Director Shareholding

Smith (DS) PLC
01 August 2002

In pursuance of the Company's obligations under Section 329 of the Companies Act
1985 and Chapter 16, paragraphs 16.13(a) and 16.13(c) of the Listing Rules, I
hereby notify you of the following Directors share transactions which occurred
on 1 August 2002:


1)         The Directors listed below have notified the Company that they have become interested in the number of
           ordinary shares of 10p each of the Company indicated below as a result of a purchase by the David S. Smith
           Employee Benefit Trust Limited as Trustees of The David S. Smith Employee Benefit Trust ('the Trust') with
           the exception of items referred to in sub-paragraph 2, below, these interests arise merely because the
           Directors are (together with other Group employees) potential beneficiaries of the Trust.

Director:                     Date of Transaction:          No. of Shares:                Price per Share:

A D Thorne )                  1 August 2002                 333,339                       146p

D F Buttfield )

J P Williams)


The Trust now holds a total of 1,070,855 shares of the Company.

FOR AND ON BEHALF OF DS SMITH PLC

Company Official Responsible for making this notification: Carolyn Cattermole,
Company Secretary.

Date of this notification: 1 August 2002.




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