Director/PDMR Shareholding

Hill & Smith Hldgs PLC
18 October 2006


NOTIFICATION OF TRANSACTIONS OF DIRECTORS, PERSONS DISCHARGING MANAGERIAL 
RESPONSIBILITY OR CONNECTED PERSONS

1. Name of the issuer

Hill & Smith Holdings PLC

2. State whether the notification relates to (i) a transaction notified in 
accordance with DR 3.1.4R(1)(a); or (ii) DR 3.1.4(R)(1)(b) a disclosure made 
in accordance with section 324 (as extended by section 328) of the Companies 
Act 1985; or (iii) both (i) and (ii)

(i) and (ii)

3. Name of person discharging managerial responsibilities/director

Mr David Winterbottom, a director of Hill & Smith Holdings PLC

4. State whether notification relates to a person connected with a person 
discharging managerial responsibilities/director named in 3 and identify the 
connected person

N/A

5. Indicate whether the notification is in respect of a holding of the person 
referred to in 3 or 4 above or in respect of a non beneficial interest

Notification is in respect of a holding of Mr David Winterbottom

6. Description of shares (including class), debentures or derivatives or 
financial instruments relating to shares

Ordinary Shares of 25p each

7. Name of registered shareholders(s) and, if more than one, the number of 
shares held by each of them

Mr David Winterbottom

8.  State the nature of the transaction

Take up by Mr David Winterbottom of new Ordinary Shares under the Open Offer 
announced on 12 September 2006

9. Number of shares, debentures or financial instruments relating to shares 
acquired

1,523 Ordinary Shares

10. Percentage of issued class acquired (treasury shares of that class should 
not be taken into account when calculating percentage)

0.002 %

11. Number of shares, debentures or financial instruments relating to shares 
disposed

N/A

12. Percentage of issued class disposed (treasury shares of that class should 
not be taken into account when calculating percentage)

N/A

13. Price per share or value of transaction

228 pence per new Ordinary Share

14. Date and place of transaction

16 October 2006   London

15. Total holding following notification and total percentage holding following
notification (any treasury shares should not be taken into account when 
calculating percentage)

17,213 Ordinary Shares (0.023 %)

16.  Date issuer informed of transaction

17 October 2006

Note:    Number of Ordinary Shares in issue following Open Offer: 75,534,894

Name and signature of duly authorised officer of issuer responsible for making 
notification

John Humphreys
Company Secretary
Tel: [phone]

Date of notification

18 October 2006








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