Director Shareholding

Smith & Nephew Plc
14 December 2001

14th December 2001



The Secretary

London Stock Exchange

Company Announcement Office

Old Broad Street

London

EC2N 1HP

Dear Sirs,

We have been notified on 13th December 2001 that the following directors of
the Company have increased their beneficial holdings of Ordinary shares of 
12 2/9 pence each in Smith & Nephew plc by the re-investment of the dividend
through an ISA, paid on 5th December 2001 as follows, each share was purchased
at 367.2 pence:


Mr C J O'Donnell acquired 8 shares and now holds 120,703 shares representing
0.0132% of the issued share capital.


Mr P Hooley acquired 8 shares and now holds 58,789 shares representing 0.0064%
of the issued share capital.


Further we have been informed that Sir Timothy Lankester acquired 57 ordinary
shares of 12 2/9p each by the re-investment of the tax repayment through a
non-discretionary single company PEP. He now holds 6,035 shares representing
0.00065% of the issued share capital.

Yours faithfully,

P.R. Chambers

Assistant Company Secretary