EMM Disclosure

ABN-AMRO
                  

FORM 38.5 (SUMMARY)

Lodge with Company Announcements Office and the Panel. Use a separate form for
each class of securities in which dealings have been made.

CONNECTED EXEMPT MARKET-MAKERS:

DISCLOSURE UNDER RULE 38.5 OF THE CITY CODE ON TAKEOVERS AND MERGERS


Name of EMM:                  ABN AMRO EQUITIES (UK)
Date of disclosure:           15 JUNE 2004
Contact name:                 HUNG LUC
Telephone number:             [phone]


Please see attached disclosure of dealings under Rule 38.5 in the securities of
the following companies:


SMITH (WH) PLC


If the attached Rule 38.5 disclosure is to amend a previous disclosure, please
state which element(s) of previous disclosure was incorrect:




In the case of option business or dealings in derivatives full details should be
given on a separate sheet so that the nature of the dealings can be fully
understood. For options this include the number of securities under option, the
exercise period (or in the case of exercise, the exercise date), the exercise
price and any option money paid or received. For derivative this should include,
at least, the number of reference securities to which they relate (when
relevant), the maturity date (or if applicable the closing out date) and the
reference price.

For full details of the disclosure requirements see Rules 8 and 38 of the Code.
If in doubt contact the Monitoring Section of the Panel, Tel. No: 020 7638 0129

CONNECTED EXEMPT MARKET-MAKERS:

DISCLOSURE UNDER RULE 38.5 OF THE CITY CODE ON TAKEOVERS AND MERGERS


Dealing in (name of company):                   SMITH (WH) PLC
Class of security:                              ORD 55 5/9P
Date of disclosure:                             15 JUNE 2004
Date of dealing:                                14 JUNE 2004
Name of EMM:                                    ABN AMRO EQUITIES (UK)
Name of offeree/offeror with whom connected:    SMITH (WH) PLC
Total number of securities purchased:           554,053
Highest price paid*                             3.4000 GBP
Lowest price paid*                              3.2500 GBP
Total number of securities sold:                490,000
Highest price received*                         3.3900
Lowest price received*                          3.3367