Directors' Dealings

Diageo PLC
5 November 1999


RE:  CHAPTER 16 PARAGRAPH 13
     CONTINUING OBLIGATIONS

Diageo  plc  (the 'Company') announces that  it  received
notification  on  5  November 1999 for  the  purposes  of
Section 329 of the Companies Act 1985 that the trustee of
the Diageo plc QUEST (the 'Trust') has transferred 22,681
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:
   
   Sir Anthony Greener
   J M J Keenan
   D N Malamatinas
   J B McGrath
   N C Rose
   C A Storm
   P S Walsh
   
2. Transactions  notified  on  5  November  1999   in
   relation to the Trust.
   
    Date of         No. of Ordinary       Range of
  Transaction     Shares Transferred   Option Prices
                                        of Ordinary
                                           Shares
    01.11.99          22,681           £3.53 - £4.645
                                              

The  total  holding of the Trust now amounts to 8,893,459
Ordinary Shares.