Director Shareholding

Smiths Group PLC
12 January 2001



Schedule 11 - Notification of interests of Directors and Connected Persons

1   Name of company:
Smiths Group plc

2   Name of director:
David Peter Lillycrop

3   Please state whether notification indicates that it is in respect of     
holding of the director named in 2 above or holding of that person's spouse or
children under the age of 18 or in respect of a non- beneficial interest:
Holdings of director and director's spouse
(excluding technical interest of director as a discretionary beneficiary under
shares held by employee share trusts)

4   Name of registered holder(s) and, if more than one holder, the number of 
shares held by each of them (if notified):
David Peter Lillycrop          58,489
Kaye Lorraine Lillycrop        10,246
Tudor Nominees Limited          1,788
Barclayshare Nominees Limited   4,385


5   Please state whether notification relates to a person(s) connected with  
the director named in 2 above and identify the connected person(s):
No

6   Please state the nature of the transaction. For PEP transactions please  
indicate whether general/single co PEP and if discretionary/non discretionary:
Declaration of interests (i) on appointment as a director and (ii) following
the transfer of 16,728 Smiths Group shares gross from an employee share trust 
following an award on 12 January 2001, pursuant to the TI Group plc Senior
Executive Share Incentive Plan (of which 6,742 shares were sold at 710p per
share to finance the income tax charge on the award).

7   Number of shares/amount of stock acquired:
9,986 shares (net) on 12 January 2001

8   Percentage of issued class:
<0.002%

9   Number of shares/amount of stock disposed:


10  Percentage of issued class:


11  Class of security:
Ordinary shares of 25p

12  Price per share:
64,922 under terms of merger with TI Group plc; 9,986 (net) at no cost

13  Date of transaction:
04/12/2000 and 12/01/2001

14  Date company informed:
08/01/2001 and 12/01/2001

15  Total holding following this notification:
74,908 shares (+ technical interest in 7,333,955 shares in trusts)

16  Total percentage holding of issued class following this notification:
0.014% (excluding trust interest)

If a director has been granted options by the company, please complete the
following fields:

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  Contact name for queries:
Neil Burdett

24  Contact telephone number:
020 8457 8229

25  Name of company official responsible for making notification:
Neil Burdett




Schedule 11 - Notification of interests of Directors and Connected Persons

1   Name of company:
Smiths Group plc

2   Name of director:
John Langston

3   Please state whether notification indicates that it is in respect of     
holding of the director named in 2 above or holding of that person's spouse or
children under the age of 18 or in respect of a non- beneficial interest:
Holdings of director and director's spouse
(excluding technical interest as a discretionary beneficiary under shares held
by employee share trusts)

4   Name of registered holder(s) and, if more than one holder, the number of 
shares held by each of them (if notified):
John Langston                       25,108
Monica Patricia Josephine Langston  35,162

5   Please state whether notification relates to a person(s) connected with  
the director named in 2 above and identify the connected person(s):
No

6   Please state the nature of the transaction. For PEP transactions please  
indicate whether general/single co PEP and if discretionary/non discretionary:
Declaration of interests (i) on appointment as a director and (ii) following
the transfer of 16,084 Smiths Group shares gross from an employee share trust
in respect of an award on 12 January 2001 pursuant to the TI Group plc Senior
Executive Share Incentive Plan (of which 6,482 shares were sold at 710p per
share to finance the income tax charge on the award).

7   Number of shares/amount of stock acquired:
9,602 shares (net) on 12 January 2001

8   Percentage of issued class:
<0.002%

9   Number of shares/amount of stock disposed:


10  Percentage of issued class:


11  Class of security:
Ordinary shares of 25p

12  Price per share:
50,668 under terms of merger with TI Group plc; 9,602 (net) at no cost

13  Date of transaction:
04/12/2000 and 12/01/2001

14  Date company informed:
08/01/2001 and 12/01/2001

15  Total holding following this notification:
60,270 shares (+ technical interest in 7,333,955 shares in trusts)

16  Total percentage holding of issued class following this notification:
0.011% (excluding trust interest)

If a director has been granted options by the company, please complete the
following fields:

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  Contact name for queries:
Neil Burdett

