108 pence ('Ordinary Shares') in the
Company on 19 October 2001 under an Inland Revenue approved profit sharing
scheme operated by Diageo Group companies together with other eligible
employees under this scheme:

Name of Director Number of Shares

N C Rose 1,225

P S Walsh 1,225

There was no price payable for the allocation. The Ordinary Shares are held by
trustees and cannot normally be disposed of for a period of two years after
the allocation.

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 Shares

N C Rose 51,821

P S Walsh 342,752

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

The Company further announces that it received notification on 19 October 2001
for the purposes of Section 329 of the Companies Act 1985 that the trustee of
the Diageo plc QUEST (the 'Trust') has transferred 13,972 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:


              J M J Keenan

              N C Rose

              P S Walsh


    2.        Transactions notified on 19 October 2001 in relation to the
              Trust.


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

                                
            19.10.01                13,972                  £3.53-5.05



    The total holding of the Trust now amounts to 2,883,615 Ordinary Shares.



19 October 2001