Director/PDMR Shareholding

Smith & Nephew Plc
14 November 2006

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

This form is intended for use by an issuer to make a RIS notification required
by DR 3.1.4R(1).


(1)      An issuer making a notification in respect of a transaction relating to the shares or debentures
         of the issuer should complete boxes 1 to 16, 23 and 24.
(2)      An issuer making a notification in respect of a derivative relating the shares of the issuer
         should complete boxes 1 to 4, 6, 8,13, 14, 16, 23 and 24.
(3)      An issuer making a notification in respect of options granted to a director/person discharging
         managerial responsibilities should complete boxes 1 to 3 and 17 to 24.
(4)      An issuer making a notification in respect of a financial instrument relating to the shares of
         the issuer (other than a debenture) should complete boxes 1 to 4, 6, 8, 9, 11, 13, 14, 16, 23 and
         24.



Please complete all relevant boxes should in block capital letters.



1. Name of the issuer



Smith & Nephew 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)



both (i) and (ii)



3. Name of person discharging managerial responsibilities/director



Sir Christopher O'Donnell....................................



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

Sir Christopher O'Donnell and Lady Maria O'Donnell..............................




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

Sir Christopher O'Donnell....................................



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

Ordinary shares of US$0.20 per share....................................



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

Sir Christopher O'Donnell

Lady Maria O'Donnell



8 State the nature of the transaction

Acquisition of shares under Dividend Re-investment Plan........................




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

Sir Christopher O'Donnell - 558

Lady Maria O'Donnell - 189



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

Less than 0.01%....................................



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



....................................



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



....................................



13. Price per share or value of transaction

493.60 pence per share....................................



14. Date and place of transaction

10 November 2006....................................



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

209,839 ordinary shares of US 20 cents each. Less than 0.01%...................




16. Date issuer informed of transaction

13 November 2006....................................



If a person discharging managerial responsibilities has been granted options by
the issuer complete the following boxes



17 Date of grant



18. Period during which or date on which it can be exercised



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



20. Description of shares or debentures involved (class and number)



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





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





23. Any additional information



24. Name of contact and telephone number for queries



Phil Higgins -Assistant Company Secretary - 020 7960 2228



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



Phil Higgins - Assistant Company Secretary



Date of notification



14 November 2006

END


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