24  Contact telephone number:
020 8457 8229

25  Name of company official responsible for making notification:
Neil Burdett




Schedule 11 - Notification of interests of Directors and Connected Persons

1   Name of company:
Smiths Group plc

2   Name of director:
Sir Colin Michael Chandler

3   Please state whether notification indicates that it is in respect of     
holding of the director named in 2 above or holding of that person's spouse or
children under the age of 18 or in respect of a non- beneficial interest:
Holdings of director and director's spouse

4   Name of registered holder(s) and, if more than one holder, the number of 
shares held by each of them (if notified):
Zeban 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):
No

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

7   Number of shares/amount of stock acquired:
N/A

8   Percentage of issued class:


9   Number of shares/amount of stock disposed:


10  Percentage of issued class:


11  Class of security:
Ordinary shares of 25p

12  Price per share:
Acquired under terms of merger with TI Group plc

13  Date of transaction:
04/12/2000

14  Date company informed:
08/01/2001

15  Total holding following this notification:
8,778 shares

16  Total percentage holding of issued class following this notification:
0.002%

If a director has been granted options by the company, please complete the
following fields:

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  Contact name for queries:
Neil Burdett

24  Contact telephone number:
020 8457 8229

25  Name of company official responsible for making notification:
Neil Burdett




Schedule 11 - Notification of interests of Directors and Connected Persons

1   Name of company:
Smiths Group plc

2   Name of director:
Sir Nigel Hugh Robert Allen Broomfield

3   Please state whether notification indicates that it is in respect of     
holding of the director named in 2 above or holding of that person's spouse or
children under the age of 18 or in respect of a non- beneficial interest:
Holding of director

4   Name of registered holder(s) and, if more than one holder, the number of 
shares held by each of them (if notified):
Sir Nigel Hugh Robert Allen Broomfield

5   Please state whether notification relates to a person(s) connected with  
the director named in 2 above and identify the connected person(s):
No

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

7   Number of shares/amount of stock acquired:
N/A

8   Percentage of issued class:


9   Number of shares/amount of stock disposed:


10  Percentage of issued class:


11  Class of security:
Ordinary shares of 25p

12  Price per share:
Acquired under terms of merger with TI Group plc

13  Date of transaction:
04/12/2000

14  Date company informed:
08/12/2001

15  Total holding following this notification:
103 shares

16  Total percentage holding of issued class following this notification:
<0.001%

If a director has been granted options by the company, please complete the
following fields:

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  Contact name for queries:
Neil Burdett

24  Contact telephone number:
020 8457 8229

25  Name of company official responsible for making notification:
Neil Burdett




Schedule 11 - Notification of interests of Directors and Connected Persons

1   Name of company:
Smiths Group plc

2   Name of director:
John Mulock Hignett

3   Please state whether notification indicates that it is in respect of     
holding of the director named in 2 above or holding of that person's spouse or
children under the age of 18 or in respect of a non- beneficial interest:
Holdings of director and director's spouse

4   Name of registered holder(s) and, if more than one holder, the number of 
shares held by each of them (if notified):
John Mulock Hignett   15,515
various nominees      50,252

5   Please state whether notification relates to a person(s) connected with  
the director named in 2 above and identify the connected person(s):
No

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

7   Number of shares/amount of stock acquired:
N/A

8   Percentage of issued class:


9   Number of shares/amount of stock disposed:


10  Percentage of issued class:


11  Class of security:
Ordinary shares of 25p

12  Price per share:
Acquired under terms of merger with TI Group plc

13  Date of transaction:
04/12/2000

14  Date company informed:
03/01/2001

15  Total holding following this notification:
65,767 shares

16  Total percentage holding of issued class following this notification:
0.012%

If a director has been granted options by the company, please complete the
following fields:

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  Contact name for queries:
Neil Burdett

24  Contact telephone number:
020 8457 8229

25  Name of company official responsible for making notification:
Neil Burdett


Additional Information:
The technical interests of Mr D P Lillycrop and Mr J Langston, as
discretionary beneficiaries under the TI Group Jersey Employee Share Trust and
the TI Group Employee Share Trust (the 'Trusts'), in ordinary shares in the
Company held by or for the Trusts have reduced by 302,424 shares to 7,333,955
shares, following the transfer of shares in respect of awards made to several
executives under a TI Group share incentive plan.  The Trusts are used to
satisfy certain entitlements for TI Group employees arising under TI's
employee share programme.