Director Shareholding

Smith & Nephew Plc
26 November 2004

                                  SCHEDULE 11

          NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS


1. Name of company

Smith & Nephew plc


2. Name of director

Mr. Dudley Eustace


3. Please state whether notification indicates that it is in respect of holding
of the shareholder named in 2 above or in respect of a non-beneficial interest
or in the case of an individual holder if it is a holding of that person's
spouse or children under the age of 18 or in respect of a non-beneficial
interest

Director


4. Name of the registered holder(s) and, if more than one holder, the number of
shares held by each of them (if notified)

Nutraco Nominees Limited


5. Please state whether notification relates to a person(s) connected with the
director named in 2 above and identify the connected person(s)

N/A


6. Please state the nature of the transaction. For PEP transactions please
indicate whether general/single co PEP and if discretionary/non discretionary

Reinvestment by nominee of a dividend paid on 12th November 2004


7. Number of shares / amount of stock acquired

160 shares



8. Percentage of issued class

Less than 0.001%


9. Number of shares/amount of stock disposed



10. Percentage of issued class



11. Class of security

Ordinary shares of 12 2/9 pence each


12. Price per share

528.99 pence


13. Date of transaction

24.11.2004


14. Date company informed

26.11.2004


15. Total holding following this notification

51,064


16. Total percentage holding of issued class following this notification

0.005%


If a director has been granted options by the company please complete the
following boxes.


17. Date of grant


18. Period during which or date on which exercisable



19. Total amount paid (if any) for grant of the option



20. Description of shares or debentures involved: class, number



21. Exercise price (if fixed at time of grant) or indication that price is to be
fixed at time of exercise



22. Total number of shares or debentures over which options held following this
notification


23. Any additional information



24. Name of contact and telephone number for queries

Phil Higgins 020 7960 2228



25. Name and signature of authorised company official responsible for making
this notification

Phil Higgins Assistant Company Secretary



Date of Notification

26.11.2004



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