Directors' Dealings

WHITBREAD PLC


                            DEALINGS BY DIRECTORS

1)   NAME OF COMPANY

     WHITBREAD PLC

2)   NAME OF DIRECTOR

     DAVID HEDLEY RICHARDSON

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

     AS 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)

     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)

     DIRECTOR'S OWN INTEREST

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

     EXERCISE OF AWARD OVER 2,987 SHARES UNDER THE LONG TERM INCENTIVE PLAN

7)   Number of shares/amount of
     stock acquired

     2,987

8)   INSIGNIFICANT %
     of issued Class

9)   Number of shares/amount
     of stock disposed

     N/A

10)  ( N/A %)
      of issued Class

11)  Class of security

     ORDINARY SHARES 25p

12)  Price per share

     871p

13)  Date of transaction

     25 AUGUST 1999

14)  Date company informed

     27 AUGUST 1999

15)  Total holding following this notification

     17,289 - MR RICHARDSON ALSO HAS A TECHNICAL INTEREST IN 306,509 SHARES HELD
     IN AN ESOP

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

     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

     N/A

24)  Name of contact and telephone number for queries

     MRS P F TOWNSEND - 0171 615 1111

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


     Date of Notification..27 AUGUST 1999....................


Enclosed Letter from S C Barratt

                               WHITBREAD PLC

On 27 August the Company was notified that a participant in the Long Term
Incentive Plan ('the Plan') of Whitbread PLC has exercised an award over 2,987
shares of 871p per share on 25 August.  The award was granted at nil cost.

Accordingly, the executive director's technical interest in Whitbread PLC shares
held in the ESOP is reduced to an aggregate of 306,509 shares in the Company.

Enquiries:   Simon C Barratt
             Company Secretary