Directors' Dealings

Whitbread PLC
4 February 2000



                       DEALINGS BY DIRECTORS


1)  NAME OF COMPANY

    WHITBREAD


2)  NAME OF DIRECTOR

    DAVID FRANCIS WILLIAMSON


3)  Please state whether notification indicates that it is in respect of
    holding of the Director named in 2 above or holding of that person's
    spouse or children under the age of 18 or in respect of a non-beneficial
    interest

    DIRECTOR'S OWN INTEREST


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

    AS ABOVE

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

    AS ABOVE

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

7)  Number of shares/amount of
    stock acquired

    1000

8)   (    % )  INSIGNIFICANT
    of issued Class

9)  Number of shares/amount
    of stock disposed



10)  (    % )
   of issued Class


11) Class of security

    ORDINARY SHARES 25P


12) Price per share

    491.75P


13) Date of transaction

    3.2.00


14) Date company informed

    3.2.00


15) Total holding following this notification

    1500


16) Total percentage holding of issued class following this notification

    INSIGNIFICANT


     IF A DIRECTOR HAS BEEN GRANTED OPTIONS BY THE COMPANY PLEASE
                    COMPLETE THE FOLLOWING BOXES

17) Date of grant



18) Period during which or date on which exercisable



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



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



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



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



23) Any additional information



24) Name of contact and telephone number for queries

    PAM TOWNSEND - 0171 615 1111


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

    Date of Notification..... 4 FEBRUARY 2000 .......