Directors' Notification of Dealing in Shares

Diageo PLC
28 April 2000

 
Diageo plc (the 'Company') announces the following: 
 
 
1.     That it received notification on 28 April 2000 for the purposes of
Section 329 of the Companies Act 1985 of transactions 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 ('LTIP'), approved by
shareholders on 11 August 1998.

 
a)     A notification that Mourant & Co Trustees Limited ('Mourant') as
trustee of the Employee Benefit Trust had purchased and subsequently sold
500,000 of the Company's ordinary shares of 28 101/108 pence ('Ordinary
Shares') pursuant to a put option contract entered into by Mourant on the
date given below (notified to the London Stock Exchange on 2 July 1999). In
addition, that Mourant as trustee of the Employee Benefit Trust had purchased
500,000 Ordinary Shares. 
 

                                                                              
  b)     Transactions notified on 28 April 2000 in relation to the Employee   
         Benefit Trust                                                        
 

                                                                              
  Date            Date of      No of        Purchase    No of       Sale      
  Of              Put          Ordinary     Price of    Ordinary    Price     
  Each            Option       Shares       Ordinary    Shares      Of        
  Transaction     Contract     Purchased    Shares      Sold        Ordinary  
                                                                    Shares    
  27.04.00        23.04.99     500,000      £6.96       500,000     £6.13     
  27.04.00                     500,000      £5.4555                           
 

                                                                              
  c)    All executive directors are potential beneficiaries of the Employee   
        Benefit Trust:                                                        
        Sir Anthony Greener                                                   
        J B McGrath                                                           
        J M Keenan                                                            
        D N Malamatinas                                                       
        N C Rose                                                              
        C A Storm                                                             
        P S Walsh                                                             
  d)    As a result of the above transactions the total holding of the        
        Employee Benefit Trust amounts to 16,000,000 Ordinary Shares.         
 
 
2.     That Diageo plc (the 'Company') announces that it received notification
on 20 April 2000 for the purposes of Section 329 of the Companies Act 1985
that the trustee of the Diageo plc QUEST (the 'Trust') has transferred 32,916
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.

 

                                                                              
      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  

                                              
      Transactions notified on 20 April 2000 in relation to the Trust.          
                                    
      Date of Transaction             No. of Ordinary    Range of Option 
                                         Shares            Prices of    
                                      Transferred      Ordinary Shares  
          28.04.00                       15,240          £3.54-£4.56    
 
The total holding of the Trust now amounts to 6,397,947 Ordinary Shares. 
 
 
3.     The Company further announces that Mr P S Walsh, a director, notified
the Company today that, on 24 April 2000, he acquired 101 American Depositary
Shares ('ADSs'), at an average price of $34.2362 per ADS pursuant to an
election for dividend reinvestment under the Company's US Employee Stock
Purchase Plan. 1 ADS is equivalent to 4 Ordinary Shares. 
 
As a result of this transaction, Mr Walsh's beneficial interests in the
Company's Ordinary Shares (excluding options, awards made under the Company's
LTIPs and also interests as a potential beneficiary of the Diageo Employee
Benefit Trust, the Diageo plc QUEST, the Grand Metropolitan No. 2 Employee
Share Trust and the Pillsbury 401(K) Savings Plan) have increased to 106,960,
including 56,472 Ordinary Shares held in the form of ADSs.