Director Shareholding

Diageo PLC
12 July 2002


TO:          Regulatory Information Service

             RNS, The London Stock Exchange

RE:          CHAPTER 16 PARAGRAPH 13 OF

             THE LISTING RULES


Diageo plc (the 'Company') announces that it received notification:

1) on 11 July 2002 from Mr W S Shanahan, a director, that he purchased on 3 July
2002 1,500 American Depositary Shares ('ADS') at a price per ADS of US$49.90 and
500 ADSs at a price per ADS of US$49.85.

As a result of these transactions Mr Shanahan's interest in ADSs has increased
to 4,000.

One ADS is the equivalent of four ordinary shares of 28 101/108 pence in the
Company;

2) on 12 July 2002 for the purposes of Section 329 of the Companies Act 1985
that the trustee of the Diageo plc QUEST (the 'Trust') has transferred 3,233 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 12 July 2002 in relation to the Trust.


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

                                                    3,233
            12.07.02                                                                  £4.47-£5.23


    The total holding of the Trust now amounts to 2,073,599 Ordinary Shares.

12 July 2002


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