Director Shareholding

Smith & Nephew Plc
3 April 2002



3 April 2002



The Secretary

London Stock Exchange

Company Announcement Office

Old Broad Street

London

EC2N 1HP



Dear Sirs,

Mrs Diane Eustace, wife of Dudley Eustace, a director of Smith & Nephew plc,
acquired a total of 8,000 ordinary shares of the Company today at 403.5 pence
each. Mr Eustace now has a benefical interest in 48,909 ordinary shares
representing 0.005% of the issued ordinary share capital of the Company.

Yours faithfully,


P.R. Chambers

Assistant Company Secretary



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