Director/PDMR Shareholding

SMG PLC
16 September 2005


NOTIFICATION OF TRANSACTIONS OF DIRECTORS/PERSONS DISCHARGING MANAGERIAL
RESPONSIBILITY AND CONNECTED PERSONS


This form is intended for use by an issuer to make an RIS notification required
by DR 3.1.4R(1)

(1) An issuer making a notification in respect of a transaction relating to the 
    shares or debentures of the issuer should complete boxes 1 to 16, 23 and 24.

(2) An issuer making a notification in respect of a derivative relating
    to the shares of the issuer should complete boxes 1 to 4, 6, 8, 13, 14, 16, 
    23 and 24.

(3) An issuer making a notification in respect of options granted to a
    director/person discharging managerial responsibilities should complete 
    boxes 1 to 3 and 17 to 24.

(4) An issuer making a notification in respect of a financial instrument
    relating to the shares of the issuer (other than a debenture) should 
    complete boxes 1 to 4, 6, 8, 9, 11, 13, 14, 16, 23 and 24.


Please complete all relevant boxes in block capital letters.



1.     Name of issuer



       SMG plc





2.    State whether the notification relates to



     (i)   a transaction notified in accordance with DR 3.1.4R(1)  
          (a); or



     (ii) DR 3.1.4(r)(1)(b) a disclosure made in accordance with
          section 324 (as extended by section 328) of the Companies Act 1985; or



     (iii) both (i) and (ii)

          Relates to both (i) and (ii)





3.         Name of person discharging managerial responsibilities/director



            Donald Emslie (Director)

            Andrew Flanagan (Director)

            Christine Costello (Person Discharging Managerial Responsibilities)





4.    State whether notification relates to a person connected with a
person discharging managerial responsibilities/director named in 3 and identify
the connected person



        N/A





5.   Indicate whether the notification is in respect of a holding of the
person referred to in 3 or 4 above or in respect of a non-beneficial interest



      Notification is respect of holdings of the persons referred to in 3 above





6.     Description of shares (including class), debentures or derivatives or
financial instruments relating to shares



        Ordinary shares of 2.5 pence each





7.                   Name of registered shareholder(s) and, if more than one,
the number of shares held by each of them
            Andrew Flanagan      3,195,968            (includes options and connected person interests)
            Donald Emslie        1,540,976            (includes options and connected person interests)
            Christine Costello   1,504



8.         State the nature of the transaction



            (i)         Vesting of deferred bonus shares

            (ii)         Acquisition of shares by Andrew Flanagan funded by
monies held in PEP dividend account



       In addition, the following share options lapsed on 8 September 2005:-


            Name                                 Number                     Option Price


            Andrew Flanagan                      81,360                     £1.60025
            Donald Emslie                        30,508                     £1.60025





9.         Number of shares, debentures or financial instruments relating to the
shares acquired


                                            Gross                      Net                       PEP
                                       Deferred Shares           Deferred Shares               Shares
       Andrew Flanagan                     31,381                    18,488                      906
       Donald Emslie                       22,947                    13,520
       Christine Costello                   4,576



            The deferred shares transferred are net of shares sold to cover PAYE
/NI liability arising





10.        Percentage of issued class acquired (treasury shares of that class
should not be taken into account when calculating percentage)


                                            Gross                      Net                       PEP
                                       Deferred Shares           Deferred Shares               Shares
       Andrew Flanagan                    0.009982%                 0.005881%                 0.000288%
       Donald Emslie                      0.007299%                 0.004300%
       Christine Costello                 0.001455%                 0.000854%





11.        Number of shares, debentures or financial instruments relating to
shares disposed



            N/A





12.        Percentage of issued class disposed (treasury shares of that class
should not be taken into account when calculating percentage)



            N/A





13.        Price per share or value of transaction



            PEP Shares                  £0.9525

            Deferred Shares             £0.96





14.        Date and place of transaction

           PEP Shares                  13 September 2005

           Deferred Shares             15 September 2005




15.     Total holding following notification and total percentage holding
following notification (any treasury shares should not be taken into account
when calculating percentage)


Andrew Flanagan               3,102,621                  0.986873%

Donald Emslie                 1,501,041                  0.477447%



   (the above figures for Donald Emslie, Andrew Flanagan and includes
options and connected person interests)


 Christine Costello            4,189                      0.001332%





16.    Date issuer informed of transaction



       15 September 2005





If a person discharging managerial responsibilities has been granted options by
the issuer complete the following boxes





17.     Date of grant



       N/A



18.    Period during which or date on which it can be exercised



       N/A



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



       N/A



20.    Description of shares or debentures involved (class and number)



       N/A



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



       N/A



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



       N/A



23.    Any additional information



       N/A



24.   Name of contact and telephone number for queries



      Sara Clarke - Company Secretary

      0141 300 3074




Name of duly authorised officer of issuer responsible for making notification

Sara Clarke - Company Secretary

Date of notification

16 September 2005







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