Directors' Dealings

Whitbread PLC
1 December 1999

                       DEALINGS BY DIRECTORS


1)  NAME OF COMPANY

    WHITBREAD PLC

2)  NAME OF DIRECTOR

    WILLIAM MERVYN FREW CAREY SHANNON

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

    GRANT OF AN OPTION

7)  Number of shares/amount of
    stock acquired

8)   (    % )
     of issued Class

9)  Number of shares/amount
    of stock disposed

10)  (    % )
     of issued Class

11) Class of security

12) Price per share

13) Date of transaction

14) Date company informed

15) Total holding following this notification

16) Total percentage holding of issued class following this notification


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

17) Date of grant

    29 NOVEMBER 1999

18) Period during which or date on which exercisable

    1/2/2003 - 31/7/2003

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

    NIL

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

    352 ORDINARY SHARES OF 25P EACH

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

    549.7P

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

    143,242

23) Any additional information

    OPTION GRANTED UNDER COMPANY SHARESAVE SCHEME

24) Name of contact and telephone number for queries

    MRS P TOWNSEND   0171 615 1111

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

    Date of Notification.....1 DECEMBER 1999...................



                       DEALINGS BY DIRECTORS


1)  NAME OF COMPANY

    WHITBREAD PLC

2)  NAME OF DIRECTOR

    DAVID MALCOLM THOMAS

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

    GRANT OF AN OPTION

7)  Number of shares/amount of
    stock acquired

8)   (    % )
     of issued Class

9)  Number of shares/amount
    of stock disposed

10)  (    % )
     of issued Class

11) Class of security

12) Price per share

13) Date of transaction

14) Date company informed

15) Total holding following this notification

16) Total percentage holding of issued class following this notification


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

17) Date of grant

    29 NOVEMBER 1999

18) Period during which or date on which exercisable

    1/2/2003 - 31/7/2003

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

    NIL

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

    352 ORDINARY SHARES OF 25P EACH

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

    549.7P

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

    293,193

23) Any additional information

    OPTION GRANTED UNDER COMPANY SHARESAVE SCHEME

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.....1 DECEMBER 1999...................