Director Shareholding

Smith & Nephew Plc
09 May 2005

                                  SCHEDULE 11

          NOTIFICATION OF INTERESTS OF DIRECTORS AND CONNECTED PERSONS



1. Name of company


Smith & Nephew plc



2. Name of director


Peter Hooley



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


Peter Hooley



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






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


Exercise and sale of Executive Share Options and Nil Cost Options under the Long 
Term Incentive Plan ('LTIP')



7. Number of shares / amount of stock acquired


12,500 Executive Options exercised at 195.5 pence per share

25,000 Executive Options exercised at 193 pence per share

214,840 Nil Cost Options exercised under LTIP



8. Percentage of issued class


0.03%



9. Number of shares/amount of stock disposed


37,500 Executive Share Options

214,840 Nil Cost Options under LTIP



10. Percentage of issued class


0.03%



11. Class of security


Ordinary



12. Price per share


37,500 shares sold at 536 pence per share

214,840 shares sold at 537 pence per share



13. Date of transaction


9 May 2005



14. Date company informed


9 May 2005



15. Total holding following this notification


219,861 ordinary shares



16. Total percentage holding of issued class following this notification


0.02%



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


Following the exercise and sale of Executive Options and Nil Cost Options, the
Director retains Executive Options over 124,777 shares and 306,356 Nil Cost
Options under the LTIP.





As Trustees of the Smith & Nephew Employees' Share Trust, Mourant & Co Trustees
Ltd now holds 1,584,986 shares representing 0.2% of the shares of the Company
following the exercise and sale of the 214,840 shares by Peter Hooley. The Trust
is discretionary and all employees and the executive directors are potential
beneficiaries and therefore have an interest in the shares.


24. Name of contact and telephone number for queries


Phil Higgins 0207 960 2228



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


Phil Higgins

Assistant Company Secretary



Date of Notification


09.05.05



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