Director Shareholding

Whitbread PLC
06 May 2004

                                  SCHEDULE 11

          NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS



1. Name of company


Whitbread PLC



2. Name of director


David Thomas, Alan Parker, David Richardson, Bill Shannon, Stewart Miller, Angie Risley



3. Please state whether notification indicates that it is in respect of holding
of the shareholder named in 2 above or in respect of a non-beneficial interest
or in the case of an individual holder if it is a holding of that person's
spouse or children under the age of 18 or in respect of a non-beneficial
interest


Technical interest of the directors named in 2 above



4. Name of the registered holder(s) and, if more than one holder, the number of
shares held by each of them (if notified)


T D Waterhouse Nominees (Europe) Limited



5. Please state whether notification relates to a person(s) connected with the
director named in 2 above and identify the connected person(s)


N/A



6. Please state the nature of the transaction. For PEP transactions please
indicate whether general/single co PEP and if discretionary/non discretionary


Purchase of shares for the Whitbread Employees' Share Ownership Plan Trust (the 'Trust') to be used to satisfy future
exercises under the Whitbread Long Term Incentive Plan, the Whitbread 2001 Approved Executive Option Scheme, the
Whitbread 2001 Unapproved Executive Share Option Scheme and the Whitbread Annual Bonus Plan 2003/4



7. Number of shares / amount of stock acquired


250,000



8. Percentage of issued class


0.084%



9. Number of shares/amount of stock disposed


N/A



10. Percentage of issued class


N/A



11. Class of security


Ordinary shares of 50p each



12. Price per share


£7.6564 (average)



13. Date of transaction


5 May 2004



14. Date company informed


6 May 2004



15. Total holding following this notification


1,665,307



16. Total percentage holding of issued class following this notification


0.559%



If a director has been granted options by the company please complete the
following boxes.



17. Date of grant


N/A



18. Period during which or date on which exercisable


N/A



19. Total amount paid (if any) for grant of the option


N/A



20. Description of shares or debentures involved: class, number


N/A



21. Exercise price (if fixed at time of grant) or indication that price is to be
fixed at time of exercise


N/A



22. Total number of shares or debentures over which options held following this
notification


N/A



23. Any additional information


The Trust is discretionary and for the benefit of such employees (including the executive directors of Whitbread PLC)
and their families as the trustee, Abacus Corporate Trustee Limited may at its discretion determine



24. Name of contact and telephone number for queries


Russell Fairhurst, 0207 806 5422



25. Name and signature of authorised company official responsible for making
this notification


Russell Fairhurst, Deputy Company Secretary



Date of Notification


6 May 2004



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