Director Shareholding

Whitbread PLC
7 May 2002

                               WHITBREAD PLC
                          LONG TERM INCENTIVE PLAN

Under the terms of the long-term incentive plan of Whitbread PLC; conditional
awards at nil cost were made on the 3 May 2002 to executive directors of the
company in respect of the 3-year performance period 1st March 2002 and the 28
February 2005. The range of Whitbread PLC 50p Ordinary shares, which each
director could potentially receive in respect of this Performance Period, is as
follows:-

                                                  Number of shares
 
Stewart Miller                                        20,634
Alan Parker                                           20,634
David Richardson                                      23,581
Bill Shannon                                          25,017  
David Thomas                                          40,679
     

 
Notes

• Share price is £6.361 (average over the 5 business days prior to 
  1 March 2002)
• Exercise of awards is subject to performance criteria based on 
  Whitbread's TSR performance relative to the other companies 
  within a comparator group over this period.



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