Director Shareholding

Smith & Nephew Plc
21 November 2001



21 November 2001


The Secretary

London Stock Exchange

Company Announcement Office

Old Broad Street

London

EC2N 1HP


Dear Sirs,

We have been notified today that Mr Richard De Schutter, a director of the
Company, has acquired a total of 5,000 American Depositary Shares ('ADSs')
representing 50,000 ordinary shares of the Company. On 27 February 2001 he
acquired 1,000 ADSs at $47.575 each, on 10 August 2001 3,000 ADSs at $52.96
each and on 13 August 2001 1,000 ADSs at $52.90 each. Mr De Schutter now has
an interest in 50,000 ordinary shares representing 0.005% of the issued
ordinary share capital of the Company.

Yours faithfully,


P.R. Chambers

Assistant Company Secretary