Director Shareholding

Whitbread PLC
07 May 2004



DATE:   7 May 2004



                                 WHITBREAD PLC

                            DIRECTORS' SHARE AWARDS



LONG TERM INCENTIVE PLAN

Under the terms of the long-term incentive plan of Whitbread PLC, conditional
awards at nil cost were made on 6 May 2004 to executive directors of the company
in respect of the 3 year performance period 1st March 2004 to 28 February 2007.
The maximum number 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                       19,105
Alan Parker                          33,169
David Richardson                     22,143
Angie Risley                         12,359



Notes



•        Share price is £7.537 (average middle market closing price over the 5
business days prior to 1 March 2003).

•        Exercise of awards is subject to performance criteria based on
Whitbread's TSR performance relative to the other companies within a comparator
group over the performance period.



WHITBREAD ANNUAL BONUS PLAN


Under the terms of the Whitbread 2003/04 Annual Bonus Plan, the following awards
of shares were made on 6 May 2004 to Executive Directors of the Company in
respect of the financial year of the Company ended 4 March 2004.




                                   Number of shares


Alan Parker                             6,831
David Richardson                       12,532
Angie Risley                            6,994
Bill Shannon                           62,201
David Thomas                           21,372
                               


Notes



•        The numbers of shares have been calculated by dividing such part of the
cash bonus as the relevant director elected to receive in ordinary shares of 50p
in the capital of Whitbread PLC divided by the middle-market closing price of
the shares on 5th May (£7.685).



•        The awards are not subject to any performance conditions.  The awards
will vest in full subject to the director remaining an employee of Whitbread
until the third anniversary of the date of grant.  The awards will also be
released in full if the director ceases to be employed by Whitbread by reason of
redundancy, retirement, death, injury, ill health or disability or the transfer
of a business or company in which the director is employed outside the Whitbread
Group.  If the director ceases to be in employment for any other reason, on
cessation of employment 50% of the shares awarded will be released and the
remainder will lapse.








Russell Fairhurst
Deputy Company Secretary
Tel. No. 020 7806 5422


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