Director/PDMR Shareholding

Smith & Nephew Plc
16 March 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)

(i)


3. Name of person discharging managerial responsibilities/director

Joseph Woody


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

Joseph Woody


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

 American Depositary Shares (ADSs) representing five ordinary shares of US$0.20
each


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

The Bank of New York, as nominee for Abacus Corporate Trustee Limited


8 State the nature of the transaction

Acquisition of ADSs


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

199


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

US$47.71 per ADS


14. Date and place of transaction

14 March 2006


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

995 Ordinary Shares of US$0.20 each


16. Date issuer informed of transaction

14 March 2006


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

17 Date of grant

13 March 2006


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

13 March 2009 - 12 March 2016


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

20. Description of shares or debentures involved (class and number)
38,910 Ordinary shares of US$0.20 each - Executive Share Options
29,182 Ordinary shares of US$0.20 each - Performance Share Plan Award
335 ADSs - Co-investment Plan Award


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

Executive share options - 514 pence


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

70,958 Ordinary shares of US$0.20 each


23. Any additional information

Acquisition of 199 ADSs by Abacus Corporate Trustees in respect of the
Co-investment Plan award


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

15 March 2006

END


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