Director Shareholding

Smith & Nephew Plc
8 April 2002


8 April 2002

The Secretary

London Stock Exchange

Company Announcement Office

Old Broad Street

London

EC2N 1HP



Dear Sirs,


The Company has been informed today that Peter Hooley, a director of Smith &
Nephew plc, acquired 90,000 ordinary shares of 12 2/9p each through the exercise
of executive share options at an exercise price of 168p per share. 37,242 shares
were subsequently sold at 407.75p to fund the subscription cost of the 90,000
share options.


Additionally on 5 April 2002, Mrs Marianne Hooley, wife of Peter Hooley, sold
2,500 ordinary shares at 410.6p per share, and today Peter Hooley purchased
2,500 ordinary shares at 409.5p per share.


Peter Hooley now has an interest in 111,547 ordinary shares representing 0.012%
of the issued ordinary share capital of the Company.


Yours faithfully,


J.V. Sutton

Assistant Company Secretary



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