Directors' Dealings

Diageo PLC
17 December 1999

     
RE:  CHAPTER 16 PARAGRAPH 13
     CONTINUING OBLIGATIONS

Diageo  plc  (the 'Company') announces that  it  received
notification  on  17 December 1999 for  the  purposes  of
Section 329 of the Companies Act 1985 that the trustee of
the  Diageo  plc  QUEST  (the  'Trust')  has  transferred
133,235  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  17  December  1999  in
   relation to the Trust.
   
    Date of         No. of Ordinary       Range of
  Transaction     Shares Transferred   Option Prices
                                        of Ordinary
                                           Shares
    13.12.99         129,763            £3.18-£4.56
    14.12.99           3,472            £3.54-£4.645
                                              

The  total  holding of the Trust now amounts to 7,067,940
Ordinary Shares.

The  Company  further announces that  Mr  C  A  Storm,  a
director,  notified the Company on 16 December 1999  that
on  that  day  he called for 5,784 Ordinary Shares  which
vested  on  27  June 1999 under the Company's  Long  Term
Incentive  Plan  1996 (formerly the  Guinness  Long  Term
Incentive  Plan 1996) at a call price of 0.001 pence  per
Ordinary Share.

As  a  result of this transaction Mr. Storm's  beneficial
interests  in  the  Company's Ordinary Shares  (excluding
options,  awards  under  the  Company's  LTIPs  and  also
interests  as  a  potential  beneficiary  of  the  Diageo
Employee   Incentive  Trust  1994,  the  Diageo  Employee
Incentive  Trust  1996  (the '1996  Trust'),  the  Diageo
Employee  Benefit Trust and the Diageo  plc  QUEST)  have
increased to 68,494 Ordinary Shares.

Sir  Anthony  Greener and Mr C A Storm have interests  as
potential  beneficiaries in Ordinary Shares held  by  the
1996  Trust.   As  a  result of  the  transfer  of  5,784
Ordinary  Shares to Mr Storm, the interest of  these  two
directors  as potential beneficiaries in Ordinary  Shares
held  by  the  1996  Trust reduced  to  438,542  Ordinary
Shares.

The  Company further announces that Mr R P Wilson, a non-
executive director, notified the Company  today  that  on
17  December  1999 his spouse, Mrs S E Wilson,  purchased
3,000  Ordinary Shares at a price of £5.15  per  Ordinary
Share.

As a result of this transaction, Mr Wilson's interests in
the Company's Ordinary Shares have increased to 8,242.