Director Shareholding

Smith & Nephew Plc
17 May 2004


17 May 2004


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


Dear Sirs,

Dealing by Directors in Ordinary shares of Smith & Nephew plc

We have today been notified of the following transactions by Directors of Smith
& Nephew plc:

Mr C J O'Donnell acquired 636 Ordinary shares of 122/9 pence each in Smith &
Nephew plc and Mrs M O'Donnell 221 Ordinary Shares, by re-investment of a
dividend paid on 14 May 2004.  Each share was purchased at 575.48 pence on 14
May 2004.

Mr C J O'Donnell now has an interest in 164,400 shares representing 0.018% of
the issued share capital.

Mrs Diane Eustace (wife of Mr Dudley Eustace) acquired 43 Ordinary shares of 122
/9 pence each in Smith & Nephew plc, by re-investment of a dividend paid on 14
May 2004.  Each share was purchased at 575.48 pence on 14 May 2004.

Mr Dudley Eustace now has an interest in 50,338 shares representing 0.005% of
the issued share capital.


Yours faithfully,

P.R Chambers
Company Secretary


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