Director Shareholding

Smith & Nephew Plc
06 August 2002


6 August 2002

The Secretary
London Stock Exchange
RNS
Old Broad Street
London
EC2N 1HP


Dear Sirs,

Smith & Nephew plc has been informed today that Mourant & Co. Trustees Limited,
as trustee of The Smith & Nephew Employees' Share Trust has purchased a total of
339,154 ordinary shares in the Company in the market on the 5th August 2002 at
an average price of 357.74 pence per share, representing 0.037% of the issued
ordinary share capital.

The Trust, which now holds a total of 1,558,775 shares representing 0.168% of
the issued ordinary share capital of the Company, is a discretionary trust of
which all employees of the Company and its subsidiaries are potential
beneficiaries.  Each of the executive directors of the Company is, therefore,
interested in the shares held in the Trust from time to time in the same way as
other employees of the Group.


Yours faithfully,





P.R. Chambers
Company Secretary



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