B Share Scheme Purchase Offer

Whitbread PLC
07 June 2007


Whitbread PLC
7 June 2007

            B Share Scheme - Further Purchase Offer by Deutsche Bank

Whitbread PLC ('Whitbread') announces that it has today sent a letter to the
holders of its B Shares outlining a proposed purchase offer in relation to its B
Shares to be made by Deutsche Bank AG, London Branch ('Deutsche Bank'), subject
to certain conditions (the 'Further Purchase Offer').

The B Shares were created pursuant to the return of £400 million of cash
approved by Shareholders on 20 June 2006, details of which were contained in the
Circular to Shareholders dated 26 May 2006 (the 'Circular'). The Return of Cash
provided Shareholders with three alternatives in relation to their B Shares. As
a result of elections made by Shareholders in June 2006, there are currently
6,448,317 B Shares outstanding.

Details of the Further Purchase Offer

The Further Purchase Offer, which is expected to be made by Deutsche Bank on 2
July 2007, will offer the holders of B Shares the opportunity to sell all or
some of their B Shares to Deutsche Bank (acting as principal) for 155 pence per
B Share, free of all dealing expenses and commissions.
Settlement of the Further Purchase Offer is expected to be made on 5 July 2007.
Full details of the Further Purchase Offer are contained in the letter to
holders of B Shares posted today.

Terms defined in the Circular have the same meaning when used in this
announcement.

B Share Continuing Dividend

Whitbread also announces that the non-cumulative preferential dividend of 5.59
pence per B Share (the 'B Share Continuing Dividend') will be paid on 2 July
2007. The record date for the B Share Continuing Dividend will be 15 June 2007.
For further information, please contact:
Daren Lowry - Assistant Company Secretary - Tel: [phone]

Whitbread PLC is one of the UK's leading hospitality companies, managing
businesses in the budget hotels, restaurant and health & fitness sectors,
including Premier Travel Inn, Brewers Fayre, Beefeater, Costa and David Lloyd
Leisure.

Whitbread's strategy is to create value for our shareholders by focusing
investment and growing in expanding sectors of the hospitality industry,
primarily in the UK but also in selected overseas markets.

Deutsche Bank, which is authorised and regulated in the United Kingdom by the
Financial Services Authority, is acting exclusively for Whitbread and no-one
else in connection with the Further Purchase Offer and will not be responsible
for anyone other than Whitbread for providing the protections afforded to
clients of Deutsche Bank or for providing advice in relation to the Further
Purchase Offer.

Shareholders in the United States, Australia, Canada, Japan and the Republic of
South Africa are not eligible for the Further Purchase Offer.




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