Directors' Dealings

WHITBREAD PLC
3 September 1999

On 3 September 1999 Whitbread Quest Trustee Limited (a wholly owned subsidiary
of Whitbread Plc permitted to subscribe for shares in the company to satisfy
options granted under the company's Sharesave scheme) subscribed for 2,990
shares to satisfy the exercise of options by participants in the scheme.
These shares were transferred to 18 participants at an exercise price of 
£6.386p on the same day.  The executive directors were deemed to have a 
technical interest in the 2,990 shares when Whitbread Quest Trustee Limited
subscribed for the shares and ceased to have an interest when the shares were
transferred to the participants.

Enquiries:  Simon C Barratt
            Company Secretary